REPORT ON CORPORATE GOVERNANCE
As per SEBI( Listing Obligation And Disclosure Requirement) Regulations, 2015
At Modern India Limited, we believe in best management practices, compliance of law in true letter and spirit, adherence of ethical standard for effective management and distribution of wealth and discharge of social responsibility for sustainable development of all stakeholders. In keeping with our commitment to ensure compliance our Company has adopted in letter and spirit the new Regulations and is striving to be compliant in all aspects.
The Corporate Governance report for the year ended 31st March, 2016 is as under:
I. COMPANY'S PHILOSOPHY ON CORPORATE GOVERNANCE
The Company's philosophy on Corporate Governance is aimed at attainment of the highest level of transparency, accountability and equity in all facets of its operations and in all interaction with its shareholders, employees, customers and the Government. The Company has the commitment to do business with strong corporate governance and openness by working across all organizational boundaries and strives to break down internal barriers and accept the accountability for their own actions and results.
The Board of Director acknowledges that it has a fiduciary relation and a corresponding duty towards the stakeholders to ensure that their rights are protected. Through the Governance mechanism in the Company, the Board along with its Committees endeavours to strike a right balance with various stakeholders.
II. BOARD OF DIRECTOR
Composition of Board
The current strength of the Board of Director of the Company is Seven. The Board has an optimum combination of executive and non-executive director. The Chairman and Managing Director is an executive director while other director are non-executive director. Except two non-executive director the rest are Independent Directors. This combination helps the Company to take benefit of the experience and expertise of the directors, in their core area of competence. There are no nominee director on the Board of the Company. The Board has an Executive Chairman and the number of Independent Director is more than half of the total strength of the Board.
The Company has complied with the requirements of Regulation 17 SEBI (Listing Obligations and Disclosure Requirement) Regulations, 2015 and the Companies Act 2013 with regards to the composition of the Board.
Board Meetings and attendance
During the year Five Meetings of Board were held viz; on 11th May, 2015, 08th August, 2015, 21st August, 2015, 30th October, 2015, and 06th February, 2016 and the gap between two Board meetings was not exceeding 120 days
The Board meets at least once a quarter to review the quarterly performance and the financial results. The Board Meetings are generally scheduled well in advance and the notice of each Board Meeting is given in writing to each Director. All the items in the agenda are accompanied by notes giving comprehensive information on the related subject and in certain matters such as financial/business plans, financial results, detailed presentations are made. The agenda and the relevant notes are sent in advance separately to each Director and only in exceptional cases; the same is tabled at the meeting. The Board is also free to recommend the inclusion of any matter for discussion in consultation with the Chairman.
The information as specified in Schedule II of the SEBI (Listing Obligation and Disclosure Requirements) Regulation, 2015 is regularly made available to the Board.
To enable the Board to discharge its responsibilities effectively, the Member of the Board are briefed at every Board Meeting, on the overall performance of the Company, with presentations by functional heads. Senior management is invited to attend the Board Meetings so as to provide additional inputs to the items being discussed by the Board. The Company provides video conferencing facility to the Board of Director of the Company to ensure their presence in case of their not being able to attend the meeting personally.
The Board's role, functions, responsibility and accountability are clearly defined. In addition to matters statutorily requiring Board's approval, all major decisions involving policy formulation, strategy and business plans, annual operating and capital expenditure budgets, new investments, compliance with statutory/ regulatory requirements, major accounting provisions, legal issues, approval of capital expenditure and write-offs are considered by the Board.
The Board takes on record the declaration made by the Chairman and Managing Director, the Chief Financial Officer and Company Secretary regarding compliances of all laws on quarterly basis.
The draft minutes of the Board / Committee Meetings are circulated well within the time permitted as per the Secretarial Standards to all Director and the same are confirmed at the subsequent Meeting.
DISCLOSURE OF RELATIONSHIP BETWEEN DIRECTOR INTER-SE:
The Chairman and Managing Director is related to Smt. Gauri Jatia who is also the promoter of the Company. Furthermore, the Presidents Shri. Sidhant Jatia and Shri. Mudit Jatia are related to the Shri Vijay Kumar Jatia, Chairman and Managing Director and Smt. Gauri Jatia.
There is no other relationship between the Director.
III. AUDIT COMMITTEE
Terms of reference
The terms of reference of the Audit Committee are wide enough to cover the matters specified in Regulation 18 read with Part C of Schedule II of the SEBI (Listing Obligation and Disclosure Requirements) Regulation, 2015 as well as in Section 177 of the Companies Act, 2013. In brief, the Audit Committee of the Company, inter-alia, provides assurance to the Board on the adequacy of the Internal Control Systems, financial disclosures and ensures that generally accepted accounting principles are observed by the Company. The Committee also provides guidance and liaises with the Internal Auditors as well as the Statutory Auditors of the Company.
Composition, Meeting and Attendance
The Audit Committee was constituted in January, 2001 and has been reconstituted from time to time. The current strength of the Audit Committee is four Member. All the Members of the Audit Committee are Non-Executive Directors. Two-thirds of the Member of the Committee are Independent directors. All the Member of Audit Committee are financially literate and possess accounting and related financial management expertise. The Managing Director of the Company is a permanent invitee of the Audit Committee. At the invitation of the Committee, representatives from various divisions of the Company, internal Auditors, statutory Auditors and Chief Financial Officer also attend the Audit Committee meetings to respond to queries raised at the Committee meetings. Shri. Parind Badshah, Vice President & Company Secretary acts as the Secretary to the Audit Committee.
During the year under review Four meetings were held on 11th May, 2015, 08th August, 2015, 30th October, 2015 and 06th February, 2016 and the gap between two meetings did not exceed 120 days.
Internal Auditors: The Company has appointed M/s. M. L. Sharma & Co., a firm of Chartered Accountants as Internal Auditors to review the Internal Control Systems of the Company and to report thereon. The quarterly report of the Internal Auditors is reviewed by the Audit Committee.
The Company has established a mechanism called 'Whistle Blower Policy' for employees to report to the management, the instances of unethical behavior, actual or suspected fraud or violation of the company's code of conduct or ethics policy. All Employees of the Company are eligible to make Protected Disclosures under the Policy. The Protected
Disclosures may be in relation to matters concerning the Company or its subsidiaries. The detailed Policy can be viewed on the website of the Company <http://modernindia.co.in/pdf/Whistleblower%20policy.pdf>
IV. NOMINATION AND REMUNERATION COMMITTEE:
Composition, Meeting and Attendance
The Nomination and Remuneration Committee was constituted in April, 2002 and has been reconstituted from time to time and the terms of reference of the Nomination and Remuneration Committee are wide enough to cover the matters specified in Regulation 18 read with Part D of Schedule II of the SEBI (Listing Obligation and Disclosure Requirements) Regulation, 2015. Currently, the Commitee comprises of four director of which three are Independent Non-executive director. The Nomination and Remuneration Committee comprises of Shri. Rajas R Doshi (Chairman), Shri. Anand Didwania, Dr. Shivkumar Israni and Shri. Vijay Kumar Jatia, Chairman and Managing Director of the Company who was appointed as a member of the Committee in the Board Meeting of the Company held on 11th May, 2015.
The terms of reference of the Nomination and Remuneration Committee include reviewing and recommending the terms of remuneration payable to the Executive Director and the Key Managerial Personnel (KMPs). The Committee also evaluates the performance of the Board of Directors.
Shri. Parind Badshah, Vice President & Company Secretary acts as the Secretary to the Nomination and Remuneration Committee
During the year under review one meeting was held on 11th May, 2015. The meeting was attended by all the Members of the Committee.
Details of Remuneration/Sitting Fees paid to the Director:-
The Managing Director is receiving remuneration as per the sanction accorded by the Member of the Company (the details given in Note No. 34 to the Accounts). It is to be noted that tenure of Shri VijayKumar Jatia as Managing Director ended on 31st July, 2015 and he was re-appointed as Chairman and Managing Director with effect from 1st August, 2015 for a further period of three year at a remuneration of Rs. 1.80 crores per annum, Company has made necessary application to the Central Government for approval of payment of this remuneration. However till date the said approval has not been received and in view of non receipt of approval, Shri. Vijay Kumar Jatia is being paid remuneration upto Rs. 84 lacs per annum as was sanctioned by Central Government in his earlier tenure. The nonexecutive director gets sitting fees of Rs. 40,000/- for every meeting of the Board /Committee.
Salient Features of the Remuneration Policy:
1. To guide the Board in relation to appointment and removal of Director, Key Managerial Personnel (KMP) and Senior Management Personnel one level below the Board and other employees.
2. To formulate criteria for evaluation of the Director and the Board.
3. To recommend to the Board on remuneration payable to the Director, KMP and Senior Management Personnel one step below the Board and other employees.
4. To provide to KMP and Senior Management reward linked directly to their effort, performance, dedication and achievement relating to the Company's operations.
5. To retain, motivate and promote talent and to ensure long term sustainability of talented managerial persons and create competitive advantage.
6. To devise a policy on Board divdrity.
Criteria on Performance evaluation:
The Nomination and Remuneration Committee has finalized the criteria on the basis of which the Board as whole is evaluated and the Independent Director have formulated the criteria based on which the Chairman and other non-Executive Director are evaluated. The main criteria are as follows:
a) Attendance / Presence at Meetings of the Board and Committees.
b) Well prepared on the issues to be discussed.
c) Provide meaningful and constructive contribution and inputs in meetings.
d) Display Independent judgment.
e) Built effective working relationships with other Board Member.
f) Accessible to the senior management of the Company and have built effective working relationships with them.
g) Provide a good degree of direction/guidance to senior management outside of meetings.
h) Display a good degree of understanding of the company, industry, sector, geography (including risks, current operational and environment context, emerging trends
V. STAKEHOLDERS RELATIONSHIPS COMMITTEE
Composition, Meetina and Attendance
The Stakeholders Relationships Committee was constituted in January, 2002 and has been reconstituted from time to time and the terms of reference of the Stakeholder Relationship Committee are wide enough to cover the matters specified in Regulation 18 read with Part D of Schedule II of the SEBI (Listing Obligation and Disclosure Requirements) Regulation, 2015.The Committee comprises of three director; one of them being independent Director. Shri.Rajas R. Doshi is the Chairman of the Stakeholder/Investors' Grievances Committee. Shri. Parind Badshah, Vice-President & Company Secretary acts as Secretary to the Committee.
During the year, the Committee met once, on 30th October, 2015. The information pertaining to attendance of each member at the meeting of the Committee is as under:
VI. MEETING OF INDEPENDENT DIRECTOR:
The Independent Director of the Company met once during the year on 23rd March, 2016 to review the performance of non-independent Director and Chairman of the Company and had accessed the quality, quantity and timeliness of flow of information between the Company management and the Board.
The Company conducts the familiarization programmes for Independent Director of the Company as and when required in which, detailed presentations and allied activities are conducted.
VII. CORPORATE SOCIAL RESPONSIBILITY COMMITTEE:
Composition, Meeting and Attendance
The Corporate Social Responsibility Committee was constituted in May, 2014. The Committee comprises of four directors one of them being independent and Non-executive. Shri. Vijay Kumar Jatia is the Chairman of the Corporate Social Responsibility Committee. Shri.Parind Badshah, Vice-President & Company Secretary acts as Secretary to the Committee.
VIII. RISK MANAGEMENT COMMITTEE:
Composition, Meeting and Attendance
The Company recognizes that the risk is an integral and unavoidable component of business and is committed to managing the risk in proactive and effective manner. The Company believes that risk may not be fully eliminated, however, it can be controlled or transferred or reduced or shared, etc.
In the Today's Challenging and competitive environment, strategies for mitigating inherent risks in accomplishing the growth plans of the Company are imperative. The common risks inter alia are changing regulations, competition, business risks, technology obsolescence, investment risks, and retention of talent and expansion of facilities. For managing risks more efficiently, the Company has constituted the Committee on Risk Management in October, 2014. (though not applicable to our Company as it is applicable to top 100 companies as per listing regulations but as a good practice we have adopted and constituted this committee).
The Committee comprises of three director viz
a) Shri. Vijay Kumar Jatia - Chairman
b) Shri. S.D. Israni - Member
c) Shri. Kaiwan Kalyaniwalla - Member
Shri. Parind Badshah, Vice President and Company Secretary acts as Secretary to the Committee.
During the year, the Committee met once on 11th May, 2015. The Board of Director has framed the Risk Management Policy stating Roles and Responsibilities and delegation power for monitoring and reviewing the Risk Management plan for the Committee to follow. The attendance of the Committee Meeting is as follows:
X. SUBSIDIARY COMPANIES
The Company has four Subsidiaries of which one is a Foreign Subsidiary Company incorporated in Hong Kong and has three Indian Subsidiary Companies. The Company has TWO material non-listed Indian subsidiaries whose net worth (i.e. paid-up capital and free reserves) exceed 20% of the consolidated net worth of the listed holding Company and its subsidiaries in the immediately preceding accounting year. Shri Anand Didwania, Independent Director was appointed on the Board of Director of Modern India Property Developers Limited a wholly owned subsidiary of Modern India Limited, since 16th July, 2010 and Dr Shivkumar Israni, Independent Director was appointed as a Director in Verifacts Services Private Limited w.e.f. 4th February, 2014.
The Company has framed the Policy on determination of material Subsidiary and the Board of Director and Audit Committee acts within purview of the terms and conditions stated therein. The policy on determination of Material Subsidiary can be viewed on the website of the Company <http://modernindia.co.in/pdf/Policy%25> 20on%20Material%20Subsidiary.pdf
a) All the related party transactions arising in the ordinary course of business were placed periodically before the audit committee in summary form. The Related Party Transactions are disclosed in Note No36. There WERE NO material individual transactions with related parties which were not in the ordinary course of business. All the related party transactions were on an arm's length basis.
b) All Accounting Standards mandatorily required have been followed in preparation of financial statements and no deviation has been made in following the same.
c) Risk assessment and its minimization procedures have been laid down by the Company and the same have been informed to the Director. These procedures are periodically reviewed to ensure that the executive management controls risks through means of a properly defined framework.
d) No money was raised by the Company through public issue, rights issue, preferential issues, etc. in the previous financial year and hence not applicable for compliance by the Company.
e) i) All pecuniary relationship or transactions of the non-executive Director vis-a-vis the Company have been disclosed in item IV of this report;
ii) The Company has only one Managing Director, whose appointment and remuneration has been fixed by the Board on the recommendation of the Nomination and Remuneration Committee duly approved by the Member and approval by the Central Government for payment of remuneration is awaited.
(iii) The service of the Managing Director is on contractual basis for a period of three (3) year up to 31.07.2018. Shri Vijay Kumar Jatia was re-appointed by the Board of Director at their meeting held on 11th May, 2015, for a further period of 3 year as Managing Director with effect from 1st August, 2015 and the Member at the 81st Annual General Meeting held on 08th August, 2015.
f) Management Discussion and Analysis forms part of the Annual Report to the shareholders and it includes discussion on matters as required under the provisions of Regulations 34 of the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015
g) There is no material financial and commercial transactions by Senior Management as defined in Regulation 26(5) SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 of the where they have personal interest that may have a potential conflict with the interests of the Company at large requiring disclosure by them to the Board of Director of the Company.
h) The Company has filed e-form CG - 1 with MCA for delayed filing of e-form MGT -14.
i) No penalty or strictures have been imposed on the Company by Stock Exchanges or SEBI or any Statutory Authority on any matter related to Capital Markets during the last three year.
XIII. MEANS OF COMMUNICATION
a) Quarterly, Half Yearly and Annual Results: Quarterly, Half Yearly and Annual results were published in Financial Express, Mint and Mumbai Lakshadweep and the same were displayed on the website of the Company.
b) News Release, Presentation, etc: Official news releases detailed presentations made to media, analysts, institutional Investors, if any, are displayed on the Company's website www.modernindia.co.in
c) Website: The Company's website www.modernindia.co.in contains a separate section on "Investor Relations' where shareholders information is available. The information pertaining to Financial Results, Shareholding Pattern, Corporate Governance and the Annual Report and the Policies and Code of Conduct is also available on the website in a user friendly and downloadable form.
d) Annual Report: Annual Report containing, inter alia, Audited Annual Accounts, Consolidated Financial Statements, Boards Report, Auditors' Report and other important information is circulated to the Member and others entitled
e) BSE Website: Annual Report, Quarterly Results, Shareholding Pattern, etc. of the Company were also uploaded on the BSE website www.bseindia.com <http://www.bseindia.com>.
XIV. CODE OF BUSINESS CONDUCT AND ETHICS FOR DIRECTOR AND SENIOR MANAGEMENT
The Board at its meeting held on 11th May, 2015 adopted the revised Code of Business Conduct and Ethics for Director and Senior Management ('the Code'). The Code is a comprehensive Code applicable to all Director, Executive as well as Non-Executive and also to the Member of Senior Management. The Code while laying down, in detail, the standards of business conduct, ethics and governance, centers on the following theme -"The Company's Board of Director and Senior Management are responsible for and are committed to setting the standards of conduct contained in the Code and for updating these standard, as appropriate, to ensure their continuing relevance, effectiveness and responsiveness to the needs of local and international Investors and all other stakeholders as also to reflect corporate, legal and regulatory developments."
A copy of the Code is available on the Company's website <http://modernindia.co.in/pdf/> Code%20of%20Conduct 2015.pdf The Code has been circulated to all the Member of the Board and Senior Management and the compliance of the same has been affirmed by them. The said code is revised from time to time to comply with the change in statues and regulations.
Pursuant to Regulation 34(3) and 53(f) read with schedule V of SEBI(Listing Obligations and Disclosure Requirements Regulations, 2015 a declaration signed by the Chairman & Managing Director has been given below:
I hereby confirm that:
The Company has obtained from all the Member of the Board and Senior Management, affirmation that they have complied with the Code of Business Conduct and Ethics for Director and Senior Management in respect of financial year 2015-16.
XV. GENERAL SHAREHOLDER INFORMATION
AGM: Date, time and venue Friday, the 22nd July, 2016 at 4.00 p.m. at the M.C.Ghia Hall, 4th Floor,K.Dubash Marg, Kala Ghoda, Mumbai-400 001
Financial Calendar (Tentative)
Unaudited Financial Results for quarter ending 30th June, 2016 On or before 14th August, 2016
Unaudited Financial Results for quarter ending 30th September, 2016 : On or before 14th November, 2016
Unaudited Financial Results for quarter ending 31st December, 2016 : On or before 14th February, 2017
Results for the year ending 31st March, 2017 : Audited Financial Results - on or before 30th May, 2017
Date of Book closure :
From 09.07.2016 to 22.07.2016 (Both days inclusive), for payment of dividend, if any and 82nd Annual General Meeting.
Dividend Payment Date : On or Before. 26.07.2016
Listing on Stock Exchanges: The Bombay Stock Exchange Limited, Mumbai. The Company has paid the Listing Fees for the year 2016-2017 to the Exchange.
Stock Code : BSE- 503015
Demat ISIN No. for NSDL & CDSL : INE251D01023
Registrar & Share Transfer Agents:
Satellite Corporate Services Pvt. Ltd. B-302, Sony Apartment, Off. Andheri-Kurla Road, Jarimari, Sakinaka, Mumbai 400 072 Tel. No. +91-22-28520461 E-mail id: email@example.com
Share Transfer System:
All the applications for transfer of shares in physical form are first processed by the Company's Share Transfer Agents M/s Satellite Corporate Services Pvt. Ltd. Thereafter the same are approved by the Managing Director/Company Secretary. The duly approved transfers are registered and the relevant certificates are returned to the Transferees within the stipulated period. The dematerialized shares are transferred/ transmitted through NSDL and CDSL, the Depositories.
A summary of transfer/transmission of shares of the Company as approved by the Managing Director/Company Secretary is placed at every Board Meeting. The Company obtains from the Company Secretary in Practice half-yearly certificate of compliance with regards to share transfer/transmission, deletion of name, etc. under Regulation 40(9) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
Minimum Public Shareholding As per Reg.38 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, pursuant to Rule 19(2)(b) of the Securities Contracts (Regulation) Rules, 1957, Listed Company is required to maintain minimum Public Shareholding of not less than 25% of the total number of issued Shares.
The Promoters had diluted their holding to 75% of the total equity capital in the manner and the method stated in Clause 40A of the earlier Listing Agreement within the said time limit.
Information in respect of unclaimed dividends due for the remittance into investor Education and Protection Fund (IEPF) is given below:
Shareholders are advised by the Company well in advance before transferring the unclaimed dividends in IEPF. Members are requested to note that as per Companies Act, unclaimed dividend once transferred to IEPF will not be refunded.
Shareholders holding shares in the electronic form are requested to deal only with their Depository Participant in respect of change of address, Nomination facility and furnishing bank account number, etc.
Dematerialization of shares and liquidity:
As on 31.03.2016, 36297530 Equity Shares of the Company had been dematerialized, which represent 96.67% of the Paid up Capital of the Company.
Outstanding GDRs/ ADRs/ Warrants or any Convertible instruments, conversion date and likely impact on equity.
There are no GDRs/ ADRs / Warrants or any Convertible instruments outstanding as on 31st March, 2016. Equity Share in the Demat Suspense Account:
Pursuant to Regulation 39(4) read with Schedule VI of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, there are no shares Unclaimed. However, there are 11,63,325 shares under 1937 folios undelivered after sub-division of shares from face value of Rs. 50 to Rs. 10 and subsequently from Rs. 10 to Rs. 2, in spite of sending reminders.
Solar Power Plant : Aundh Village, Satara District, Maharashtra
Address for correspondence:
Corporate Office : 1, Mittal Chambers, 228, Nariman point, Mumbai- 400 021
Registered Office: Modern Centre, Sane Guruji Marg, Mahalaxmi, Mumbai 400011 B-302, Ph.No. 67444200 Fax Nos. 23075787/23004230 Email: firstname.lastname@example.org
Registrar & Share Transfer Agents:
Satellite Corporate Services Pvt. Ltd. Sony Apartment,Jarimari, Sakinaka,Mumbai 400 072
Ph.No. 28520461 Email : email@example.com
XVI. OTHER INFORMATION
(a) The Sexual Harassment Policy:
To reinforce the Company's position as an equal opportunity employer and in the light of the increasing gender diversity it was felt necessary to articulate the Company's commitment by providing a workplace free of sexual harassment and therefore Company has adopted a policy statement on prevention of sexual harassment which is in Compliance with the Sexual harassment (Prevention, Prohibition and Redressal) Act, 2013 and Supreme Court Directives. The same can be seen on: <http://modernindia.co.in/PDF/Policy%20on%20Prevention%20of%20Sexual%20Harassment.pdf>
(b) Related Party Transaction:
In adherence to the Corporate Governance standards with transparency, the Company has framed Related Party Transaction Policy in consistency with listing agreements and the Companies Act, 2013. The details of Material Related party Transactions are given in Note No. 44 in conformity and with omnibus approval of Audit Committee and Shareholder's approval wherever necessary.
The Board of Directors of the Company acts within the framework of the Related Party Transaction Policy. The detailed policy can be viewed on the official website of the Company <http://modernindia.co.in/pdf/> Related%20Party%20Transaction%20Policy.pdf
XVII NON MANDATORY REQUIREMENTS DISCRETIONARY REQUIREMENTS UNDER REG.27(1) OF SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIRMENTS) REGULATIONS,2015
• The Board
Since our Company has an Executive Chairman, he is entitled to an office and a salary which is approved by the members of the Company and sanction by the Central Government which is awaited.
The Company ensures that every Director has the requisite qualification to be on the Board and proves to be an asset to the Organization.
• Shareholders Right
Annual declaration of financial performance is sent to all the Shareholders. Quarterly results are also published in the newspapers. Shareholder's approval is sought whenever it is required as per the provisions of the Companies Act, 2013.
• Modified opinion(s) in audit report
In case of any qualification, the same shall be responded/replied to in the Report of the Board of Directors.
XVIII CEO/CFO CERTIFICATION
Pursuant to the provisions of Reg.34(3) and 53(f) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 with the Stock Exchange, the Chairman & Managing Director and CFO has issued a certificate to the Board of Directors, for the year ended 31st March, 2016
XIX COMPLIANCE CERTIFICATE
Compliance Certificate for Corporate Governance from the Auditors of the Company is given as Annexure to this Report
For and on behalf of the Board of Directors
Sd/- Vijay Kumar Jatia
Chairman & Managing Director
PLACE : Mumbai,
DATE : 26th May 2016