RVNL received the Corporate Governance Award for the year 2020-21 in Nov 2021 based on the ethics of the company...

1. Corporate Governance at RVNL
Not just limited to Regulatory or
Structural measures, rather it is a
Culture.
by
Shri Rajesh Prasad, IRSE
Director (Operations), RVNL
26th November 2021

2. It is a culture; which is based on
Trusteeship, Transparency, Empowerment,
Accountability and Corporate Ethics

3. SCOPE
About RVNL
RVNL’s Initiatives and culture
Pillars of Corporate Governance
Corporate Social responsibility
Recognition
Corporate Governance as per Bhagavad Gita

4. National Railway Vikas Yojna - Announced by Bharat Ratna late Sh. A B Vajpayee
o Incorporated as a PSU on 24-1-2003
o Began operations in 2005
o Granted ‘Mini Ratna’ status on 19th September 2013
o In process of upgradation to ‘Navratna’
RAIL VIKAS NIGAM LIMITED

5. Turnover (Rs. in crore)
CAGR of 27.67% in last 5 years
Turnover 10X in 9 years
* Despite pandemic
duly taking all precautions
FINANCIAL PERFORMANCE
*
*

6. MoU Score and Rating received vide DPE’s Office Memorandum dated 11.10.2021
for the year 2019-20 and RVNL has been rated Excellent with MoU score of 99
which is highest amongst all the PSUs in India.
MOU PERFORMANCE :
Assessment Year
Rating
RVNL’s rank among
Railway CPSEs
assessed by DPE
Rank of RVNL
2007-08 Good 8th
2008-09 Very Good 10th
2009-10 Very Good 7th
2010-11 Excellent 5th
2011-12 Excellent 2nd
2012-13 Excellent 1st
2013-14 Excellent 2nd
2014-15 Excellent 1st
2015-16 Excellent 1st
2016-17 Excellent 1st
2017-18 Excellent 1st
2018-19 Excellent 2nd
2019-20 Excellent 1st
2020-21 100 out of 100 score recommended by
Ministry of Rlys and sent to DPE.
RVNL has been rated
“Excellent” for the last 10
successive years by the
Department of Public
Enterprises
RVNL has also been ranked
1st amongst the Railway PSEs
for the 6 times out of the last
8 years

7. Commitment towards its Code of Corporate Governance - “To act
in accordance with the highest standards of professional
integrity, honesty, ethical conduct and to be proficient,
professional and profitable by upholding and promoting
transparency and accountability.”
RVNL has been guided by the following shared values viz.:
• Zeal to attain excellence in performance
• Honesty and justice in dealings
• Firm obedience to commitments undertaken
• Timely completion of projects
• Respect for individual dignity and inclusive culture
• Fostering devotion and pride towards RVNL
• To act as a team

8. PROJECTS COMPLETED UPTO MARCH 2021
S. NO. PLAN HEADS COMPLETED (km) No. of Projects
1. New Line (NL) 455.55 4
2. Gauge Conversion (GC) 2070.20 8
3. Doubling (DL) 4264.11 44
4. Railway Electrification (RE) 6309.93 25
5. Metropolitan Transport Project (MTP) 46.14 1
TOTAL 13,145.93 82
6. RE as part of Doubling/GC/NL 3033.11
7. Workshop projects (nos.) 10 10
8. Cable Stayed Bridge (nos.) 1 1
9. IRIFM Institutional Building 1
10. Others 9 Nos
Total 102 projects fully commissioned. 102

9. Doubling - Contribution by RVNL Railway Electrification – Contribution by RVNL
Contributed >37% of the doubling and >28% of electrification projects of the
total project commissioned by Indian Railways in the year 2020-21 despite
Covid Pandemic
(in km) (in km)
(Source ministry of Railways)
PROJECT DELIVERY

10. Rail Vikas Nigam Ltd. (RVNL)
Subsidiary SPVs
Kutch Railway Company Ltd. (KRC)
(50.00%) Commissioned 2008
HSRC Infra Services Limited (100%)
Krishnapatnam Railway Company Ltd.
(49.76%) Commissioned 2008/2019
Bharuch Dahej Railway Corporation Ltd.
(BDRCL) (35.46%) Commissioned 2013
Haridaspur Paradeep Railway Company Ltd.
(HPRCL) (30.00%) Commissioned July 2020
Angul Sukinda Railway Ltd. (ASRL)
(32.37%) Targeted June 2022.
RVNL has promoted SPVs to attract private participation in development
of Railway Infrastructure
Rs. 76,547 crore revenue generated for Indian
Railways without any investment by Ministry of
Railway
Equity contribution of Rs. 1074.42 crore in the 4
operational SPVs at a total project cost of Rs.
8916 crore (Length=558 km)

11. PILLARS OF CORPORATE GOVERNANCE IN RVNL
COMMITTEES OF
THE BoD
DISCLOSURE
PRACTICES
STATUTORY
AUDIT
COMPENDIUM OF RULES, SOP &
CIRCULARS; GRIEVANCE
HANDLING MACHINERY
ACCOUNTABLLITY TRANSPARENCY
INDEPENDENT
SCRUTINY
EMPOWERMENT, ETHICS
& FAIRNESS
➢Accountability
▪ Ensure that management is accountable to the Board
▪ Ensure that the Board is accountable to shareholders (78.20% Govt. + 21.80% Public)
➢Transparency
▪ Ensure timely, accurate disclosure, financial situation, ownership, performance.
➢Independence
▪ Procedures + structures to avoid any conflict of interest
▪ Independent Directors - free from any influence
➢Fairness, Empowerment, Ethics
▪ SOP, Procedures, Circular, Grievance Handling Machinery, Compliance to LODR, Protect
Shareholders rights.

12. • Five whole-time directors,
• Two part time official directors -from Ministry of Railways,
• Seven independent directors including a woman director.
“To act in accordance with the highest standards of professional
integrity, honesty, ethical conduct and to be proficient, professional
and profitable by upholding and promoting transparency and
accountability.”
RVNL BoD-
FOURTEEN
DIRECTORS
RVNL CODE
OF
CORPORATE
GOVERNANCE

13. Five
functional
Committees
to assist,
guide and
inform BOD
Committees predominantly headed by Independent Directors- which lends
teeth and independence to oversee the Company’s works effectively.
1. Audit Committee- met 5 times during 2020-21
2. Nomination and Remuneration Committee- met once during 2020-21
3. Corporate Social Responsibility (CSR) Committee- met once during
2020-21
4. Stake holders’ Relationship Committee- met once during 2020-21
5. Risk Management Committee- met 4 times during 2020-21
Ease of doing business by:
o Reforms in Contract Management,
o High standards of Reporting & Accounting,
o Introduction of ‘E’-Tendering and ‘E’ – Measurement Books

14. Performance indicators in Corporate Governance in RVNL
• Holds all statutory meetings regularly- BoD Meetings and Committee meetings at
regular intervals
• Investor’s Meets are also held periodically to increase shareholders confidence
• AGM has always been held within stipulated time
• Submissions of Quarterly Financial Results to SEBI on time
• Official news, Quarterly Results, Annual Results communicated to stakeholders
through leading English and Hindi Newspapers and published on the Company’s web
site
• Regular Press Briefing and Business Interviews with various Business and Financial
media channels periodically

15. • Independent Directors’ Meeting is held at least once a year- as per Companies Act
provisions, SEBI guidelines
• BoD has laid down a Code of Conduct for senior management, and it is fully
adhered to
• RVNL has a Whistle Blower Policy besides a vigilance policy adhering to CVC
guidelines
• Vigilance details being put up to BoD regularly.
• Statutory and Secretarial Auditor Observations during 2020-2021- CAG Nil
comments continuously.
Grievance Redressal Machinery works for customers, shareholders and employees
▪ All disclosures as per statutory requirement are published on RVNL website.
▪ Last but not the least, it can emphatically be stated that all these Corporate
Governance principles while adding to the Board's effectiveness have strengthened
RVNL’s distinction as a dominant infrastructure development company.

16. Elements of Corporate Governance
▪ Control Environment
▪ Transparent disclosure
▪ Well-defined and protection of Shareholders rights
▪ Good Board practices
▪ Board commitment

17. Good Board Practices
▪ Board is well structured
▪ Well-defined duties and responsibilities of Directors
▪ Clear roles and authorities

18. Corporate Social Responsibility
CSR Expenditure (Rs. in crore)
RVNL has contributed, approximately 60 percent of
its CSR budget, towards improvement of education
and health outcomes in these Aspirational Districts.
CSR initiatives are part of RVNL’s ethos and the
Company is making special efforts to meet its
responsibility to the marginalized communities in
areas close to where its projects are located. The CSR
plans are also aligned with the GoI’s strategic focus
on ‘Transformation of Aspirational Districts’ Program.
National CSR Award 2019

19. Appreciation
Citation given by Hon’ble Governor,
Jharkhand during inauguration of a
hostel for 120 underprivileged boys
at the Ramkrishna Mission School,
Jamshedpur.

20. TEAMWORK divides the TASK and multiplies the SUCCESS
RVNL believes in Teamwork resulting in good Corporate Governance

21. Corporate Governance - How RVNL is connected and benefited
 The growth of Infrastructure Development Companies is inherently interlinked with
the GDP growth of the country.
 PSUs have been the torch-bearers of the country catalyzing socio-economic growth.
 PSU were also a choice institution of growth as they have the cross-over appeal of
govt- backed support with compliances and transparency as avowed goals with a lot of
independence in pursuing business/ joint ventures with both State Govts as well as
private sector through the PPP route
 Transparency in business transactions: The business policies of RVNL, tender-
related information & award of contracts, credentials & details of successful bidders,
vendor-payment information, public procurement policy and the general policies with
regard to projects are available in the public domain through a regularly updated web-
portal. Further, citizen empowerment through RTI forums is encouraged through
designated Public Information Officer, whose details and contact are available on
RVNL’s web-site.
Cont...

22.  The birth of RVNL as a path-breaking concept. To meet the huge infrastructure
deficit in the country
 RVNL has always maintained a zero- based approach in Corporate Growth
constantly reviewing its core strategy in line with ethics & fairness
 The growth of Corporate Governance growth has been evolutionary in keeping
with the policies of the times, though its birth was a radical or revolutionary idea of
the times in 2002 when the reforms agenda dominated the policy making of the
day.
Cont...
 The prime vision is inherently linked to the country’s need for an efficient
infrastructure, with a sound financial base and global construction practices for
timely execution of projects.
 Performance determines shareholder value which is also evidently in RVNL
recording CAGR of 27.67% in last 5 years with Turnover 10X in 9 years

23.  Corporate Governance on RVNL is evolutionary in that it had the ability to modulate to
varied governance and social-economic goals. Expert (McKinsey studies) have initially
guided the formation of Board of Directors ensuring a transparent board with
accountability to its all stakeholders.
 Structure and policies have ensured greater intermingling of both management and
governance boards giving a lot of weight for Independent Directors of the Company in its
varied stages of evolution through consultative approach.
 RVNL has consistently kept to the Quarterly schedules, releasing its financials.
 Board Meets have predominantly focussed on long-term value creation and long-term
strategy. The role of Auditors and Independent Directors have strengthened the spirit of
independence.
 The strong principles of compliances and disclosures are made available through its
Annual Reports, the digital records are published online.
 In keeping with the new digital format, e-voting before the AGM is also consistently
followed.
 In past many times Central Vigilance Commission (CVC) has appreciated RVNL.

24. Few Completed Important Tunnel and Bridge Projects
Cable Stayed Bridge at Bardhhaman
- Erection completed in less than 200 days
6.7 KM TUNNEL - COMPLETED IN 25 MONTHS
4.62 km long bridge in Kerala completed in 27 months Bridge no 134 (22X 43.8 PSC girder) Over River Mahanadi

25. Important Turnkey Projects
Marathwada Rail Coach Factory, Latur(Aug’20-Dec’20) Electric Loco Factory, Dankuni (25 months)
DLW Capacity augmentation completed in 22 months

26. PROJECTS IN PROGRESS
Rail Coach Naveenikaran Karkhana, Sonipat
Re-construction of Pamban Bridge
Joka-BBD Bag and New Garia –Airport Metro Corridor
Rishikesh - Karnaprayag New Line

27. Indian Railway Institute of Finance Management, Secunderabad

28. Dakshineswar Metro Station Building

29. Yog Nagari Rishikesh Station Building

30. Entrance Plaza
New Academic Block Hostel Block
Sports Complex Guest House & Faculty Residence
National Rail Transport Institute

31. New Pamban Bridge, India’s First Vertical Lift Railway Sea Bridge
Re-construction of Pamban Bridge

32. Krishna outlined 26 qualities of a gentleman – to be
merciful, obedient, truthful, equitable, saintly,
magnanimous, mild-mannered, clean, simple, charitable
and peaceful. He should have surrendered to God and
not be greedy or possessive but remain steady and
determined, free of the six bad qualities, not
gluttonous, sober, respectful, humble, grave,
compassionate, friendly, eloquent, expert and concise.
Provisions made in Bhagavad Gita for
Corporate Governance

33. When Arjuna got depressed by the sight of the warriors who
were all his friends, teachers, relatives, he refused to fight.
Krishna using the concept of body and soul justifies the war and
even killing of own people through act of discharging one’s
duties. He asks Arjuna to discharge his bounden duty without
any regard for pain or pleasure which arises from it. Similarly in
administration, it is important that officers occupying position
discharge their duty without any consideration of personal
affection. Hence one should rise above petty material interests
and act with an unprejudiced mind devoid of all attachments.
Discharge of duty without fear or favour

34. There are four aspects to the definition of work that
Shri Krishna articulates:
1) The doer has the right to work
2) The doer has no control on outcomes/ fruits of
action
3) The doer shall remain undaunted in carrying out his
rightful duties
4) The doer shall not shy away through inaction.

35. In the Bhagavad Gita, Sri Krishna's first lesson to
Arjuna is to train his mind to the notion of time that is
essentially long term (Chapter 2, Slokas 11-13).
In chapter 2 verse 14 he urges Arjuna to learn to tolerate the ups and downs
that characterizes the world of duality.
Later In chapter 2 verse 48 he proclaims that developing a sense of
equanimity begets a composed and a complete personality.
Slokas 24 and 25 in chapter 14 provide in a nutshell all the important
attributes pertaining to the world of duality that a leader/manager must
possess to be successful in his/her workplace.

36. मु स ोऽनहंवादी धृ ु ाहसम त: |
िस िस ोिनिवकार: कता सा क उ ते ||26||
BG 18.26: The performer is said to be in the mode of goodness, when
he or she is free from egotism and attachment, endowed with
enthusiasm and determination, and equipoised in success and failure.

37. THANK YOU
BE ALERT, BE SAFE
“हम भारत का िणम कल ह, बात नहीं इितहास की I
राह दुगम पर हम स म, हम ह गित िवकास की I”
No. 1 PSU in the Country for 2019-20 as per DPE’s rating