The document provides a summary of ICRA's corporate governance ratings for GMR Ltd. ICRA evaluates companies on various parameters like ownership structure, governance processes, board structure, stakeholder relationships, transparency, financial discipline, and ethical practices. For GMR, ICRA assigned high ratings between 1-2 for most parameters, including an overall rating of 1.7 out of 6, indicating strong corporate governance practices. The summary highlights GMR's diverse business segments, governance policies, disclosure practices, and CSR initiatives.

1. Corporate Governance Ratings
ICRA ratings on GMR Ltd.
Presented by:
Mahima Nigam
Mansi goel
Nikita Berry
Manpreet kaur

2. INTRODUCTION OF GMR
• Founded in 1978 by Grandhi Malikakarjuna Rao
• Fastest growing infrastructure company
• Global presence with infrastructure operating assets and
projects
• Group's commitment to inclusive growth is achieved
through its CSR

3. INTRODUCTION TO ICRA
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It evaluates company’s business conduct and practices
It assigns CGRs on a six point scale
Its not a certificate of statutory compliance
It is designed on following key variable
-Ownership Structure
-Governance Structure and Management Process
-Board structure and Processes
-Stakeholder Relationship
-Transparency and Disclosure
-Financial Discipline
-Ethical Practices

4. OWNERSHIP STRUCTURE
• Family members have the maximum share in the company
• Good number of shares to non family members in order to
make process fair
• Different types of board members with balanced powers

5. GOVERNANCE STRUCTURE AND
MANAGEMENT PROCESSES
• Every strategic decision and policy is formed by the directors on
the board
• Meetings held for the board members have descent attendance
• Code of conduct is well informed to every member of the
company

6. STAKEHOLDER RELATIONSHIP
Conduct of Annual/Extraordinary General Meetings (AGMs/EGMs)
and the extent of disclosures at such meetings
Procedures for transfer and registration of shares and payment of
dividend
Company’s responsiveness to investor complaints
Timeliness of release of any market sensitive
information
History of penalties levied by regulators for violations
of statutory provisions, if any

8. TRANSPERANCY AND DISCLOSURES
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Listed companies have to meet several statutory requirements on disclosures,
financial results, and information that must be part of their published accounts.
However, there is a fine line between the right amount of disclosures and revealing
too much information to your competitors. Therefore, it is important to disclose the
exact amount of information.
Now, GMR has gone ahead and disclosed pertinent information regarding their
business.
They have given complete information regarding their subsidiaries, their business
and their modus operandi.
They have disclosed information regarding their liabilities, short term as well as
long term, as well as their mode of repayment of the long term liabilities.
They have also given other details about the contingent liabilities they have,
coupled with how they will overcome it should they arise.
Based on the above grounds, we have given GMR a rating of 4/6 for the disclosures
done by them. They have disclosed relevant and important information to the
shareholders, to the maximum extent possible, therefore we have given them a high
rating in this regard.

9. FINANCIAL DISCIPLINE
• Business segments in which the company operates
Airports
Energy
Highway &
Urban
Infrastructure
• Delhi International Airport Private Limited (DIAL)
• GMR Hyderabad International Airport Limited
(GHIAL)
• Kakinada
• Chennai Power Plant
• 6 Highways project Annunity & Toll based
• SEZs in Krishnagiri and Kakinada & 2 Aerotropolis
around the Delhi and Hyderabad Airports

10. • Subsidiary Companies:
 It has 121 subsidiary companies apart from other joint ventures /
associate companies.
 They are formed either directly or as step-down subsidiaries or in certain
cases by acquisition of a majority stake in existing enterprises.
 The Company maintains operational linkage with few companies and
financial and legal linkage with the others
• Dividend Policy:
 GMR dividend policy is to retain the earnings for reinvestment in large
capital projects in order to provide long term share holding value to its
investors and hence the company believes in not paying out dividends.
In terms of Financial Discipline, GMR has co-integration between the various
diversified sectors of operations and also maintain a large and well balanced
subsidiaries to manage operational & financial performance.

11. ETHICAL PRACTICES
Code of conduct:
• Code of Conduct (the “Code”) is intended to serve as a basis
in maintaining the standards of business conduct for GMR
Infrastructure Limited (the “Company”) and compliance with
principles of Corporate Governance and legal requirements.
• Informing board directors of changes in board position.
• Avoid apparent conflict in interest of company by making
disclosures.
• Ensure security of all confidential information available.
• Compliance with all government rules and regulations.
• Other than spokesperson no director should be involved in
media.

12. Whistle blower policy
To maintain high level of legal, ethical and moral
standards and to provide a gateway for employees the
Company has a Whistle Blower Policy in place,
applicable to the Company and its subsidiaries. This
mechanism has been communicated to all concerned and
posted on the Group's intranet.

13. CSR initiative
• GMR Varalakshmi Foundation (GMRVF) is the Corporate
Social Responsibility arm of the GMR Group.
• Its mandate is to develop social infrastructure and enhance the
quality of life of communities around the locations where the
Group has a presence.
GMR in news
Shares of GMR Infrastructure Ltd. have fallen about 10 per cent
since August 17 in Mumbai after India's Comptroller and Auditor
General pulled up the government for what it said was undue
favours shown to a GMR-led consortium that bagged the contract
for the upgrade of the international airport in New Delhi in 2006.

14. CONCLUSION
PARAMETERS
Ownership Structure
Governance
Structure
Management Process
Board Structure and Processes
Stakeholders Relationship
Transparency and Disclosure
Financial Discipline
Ethical Practices
Overall Rating
and
SCORING( 1 to 6, 1 being the
highest)
2
1
1.5
2
2
1.5
2
1.7

15. Thank you…