MIRA INFORM REPORT

 

 

Report Date :

14.04.2007

 

IDENTIFICATION DETAILS

 

Name :

THERMAX LIMITED

 

 

Registered Office :

D-13, MIDC Industrial Area, R D Aga Road, Chinchwad, Pune - 411 019, Maharashtra, India

 

 

Country :

India

 

 

Financials (as on) :

31.03.2006

 

 

Date of Incorporation :

30.06.1980

 

 

Com. Reg. No.:

25-22787

 

 

CIN No.:

[Company Identification No.]

U29299MH1980PLC022787

 

 

TAN No.:

(Tax Deduction & Collection Account No.)

PNET03854E/PNET00017D

 

 

Legal Form :

Public Limited Liability Company. The company’s shares are listed on the Stock Exchanges.

 

 

Line of Business :

Manufacturing of Steam or other Vapour Generating Boilers, other Refrigerating or Freezing Equipment and Ion Exchangers of the Polymerisation or Co-Polymerisation type.

 

 

RATING & COMMENTS

 

MIRA’s Rating :

Aa

 

RATING

STATUS

PROPOSED CREDIT LINE

71-85

Aa

Possesses adequate working capital. No caution needed for credit transaction. It has above average (strong) capability for payment of interest and principal sums

Large

 

Maximum Credit Limit :

USD 19000000

 

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is an old and well established company. The company is engaged in manufacturing and selling Air Pollution Control Plants & Systems, water work treatment plants and Ion Exchange Resins and Chemicals. It is a professionally managed company.  The company is progressing well.

 

Trade relations are reported as fair. Payments are usually correct and as per commitments. The company can be considered good for business dealings at usual trade terms and conditions.

 

 

LOCATIONS

 

Registered Office :

D-13, MIDC Industrial Area, R D Aga Road, Chinchwad, Pune - 411 019, Maharashtra, India

Tel. No.:

91-20-27475941

Fax No.:

91-20-27472049

E-Mail :

1. imohanch@thermaxindia.com

2. info@thermaxindia.com

Website :

1. http://www.thermaxindia.com

 

2. http://www.thermaxchem.com

3. http://www.tbwindia.com

4. http://www.thermaxsoftware.com

 

 

Corporate Office :

Thermax House, 4, Mumbai – Pune Road, Shivajinagar, Pune – 411 005, Maharashtra, India

Tel. No.:

91-20-25512122

Fax No.:

91-20-25512242/ 25511226

E-Mail :

imohanch@thermaxindia.com

 

 

Factory 1 :

Pimpri - Chinchwad, Pune, Maharashtra  

Tel. No.:

91-20-27475941

Fax No.:

91-20-27472049

E-Mail :

nikhil@thermaxindia.com

Area :

66,000 sq. fts

 

 

Factory 2 :

Village Paudh, Mazgaon, Via Pategarga, Taluka Khalapur, District Raigad – 410 206, Maharashtra  

 

 

Overseas Offices :

Ř       Thermax International Limited, Mauritius

Ř       Thermax (Rus) Limited, Russia

Ř       Thermax Europe Limited, U.K.

Ř       Thermax Europe Limited, U.K.

Ř       ME Engineering Limited, U.K.

Ř       Thermax Inc., U.S.A.

 

 

 

Branches :

Ř       Ahmedabad, Gujarat

Ř       Baroda, Gujrata

Ř       Chandigarh

Ř       Bhopal, Madhya Pradesh

Ř       Kolkata, West Bengal

Ř       Chennai, Tamilnadu

Ř       Hyderabad, Andhra Pradesh

Ř       Mumbai, Maharashtra

Ř       New Delhi

 

 

DIRECTORS

 

Name :

Ms. Meher Pudumjee

Designation :

Chairperson

Age :

36 Years

Qualification :

Master in Chemical Engineering, B.E.

Experience :

13 Years

Date of Appointment :

1st August, 1991

 

 

Name :

Mr. Prakash M. Kulkarni

Designation :

Managing Director

Age :

55 Years

Qualification :

B.E. Mech.

Experience :

34 Years

Date of Appointment :

1st July, 1999

Previous Employment

Thermax Babcock & Wilcox Limited – Managing Director

 

 

Name :

Mrs. Anu R. Aga

Designation :

Director

 

 

Name :

Mr. Tapan Mitra

Designation :

Director

 

 

Name :

Mr. Pheroz Pudumjee

Designation :

Director

 

 

Name :

Dr. Manu Seth

Designation :

Director

 

 

Name :

Dr. Jairam Varadaraj

Designation :

Director

 

 

Name :

Mr. Ravi Venkatesan

Designation :

Director

 

 

Name :

Dr. Valentin Von Massow

Designation :

Director

 

 

KEY EXECUTIVES

 

Name :

Mr. Sunil Lalai

Designation :

Company Secretary

 

 

Name :

Mr. Amitabh Mukhopadhyay

Designation :

Executive Vice President and Chief Financial Officer

 

 

EXECUTIVE COUNCIL :

 

 

 

Name :

Mr. Ravinder Advani

Designation :

Executive Vice President – ESD 

Age :

56 Years

Qualification :

B. E. (Hons) (Mech.), PGDBM

Experience :

34 Years

Date of Appointment :

01.05.2000

Previous Employment :

Thermax Babcock and Wilcox Limtied – General Marketing Manager. 

 

 

Name :

Mr. Shishir Joshipura

Designation :

Executive Vice President - PHD

Age :

44 Years

Qualification :

B. E. (Mech.)

Experience :

22 Years

Date of Appointment :

01.03.2003

Previous Employment :

Thermax Energy Performance Services Limited – CEO 

 

 

Name :

Mr. Prakash Kulkarni

Designation :

Managing Director

Age :

58 Years

Qualification :

B. E. (Mech.)

Experience :

38 Years

Date of Appointment :

01.07.1999

Previous Employment :

Thermax Babcock and Wilcox Limited – Managing Director

 

 

Name :

Mr. Amitabha Mukhopadhyay

Designation :

Executive Vice President and CFO

Age :

41 Years

Qualification :

B. Sc. (Hons.), ACA

Experience :

17 Years

Date of Appointment :

24.10.2001

Previous Employment :

IFB Industries Limited – Vice President Finance

 

 

Name :

Mr. M. S. Unnikrishnan

Designation :

Executive Vice President

Age :

45 Years

Qualification :

B. E. (Mech.)

Experience :

24 Years

Date of Appointment :

01.08.1997

Previous Employment :

Terrazzo Limited – Assistance General Manager

 

 

Name :

Mr. Sudhir Sohoni

Designation :

Executive Vice President 

Age :

48 Years

Qualification :

M A (PM and IR)

Experience :

26 Years

Date of Appointment :

01.03.2006

Previous Employment :

CEAT Limited – Vice President – Human Resource (Tyre Sector) 

 

 

Name :

Mr. R V Ramani

Designation :

Divisional Head

Age :

54 Years

Qualification :

B. E. (Mech.)

Experience :

31 Years

Date of Appointment :

01.10.1974

Previous Employment :

Indowse Engineering Private Limited – Sales Engineer

 

 

Name :

Mr. V J Shah

Designation :

Divisional Head

Age :

58 Years

Qualification :

B. Tech. (Chem. Engg.), MBM

Experience :

30 Years

Date of Appointment :

15.05.1988

Previous Employment :

Rieco Industries Limited – Senior Manager

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

Names of Shareholders

No. of Shares

Percentage of Holding

Promoters' Holdings

73855305

61.98

 

 

 

Non Promoter's Holdings

 

 

Mutual Funds and UTI Banks, Financial Institutions and  Insurance Companies

19165729

16.08

FIIs

5008383

4.20

Private Corporate Bodies

4252943

3.57

Indian Public and Others

16665162

13.99

NRIs / OCBs

208778

0.18

Total

119156300

100.00

 

 

BUSINESS DETAILS

 

Line of Business :

Manufacturing of Steam or other Vapour Generating Boilers, other Refrigerating or Freezing Equipment and Ion Exchangers of the Polymerisation or Co-polymerisation type.

 

 

Products :

Item Code No. (ITC Code)

Product Description

8402.10

Steam or Other Vapour Generating Boilers

8418.69

Other Refrigerating or Freezing Equipment

3914.00

Ion Exchangers of the Polymerisation or co-Polymerisation type

 

PRODUCTION STATUS

 

Particulars

 

Unit

Installed Capacity

Actual Production

 

 

 

 

 

Energy Products & Systems

a.       Boilers Capacity upto 30MT / Chillers

b.       Boilers Capacity above 30MT

c.       Heaters

d.       Power Plants

 

 

Nos.

MT

Mn. Kg Cal

MW

 

3281

5700

--

--

 

2050

3923

144

69

Environmental Products & Systems :

 

 

 

 

a. Air Pollution Control Plants and

    Systems

 

Nos.

--

555

b. Water and Waste Treatment Plants

 

Nos.

--

1429

c. Ion Exchange Resins & Chemicals

 

MT

34890

14056

 

 

GENERAL INFORMATION

 

No. of Employees :

Around 3253

 

 

Bankers :

v      Union Bank of India, Chinchwad Branch, Pune – 411 015

v      Bank of Baroda, Shivajinagar Branch, Pune – 411 015

v      Canara Bank

v      Citibank N.A.

v      Corporation Bank

v      Standard Chartered Bank

v      Bank of America NA, Express Towers, Nariman Point,

v      Mumbai – 400 021

v      ICICI Bank Limited

 

 

 

Banking Relations :

Good

 

 

Auditors :

B. K. Khare and Company

Chartered Accountants

Address :

706/707, Sharda Chambers, New Marine Lines, Mumbai – 400 020, Maharashtra

 

 

Associates :

v      Thermax Culligan Water Technologies Limited

v      Thermax Systems & Software Limited

 

 

Subsidiaries :

v      Thermax Babcock and Wilcox Limited

v      Thermax Energy Performance Services Limited

v      Thermax Surface Coatings Limited

v      Thermax Capital Limited

v      Thermax Electronics Limited

v      Thermax Engineering Construction Company Limited

v      Thermax Instrumentation Limited

v      Thermax Co-gen Limited

v      Winman Gas Limited

v      Thermax International Limited, MAuritius

v      Thermax (Rus) Limited, Russia

v      Thermax Europe Limited, U.K.

v      ME Engineering Limited, U.K.

v      Thermax Inc., U.S.A.

v      Thermax do Brasil Energia e Equipmentos Limiteda, Brazil

v      Thermax Hong Kong Limited, Hong Kong

 

 

CAPITAL STRUCTURE

 

Authorised Capital :

No. of Shares

Type

Value

Amount

37,50,00,000

Equity Shares

Rs.10/- each

Rs. 750.000 millions

 

Redeemable Preference Shares

Rs. 10/- each

--

 

Total

 

Rs. 750.000 millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

11,91,56,300

Equity Shares fully paid up

Rs.2/- each

Rs. 238.300 millions

 

6% Redeemable Preference Shares fully paid-up

Rs. 10/- each

--

 

Total

 

Rs. 238.300 millions

 


 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.03.2006

31.03.2005

31.03.2004

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

238.300

714.900

714.900

2] Reserves & Surplus

4547.600

3386.000

3191.700

NETWORTH

4785.900

4100.900

3906.600

LOAN FUNDS

 

 

 

1] Secured Loans

0.000

0.000

0.000

2] Unsecured Loans

0.000

0.000

0.000

TOTAL BORROWING

0.000

0.000

0.000

DEFERRED TAX LIABILITIES

92.900

82.000

77.700

 

 

 

 

TOTAL

4878.800

4182.900

3984.300

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

1332.400

926.400

808.000

Capital work-in-progress

43.800

89.800

21.600

 

 

 

 

INVESTMENT

4174.900

3161.600

2760.800

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 
Inventories

1187.400

859.200

595.100

 
Contracts in Progress

435.400

196.500

0.000

 
Sundry Debtors

2263.000

1728.600

1179.900

 
Cash & Bank Balances

361.100

111.500

186.300

 
Other Current Assets

215.400

84.800

183.700

 
Loans & Advances

867.300

699.600

502.900

Total Current Assets

5329.600

3680.200

2647.900

Less : CURRENT LIABILITIES & PROVISIONS
 

 

 

 
Current Liabilities

4787.200

2971.500

1884.100

 
Contracts in Progress

654.300

294.300

0.000

 
Provisions

562.400

416.400

381.100

Total Current Liabilities
6003.900
3682.200

2265.200

Net Current Assets

(674.300)

(2.000)

382.700

 

 

 

 

MISCELLANEOUS EXPENSES

2.000

7.100

11.200

 

 

 

 

TOTAL

4878.800

4182.900

3984.300

 


PROFIT & LOSS ACCOUNT

 

PARTICULARS

 

31.03.2006

31.03.2005

31.03.2004

Sales Turnover [including other income]

14980.000

9411.600

6038.100

 

 

 

 

Profit/(Loss) Before Tax

1925.300

830.200

724.500

Provision for Taxation

692.800

277.300

183.600

Profit/(Loss) After Tax

1232.500

552.900

540.900

 

 

 

 

Dividend

405.100

286.000

286.000

 

 

 

 

Export Value

2420.000

1808.700

1130.800

 

 

 

 

Import Value

1570.700

983.800

619.000

 

 

 

 

Total Expenditure

13054.700

8581.400

5255.600

 

QUARTERLY RESULTS

 

PARTICULARS

 

30.06.2006

[1st Quarter]

30.09.2006

[2nd Quarter]

31.12.2006

[3rd Quarter]

Sales Turnover

3185.900

4822.900

 3593.500

Other Income

105.800

87.600

 30.200

Total Income

3291.700

4910.500

 3623.700

Total Expenditure

2843.900

4296.200

 3135.400

Operating Profit

447.800

614.300

 488.300

Interest

0.100

2.400

 2.700

Gross Profit

447.700

611.900

 485.600

Depreciation

37.600

49.900

 34.400

Tax

134.500

227.700

 160.300

Reported PAT

275.400

250.800

 294.600

 

200606 Quarter 1

 

Notes

 

EPS is Basic and Diluted 1. The above results, reviewed by the Audit Committee, were taken on record at the meeting of the Board of Directors held on 20th July, 2006. 2. The results for the quarter ended 30th June 2006 for Thermax Limited. have undergone 'Limited Review' by the Statutory Auditors of the Company. 3. Other expenditure for the quarter includes Rs. NIL (previous period Rs. 2.61 crores) towards fees to the management consultant for Business Transformation exercise undertaken by the Company. 4. Effective 7th March 2006, Equity share of Rs. 10/-, each has been subdivided into 5 Equity Shares of Rs. 2/- each. Hence, all related references for the previous periods have been restated considering the face value of each Equity Share at Rs. 2 for the sake of comparability. 5. The results of the Company for the quarter ended 30th June 2006 include the results of Thermax Babcock & Wilcox Limited. & Thermax Capital Limited., wholly owned amalgamated subsidiaries. The results for the corresponding period for the earlier year are therefore not comparable with those of the current period. However, by way of additional information and with a view to facilitate comparison, corresponding figures including those of amalgamated subsidiaries have been given on a memorandum basis. 6. Capital employed in energy segment is lower because of customer advances in respect of projects awaiting execution. 7. During the quarter, one investor complaint was received and the same was disposed of. No complaints were pending either at the beginning or at the end of the quarter. 8. Unaudited Consolidated Results for the quarter ended 30th June 2006 have been provided as additional information only. 9. The Company has informed Stock Exchanges concerned of the approval granted by the Board of the Company for the proposal to amalgamate three of its wholly owned subsidiaries namely Thermax Co-gen Limited, Thermax Electronics Limited and Winman Gas Limited. with the Company Pending requisite statutory approvals, the financial results of Thermaxia Limited for the three months ended 30th June 2006 do not reflect this. 10. Previous year's figures have been regrouped, wherever necessary conform to current year's classification.

 

200609 Quarter 2

 

Notes

 

Net Sales Includes Sales & Services (Excluding Excise Duty) Rs 4697.80 million Other Income from Operations Rs 125.10 million Expenditure Includes (Increase) / Decrease in Stock in Trade Rs (36.20)million Consumption of Raw Materials Rs 3030.10 million Staff Cost Rs 432.20 million Other Expenditure Rs 870.10 million Tax Includes Provision for Current Tax Rs 222.00 million Deferred Tax Rs (16.50)million Fringe Benefit Tax Rs 05.70 million EPS is Basic & Diluted Status of Investor Complaints for the quarter ended September 30, 2006 Complaints Pending at the beginning of the quarter Nil Complaints Received during the quarter 07 Complaints disposed off during the quarter 07 Complaints unresolved at the end of the quarter Nil 1. The above results, reviewed by the Audit Committee, were taken on record at the meeting of the Board of Directors held on November 15, 2006. 2. Other expenditure in the stand-alone financial results of the Company for the quarter and half year ended September 30, 2006 includes the following Exceptional Items : (i) Rs 121 million being provision for diminution in the value of long term investment in the shares of an overseas subsidiary which is in turn based on the diminution in the value of shares of ME Engg. Limited (ME,UK), a UK based step down subsidiary of the Company and two other companies. (ii) Rs 96.20 million being provision for possible financial obligations, as provisionally estimated by the Company, on account of counter-guarantees given by the Company in relation to ME, UK and Rs 14.20 million being provision for debts owed to the Company by ME UK, the affairs of which have presently been handed over to an Administrator under the local insolvency laws. However, the net impact of the above provisions in the Consolidated Accounts for the half year ended September 30, 2006 is Rs 19.90 million only (net of loss earlier recognised through consolidation of subsidiary company accounts). (iii) Rs Nil (previous period Rs 17.70 million) towards fees for consultation for Business Transformation exercise undertaken by the Company. 3. Effective March 07, 2006, Equity Share of Rs 10/- each has been sub-divided into 5 Equity Shares of Rs 2/- each. Hence, all related references for the previous periods have been restated considering the face value of each Equity Share at Rs 2/- for the sake of comparability. 4. The results of the Company for the quarter and half year ended September 30, 2006 include the results of Thermax Babcock & Wilcox Limited. and Thermax Capital Limited., wholly owned amalgamated subsidiaries. The results for the corresponding periods for the earlier year are therefore not comparable with those of the current period. However, by way of additional information and with a view to facilitate comparison, corresponding figures including those of amalgamated subsidiaries have been given on a memorandum basis. 5. Petition has been filed with the Hon'ble High Court of Judicature at Bombay by Thermax Co-gen Limited. (TCGL), Thermax Electronics Limited. (TEL) and Winman Gas Limited (WGL), the wholly owned subsidiaries of the Company, for approval of the scheme of amalgamation with the Company. Pending order of the Hon'ble High Court, no effect of amalgamation has been considered in the stand-alone financial results of the Company for the quarter and half year ended September 30, 2006. 6. Unaudited Consolidated Results for the half year ended September 30, 2006 have been provided as additional information only. 7. Previous periods figures have been regrouped wherever necessary to conform to this year's classification.

 

200612 Quarter 3

 

Notes

 

Net Sales Includes Sales & Services (Excluding Excise Duty) Rs 5440.30 million Other Income from Operations Rs 58.50 million Expenditure Includes (Increase) / Decrease in Stock in Trade Rs (80.00)million Consumption of Raw Materials Rs 3739.10 million Staff Cost Rs 498.20 million Other Expenditure Rs 581.40 million Tax Includes Provision for Current Tax Rs 243.00 million Deferred Tax Rs (12.90)million Fringe Benefit Tax Rs 5.60 million EPS is Basic & Diluted Status of Investor Complaints for the quarter ended December 31, 2006 Complaints Pending at the beginning of the quarter Nil Complaints Received during the quarter 03 Complaints disposed off during the quarter 03 Complaints unresolved at the end of the quarter Nil 1. The above results, reviewed by the Audit Committee, were taken on record at the meeting of the Board of Directors held on January 31, 2007. 2. The results for the quarter ended December 31, 2006 have undergone Limited Review by the Statutory Auditors of the Company. 3. The Hon'ble High Court of judicature at Bombay has by its Orders dated January 12, 2007, approved the schemes of amalgamation of the wholly owned subsidiaries namely Thermax Co-gen Limited., Thermax Electronics Limited and Winman Gas Limited with the Company with effect from the Appointed Date viz April 01, 2006. However, pending procedural compliances, no effect has been given in the stand-alone results of the Company for the quarter and nine months period ending December 31, 2006. However, the effect of this amalgamation on the results of the Company will not be significant. 4. Thermax Energy Performance Services Limited (TEPS), a subsidiary company, has initiated the process of members' voluntarily winding up. In the past, adequate provision has been made in the stand alone results of the Company for diminution in the value of investment in the shares of TEPS. This does not have any significant impact on the financial results of the Group. 5. Other expenditure in the stand-alone financial results of the Company for the nine months period ended December 31, 2006 includes the following exceptional items arising out of inslovancy proceedings in the case of ME Engg. Limited. (ME, UK), a step down subsidiary: i) Rs 121.00 million being provision for dimuniation in the value of long term investments in shares. ii) Rs 96.20 million being provision for possible financial obligations. However, the net impact of the above provision in the consolidated accounts for the nine months period ended December 31, 2006 is Rs 19.90 million only. 6. Unaudited Consolidated Results for the nine months ended December 31, 2006 have been provided as additional information only. 7. Previous year's figures have been regrouped, wherever necessary, to conform to current year's classification.

 

KEY RATIOS

 

PARTICULARS

 

31.03.2006

31.03.2005

31.03.2004

Debt Equity Ratio

0.00

0.00

0.00

Long Term Debt Equity Ratio

0.00

0.00

0.00

Current Ratio

0.94

1.02

1.10

TURNOVER RATIOS

 

 

 

Fixed Assets

7.50

5.65

3.67

Inventory

11.76

10.94

10.28

Debtors

7.89

6.64

5.98

Interest Cover Ratio

38.46

22.34

33.22

Operating Profit Margin (%)

13.51

9.95

15.02

Profit Before Interest and Tax Margin (%)

12.55

9.00

13.58

Cash Profit Margin (%)

8.79

6.68

11.25

Adjusted Net Profit Margin (%)

7.82

5.72

9.80

Return on Capital Employed (%)

44.53

21.76

21.90

Return on Net Worth (%)

29.09

14.86

16.25

 

STOCK PRICES

 

Face Value

Rs. 2/-

High

Rs. 408.00

Low

Rs. 399.05

 

 

LOCAL AGENCY FURTHER INFORMATION

 

HISTORY :

 

In 1980, Wanson (India) Private Limited, manufacturing coil type packaged boilers, was amalgamated with Thermax India Private Limited and Thermo-Dynamics Private Limited. The amalgamated company was renamed Thermax Private Limited. Three companies - Tulsi Fine Chemicals Private Limited, Kailas Castings Private Limited and T K Steel Industries were later amalgamated with it and the company is now known as Thermax Limited. The company manufactures boilers upto capacities of 30 tph.

 

In 1995-96, the company received the ISO 9002 certification from Lloyd’s Register of Quality Assurance. Its COGEN division signed a distributorship agreement with Kawasaki Heavy Industries for Packaging Kawasaki’s gas turbines upto 6 MW.

 

During 1996-97 the company received the AD-Merkblatt certification for the entire manufacturing unit at Chinchwad. An electronic network called Thermet Linking all establishments of the company in the country was introduced during the year, making Thermax virtually a single workplace.

 

During the year 1999-2000, Thermax Instrumentation Limited, a joint venture between Thermax and Fuji Electric of Japan was amicably dissolved. It acquired ME Engineering, a UK-based company belonging to the Beel Industrial Boilers Plc (BIB) group. Thermax recently exited from Thermax System and Software by selling it at a valuation of Rs. 110 millions in exchange for one lakh shares of Global Tele Systems which are to be locked in for a specified period. Thermax has also sold its industrial fans division to a Pune-based company, Universal Fans, for a valuation of Rs. 12.500 millions.

 

Subject has restructed its business activities and had closed down or hived off unrelated business and took some strategic initiatives. Lloyds Register of Quality Assurance has awarded ISO 9001 certificate to the quality management system of the Absorption Cooling Division.

 

During 2001-2002, Thermax Water Technologies a wholly owned subsidiary of the subject was amalgamated with it. Subject to approval of Hon’ble High Court at Judicature at Mumbai. Subject has proposed to issue bonus shares by way of redeemable preference shares in the ratio of 2 redeemable preference shares for each equity held in subject. The issue was subject to approval in the forthcoming AGM. The 36 MW power plant for Shree Cement was commenced during 2002-03.

 

The Boiler & Heater business of the company has received an order during December 2004 from a leading company in the Steel Industry for supply, erection & installation of 8 Nos of Waste Heat Recovery Boilers alongwith associated piping & fittings. The value of the order is Rs.900 millions. 

 
The Cogen Division of the company has received the Letter of Intent from a leading company in the Iron & Steel industry, valued at Rs.650 millions. This is for setting up a 18.5 MW Captive Power Plant(CPP) using waste from their sponge iron kiln. The CPP is a fast track project and expected to be commissioned within 16 months from December 2004.

 

Business :

 

The company has developed new generation sewage treatment plant that occupies only 10% of the space required by a conventional plant. Pilot plant trials had been completed successfully and this technology will be commercialised soon for municipal sewage treatment.

 

The company has obtained the prestigious Det Norske Veritas ISO 14001 certification for its environmental management system in its manufacturing plant at Chinchwad. The company is planning a restructuring exercise and plans to close down or hive off unrelated businesses and take some strategic initiatives. Lloyds Register of Quality Assurance has awarded ISO 9001 certificate to the quality management system of the Absorption Cooling Division.

 

In January 2002, the Board of Directors of the company has approved the proposal for amalgamation of Thermax Water Technologies, a wholly owned subsidiary with the company.

 

Performance

 

The company has posted good results during the year with total sales revenue and other income of Rs. 14980.000 millions, up from Rs. 9412.000 millions in the previous year. Profit before tax and extraordinary items is up at Rs. 1925.000 millions (Rs. 830.000 millions in the previous year) - the highest ever earned by the company.

 

Profit after tax is marginally higher at Rs. 1233.000 millions from Rs. 553.000 millions in the previous year. Earnings per share (EPS) moved up significantly to Rs.96.900 millions compared to Rs. 43.700 in 2004-05.

 
During the year exports have increased to Rs. 3080.000 millions from Rs. 1760.000 millions in the previous year. 

 

The current years figures are not strictly comparable with those of the previous year as two wholly-owned subsidiary companies- Thermax Babcock and Wilcox Limited and Thermax Capital Limited – were amalgamated with Thermax Limited during the year.

 


Consolidated Results

 

The consolidated revenue of the Thermax Group has gone up by 29 percent to Rs. 1606.000 million. Income from international business has increased to Rs. 3925.000 millions from Rs. 3520. Profit before tax has increased 67 percent to Rs. 1728.000 millions and profit after tax and minority interest has increased 52.6 percent to Rs. 1025.000 millions. Earnings per share (EPS) on a consolidated basis was Rs. 79.600 millions as compared to Rs. 54.600 millions in the previous year. ME Engineering, the UK based subsidiary incurred a net loss of GBP 2.08 millions affecting consolidated profit.  

 

Amalgamation

 

Thermax Babcock and Wilcox Limited (TBW) and Thermax Capital Limited (TCL), two wholly owned subsidiary companies, have been amalgamated with the company w.e.f. 01.04.2005, the appointed date as per the scheme of amalgamation sanctioned by the Honorable High Court of judicature of Mumbai.

 

Thermax Babcock and Wilcox which is now integrated in the Boiler and Heater (B and H) Group of the company continues to manufacture large boilers in the range of 30 to 500 tph.

 

Consequent upon amalgamation Rs. 107.000 millions and Rs. 150.000 millions that the company had invested in TBW and TCL respectively stand extinguished and the net worth of company has increased by Rs. 726.000 millions.

 

Dividend

 

The directors have paid pro rata dividend of 6 percent for the year 2005-06 upon redemption of the Redeemable Preference Shares on 26.07.2005. The payment of the dividend is being placed for confirmation of the members at the forthcoming Annual General Meeting.

 

The Directors recommend the payment of Rs. 170 percent dividend on equity shares (Rs. 3.4 per shares of face value of Rs. 2 each) for 2005-2006. (Previous year Rs. 12 per share of Rs. 10 each).

 

If approved this will entail a total outgo of Rs. 462.000 millions towards dividend payout (including tax on dividend). Dividend on equity shares represents a payout ratio of 40 percent.           

 

Awards and Recognition

 

Ř       “Asia Best Under a Billion” in year 2005.

Ř       ACREX Award for Thermax in year 2006.

Ř       Younger Achiever Award for Chairperson in year 2006.

 
OHSAS Certification: 

 
The chemical plant of Thermax at Paudh, near Mumbai, has received the OHSAS 18001:1999 certification from BVQI for implementing the occupational health and safety management system. 

 
Comfex award for Thermax: 

 
Comfex 2005 honoured Prakash Kulkarni, Managing Director of Thermax, with a special award for Thermax's contribution to the HVAC industry. 

 
Recognition for Anu Aga: 

 
Former Chairperson Anu Aga was featured as one of the 25 Most Powerful Women in Indian Business in the special issue of Business Today, in September 2004. 

 

The company is in trade terms with :

 

Ř       Ashok Surfactants Private Limited

Ř       Balaji Chemicals

Ř       Davale Packing Contractors

Ř       Gadia Industries

Ř       Metal Arts

Ř       National Engineers

Ř       Chemi Flow Rubber Industries

Ř       Arca Control Private Limited 

Ř       Annapurna Engineering and Manufacturing Private Limited

Ř       Arem Engineering

Ř       Arun Plast

Ř       Autocon Engineering

Ř       Blue Stone Enterprises

Ř       Creative Mouldings

Ř       Elcon Industries

Ř       Elcon Instruments

Ř       Elder Instruments

Ř       Electro Fab

Ř       Friends Engineers

Ř       Guddi Plasticom

Ř       Hercules Speciality

Ř       Initiative Inc

Ř       Jai Ganesh Enterprises

Ř       K. J. Engineering Works

Ř       K. K. Nag Limited

Ř       Kalyani Marg

Ř       Khandelwal Engineering

Ř       Lebracs Rubber Lining

Ř       Lokesh Auto

Ř       Mangalam Enterprises

Ř       Maruti Enterprises

 

Subject has joint venture with the following :

 

Ř       Thermax, Babcock & Wilcox

Ř       Thermax Culligan Water Technologies Limited

Ř       Thermax Energy Performance Services Limited

 

The company has strategic alliances with the following :

 

Ř       Struthers Wells, USA

Ř       Kawasaki Engineering, Japan

Ř       Ecotec, Canada

Ř       Aqua-Chem, USA

Ř       Allied Signals, USA

Ř       Bloom Engineering, Germany

 

Subject has network of 150 distributors, dealers and franchisees.

 

The company's fixed assets of important value include Freehold Land, Leasehold Land, Buildings, Plant & Machinery, Machinery on Lease, Electrical Installation, Furniture, Fixtures, Computers & Office Equipment and Vehicles.

 

PRESS RELEASES:

 

Thermax revenues up 56 %; declares 120 % dividend

 

Pune, May 11, 2005. Thermax Limited, today presented its audited financial results for 2004-05 announcing a 56 % revenue growth to Rs. 9412.000 Millions . Exports have increased to Rs. 1760.000 Millions from Rs. 1180.000 Millions last year. Consolidated revenue for the group has climbed 55 % to Rs.12810.000 Millions.


Profit after tax in 2004-05 was Rs. 553.000 Millions and Earning Per Share was Rs. 218.300 Millions, about the same level as last year after expensing Rs. 90.000 Millions on a transformation project and a fall of Rs.100.000 Millions in investment income on its portfolio of Rs. 2720.000 Millions.


Consolidated profit after tax this year was up 10% to Rs.683.000 Millions and Earning Per Share was Rs. 27.3 (last year Rs. 25.4).


The Board of Directors have recommended a dividend of 6% on the Redeemable Preference Shares and announced an early redemption of the 6% Redeemable Preference Shares of face value of Rs. 10 each, aggregating Rs. 477 millions. The Board also recommended a dividend of Rs. 12 per Equity Share of face value Rs. 10 each (120%).


During 2004-05, as a launching platform for the future, the Company’s capital expenditure has accelerated. Several new products were introduced and research and development revamped. Thermax is currently engaged in a company-wide initiative to transform the way it does business aimed at significant increase in customer satisfaction and its top line and bottom line growth. The company is investing substantial resources in attaining operational excellence – focusing on processes and systems that have a direct impact on cost, quality, lead-time and on-time performance at every point of customer engagement.


The order book of the company stood at Rs 773 Millions, which is 80 % higher than same time last year. The consolidated order book was Rs 1127 Millions 65 % higher than last year. Based on the momentum in ferrous-, non-ferrous, cement, energy, textile, chemicals and other customer segments, the company is confident of continued growth


About Thermax Limited


Thermax Limited, a leading player in energy and environment management, is one of the few companies in the world that offers total integrated, solutions in the areas of heating, cooling, power, water and waste management, air pollution control and chemicals. The sustainable solutions Thermax develops for client companies are environmentally friendly and enable efficient deployment of energy resources. Headquartered in Pune, India, Thermax’s international operations are spread over South East Asia, Middle East, Africa, Russia, UK and the US.

 

Thermax Q 3 Net up 33%, Sales up 79%.

 

All India, January 31, 2005: Thermax Limited, a leading player in energy and environment solutions, today announced sharply improved results for the third quarter ended December 2004, posting a net profit of Rs.126 Millions , compared to Rs.96 Millions in the corresponding quarter last year. Sales in Q3 were Rs.237Millions (previous period Rs.132 Millions). The company's revenues from exports have increased 125 percent to Rs.462 Millions from Rs.205 Millions in the same period last year. The results were taken on record at the Board meeting today.

The results for the nine month period ended December 2004 showed an increase in sales by 67 percent to Rs.579 Millions. However, net profit marginally declined to Rs.291 Millions from 306 Millions, due to sharp fall in Other Income from Rs.212 Millions to Rs.79.700 Millions.


During the quarter, while demand was buoyant the cost of input materials and components continued to escalate, putting margins under pressure. However, effective cost management and aggressive team effort helped increase operating profit from Rs.102 Millions to Rs.182 Millions. The profit for the quarter is after considering fees of Rs.32 Millions paid to management consultant for the business transformation initiative, which aims to leverage Thermax''s historic strengths to achieve accelerated sustainable growth. The initiative is making good progress.

Compared to the same quarter last year, the company's order intake was 77 percent higher at Rs.466 Millions Orders in hand at end December 2004 was 112 percent higher at Rs.847 Millions. On consolidated basis, orders in hand totalled Rs.1226 Millions. The company therefore expects to end the financial year with a topline growth of over 50 percent on consolidated basis compared to earlier growth estimate of 40 percent. To serve its buoyant market, the company is taking steps to add to capacity. For the longer term the company is actively considering substantial investment in new facilities for its boiler and heater business.


Thermax Limited is one of the few companies in the world that offer integrated and innovative solutions in the areas of heating, cooling, power, water and waste management, air pollution control and chemicals. The sustainable solutions Thermax develop for client companies are environment friendly and enable efficient deployment of energy and water resources. For more information, visit wws.thermaxindia.com

 

Thermax Q2 Sales up 58 %, Net Rs.10.8 crores

 

Thermax Q2 Sales up 58 %, Net Rs.10.8 crores, Strong order book.


All India, November 9, 2004 : Thermax Limited, a leading player in energy and environment solutions, today announced results for the second quarter ended September 2004.


Sales for Q2 were Rs. 217 crores, up 58 percent compared to the corresponding quarter last year. The company’s EBIDT from operations increased 18 percent to Rs. 164.000 Millions. Net profit was, however, down to Rs. 108.300 Millions. (Last year Q2, Rs. 154.200 Millions) During the quarter the company continued to face repeated price escalations of its raw materials like steel, copper and styrene putting severe pressure on margins. Further, declining interest rates and the softening of the debt market sharply reduced Other Income in the quarter by Rs. 58.700 Millions. Also, during the quarter the company spent Rs 31.700 Millions to launch a business transformation exercise which is expected to lead to significant improvement in the quality and quantity of its business.

In the half year, compared to the same period last year, the company’s consolidated results show a top line increase by 59 percent to Rs.483 crores; EBIDT from operations improved 61 percent to Rs. 346.200Millions and net profit by 5 percent to Rs. 240.200 Millions from Rs. 228.700 Millions in H1 of the previous year. Earning per share has improved to Rs. 10.10 from Rs. 9.40.


Orders at hand on a consolidated basis at end September 2004 were Rs. 9560 millions compared to Rs. 4470 millions last year. Recently, the company has bagged an order for a captive power plant valued at Rs. 930 millions for a leading cement company.


Thermax Limited is one of the few companies in the world that offers integrated and innovative solutions in the areas of heating, cooling, power, water and waste management, air pollution control and chemicals. The sustainable solutions Thermax develops for client companies are environment friendly and enable efficient deployment of energy and water resources.

 

Thermax posts 60 % increase in invoicing in Q1

 

Thermax Limited, a leading player in the energy and environment sectors, today announced results for the first quarter of fiscal 2004-05, showing an increase in sales from Rs. 779 Millions last year to Rs. 1248 Millions.

 

Thermax announces 2003-04 results

 

Thermax Limited, the leading player in energy and environment management, today announced its audited financial results for the year 2003-04. Sales and other income stood at Rs. 6038.100 Millions up from Rs 5525.300 Millions in the previous year. Profit after tax is up at Rs. 540.900 Millions from Rs. 482.400 Millions last year. Earnings per share was Rs. 21.99 compared to Rs. 20.24 in the previous year.


The consolidated revenue of Thermax Group has gone up by 11.9 per cent to Rs. 8293.500 Millions Profit before tax increased 13.6 per cent to Rs.894.0000 Millions. Profit after tax and minority interest increased 12.8 per cent to Rs. 628.600 Millions. Thermax consolidated earnings per share has gone up to Rs. 26.32 as compared to Rs. 23.37 in the previous year.


The Board of Directors has recommended a dividend of 120 per cent. (Rs.12 per equity share of Rs. 10 each).



During the year there was a record 86 per cent growth in order intake to Rs. 867 Millions. The order intake for the Thermax Group was Rs 1214 Millions, the highest ever.


The order backlog on 1st April 2004 was Rs. 429 Millions for Thermax Limited as against Rs. 134 Millions in the previous year. The order backlog on a consolidated basis was Rs. 683 Millions as compared to Rs. 256 Millions in the previous year.


The company is currently engaged in capability building to offer significantly improved end-to-end solutions in energy and environment to its customers.


The company is in the process of buying out the 40 per cent minority stake from Babcock & Wilcox International investments (BWII) in their joint venture company in India, Thermax Babcock & Wilcox Limited (TBW). Consequently, the JV will become a wholly owned subsidiary of Thermax. However, it will continue to operate under its present name. BWII will continue to support technology transfer, revamp and retrofit in the utility market and help in augmenting business in the international market.


About Thermax Limited


Thermax Limited, a leading player in energy and environment management, is one of the few companies in the world that offers total integrated solutions in the areas of heating, cooling, power, water and waste management, air pollution control and chemicals. The sustainable solutions Thermax develops for client companies are environmentally friendly and enable efficient deployment of energy and water resources. Headquartered in Pune, India, Thermax’s international operations are spread over South East Asia, Middle East, Africa, Russia, UK and the US.

 

 

Thermax revenues up 56 %; declares 120 % dividend

 

Pune, May 11, 2005. Thermax Limited, today presented its audited financial results for 2004-05 announcing a 56 % revenue growth to Rs. 9412 Millions  Exports have increased to Rs. 176 Millions  from Rs. 118 Millions  last year. Consolidated revenue for the group has climbed 55 % to Rs.1281 Millions.


Profit after tax in 2004-05 was Rs. 553 Millions and Earning Per Share was Rs. 21.83, about the same level as last year after expensing Rs. 9 Millions on a transformation project and a fall of Rs.10 Milliions in investment income on its portfolio of Rs. 272 Millions


Consolidated profit after tax this year was up 10% to Rs.683 Millions and Earning Per Share was Rs. 27.3 (last year Rs. 25.4).


The Board of Directors have recommended a dividend of 6% on the Redeemable Preference Shares and announced an early redemption of the 6% Redeemable Preference Shares of face value of Rs. 10 each, aggregating Rs. 477 Millions. The Board also recommended a dividend of Rs. 12 per Equity Share of face value Rs. 10 each (120%).


During 2004-05, as a launching platform for the future, the Company’s capital expenditure has accelerated. Several new products were introduced and research and development revamped. Thermax is currently engaged in a company-wide initiative to transform the way it does business aimed at significant increase in customer satisfaction and its top line and bottom line growth. The company is investing substantial resources in attaining operational excellence – focusing on processes and systems that have a direct impact on cost, quality, lead-time and on-time performance at every point of customer engagement.


The order book of the company stood at Rs 773 Millions, which is 80 % higher than same time last year. The consolidated order book was Rs 1127 Millions, 65 % higher than last year. Based on the momentum in ferrous-, non-ferrous, cement, energy, textile, chemicals and other customer segments, the company is confident of continued growth


About Thermax Limited


Thermax Limited, a leading player in energy and environment management, is one of the few companies in the world that offers total integrated, solutions in the areas of heating, cooling, power, water and waste management, air pollution control and chemicals. The sustainable solutions Thermax develops for client companies are environmentally friendly and enable efficient deployment of energy resources. Headquartered in Pune, India, Thermax’s international operations are spread over South East Asia, Middle East, Africa, Russia, UK and the US.

 


CMT REPORT (Corruption, Money Laundering & Terrorism]

 

The Public Notice information has been collected from various sources including but not limited to: The Courts, India Prisons Service, Interpol, etc.

 

1]         INFORMATION ON DESIGNATED PARTY

No exist designating subject or any of its beneficial owners, controlling shareholders or senior officers as terrorist or terrorist organization or whom notice had been received that all financial transactions involving their assets have been blocked or convicted, found guilty or against whom a judgement or order had been entered in a proceedings for violating money-laundering, anti-corruption or bribery or international economic or anti-terrorism sanction laws or whose assets were seized, blocked, frozen or ordered forfeited for violation of money laundering or international anti-terrorism laws.

 

2]         Court Declaration :

No records exist to suggest that subject is or was the subject of any formal or informal allegations, prosecutions or other official proceeding for making any prohibited payments or other improper payments to government officials for engaging in prohibited transactions or with designated parties.

 

3]         Asset Declaration :

No records exist to suggest that the property or assets of the subject are derived from criminal conduct or a prohibited transaction.

 

4]         Record on Financial Crime :

            Charges or conviction registered against subject:                                                  None

 

5]         Records on Violation of Anti-Corruption Laws :

            Charges or investigation registered against subject:                                                          None

 

6]         Records on Int’l Anti-Money Laundering Laws/Standards :

            Charges or investigation registered against subject:                                                          None

 

7]         Criminal Records

No available information exist that suggest that subject or any of its principals have been formally charged or convicted by a competent governmental authority for any financial crime or under any formal investigation by a competent government authority for any violation of anti-corruption laws or international anti-money laundering laws or standard.

 

8]         Affiliation with Government :

No record exists to suggest that any director or indirect owners, controlling shareholders, director, officer or employee of the company is a government official or a family member or close business associate of a Government official.

 

9]         Compensation Package :

Our market survey revealed that the amount of compensation sought by the subject is fair and reasonable and comparable to compensation paid to others for similar services.

 

10]        Press Report :

            No press reports / filings exists on the subject.

 

 

CORPORATE GOVERNANCE

 

MIRA INFORM as part of its Due Diligence do provide comments on Corporate Governance to identify management and governance. These factors often have been predictive and in some cases have created vulnerabilities to credit deterioration.

 

Our Governance Assessment focuses principally on the interactions between a company’s management, its Board of Directors, Shareholders and other financial stakeholders.

 

 

CONTRAVENTION

 

Subject is not known to have contravened any existing local laws, regulations or policies that prohibit, restrict or otherwise affect the terms and conditions that could be included in the agreement with the subject.

 

 

FOREIGN EXCHANGE RATES

 

Currency

Unit

Indian Rupees

US Dollar

1

Rs.41.73

UK Pound

1

Rs.83.11

Euro

1

Rs.56.50

 

 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

8

PAID-UP CAPITAL

1~10

8

OPERATING SCALE

1~10

8

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

8

--PROFITABILIRY

1~10

8

--LIQUIDITY

1~10

8

--LEVERAGE

1~10

8

--RESERVES

1~10

8

--CREDIT LINES

1~10

8

--MARGINS

-5~5

--

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

YES

--LITIGATION

YES/NO

NO

--OTHER ADVERSE INFORMATION

YES/NO

NO

MERIT POINTS

 

 

--SOLE DISTRIBUTORSHIP

YES/NO

NO

--EXPORT ACTIVITIES

YES/NO

YES

--AFFILIATION

YES/NO

YES

--LISTED

YES/NO

YES

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

72

 

This score serves as a reference to assess SC’s credit risk and to set the amount of credit to be extended. It is calculated from a composite of weighted scores obtained from each of the major sections of this report. The assessed factors and their relative weights (as indicated through %) are as follows:

 

Financial condition (40%)            Ownership background (20%)                 Payment record (10%)

Credit history (10%)                    Market trend (10%)                                Operational size (10%)

 


 

RATING EXPLANATIONS

 

RATING

STATUS

 

 

PROPOSED CREDIT LINE

>86

Aaa

Possesses an extremely sound financial base with the strongest capability for timely payment of interest and principal sums

 

Unlimited

71-85

Aa

Possesses adequate working capital. No caution needed for credit transaction. It has above average (strong) capability for payment of interest and principal sums

 

Large

56-70

A

Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums

 

Fairly Large

41-55

Ba

Overall operation is considered normal. Capable to meet normal commitments.

 

Satisfactory

26-40

B

Unfavourable & favourable factors carry similar weight in credit consideration. Capability to overcome financial difficulties seems comparatively below average/normal.

 

Small

11-25

Ca

Adverse factors are apparent. Repayment of interest and principal sums in default or expected to be in default upon maturity

 

Limited with full security

<10

C

Absolute credit risk exists. Caution needed to be exercised

 

 

Credit not recommended

NR

In view of the lack of information, we have no basis upon which to recommend credit dealings

No Rating

 

PRIVATE & CONFIDENTIAL : This information is provided to you at your request, you having employed MIPL for such purpose. You will use the information as aid only in determining the propriety of giving credit and generally as an aid to your business and for no other purpose. You will hold the information in strict confidence, and shall not reveal it or make it known to the subject persons, firms or corporations or to any other. MIPL does not warrant the correctness of the information as you hold it free of any liability whatsoever. You will be liable to and indemnify MIPL for any loss, damage or expense, occasioned by your breach or non observance of any one, or more of these conditions