MIRA INFORM REPORT

 

 

 

Report Date :

31.07.2008

 

IDENTIFICATION DETAILS

 

Name :

BGR ENERGY SYSTEMS LIMITED

 

 

Formerly Known As :

GEA ENERGY SYSTEM INDIA LIMITED

 

 

Registered Office :

A - 5, Pannamguda Industrial Estate, Ramapuram Post, Sullrpet Taluka, Nellore District – 524401, Andhra Pradesh

 

 

Country :

India

 

 

Financials (as on) :

31.03.2007

 

 

Date of Incorporation :

18.02.1985

 

 

Com. Reg. No.:

01-5318

 

 

CIN No.:

[Company Identification No.]

U40106AP1985PTC005318

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

HYDG01305D

 

 

Legal Form :

Public Limited Liability Company. The company shares are listed on the stock exchanges.

 

 

Line of Business :

Leading supplier of Tube Cleaning System and Debris Filter on turnkey basis for Power and Desalination Plants worldwide.

 

 

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 3360244

 

 

Status :

Very Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is a well-established and reputed company having satisfactory track. Directors are reported as experienced and respectable businessmen. Their trade relations are fair. Payments are usually correct and as per commitments.

 

The company can be considered normal for business dealings at usual trade terms and conditions.

 

LOCATIONS

 

Registered Office :

A - 5, Panamguda Industrial Estate, Ramapuram Post, Sullrpet Taluka, Nellore District – 524401, Andhra Pradesh, India

Tel. No.:

91-4119-248249

Fax No.:

91-4119-248359 / 248249

E-mail :

gea@vsnl.com

Website:

http://www.bgrcorp.com

 

 

Corporate Office :

443, Anna Salai, Teynampet, Chennai – 600018, Tamil Nadu, India

Tel. No.:

91-44-24335958/24334940/24326171

Fax No.:

91-44-24338775/24360576

E-Mail :

bgr@md4.vsnl.net.in

Website:

http://www.bgrcorp.com

 

 

Regional Office :

Domestic Offices

New Delhi
 # 48, Okhla Industrial Estate, Phase III, New Delhi - 110 020, India

Tel. No. : 91-11-26932327 / 26932473
Fax No. : 91-11-26318019

E - mail : geadelhi@vsnl.net

Mumbai
 # 25 E, Lorette Ville, Santacruz West, Main Avenue, Mumbai - 400 054, Maharashtra, India
Tel. No. : 91-22-26492575

Fax No. : 91-22-26497404

E - mail : geactbom@vsnl.net

Howrah
No 9, Block - ED, Sukaanta Aabasaan, 193, Andul Road, Howrah - 711 109

Tel. No. : 91-33 - 26680710

E - mail : debajyoti@vsnl.net

Overseas Offices

Germany
Schmitz Reinigungskugeln GmbH
An der Schaferecke 2a, D-31188, Holle, Germany


Malaysia
BGR Enertech Sdn. Bhd.
Kuala Lumpur, Malaysia
                                                 

 

 

Factory :

304 / 305 Anna Salai Teynampe, Chennai – 600018, Tamilnadu, India

 

DIRECTORS

 

Name :

Mr. B. G. Raghupathy

Designation :

Chairman and managing Director – In Charge of strategic and Corporate management

Address :

60 [Old No. 100], IV Street, Abhiramapuram, Chennai – 600018, Tamilnadu, India

Date of Birth/Age :

28.09.1952 / 54 years

Qualification :

B. Sc

Experience :

33 years

Date of Appointment :

18.02.1985

Election Commission Identity Card No.

TN/03/013/0021350

Nature of employment:

Contractual

Last Employment:

Chief Executive – Introls

 

 

Name :

Mr. Tony Adam

Designation :

Managing Director

Address :

No. 10 [Old No. 51], 3rd Main Road, Abhiramapuram, Chennai – 600018, Tamilnadu, India

Date of Birth/Age :

12.02.1958

Date of Appointment :

06.12.2002

 

 

Name :

Mr. S. Rathinam

Designation :

Director – Finance, Head Finance and Accounts

Address :

No. 19, Rajeswari Apartment, 58, Bakthavatchalam Salai, Mylapore, Chennai – 600004, Tamilnadu, India

Date of Birth/Age :

06.08.1950 / 56 years

Qualification :

B.Sc, FCA

Experience :

30 years

Date of Appointment :

06.05.1992

Nature of employment:

Contractual

Last Employment:

Joint General Manager (Finance) – Tamil Nadu Industrial Explosives Limited

 

 

Name :

Mr. V. K. Gupta

Designation :

Director

Address :

A – 2 / 183, Safdurjung Enclave, New Delhi – 110029, India

Date of Birth/Age :

06.12.1953

Date of Appointment :

06.12.1993

 

 

Name :

Mr. G. Radhakrishnan

Designation :

Director

Address :

140 B – 6, Vembuli Amman Street, Navalpur, Ranipet - 632402, Tamilnadu, India

Date of Birth/Age :

01.06.1950

Date of Appointment :

06.12.1993

 

 

Name :

Mr. S. K. Sridhar

Designation :

Director

Address :

No. 38, Robertson, R. S. Puram, Coimbatore – 641002, Tamilnadu, India

Date of Birth/Age :

05.10.1962

Date of Appointment :

30.06.1989

 

 

Name :

Mrs. Sasikala Raghupathy

Designation :

Director

Address :

60 [Old No. 100], IV Street, Abhiramapuram, Chennai – 600018, Tamilnadu, India

Date of Birth/Age :

14.05.1956

Date of Appointment :

20.08.1985

Election Commission Identity Card No.

TN/03/013/021710

 

 

Name :

Mr. V R Mahadevan

Designation :

Whole time Director Incharge of Infrastructures business, Technologies and Human Resources.

Date of Birth/Age :

48 years

Qualification :

BE

Experience :

25 years

Date of Appointment :

01.08.1987

Nature of employment:

Contractual

Last Employment:

Project Manager Best and Crompton Limited

 

 

KEY EXECUTIVES

 

Name :

Mr. R. Ramesh Kumar

Designation :

Secretary

Address :

W – 3, North Main Road, Anna Nagar West Extension, Chennai – 600101, Tamilnadu, India

Date of Birth/Age :

15.05.1962

Date of Appointment :

20.11.1992

 

 

Name :

Mr. A Swaminathan

Designation :

Chief Executive Officer – Power Projects

 

 

Name :

Mr. Major H L Khajuria

Designation :

Chief Executive Officer - Environmental Engineering

 

 

Name :

Mr. G Suresh

Designation :

Chief Executive Officer  - Captive power

 

 

Name :

Mr. V Balakrishnan

Designation :

Electrical Projects

 

 

Name :

Mr. G Mahadevan

Designation :

Chief Executive Officer - Energy

 

 

Name :

Mr. S Llanchezhiyan

Designation :

Chief Executive Officer - Air FN Cooler

 

 

Name :

Mr. Ramesh  Kumar

Designation :

Chief Executive Officer - President – Corporate Secretary

 

 

 

 

 

 

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

AS ON 31.12.2007

 

Category

Code

Names of Shareholders

No. of Shares

Percentage of Holding

(A)

Shareholding of Promoter and Promoter Group

 

 

(1)

Indian

 

 

(a)

Individual/ Hindu undivided family

19712160

27.38

(b)

Bodies corporate

272484400

37.85

(c)

Director

11579120

16.08

 

 

 

 

(B)

Public Shareholding

 

 

(1)

Institutions

 

 

(a)

Mutual Funds/ UTI

2337964

3.25

(b)

Financial Institutions/ Bank

946325

1.31

(c)

Venture Capital Fund

14177

0.02

(d)

Insurance Companies

411251

0.57

(2)

Non-Institutions

 

 

(a)

Bodies Corporate

403269

0.56

(b)

Individual

 

 

(l)

Individuals – i) Individual shareholders holding nominal share capital up to Rs.0.100 Million

3292568

4.58

(ll)

ii) Individual shareholders holding nominal share capital in excess of Rs.0.100 Million

262737

0.36

(c)

Any other (specify)

 

 

(c-i)

Clearing Member

14

0.00

(c-ii)

Non Resident Indians (Repat)

10059

0.01

(c-iii)

Non Resident Indians (Non Repat)

1788

0.00

(c-iv)

Foreign Companies

5777454

8.02

(c-v)

Overseas Body Corporate

14

0.00

 

 

 

 

 

Grand Total (A) + (B)

72000000

100

 

 

 

 

 

Statement showing shareholding of persons belonging to the category “Promoter and Promoter Group”

 

Sr. No.

Name o Shareholders

No. of Shares

Percentage of Holding

1

B.G. Raghupapthy

19711800

27.38

2

Sasikala Raghupapthy

11577600

16.08

3

Arjun Securities Private Limited

4540320

6.31

4

Vani Securities Private Limited

5428080

7.54

5

Priya Securities Private Limited

8640000

12.00

6

Swarna Leasing Private Limited

8640000

12.00

7

B.G. Raghupapthy

360

0.00

8

Sasikala Raghupapthy

1520

0.00

 

 

 

 

 

Total

58539680

83.31

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Statement showing Shareholding of persons belonging to the category “Public” and holding more than 1% of the total number of shares

 

Sr. No.

Name o Shareholders

No. of Shares

Percentage of Holding

1

CVCIGP II Employee Rosehill Limited

1028735

1.43

2

CVCIGP II Client Rosehill Limited

1836822

2.55

3

Reliance Capital Trustee Co. Ltd A/c. RE

1489544

2.07

 

 

 

 

 

Total

4355101

6.05

 

 

 

 

 

Statement showing details of locked-in shares

Sr. No.

Name o Shareholders

No. of Shares

Percentage of Holding

1

B.G. Raghupathy

19711800

27.38

2

S.K. Sridhar

4320

0.01

3

Sasikala Raghupathy

11577600

16.08

4

Arjun Securities Private Limited

4540320

6.31

5

Vani Securities Private Limited

5428080

7.54

6

Priya Securities Private Limited

8640000

12.00

7

Swarna Leasing Private Limited

8640000

12.00

8

CVCIGP II Employee Rosehill Limited

1028735

1.43

9

CVCIGP II Client Rosehill Limited

1836822

2.55

10

B G Raghupathy

360

0.00

11

R. Sasikala

1520

0.00

12

Gautam Suresh Nayak

1440000

2.00

13

Gautam Suresh Nayak

1111

0.00

14

Gautam Suresh Nayak

222

0.00

15

Gautam Suresh Nayak

1111

0.00

16

Gautam Suresh Nayak

444

0.00

17

Gautam Suresh Nayak

11111

0.02

18

Gautam Suresh Nayak

444

0.00

 

 

 

 

 

Total

62864000

87.31

 

 

 

 

 

 

BUSINESS DETAILS

 

Line of Business :

Leading supplier of Tube Cleaning System and Debris Filter on turnkey basis for Power and Desalination Plants worldwide

 

 

 

Product Description

Item Code

On Load Condenser, Tube Cleaning System

84.79

Debris Filter

84.21

Air cooled Heat Exchanger

84.19

Dearator

84.02

Oil and gas equipments.

35.49

 

 

Imports from :

Europe and Far East

 

 

Terms :

 

Purchasing :

L/C, D/A and D/P

 

PRODUCTION STATUS (as on 31.03.2007):-

 

Particulars

 

Unit

Installed Capacity

Actual Production

Tube Cleaning System

 

Nos

150

149

Debris Filter

 

Nos

150

96

Air Cooled Heat Exchangers

 

No of Bundles

900

483

Deaerators

 

Nos

30

15

Oil And Gas  Equipment

 

Nos

NA

50

 

 

GENERAL INFORMATION

 

No. of Employees :

300

 

 

Bankers :

·         State Bank of India, Settipalli Branch

·         State Bank of Hyderabad

·         State Bank of Tranvancore

·         State Bank of Patiala

·         State Bank of Bikaner and Jaipur

·         State Bank of Mysore

·         State Bank of Indore

·         Industrial Development Bank of India

·         UCO Bank

·         Indian Bank

·         Corporation Bank

 

 

Facilities :

SECURED LOAN

31.03.2007

(in  millions )

Working Capital Loan From Banks

2230.700

Fixed Assets Loans

87.118

Term Loan From Bank

70.612

Total

2388.430

 

UNSECURED LOAN

31.03.2007

(in millions)

IFST

30.746

ICICI Bank Limited

6.668

Others

11.285

Total

48.699

 

 

Banking Relations :

Good

 

 

Auditors :

 

Name:

Manohar Chowdhry and Associates

Chartered Accountants

Address:

No.21, Main Street, Dr. Thirumurthy Nagar, Nungambakam, Chennai – 600034, Tamil Nadu

Tel. No.:

91-44-2827278

 

 

Internal Auditors

 

 

·         M/s J V Associates

Cost Accountants and Public Auditors , Chennai

 

·         M/s B B Naidu and Company  and Company

Chartered Accountants, Chennai

 

·         M/s V Krishnan and Company

Chartered Accountants , Chennai

 

 

Associates/Subsidiaries :

v      Progen Systems and Technologies Limited

v      Pragati Computers Limited

v      Schmitz Reinigungskugeln GmbH, Gildesheimer Str. 7, 31188 Holle, Germany.

v      Sasikala Estate Private Limited

 

CAPITAL STRUCTURE

 

Authorised Capital :

No. of Shares

Type

Value

Amount

15000000

Equity Shares

Rs. 10/- each

Rs.150.000 millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

10800000

Equity Shares

Rs. 10/- each

Rs.108.000 millions

 

Notes:

Of the above 10650000 Equity Shares of Rs. 10/- each were allotted as fully paid up bonus shares by capitalization of profits.

 

 

 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

 

31.03.2007

[18 months]

30.09.2005

[12 months]

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

 

108.000

108.000

2] Share Application Money

 

0.000

0.900

3] Reserves & Surplus

 

732.061

378.008

4] (Accumulated Losses)

 

0.000

0.000

NETWORTH

 

840.061

486.908

LOAN FUNDS

 

 

 

1] Secured Loans

 

2388.430

804.117

2] Unsecured Loans

 

48.699

59.212

TOTAL BORROWING

 

2437.129

863.329

DEFERRED TAX LIABILITIES

 

12.501

23.895

 

 

 

 

TOTAL

 

3289.691

1374.132

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

 

305.954

250.482

Capital work-in-progress

 

30.188

5.531

 

 

 

 

INVESTMENT

 

51.069

49.298

DEFERREX TAX ASSETS

 

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

 

260.386

157.722

 

Sundry Debtors

 

3668.002

1164.545

 

Cash & Bank Balances

 

921.140

180.573

 

Other Current Assets

 

50.716

35.739

 

Loans & Advances

 

882.916

269.231

Total Current Assets

 

5783.160

1807.810

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Current Liabilities

 

2618.849

646.009

 

Provisions

 

261.831

96.699

Total Current Liabilities

 

2880.680

742.708

Net Current Assets

 

2902.480

1065.102

 

 

 

 

MISCELLANEOUS EXPENSES

 

0.000

3.719

 

 

 

 

TOTAL

 

3289.691

1374.132

 

 

 

 

 

 

 

 

 

 

 

 

 

 

PROFIT & LOSS ACCOUNT

 

PARTICULARS

 

 

31.03.2007

[18 months]

30.09.2005

[12 months]

Sales Turnover

 

7751.418

2889.970

Other Income

 

3.379

2.242

Total Income

 

7754.797

2892.212

 

 

 

 

Profit/(Loss) Before Tax

 

604.993

186.933

Provision for Taxation

 

289.207

[34.170]

Profit/(Loss) After Tax

 

315.786

221.103

 

 

 

 

Export Value

 

969.949

504.435

 

 

 

 

Import Value

 

312.142

329.269

 

 

 

 

Expenditures :

 

 

 

 

Cost of Goods Sold

 

5551.664

2059.780

 

Manufacturing Expenses

 

529.371

252.155

 

Administrative Expenses

 

678.280

296.431

 

Interest

 

174.378

57.388

 

Increase/(Decrease) in Finished Goods

 

[22.301]

[35.180]

 

Depreciation & Amortization

 

81.263

27.589

 

Other Expenditure

 

157.149

47.116

Total Expenditure

 

7149.804

2705.279

 

 

 

 

KEY RATIOS

 

Year

31.03.2007

[18 months]

30.09.2005

[12 months]

Debt-Equity Ratio

2.49

1.64

Long Term Debt-Equity Ratio

0.33

0.50

Current Ratio

1.16

1.32

TURNOVER RATIOS

Fixed Assets

11.88

9.39

Inventory

24.86

23.02

Debtors

2.17

3.14

Interest Cover Ratio

3.25

3.21

Operating Profit Margin(%)

12.17

10.03

Profit Before Interest And Tax Margin(%)

11.13

9.11

Cash Profit Margin(%)

6.03

5.37

Adjusted Net Profit Margin(%)

4.99

4.45

Return On Capital Employed(%)

25.22

24.17

Return On Net Worth(%)

39.41

31.13

 

 

 

 

 

 

 

 

 

 

LOCAL AGENCY FURTHER INFORMATION

 

 

HISTORY

The company was incorporated on 18th February 1985 as GEA Energie Systems India Private Limited. Mr.B G. Raghupathy was promoted the company. October 1986, the company name was changed to GEA Energy System (India) Private Limited. December 1993, the company status was changed to a public limited. June 2007, the company name was changed to BGR Energy Systems Limited. 

 
In 1987, the company has commenced operations through a joint venture with GEA Energietechnik Gmbh, Germany. The company has supplied tube cleaning systems and debris filters for nuclear and thermal power plants and established first manufacturing facility at Pannamgadu, Andhra Pradesh in February 1987. Between 1987 to 1993, the company has supplied products and allied services to a variety of domestic and international client's collaboration with GEA Energietechnik Gmbh, Germany. 

 
In 1993, GEA Energietechnik Gmbh, Germany divested its stake to promoter and members of Promoter Group. In 1994, with the object of expanding the product portfolio, the company was acquired a company, Schmitz Gmbh in Germany. This company was engaged in the business of manufacturing sponge cleaning walls. In 1999, the company has developed the capability to manufacture these components through Schmitz India Private Limited, a Promoter Group Entity. The company was transferred entire holding in Schmitz Gmbh to Schmitz India Private Limited pursuant to an agreement dated August 1, 2007, with effect from June 30, 2007. 

 
Since 1993, the company has entered into a series of joint ventures and technical collaborations to increase the portfolio of products. This included a collaboration for air cooled heat exchangers with GEA Btt, France in 1994; a license agreement with GEA Spirogills Limited UK for the manufacture of welded finned tubes through its subsidiary Progen Systems and Technologies Limited in 1994; an arrangement with GEA Energietechnik Gmbh for the manufacture of cooling systems through GEA Cooling Tower Technologies (India) Private Limited in 1996; and an arrangement in relation to environmental engineering solutions with Crane Environmental Inc, USA in 2000. 

 
The company has established power projects business in 1997 with the objective of developing power projects. Since 2000, the power projects business commenced the process of providing balance of plant services for captive and independent power projects in India and elsewhere. 

 
In 2001, the company has commenced operations in the oil and gas sector and developed capabilities in providing packaged compressor solutions in co-operation with Ariel Corporation, USA. 


In May 2003, the company has provided engineering procurement and construction services for a 120MW power plant on a turn key basis in Karuppur, Tamil Nadu and commenced the provision of such services for captive power plants in India in 2006. 

 
The company has established an electrical projects business which commenced operations in 2003 and provides transmission infrastructure, gas insulated substations and optic fiber networks. 

 
The company has entered into a business acquisition agreement dated January 2, 2006 with Mrs. V. Girija, Mr. Velpandian Mani, the proprietor and the chief executive officer, respectively, of VP Engineering Consultancy Services, a sole proprietorship engaged in providing piping, design and engineering services. Under this agreement, the company has bought certain business assets of VP Engineering Consultancy Services including contracts, orders, work in progress, submitted bids and offers.

 

YEAR IN RETROSPECT AND OPERATIONS REVIEW: 

The period ended 31st March, 2007 has been a watershed in the progress of the company to become a world class turnkey engineering and project construction company. During the period ended 31st March, 2007, the company has achieved an all time high turnover of Rs.7751.400 millions which accounts for growth of 79% on annualised basis. It is heartening to note that the pre-tax profit has also grown at 116% on annualised basis. The period has been a historical one during which the company has secured the following prestigious and path breaking contracts. 

 
a) Balance of Plant and civil works for 500 MW Vijayawada Thermal Power Project of APGENCO valuing Rs. 5788.000 millions.

b) Balance of Plant and civil works for 500 MW Kakatia Thermal Power project of APGENCO valuing Rs. 6948.600 millions.

c) Contract from State Company for Oil Projects, Iraq (SCOP) for design and  supply of Gas Processing Complex of KORMOR Gas Field Development project for a value of USD 76.60 Million. This is the major break through in the company becoming a lump sum turnkey (LSTK) contractor in Oil and  Gas sector. 

d) Hydro Carbon storage facility for SCOP, Iraq valuing USD 17,884,595. 

e) EPC contract from Tamil Nadu Electricity Board for 92.2 MW gas based combined cycle power project at Valuthur for a value of Rs. 3553.000 millions. 

f) Air Fin Cooler division has secured its ever largest contract from Samir, Morocco for supply of Air Cooled Heat Exchangers for Samir Refinery at Morocco. 

g) Order for supply of Fuel Gas System from Alstom Switzerland for a project in United Kingdom. This is the first order secured by the company with CE marking which opens up entry into European countries for supply of Fuel Gas Systems. 

In the backdrop of robust order booking, the company carries over an order backlog of over Rs.21000.000 millions as of 01-04-2007 including export orders of Rs.4700.000 millions. Having emerged as the lowest bidder, the company is expecting award of contract for Rs.10000.000 millions from MAHAGENCO for Balance of Plant contract for a coal based power project i n Maharashtra The orders on hand compels the company to deliver and achieve a revenue of atleast Rs.16000.000 millions for the year ending 31st March, 2008. 

During the period under review, the company became the first company in India to have secured Balance of Pant contract for a 500 MW coal based power station. The company also secured Category-F Inter-state trading license to trade in power from Central Electricity Regulatory Commission.

The directors wish to state that these developments are of high strategic value and have catapulted the company into a high growth trajectory. The directors are confident of achieving and sustaining these high rates of growth in order booking, turnover and profitability in the years to come. 

On 31st March, 2007, the company has successfully completed the open cycle commissioning of the 330 MW Dholpur gas based power station of RRUVNL on open cycle mode as per contractual schedule. 

 

PERFORMANCE OF SUBSIDIARIES: 

The company's subsidiary Progen Systems and Technologies Limited which is engaged in the business of manufacture of Welded Finned Tubes and Pressure Vessels for power and process industries has achieved a turnover of Rs.129.044 millions and net profit of Rs. 6.454 millions for the period ended 31st March, 2007. During the year Progen secured a prestigious export order from Proplant, USA. 

 
The company's fully owned subsidiary Schmitz Reinigungskugeln GmbH has achieved a turnover of Euro 165.063,52 and a profit of Euro 3.599,86. 

 

Form 8 Particular for creation or modification of charges 

Corporation identity number or foreign company registrations number of the company 

U40106AP1985PTC005318

Name of the company

GEA ENERGY SYSTEMS [INDIA] PRIVATE LIMITED

Address

Plot No. A 5, Panamguda Industrial Estate, Ramapuram Post, Sullrpet Taluka, Nellore District – 524401, Andhra Pradesh, India

This Form is for

Creation of charge

Type of Charges

Hypothecation

Particular of the charge holder 

State Bank of Bikaner and  Jaipur

Rajaji Salai, Chennai – 600001, Tamilnadu, India

E-mail : rschennai@sbbj.co.in

Nature or description of the instrument creating charge  

Agreement of hypothecation of goods and assets

Date of the instrument creating charge

09.06.2006

Amount Secure by the charge

Rs. 1200 millions

Brief of the principal terms and conditions and extent and operation of the charge

a] Rate of Interest – 2% Below BPLR with a minimum of 9.25% payable monthly

b] Hypothecation of all current assets at Valathur combined cycle gas project

c] Personal Guarantee of Mr. B. G. Raghupathy and Mrs. Sasikala Raghupathy

Description of the property charge whether it is a charge on

Stock in trade and book debts

Particulars of the Property charged  

First charge on all chargeable current assets relating to 92.20 MW valathur combined cycle gas turbine power project phase II

 

Corporation identity number or foreign company registrations number of the company 

U40106AP1985PTC005318

Name of the company

GEA ENERGY SYSTEMS [INDIA] PRIVATE LIMITED

Address

Plot No. A 5, Panamguda Industrial Estate, Ramapuram Post, Sullrpet Taluka, Nellore District – 524401, Andhra Pradesh, India

This Form is for

Creation of charge

Type of Charges

Hypothecation

Particular of the charge holder 

Industrial Development Bank of India Limited

115 Anna Salai, Saidapet, Chennai – 600015, Tamilnadu, India

E-mail : siva@gea-india.com

Nature or description of the instrument creating charge  

Deed of hypothecation

Date of the instrument creating charge

18.05.2006

Amount Secure by the charge

Rs. 200 millions

Brief of the principal terms and conditions and extent and operation of the charge

1] Interest @10.25% P.A.

2] Hypothecation of current assets of the company on second charge basis

3]  The Entire amount OIS repayable in 60 days commencing from the date of disbursement

4] Personal Gurantee of Shri B. G. Raghupathy

Description of the property charge whether it is a charge on

Stock in trade and book debts

Particulars of the Property charged  

Hypothecation by way of second charge on all chargeable current asset of the company

 

Generic Names of Principal Products / Services are as under :

Ø       Tube Cleaning System

Ø       Air Cooled Heat Exchangers

Ø       Deaerator

 

Business:

v      Established in 1985 as joint venture with GEA Energietechnik GmbH, Germany

v      Leading supplier of Tube Cleaning System and Debris Filter on turnkey basis for Power and Desalination Plants worldwide

v      Market leader in Tube Cleaning System, Debris Filter and Sponge Cleaning Balls

v      Over 1000 systems operational in India and abroad

v      Quality System to ISO 9001

v      Full Fledged Engineering Office with CAD/CAM and after sales services

v      Dedicated Manufacturing and Rand D facilities in Chennai, India

v      Wholly owned subsidiary for manufacturing complete range of Cleaning Balls

v      Has won export Awards every year since 1993

v      Regional offices and extensive overseas Agency network to cater to World’s Power and Desalination Market

 

OTHER INFORMATION:

The company is engaged in manufacture and supply of On Load Condenser Tube Cleaning System, Debri Filters/Separators, Air Cooled Heat Exchangers.

 

The company has entered into marketing tie-ups with M/s. Hydrotech of U.K. and Cochrane of U.S.A. for Electro Magnetic Water Conditioning System for Descaling application and Deaerators respectively.

 

The company has obtained approvals from various OEMs/EPCs in Japan, Italy, U.K. and U.S.A. and spread its focus upon Middle East, Japan.

 

The company has appointed M/s. Sumisho Metalex of Japan as an exclusive agent in Japan.

 

The company is in trade terms with:

v      Siemens, 144, Mahatma Gandhi Road, Chennai 34.

v      Aumo India Limited, 39-II, Phase, Peeniya Industrial Area, Bangalore 58.

v      Verner Reistaff GmbH, Germany, Post Facil 1151, D 73747 Ostfildern Germany.

 

FIXED ASSETS:

·         Land

·         Buildings

·         Plant and machinery

·         Furnitures and fixtures

·         Office Fixtures

·         Office equipments

·         Electrical Installations

·         Vehicles

·         Technical Know how

·         Development Expenses

 

Website Details Attached:

Corporate Profile:

The company was promoted by Mr. B.G. Raghupathy in Technical and Financial Collaboration with GEA Energietechnik GmbH, Bochum, Germany. In the year 1987 the company commenced its business for manufacture and supply of Tube Cleaning System, Debris Separator and Cleaning Balls for thermal, nuclear and desalination plants. The company is now a wholly owned closely-held public company.

Over a period of 15 years, the company has grown and become as a multi product, multi location engineering group with proven track record in undertaking high value turnkey engineering contracts in power and process sector industries. The group has interests in the entire range of power sector industries viz., Thermal, Nuclear, Hydro, co-generation, captive and IPP sector.

The group exports its systems and equipment all over the world and has reference installations in USA, Europe, Far East, Middle East, Japan, Australia and South East countries.

The group supplies its equipment and systems to process industries such as refineries, petro chemical and other process industries.

The group has demonstrated its engineering capability in absorbing and assimilating technology from European and American companies and has successful relationship in technology collaboration and strategic alliance with world leaders of the respective technology.

The group has achieved a quantum growth in business and is now emerging as a leading market player in the power, process and infrastructure sector industries in India and with strategic thrust on International markets.

Credentials:

The group practice highest standards of quality of product performance and has uncompromising commitment to achieve total customer satisfaction. Towards this objective, the Company has adopted a Quality Policy which reads:


Quality recognition

The quality management systems of Energy and Air Fin Cooler division of GEA Energy System (India) Limited and Progen Systems and Technologies Limited are "ISO 9001 Certified".

 

The Air Fin Cooler division has achieved the coveted "U" Stamp ("American Society of Mechanical Engineers") accreditation for its range of products.

 

Export performance

In the year 1992, GEA Energy System (India) Limited was conferred the "Outstanding Export Performance Award" by Indo-German Chamber of Commerce amongst all the Indo-German Joint Venture companies.

 

The group companies have so far won seven export awards from Engineering Export Promotion Council of India for their consistent and outstanding export performance.


Certifications / Approvals

·         ISO Accreditation from M/s.Lloyds.

·         Engineers India Limited.

·         IBR

·         CCE (Chief controller of explosives)

 

Fabrication / Fin tube shops approved by Major Engineering consultants and OEM's like Alstom, Bechtel, Larsen and Toubro, Thermax Babcock and  Wilcox.

 

Resources:

Manufacturing facilities spread across Four States in India and marketing offices in Germany and Malaysia.

Total manufacturing facilities with a covered manufacturing area over 5500 sq. Mtrs


CAD/ CAM facilities:

Experienced engineers in the field of mechanical, civil, electrical, control and  Instrumentation and infrastructure.

Proven competence in project management and execution of turnkey contracts.


The group has more than 300 experienced engineers in diverse disciplines.

 

Management Team

·         Mr. A. Swaminathan - President - Power Projects Division

·         Mr. G. Suresh - President - GEA Cooling Towers

·         Major H. L. Khajuria - President - Environmental Engineering Division

·         Mr. V. Balakrishnan - President - Electrical Projects Division

·         Mr. P.V.N. Sanjay - VicePresident - Energy Division

·         Mr. R. Ramesh Kumar - President - Corporate and  Company Secretary

·         Mr. M. S. Krishnaswamy - Executive Director

 

Products and  Services

Energy Division           

·         Online Tube Cleaning System

·         Debris Separator

·         Self Cleaning System/Strainer

·         Sponge Cleaning Balls

 

Air Fin Cooler Division            

·         Process Coolers

·         Finned Tubes

·         Radiator and  Compressors Coolers

·         Tube Bundles

 

Environmental Engineering Division

·         Deaerators

·         Membrane Based Water Treatment Plant

·         Demineralization Plant

·         Effluent / Sewage Treatment and  Recycling Plants

·         Condensate Polishing Unit

 

Oil and Gas Equipment Division         

·         2/3 Phase Separator Systems / Skids

·         Indirect Water Bath Heaters

·         Knockout Drums/Scrubbers

·         Gas Conditioning, Regulating and  Metering Systems

·         Filter Separators / Dry Gas Filters

·         Pipeline Equipments

 

Power Projects Division          

·         Balance of Plant Supply of Equipment and Services

·         Independent Power Projects

·         Engineering, Procurement and Construction of Power Projects

 

Infrastructure Division 

·         Highways

·         Bridges

·         Turnkey Civil Construction and Contracting

 

Electrical Project Division       

·         Turnkey Solutions for

·         EHV Substations

·         EHV Trasmission  Lines

·         Plant Electricals

·         GIS Substations

·         Automated Meter Reading Solutions for utilities

·         BOP works for Hydro Projects

 

Progen System and Technologies Limited     

·         Heat Exchangers

·         Pressure vessels, Reactors, Columns

·         Waste Heat Recovery Modules

·         Surface Condensers and HP / LP Heaters

·         Process equipments and Boiler components

 

Govin Engineering and Construction Limited 

Engineering and  Construction of Large Industrial buildings and Cooling Towers

 

Pragati Computers Limited     

·         Personal Computers and Servers

·         Software Services

 

GEA Cooling Tower Technologies (I) Limited . Limited

·         Dry Cooling Systems

·         Direct Cooling - Air Cooled Condensers

·         Wet Cooling Systems

·         Induced Draught Cooling Towers

·         Natural Draught Cooling Towers

·         Hybrid Cooling Towers

 

Other Details;

Principal Office Divisions

Phone

Fax

Email

Energy Division

91-44-24335958

91-44-24343374

ed@gea-india.com

Airfin Cooler Division

91-44-24334940

91-44-24334935

afc@gea-india.com

Environmental Engineering Division

91-44-24334940

91-44-24320359

eed@gea-india.com

Power Projects Division

91-44-24326171

91-44-24315678

ppd@gea-india.com

Oil & Gas Equipment Division

91-44-24334940

91-44-24334935

oged@gea-india.com

Infrastructure Division

91-44-24335958

91-44-24343374

infra@gea-india.com

Progen Systems and Technologies Limited

91-44-24334940

91-44-4330498

progen@md4.vsnl.net.in

GEA Cooling Tower Technologies (India) Limited . Limited

91-44-24326171

91-44-24338404

gct@vsnl.in

Govin Engineering and Constructions Limited

91-44-24326171
91-44-24327535

91-44-24360576

gecl@vsnl.net.in

 

 

 

Press Release

 

BGR ENERGY RECEIVES EPC CONTRACT FOR 2 X 600 MW KALISINDH THERMAL POWER PROJECT IN RAJASTHAN

 

Highlights

 

Single largest EPC contract of Rs.49000.000 Millions for the company

Will construct Asia’s largest Natural Draft Cooling Towers.

Project secured in international competitive bidding

Project to the complete in 42 month

 

Chennai, 16th July, 2008,  BGR Energy System Limited (“BGR Energy”) Chennai has secured, perhaps the largest ever EPC contract in the country, for the 2 x 600 MW Kalisindh Thermal Power Project at Jhalwar, Rajasthan from Rajasthan Rajya Vidyut Utpadan Nigam Limited (“PRVUNL” ). This is Greenfield project. The lump sum contract scope include design, Engineering, Supply of boiler, Steam turbine generator and complete balance of plant equipment inclusive of all mechanical, electrical , instrumentation and control system and civil, structure and architecture works, necessary for putting the terminal power station in to operation

 

PRVUNL called for international competitive bidding for this project and BGR Energy BHEL where qualified. This is a largest EPC contract won by the company. It may recalled that in June, 2008 BGR Energy secured an EPC contract from Tamil Nadu Electricity Board for 1 x 600 MW Power project at Mettur. These successive contracts demonstrate the customer’s confidence in the engineering, project management and execution capacity of BGR energy. This 2 x 600 MW project will be complete will be completed within a period of 42 months  

 

This project will have to Asia’s tallest natural cooling draft towers. These cooling towers will be design and built by the company in house. This project will be a zero discharge power station meting the stringent environmental standards.

 

ORDER BOOK

 

The Company’s order book has now with ness more than three fold growth and know stands over Rs.110000.000 Millions with include four BoP contracts of 500 MW and two EPC contract of 600 MW unit and contracts of Oil and Gas Equipment sector projects and order for products. 

  

About BGR Energy System Limited

 

BGR Energy carries on our business in two segments, the Supply of systems and Equipment and Turnkey Engineering project.

 

  1. Capital Goods – Design, Engineering, Manufacture and Supply of Hi-Tech System and Equipments for the power , oil and Gas, refinery, petrochemical and process industries.

 

  1. Turnkey Engineering Projects – Engineering, Procurement and construction (EPC) and balance of Plant (BOP) contract for power, water and infrastructure project and LSTK contract for oil and gas sector.      

 

 

Web Details Attached

The Company was originally incorporated in 1985, as a joint venture between GEA Energietechnik GmbH, Germany and our Promoter, Mr. B.G. Raghupathy, to produce and sell On-line Condenser Tube Cleaning Systems, Debris Filters and Rubber Cleaning Balls used in Thermal and Nuclear Power Plants. In 1993 Mr. B.G. Raghupathy and members of his family became the sole shareholders of the Company and began to expand our range of product and services range in the Power and Oil & Gas industries. On June 28, 2007 we changed our name from GEA Energy System (India) Limited, to BGR Energy Systems Limited.

BGR Energy carries on our business in two segments, the Supply of systems and Equipment and Turnkey Engineering project contracting

In the systems and equipment business, the company design, engineer, manufacture, sell and service a range of systems and equipment for the Power, Oil & Gas, Refinery, Petrochemical and Process Industries.

In the Turnkey Engineering project contracting business, the company engineer, manufacture, procure, construct and commission projects in the Power and Oil & Gas sector, wherein we take Turnkey responsibility to supply of a range of equipment and services, including the civil works required for a project and other work as may be required under the contract for such project.

The company executes Turnkey Contracts to supply the Balance of Plant ("BOP") Equipment, Services and Civil works for Power Generation projects, in which we supply, from a single source, the Balance of the plant, i.e. items other than the Boiler, Turbine and Generator. Having successfully executed BOP contracts, we have begun to focus on Engineering, Procurement and Construction ("EPC") contracts, in which we Design, Engineer and Supply all of the equipment required for a Power Plant including the Boiler, Turbine and Generator and Civil works. We are currently executing BOP and EPC contracts tailored to customer demands. We also have an infrastructure business intended to provide construction services and technology oriented projects to the infrastructure sector. The company executes Turnkey Contracts to supply the Balance of Plant ("BOP") Equipment, Services and Civil works for Power Generation projects, in which we supply, from a single source, the Balance of the plant, i.e. items other than the Boiler, Turbine and Generator. Having successfully executed BOP contracts, we have begun to focus on Engineering, Procurement and Construction ("EPC") contracts, in which we Design, Engineer and Supply all of the equipment required for a Power Plant including the Boiler, Turbine and Generator and Civil works. We are currently executing BOP and EPC contracts tailored to customer demands. We also have an infrastructure business intended to provide construction services and technology oriented projects to the infrastructure sector..

The Company consists of seven complementary businesses, including:

 

 

 


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 records 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.42.47

UK Pound

1

Rs.84.00

Euro

1

Rs.66.14

 

 

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

9

--PROFITABILIRY

1~10

7

--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.

 

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