MIRA INFORM REPORT

 

 

Report Date :

26.05.2008

 

IDENTIFICATION DETAILS

 

Name :

KALPATARU POWER TRANSMISSION LIMITED

 

 

Formerly Known As :

HT POWER STRUCTURE LIMITED

 

 

Registered Office :

Plot No. 101, Part III, G.I.D.C. Estate,  Sector 28, Gandhinagar - 382 028, Gujarat.

 

 

Country :

India

 

 

Financials (as on) :

31.03.2007

 

 

Date of Incorporation :

23.04.1981

 

 

CIN No.:

[Company Identification No.]

L40100GJ1981PLC004281

 

 

Legal Form :

It is a public limited liability company.  The company’s shares are listed on the Stock Exchanges.

 

 

Line of Business :

Designing, Manufacturing and erection of transmission line towers and steel structures on a turnkey basis.

 

 

 

RATING & COMMENTS

 

MIRA’s Rating :

A

 

RATING

STATUS

PROPOSED CREDIT LINE

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

 

Maximum Credit Limit :

USD 25600000

 

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is a well-established company of the Kalpataru Group, a well-diversified group. It caters requirements of Power Grid Corporation of India, National Thermal Power Corporation (NTPC), State Electricity Boards, etc. Available information indicates high financial responsibility of the company. Their trade relations are reported as fair. Payments are usually correct and as per commitments.

 

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

 

 

LOCATIONS

 

Registered Office / Factory:

Plot No. 101, Part III, G.I.D.C. Estate, Sector 28, Gandhinagar - 382 028, Gujarat, India.

Tel. No.:

91 -79 -23211951 / 23211955 / 23214000

Fax No.:

91 - 79 - 23211966 /68/71

E-Mail :

kptlg@wilnetonline.com

kptl@kalpatarupower.com

bks@kptl.xeeahm.xeemail.ims.vsnl.net.in 

Website :

www.kalpatarupower.com

 

 

Factory 1 :

Plot No. A-4 /1, A-4/2, A-5, G. I. D. C. Electronic Estate, Sector – 25, Gandhinagar – 382 025.

Tel. No.:

91-79-23244941 / 942

 

 

Corporate Office :

8th Floor, Opp. Grand Hyatt Hotel, Vakola, Santa Cruz (East), Mumbai – 400 055, India.

Tel. No.:

91-22-30645000

Fax No.:

91-22-30643131

Website:

www.kalpatarupower.com  / www.jmcprojects.com

 

 

Overseas Office  :

Located at:

Mexico, Peru, Algeria, Turkey, Syria, Ethiopia, UAE, Thailand, Vietnam, Philippines, Malaysia and Australia

 

 

Factory 2 :

111, Maker Chambers IV, Nariman Point, Mumbai - 400 021. India.

Tel. No.:

91 - 22 - 2282 2888 / 2288 4780

Fax No.:

91 -22-2204 1548

 

 

Branches :

Real Estate Division

Kalpataru Habitat, Dr. S.S. Road, Parel, Mumbai - 400012

Telefax : 91-22-24185249

 

R & D Centre

Punadara Village, Near Talod Dam, Taluka – Prantij, Dist. Sabarkantha (Gujarat).

Tel. : 91-2770-255414

 

Biomass Energy Division

27BB, Tehsil Padampur, Dist. Sriganganagar, Rajasthan – 335041

Tel.: 91-154-2464725

Fax No.: 91-154-2464724

 

Near Village Khatoll, Tehsil Uniara, District Tonk, Rajasthan – 304 024.

Tel: 91-1436-260665

Fax: 91-1436-260666

 

Delhi Office

408-410, Somdatt Chambers – II, 9, Bhikaji Cama Place, New Delhi 110066, India

Tel. No.: 91-11-26104904 / 26104905

Fax No.: 91-11-26712608

E-mail: ya@kalpatarupower.com

 

 

DIRECTORS

 

Name :

Mr. Mofatraj P. Munot

Designation :

Chairman

Experience :

42 Years

 

 

Name :

Mr. Mahendra G. Punatar

Designation :

Executive Vice Chairman

Experience :

47 Years

 

 

Name :

Mr. K. V. Mani

Designation :

Managing Director

Experience :

42 Years

 

 

Name :

Mr. Parag Munot

Designation :

Promoter Director

Experience :

14 Years

 

 

Name :

Mr. Ajay Munot

Designation :

Executive Director

Experience :

12 Years

 

 

Name :

Mr. Imtiaz Kanga

Designation :

Promoter Director

Experience :

27 Years

 

 

Name :

Mr. Sajjanraj Mehta

Designation :

Independent Director

Experience :

32 Years

 

 

Name :

Mr. Vimal Bhandari

Designation :

Independent Director

Experience :

22 Years

 

 

Name :

Mr. J. C. Shah

Designation :

Independent Director

 

 

Name :

Mr. Dinesh B. Patel

Designation :

President (Operations)

 

 

Name :

Mr. Kamal K. Jain

Designation :

President (Finance & Administration)

 

 

Name :

Mr. B. K. Satish

Designation :

President (Engineering & Marketing)

 

 

Name :

Mr. Gyan Prakash

Designation :

President (Pipelines)

 

 

Name :

Mr. Shitin Desai

Designation :

Director

Experience :

26 Years

 

 

Name :

Mr. Narayan Seshadri

Designation :

Independent Director

Experience :

25 Years

 

 

KEY EXECUTIVES

 

Name :

Mr. Bajrang Ramdharani

Designation :

Company Secretary

 

 

MAJOR SHAREHOLDERS

 

[As on 31.03.2007]

 

Names of Shareholders

No. of Shares

Percentage of Holding

PROMOTERS' HOLDINGS

 

 

Indian

16876266

63.68

 

 

 

Public Share Holding

 

 

Institutional:

 

 

Mutual Funds And Axis

2601178

9.82

Banks, Financial Institutions

21797

0.08

Venture Capital Fund

1514000

5.71

Insurance Companies

816836

3.08

Flls

2343165

8.84

Non Institutional :

 

 

Private Corporate Bodies

674520

2.55

NRIs/OCBs

112043

0.42

Indian Public

1538741

5.81

Clearing Member

1454

0.01

Total

26500000

100.00

 

 

BUSINESS DETAILS

 

Line of Business :

Designing, Manufacturing and erection of transmission line towers and steel structures on a turnkey basis.

 

 

Products :

ITEM CODE NO. (ITC CODE)     PRODUCT DESCRIPTION

 

7308.20                         Transmission Line Towers

----------                                      Real Estate Division

----------                                  Power Generation – Conventional

 

 

 

 

 

Exports to :

Philippines, Indonesia, Malaysia, Thailand, Vietnam, Australia, Syria, Turkey, Abu Dhabi/UAE, Algeria, Ethopia and Mexico

 

 

Imports from :

Europe, UK and Italy

 

 

PRODUCTION STATUS

 

Particulars

Unit

Installed Capacity

Actual Production

Transmission line towers and steel structures

MT

84,000

78404

 

 

GENERAL INFORMATION

 

Suppliers :

v      Bikaner Ceramics Private Limited

v      Lumino Industries Limited 

v      Rajesh Engineering Works

v      VMS Chemical Industries

v      Nike Industries

v      Petro Synth (India) Private Limited 

v      Sanvijay Rolling and Engineering Limited

v      Modern Engineering

v      Venson Electric Private Limited 

v      M/s. Cogent Engineers Private Limited 

v      Navfn Heavy Lifters, R.D.

v      Patil, Rajlaxmi Construction Company

v      Quipo Infrastructure Equipment Private Limited 

v      E-Mech Engineers

v      Himalayan. Earth Movers

v      Shandhu Road Lines Private Limited

 

 

 

No. of Employees :

10000

 

 

Bankers :

v      Citi Bank, Algeria

v      Rizzal commercial Bank (US$)

v      3.. Rizzal commercial Bank (Peso)

v      Everest Bank Limited, Nepal

v      WBAF, Paris

v      Indo-Zambia Bank, Chingola

v      Indo-Zambia Bank, Lusaka

v      Stanbic Bank, Solwezi (Kwc)

v      HSBC- Qatar (QR)

v      HSBC - Qatar ($)

v      Alwar Bharatpur Anchalik Gramin Bank-Bharatpur

v      Alwar Bharatpur Anchalik Gramin Bank-Bharatpur

v      BMP Paribas, Algeria ($)

v      BMP Paribas.Algeria (CEDAC)

v      BMP Paribas, Algeria (INR)

v      Commercial Bank of Ethiopia (US$)

v      Commercial Bank of Ethiopia (Birr)

v      Giro Commercial Bank Limited (US$)

v      Giro Commercial Bank Limited (Ksh)

v      British Arab Commercial Bank (US$)

 

 

Facilities :

SECURED LOANS [As on 31.03.2007]

 

A Term Loan

I) From Financial Institutions & others

 

 

(a) Secured by hypothecation of Specific movable fixed assets relating to Infrastructure Division

 

Rs 167.799 Millions

 

II) From Banks

 

(a) Secured by way of charge over freehold land & immovable

properties, specific moveable plant & machineries financed, of Bio-mass Power Plant situated at Padampur, Dist. Sri Ganganagar, Rajasthan

 

Rs 118.134 Millions

 

(b) Secured by way of charge over immovable moveable plant & machineries of Bio-mass Power Plant situated at Uniara. Dist. Tonk, Rajasthan and second charge on current assets of the same

 

Rs. 252.822 Millions

(c) Secured against all plant & machinery of Export Oriented Undertaking plant situated at Sector-25, Gandhinagar

 

Rs. 60.000 Millions

(d) Secured by way of hypothecation of all movable fixed assets of transmission line tower plant at sector-28 Gandhinagar in paripasu basis alongwith consortium bankers for working capital facilities stated hereunder.

 

Rs. 250.795 Millions

(e) Secured by hypothecation of specific machineries & equipments relating to transmission line tower plant at sector-28, Gandhinagar

 

Rs. 11.654 Millions

(f) Secured Against Vehicles

 

Rs. 15.333 Millions

Total

Rs. 876.538 Millions

 

B Working Capital Facilities from bank

I) Secured in favour of consortium bankers by way of hypothecation of stocks, stores & spares, book debts & bills receivables & further secured by all movable fixed assets except charged to others as stated herein above of the factories premises & godown situated at Gandhinagar & by simple mortgage over land & building situated at Sector-28, Gandhinagar

 

Rs  2457.874 Millions

 

II) Secured by way of hypothecation of all current assets of Biomass Power Plant situated at Padampur, Rajasthan

 

Rs 32.693 Millions

 

Total

Rs. 3367.105 Millions

 

 

 

Banking Relations :

Good

 

 

Auditors :

Mr. Kishan M. Mehta & Co., Ahmedabad

Chartered Accountants

6, Premchand House, Ashram Road, Ahmedabad - 380 009, Gujarat.

 

 

Parent Companies:

Kalpataru Group

Established in the year 1969, promoted by Mr. Mafotraj P. Munot

 

 

Associates/Subsidiaries :

v      Kalpataru Construction Overseas Limited

v      Kalpataru Constructions Private Limited

v      Kalpataru Grih Nirman Private Limited

v      Kalpataru Holdings Private Limited

v      Kalpataru Land Development Private Limited

v      Kalpataru Plaza Private Limited

v      Kalpataru Homes Private Limited

v      Kalpataru Griha Vitt Viniyog Private Limited

v      Kalpataru Developers and Granite Industries Private Limited

v      Kalpataru Soham Property Developers Private Limited

v      Kalpataru Properties Private Limited

v      Kalpataru Tapes Private Limited

v      Kalpataru Estate Private Limited

v      Kalpataru Viniyog Private Limited

v      Kalpataru Premises Private Limited

v      Kalpataru Gardens Private Limited

v      M/s. Habitat, Property Solution (India) Private Limited

v      Yugdharam Real Estate Private Limited

v      Durable Trading Company Private Limited

v      P.K. Velu & Company Private Limited

 


 

CAPITAL STRUCTURE

 

Authorised Capital :

No. of Shares

Type

Value

Amount

30000000

Equity Shares

Rs. 10/- each

Rs. 300.000 Millions

 

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

26500000

Equity Shares

Rs. 10/- each

Rs. 265.000 Millions

 

Out of above

a) 3,325,000 (3,325,000) Equity Shares allotted as fully paid up Bonus shares by capitalisation out of general reserve and 3,060,000 (3,060,000) Equity Shares allotted for consideration other than cash in earlier years

 

b) 10,861,500 (Nil) Equity Shares have been allotted as fully paid up bonus shares by capitalisation of capital redemption reserve and share premium account during the year

 

c) 4,777,000 (Nil) Equity Shares are allotted during the year.


 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.03.2007

31.03.2006

31.03.2005

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

265.000

108.615

108.615

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

6159.335

1570.746

1029.406

4] (Accumulated Losses)

0.000

0.000

0.000

NETWORTH

6424.335

1679.361

1138.021

LOAN FUNDS

 

 

 

1] Secured Loans

3367.106

2327.817

1004.814

2] Unsecured Loans

0.000

0.000

100.000

TOTAL BORROWING

3367.106

2327.817

1104.814

DEFERRED TAX LIABILITIES

76.363

57.948

54.692

 

 

 

 

TOTAL

9867.804

4065.126

2297.527

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

2050.435

1240.211

705.714

Capital work-in-progress

41.174

283.610

2.083

 

 

 

 

INVESTMENT

2189.235

294.458

101.331

DEFERREX TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 
Accrued Value of Work Done
1747.424
811.865

369.107

 
Inventories
1582.699
1387.025

1150.240

 
Sundry Debtors
5370.510
2973.483

908.868

 
Cash & Bank Balances
936.524
166.488

139.125

 
Loans & Advances
1210.468
669.846

145.208

Total Current Assets

10847.625

6008.707

2712.548

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 
Current Liabilities
4549.488
3369.162

1076.312

 
Provisions
711.677
393.699

44.277

Total Current Liabilities

5261.165

3762.861

1120.589

Net Current Assets

5586.460

2245.846

1486.896
 

 

 

 

MISCELLANEOUS EXPENSES

0.500

1.001

1.503

 

 

 

 

TOTAL

9867.804

4065.126

2297.524

 


PROFIT & LOSS ACCOUNT

 

PARTICULARS

 

31.03.2007

31.03.2006

31.03.2005

Sales Turnover

15248.476

8403.779

4985.239

Other Income

124.671

48.758

0.000

Total Income

15373.147

8452.537

4985.239

 

 

 

 

Profit/(Loss) Before Tax

2166.518

944.058

434.564

Provision for Taxation

571.566

278.655

147.414

Profit/(Loss) After Tax

1594.952

665.403

287.150

 

 

 

 

Earnings in Foreign Currency :

3769.110

2036.450

1294.971

 

 

 

 

Total Imports

1207.710

1545.570

825.553

 

 

 

 

Expenditures :

 

 

 

Material Cost

7892.308

4570.374

 

 

Manufacturing Expenses

3168.390

1618.039

 

 

Administrative Expenses

1001.715

516.863

4550.674

 

Employees emolument

716.109

389.006

 

 

Financial expenses

433.263

310.478

 

 

Depreciation & Amortization

167.644

87.867

 

 

Increase/Decrease in Stock

[172.800]

15.860

 

 

Provision of Diminution in value of Investment reversed

0.000

[0.008]

 

Total Expenditure

13206.629

7508.479

4550.674

 

 

 

QUARTERLY RESULTS

 

PARTICULARS

 

30.06.2007

30.09.2007

31.12.2007

Type

1ST Quarter

2nd Quarter

3rd Quarter

Sales Turnover

3686.300

3852.000

3519.400

Other Income

48.000

58.500

42.700

Total Income

3734.300

3910.500

3562.100

Total Expediture

3083.300

3318.800

2997.100

Operating Profit

651.000

591.700

565.000

Interest

89.500

94.200

100.200

Gross Profit

561.500

497.500

464.800

Depreciation

46.500

47.700

53.800

Tax

135.300

116.800

103.000

Reported PAT

371.400

321.500

302.900

 

 
 

KEY RATIOS

 

PARTICULARS

 

31.03.2007

31.03.2006

31.03.2005

Debt-Equity Ratio

0.70

1.22

1.10

Long Term Debt-Equity Ratio

0.23

0.44

0.37

Current Ratio

1.30

1.18

1.30

Fixed Assets

7.55

6.82

6.40

Inventory

10.55

6.67

4.78

Debtors

3.75

4.10

5.18

Interest Cover Ratio

6.00

4.04

3.68

Operating Profit Margin(%)

17.67

15.40

11.47

Profit Before Interest And Tax Margin(%)

16.60

14.39

10.50

Cash Profit Margin(%)

11.25

8.64

6.02

Adjusted Net Profit Margin(%)

10.18

7.63

5.06

Return On Capital Employed(%)

37.72

40.25

27.93

Return On Net Worth(%)

39.43

47.46

28.19

 

 

LOCAL AGENCY FURTHER INFORMATION

 

Fixed Assets:

 

 

Contingent liabilities in respect of:

31.03.2007

[Rs. in Millions]

Bank guarantees

23.010

Claims against company not acknowledged as debt

39.630

Bonds/Undertaking given by company for concessional duty/exemption to customs

350.000

Show Cause Notice issued by the Service tax/Entry Tax/ Stamps authority, disputed by the company

156.990

Benefit of countervailing duty under Custom Law disputed by the department

5.710

Penalty for delayed payment of Service tax disputed before Appellate authority already stayed unconditionally

12.030

The estimated amount of contracts remaining to be executed on capital account not provided for

80.020

Capital Commitment to subscribe 6% Optionally Convertible Preference Shares in JMC Projects (India) Ltd. not provided for

222.200

 

 

OPERATIONS 
 
The overall Indian Industrial outlook and robust Infrastructure spending has contributed in excellent performance in all the business segments of the Company. 


During the year, the Company has achieved a record level turnover of Rs.15,670 million (USD 359 million) as against Rs.8,712 million (USD 200 million) in the previous year which shows a healthy growth of 80% for the year. 

 


Profit before tax increased by 129% from Rs.944 million in 2005-2006 to Rs.2,167 million (USD 50 million) in 2006-2007 and Profit after tax increased by 140% from Rs.665 million in 2005-2006 to Rs.1,595 million (USD 37 million) in 2006-2007. 


The order backlog (including L1 bids) with the Company is above Rs.23 billion (USD 528 million). 
 
The total export turnover (including overseas projects and deemed exports) was Rs.4,578 million (USD 105 million) or approx 30% of revenues in 2006-07 as against Rs.2,226 million (USD 51 million) in 2005-06. 



TRANSMISSION AND DISTRIBUTION DIVISION 


In line with Company's motto to remain a leading global EPC player in Transmission & Distribution (T & D), the Company has achieved certain milestones during the reporting year which are evident from the robust all round performance of the Company. 

 
The Company has a production capacity of 84,000 MTs per annum which was utilised 93% to produce 78,404 MTs as against 62,452 MTs in the preceding year.


The 100% Export Oriented Unit (EOU) set up by the Company in 2005, for design, fabrication and galvanizing of Transmission line towers and structures has produced 25,985 MTs as against 9,786 MTs during the first 7 months. EOU has booked export revenue of Rs.1,768 million (USD 40 million) as against Rs.528 million. The unit has optimally utilized its capacity and contributed significantly in top and bottom-line of the Company. Apart from being certified as ISO 9000, this unit has also accredited with ISO 14000 certification from Intertek, UK for environment safety. 

 
The reporting year was also extremely good for International business, particularly in African region where the Company has secured few more jobs in Algeria, Tanzania & Zambia, apart from securing their first rural distribution jobs overseas in Kenya. 


Foray into rural electrification projects has also contributed significantly and 15 rural electrification jobs are under execution in the State of Bihar, Maharashtra, Uttar Pradesh, Rajasthan, Uttaranchal and West Bengal. The company's skills in supply chain management and construction management has resulted in superior execution and improved margins. 

 
The T & D Division has achieved gross revenue of Rs.13,943 million (over USD 319 million) registering a growth of over 76% and contributing to approx 88% of the Company's revenues. The Division would continue to maintain the higher growth momentum in the current year also. 

 
It is expected that the T & D division would continue to perform well, given the increased government spending on building the National Grid, healthy order book, cost leadership and operational efficiency of the Company. The Ministry of Power is also keen to enhance private sector participation by inviting bids for Independent Private Transmission projects in 2007 itself. 

 


INFRASTRUCTURE DIVISION 

 

During the reporting period, the Infrastructure Division has also completed two jobs which includes laying cross country Pipeline for Bharat Petroleum Corporation Ltd. for 16' & 8' - 442 Kms of Mumbai- Manmad-Mangliya Pipeline extension Project and 18' - 110 Kms Vijaypur-Kota Pipeline Project for Gas Authority of India Ltd., which was secured during the year. The Company has further secured a more prestigious project of Rs.1.8 billion from GAIL for laying of 30' - 74 Kms Panvel-Dabhol Gas Pipeline, nearing completion.

 
The Company has so far invested Rs.676 million in fleet of pipeline laying equipments which includes Rs.311 million spent during the current year.

In the reporting period, this Division has booked a revenue of Rs.1465 million (USD 34 million) as against Rs.371 million in the corresponding period.

 


BIO-MASS ENERGY DIVISION 

 
In the month of November, 2006 the Uniara Plant commenced operation, after an initial delay. However, the plant has been able to generate revenue of Rs.72 million by exporting 18 million units. 
 
The Padampur plant has also run efficiently and generated revenue of Rs.203 million as against revenue of Rs.181 million on export of 49 million units. 

 
The Padampur plant is registered with UNFCCC for its Certified Emission Reductions (CERs), under the CDM mechanism of Kyoto Protocol. This CER is being sold to Senter Novem, an agency of Government of Netherlands. So far the Company has booked income of Rs.26 million on account of sale of CERs. 

 
It was unfortunate that on 26th April 2007 a fire took place in the raw material of the Uniara (Tonk) plant which was spread and affected the main plant. The entire raw material which was in the form of mustard husk was burnt. Preliminary estimated loss is Rs.120 million. The plant and raw material are adequately insured along with loss of profit policy. The plant will remain un-operational for a period of 4 to 6 months.

 


REAL ESTATE DIVISION 


There was no major activity in this division during the year 2006-07.

Looking to the booming real estate market all over the country and the Kalpataru Group's core competence, the Company will further venture into real estate projects under the same Division or through a subsidiary / SPV route.

SUBSIDIARIES 
 
JMC Projects (India) Limited (JMC)

The Company has further increased its stake in JMC Projects (India) Ltd. by acquiring 2,489,420 shares under the Right Issue and 1,169,352 shares on conversion of warrants for Rs.429 million during the reporting period.  Presently the company holds 52% stake in JMC at total investment of Rs.722 million (USD 16.6 million). JMC become subsidiary of the company w.e.f 6th February 2007. 

During the reporting period JMC has also reported strong financial by achieving the total revenue of Rs.5,002 million (USD 115 million), an annualized rise of 76%, as against Rs.1,420 million in the previous reporting 6-month period. The profit before tax as well as profit after tax are at Rs.253 million (USD 5.8 million) and Rs.161 million as against Rs.22 million and Rs.13 million respectively, reflecting a strong turnaround performance. 

The company has strengthened JMC in terms of its capital base and business profile, improved financial discipline and involved in all Strategic and HRD initiatives to take the company to a path of rapid growth. 

The JMC has secured new multiple contracts and present order backlog of the company stands at approx. Rs.12 billion (USD 275 million). The JMC has secured various prestigious projects during the reporting period, few of them includes;

 * Construction of IT/ITES and Software Buildings for Tata Housing, Wipro, Sierra Atlantic, Bagmane, Rajiv Tech park, Vridavan Tech Park, etc. in Bangalore and Hyderabad. 

 * Multiple Factory and Office buildings for Dr Reddy Labs, Welspun, VSNL, New Maharashtra Sadan, Delhi Judicial Academy, HAL, etc. across India. 

 * Civil, Structural and Architectural work for 194 MW CPP for Larsen & Toubro Ltd at IOCL Panipat, Haryana and for BHEL near Surat. 

* Construction of Adarsh Shangri-La Retreat Hotel for Adarsh Developers at Bangalore 

* Complete Civil Package for Coal Handling Plant (2*490 MW) for Elecon at Dadri (NTPC) 
 
* Construction of Flyover for Maharashtra State Road Development Corporation Ltd at CST Airport Junction, Santacruz, Mumbai. 

The company made commitment to subscribe 1,100,000 6% Optionally Convertible Preference Share (OCPS) of Rs.202 each on preferential basis, convertible into 1,100,000 Equity Shares of Rs.10 each at a premium of Rs.192 per share within 18 months from the date of allotment at the option of subscribers. It is subject to compliance of Securities & Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulation, 1997. 

Shree Shubham Logistics Limited (SSL) 

During the year 2006-07, Company decided to diversify into rapidly growing sectors like Warehousing, Cold Storage and Logistics activities. The Company has invested an initial capital of Rs.65 million in SSL, to make an entry by building high-end warehouses (both for dry and cold storage) across the country, including 3PL. Land has been purchased at several places in the States of Rajasthan and Gujarat and the construction is due to commence soon. 

This company was incorporated in January 2007 only, during which the company has generated revenue of Rs.1.8 million and incurred a loss of Rs.1.1 million during the same period due to amortization of preliminary expenses of Rs.1.2 million. This Company became subsidiary of the Company w.e.f. 19th March 2007. 

Energylink (India) Private Limited  

Energylink, a wholly owned subsidiary plans to foray into construction of large integrated Townships, targeting middle and upper middle class income households. The company is yet to commence its operations so there is no revenue as well as profit or loss till the reporting period. This Company became subsidiary of the Company w.e.f. 30th January 2007.

STATEMENT OF DIRECTORS' RESPONSIBILITY 

Pursuant to the requirement under Section 217(2AA) of the Companies Act, 1956, Directors based on the representations received from the Operating Management, confirm: 

(i) That in the preparation of the annual accounts for the financial year ended 31st March, 2007, the applicable accounting standards had been followed; 

(ii) That the Directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit or loss of the company for the year; 

(iii) That the Directors had taken proper and sufficient care for the maintenance of adequate accounting in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities; 

(iv) That the Directors had prepared the annual accounts for the financial year ended 31st March, 2007 on a 'going concern' basis.

CORPORATE GOVERNANCE 

As per Clause 49 of the Listing Agreement with the Stock Exchanges, a separate section on Corporate Governance and Management Discussion and Analysis, confirming compliance is set out in the Annexure forming part of this report. 

The company has been practicing the principles of good corporate governance over the years. The Board of Directors supports the broad principles of corporate governance. In addition to the basic governance issues, the Board lays strong emphasis on transparency, accountability and integrity. 

INDUSTRY SCENARIO 

Economic Scenario: 

The Indian Economy continued its high growth performance and improved its GDP Rate to 9% in 2006- 07 from 7.5% in 2004-05. Growth plan targeted for Tenth Five Year Plan of 8% will be almost achieved. The declared objective of 'Faster and more inclusive growth' for Eleventh Five Year Plan beginning from 2007-08 will aim at putting economy on a sustainable growth rate of approx. 10% by end of its Plan period with greater focus on basic physical infrastructure, health and education services to all and a strong focus on public as well as private investment in infrastructure and construction industry. Therefore sustained investment in India's infrastructure development of over USD 320 billion has been planned till 2012. 

The increasing trend of investment was witnessed during 2006-07 in transmission and distribution sectors specifically from Oil and Gas economies of Middle East and African Countries and the company expects the capex trend to continue. 

Power Sector Scenario: 

Reliable Transmission and Distribution system is important for the proper and efficient transfer of power from generating station to load centers. The Central Government plans to increase installed power generation capacity to 200,000 MW by 2012 from the present level of 140,000 MW. This would facilitate expansion of regional transmission network and inter regional capacity to transmit power. 

This regional grids are expected to be integrated to form the national grid where by power in region of surplus can be transferred to another, resulting in the optimal utilization of generating capacity. With the proposed addition of 20,700 MW, the total inter regional transmission capacity is expected to be 37,150 MW at the end of XI Five Year Plan i.e.  by 2012 when the National grid is expected to be fully operational. Setting up a National grid requires the gradual strengthening and improvement of regional grids and their progressive integration, through extra high voltage and HVDC transmission lines. 

The Government has announced in budget proposal for 2007-08 that seven more Ultra Mega Power projects are under process and at least two to be awarded in 2007. Further initiatives include facilitation of setting up of merchant power plants by Private Developers and Private Participation in transmission projects through IPTC/ JV route. 

Distribution and Rural Electrification: 

Power distribution is a critical link between generation, transmission and end users of power. To improve distribution of power, the Central Government has formulated the Accelerated Power Development Reform Programme (APDRP) with the objectives of improving the financial viability of state power utilities, reduction of aggregate technical and commercial losses, to improve customer's satisfaction, increasing reliability and quality of power supply. The Government of India launched 'Rajiv Gandhi Grameen Vidhyutikaran Yojana' (RGGVY) to strengthen the pace of rural electrification and with an objective to electrify all villages and rural households in 5 years. 

Oil and Gas Pipeline Sector: 

The increased demand in the energy industry has resulted in the need to develop an efficient distribution network for oil & natural gas transportation. 

The pipeline network available in India today is grossly inadequate to transport the products to demand centres in an efficient, safe and environment friendly way. In view of the above it is projected that an estimated 7,000 kms of gas pipelines and over 4,000 kms of product and crude pipelines will be set up in the next 3-4 years, mainly by IOCL, BPCL, HPCL, GSPC, Reliance and GAIL. 

Under the budget proposal for 2007-08, the infrastructure status to be extended to cross country natural gas distribution networks, including gas pipeline has been granted concessions under Section 80IA which will further boost investment activity. 

OUTLOOK 
 
Transmission & Distribution Division: 

The Company is one of the India's largest Engineering, Procurement and Construction (EPC) companies that provides integrated design, testing, fabrication, erection and construction services to the Indian as well as overseas Power Transmission Industry. The Company also provides EPC services to distribution utilities for installation of 11/33 KV lines and 33KV sub-station and rural electrification in Indian as well as overseas market. 

Transmission Line Industry has been growing year after year and is likely to grow further considering the proposed addition of 56,040 Circuit KM of 400 KV and above transmission Lines and estimated capital outlay of Rs. 394 billion by Power grid and private sector in the XI Five year plan. 

Based on multiple invitation of bids from African Countries like Algeria, Nigeria, Ethiopia, Kenya, Tanzania, apart from Middle East and South East Asia, for Transmission Line and Rural Electrification, and also enquiries from North American and Australian markets for Tower supplies, the Company expects lot of business opportunities in overseas market. 

The 100% Export Oriented Unit (EOU) established last year to cater exclusively to export demand is operating at more than 85% capacity. 

The Company has secured its first rural electrification contracts from Kenya Power & Lighting Co. Ltd., and Ministry of Energy, Kenya for 16 million USD.

On the strength of a healthy order backlog and the emerging business opportunities in domestics as well as overseas market the Transmission & Distribution segment foresees a good year ahead. 
 
Threats and Competition: 

Considering the enormous business potential in this sector, several contracting firms and Telecom tower fabricators have been taking steps to enter this sector which is a natural extension of their expertise in handling infrastructure and telecom Projects. Therefore they operate in an intensely competitive environment. Their company is continuously taking steps to optimize cost and productivity in the areas of production, procurement and construction and also retain their people so as to be able to meet the emerging competition and gain market share through their continuous goal of attaining cost leadership and consistently comply to agreed specifications and contractual requirements and in the manner that results in highest degree of customer satisfaction. 

Oil & Gas Pipeline Sector: 

The recent discovery of large Oil and Gas reserves in various parts of the country will dramatically increase the demand for an extensive gas transportation pipeline infrastructure or National Grid to be put in place rapidly. The business prospects for the Company in cross country pipelines sector is expected to be good. 

Civil Construction Sector: 

As they all know, road connectivity is the key to socioeconomic development.

According to the World Bank and several other reports, every rupee spent on Roads is worth almost seven times as much in return on the socio economic development front. Lot of four laning and sixlaning highways/ expressways are likely to be promoted in next 3-4 years under various National Highway Development Programmes where more private participation are sought on BOT basis. Kalpataru Power is considering entering into Road sector BOT projects on selective basis, wherein JMC Projects would support as EPC contractor. 

Real Estate Development: 

Government of Gujarat invited various Companies to Urban Development Summit to encourage investment in Gujarat for development of integrated Township, Commercial Complexes, IT Parks, etc. Energylink (India) Pvt. Ltd, a wholly owned subsidiary plans to foray into construction of large integrated Townships targeting middle and upper middle class income households. 

Logistics & Warehousing Business: 

During the year 2006-07, Company decided to diversify to tap the growing sector like Warehousing, Cold Storage and Logistics activities. 

The private sector role in the warehousing industry has so far been very limited and unorganized. However, the big private players have now woken up to the potential and have planned substantial investments in the warehouses, in the years to come, mainly to cater to their captive requirements. 
 

SEGMENT-WISE OPERATIONAL PERFORMANCE 

The company has four primary business segments constituting Power Transmission & Distribution, Real Estate, Biomass Energy and Infrastructure. 

The revenue of the company can further be divided by geographically in two different segments - sales within India and sales outside India considering the location of the customers. The total revenue Rs.15,373 million of the company is divided into sales within India Rs.11,361 million (74%) and outside India Rs.4,012 million (26%) respectively. 

Transmission & Distribution Division: 

This Division's revenue was higher by 78% at Rs.13522 million. The production for the year was at 78,404 MT as against 62,452 MT in the preceding year which is highest ever production achieved by the Company. 

Real Estate Division: 

There is no major activity in this division during the year 2006-07. 

Biomass Energy Division: 

The Padampur plant is running successfully. During the year the plant has generated 54 million units and exported 49 million units running at 93% PLF (excluding plant shut down). The total revenue was Rs.203 million as against revenue of Rs.181 million in the year 2005-06.

Second Power Plant of 7MW (net) capacity in Tonk District of Rajasthan has commissioned in November, 2006. During the year Plant has generated 20 million units and exported 18 million units running at 92% PLF (excluding plant shut down) with the revenue of Rs.72 million. 

Infrastructure Division: 

The Company has completed its first 'Mumbai- Manmad-Mangliya' Product Pipeline project of Bharat Petroleum Corporation Ltd. (BPCL). The Company has also completed its second 'Vijaipur-Kota' Gas Pipeline Project received during the year from GAIL (India) Ltd. and registered a total revenue of Rs.1,465 million as against Rs.371 million in the previous year. This represents a growth of 295% over Company's revenue from Oil & Gas Pipeline during the previous year. 

FINANCIAL REVIEW 

The sustained capex and increased government spending in Power Transmission & Distribution and Infrastructure sectors has played major role in Company's phenomenal growth. The competition continues to be intense and prices & margins continue to be subject to competitive pressure. 
 
The gross sales and service revenue of the Company for the year 2006-07 was at Rs.15670 million. This represents a growth of 80% over the Company's revenue for 2005-06. The revenue of Power Transmission and Distribution segment grew by 77%, Infrastructure segment grew by 295% and Bio-mass Energy segment grew by 51%. 

Export (including deemed exports & overseas projects) earnings during the year were at Rs.4,578 million representing approx. 30% of the Company's gross revenue. 

The operating profit for 2006-07 is Rs.2,489 million showed a remarkable improvement of 115% over the previous year on a comparable basis. 

Improved operating profit combined with lower interest cost and depreciation has enabled the Company to report a higher profit before tax. The Company's Profit before tax has increased to Rs.2,167 million from Rs.944 million showing a jump of 129%. The Company has made a provision of Rs.536 million towards current tax and Rs.18 million on account of deferred tax. Profit after tax stood at Rs.1,595 million as against Rs.665 million, which is a steep increase of 140%. 

The net cash position saw an increase of Rs.92 million as compared to increase of Rs.121 million in the previous year. The net fixed assets (including capital st work in progress) as at 31 March, 2007 was Rs.2,092 million as compared to Rs.1,524 million in the previous year, indicating increase of Rs.568 million, mainly for purchase of Pipe Laying equipments for Infrastructure Division and balance capital expenditure of Bio-mass based 7 MW (net) Power Plant at Tonk. 

The investment level has increased to Rs.2,189 million as against Rs.294 million in the previous year mainly due to investment in mutual funds and investment in subsidiary companies. 

The net current assets as on 31st March, 2007 was at Rs.5,586 million as against Rs.2,246 million over the previous year. The current assets level of the Company has gone up on account of increased activities. Long term borrowing of the Company has decreased by Rs.115 million on account of repayment as against increase of Rs.750 million in the previous year. The total Debit/Equity ratio is at 0.50 and Long Term Debt / Equity ratio is at 0.14. 

During the year Company has raised Rs.3,473 million by issue of fresh capital under the Qualified Institutional Placement (QIP) route which has been utilized for capital expenditure Rs.71 million, investments in subsidiary companies Rs.504 million, and temporarily deployed in loans to subsidiary companies Rs.26 million, inter corporate deposits Rs.240 million, investments in units of mutual funds Rs.1,358 million, fixed deposits with banks Rs.627 million, reduction in working capital borrowings Rs.526 million and issue expenditures Rs.75 million. 

The Company enjoys fund based working capital facilities to the tune of Rs.3,000 million from a consortium of banks for T&D and Infrastructure Division but utilization was to the extent of Rs.2,458 million only due to the use of QIP funds of Rs.526 million. These facilities are subject to annual review and enhancement. 

Trade Terms:

 

·         Reliance Wire Products, India

·         EMI Transmission Limited, India

·         Maharashtra  Steel Private Limited , India

·         Jyoti Power Transmission Private Limited, India

·         Power Grid Corporation of India Limited, India

·         Maharashtra State Electricity Board, Maharashtra, India

·         Gujarat Electricity Board, Gujarat, India

·         Tamilnadu Electricity Board, Tamilnadu, India

·         Madhya Pradesh Electricity Board, Madhya Pradesh, India

·         RRVOPNL, Rajasthan, India

·         APTRANSCO, Andhra Pradesh, India

·         GRIDCO, Orissa, India

·         KPTCL, Karnataka, India

·         World Bank, India

·         ADB, India

·         J-Exim, India

·         KEC, India

·         Hyundai Motors India Limited, India

·         NPC, Philippines

·         PEEGT, Syria

·         EGAT, Thailand

·         Powerlink, Australia

·         EDI-PTR, Australia

·         HEC, Tasmania

·         HEC, Australia

·         CFE, Mexico

·         PT.PLN, Indonesia

·         TNB, Malaysia

·         EVN, Vietnam

·         GCEP, Iraq

·         Sonelgaz, Algeria

·         EEPCO, Ethopia

·         Powergrid Company of Bangladesh, Bangladesh

·         TEAIS, Turkey

·         ABB SAE, Italy

·         Evans Deakin Industries, Australia (Formerly – ABB Engineering (Australia) – Powerlines Transmission & Railway (PTR) Division)

·         Alstom / Cegelec, France

·         Cobra, Spain

·         Sumitomo Electric, Japan

·         Power Transmission Corporation, Part of ETA Group, UAE

·         ABB, Germany

·         Pivot, Nigeria

·         GYM, Peru

 

It imports the following technology:

 

·         CNC Fabrication Machine, Italy

·         Furnace, UK

·         CNC Drilling machine, Italy

·         Drill Sharpening Machine, Italy

·         Milling Machine, Italy

 

Subject has been accredited with ISO 9001 Certification.

 

The Group’s core competence lies in the following fields:

-                      Real Estate and Property Development

-                      Power Transmission Lines

 

The Group also has presence in:

-                      Plastic Films and Sheets

-                      Stationery / Office Supplies

-                      International Trading

-                      Consumer Products & E-commerce

 

The group has an asset base of over USD 150 millions, annual turnover over USD 100 millions.

 

 

AS PER WEBSITE DETAILS:

 

PRESS RELEASE

 

Mumbai , January, 2008

 

Power packed performance of Kalpataru Power

Kalpataru Power Transmission Ltd., a global player providing EPC services for the Power T&D sectors, has reported a reduction of 10% in total revenue for the quarter ended December 31, 2007 as compared to the corresponding period in the previous year. The total revenue for the quarter ended 31st December, 2007 is Rs. 3,562.10 Million as against Rs. 3,978.40 Million in the same period of previous year.

However, for nine months ending December, 2007, the total revenue of the Company has increased by 11% to Rs. 11,206.90 Million as against Rs. 10,087.80 Million in the same period of the previous year. The key reason for the reduced turnover in the quarter is due to delay in commencement of several projects, primarily due to client related issues.

For the quarter ended 31st December, 2007, PBT reduced by 22% to Rs. 411 Million as against Rs. 526 Million in the previous year. PAT has reduced by 22% to Rs. 302.90 Million as against Rs. 388 Million in the previous year.

For nine months period, PBT has increased by 6% to Rs. 1,375.80 Million as against Rs. 1,299.60 Million in the previous year. PAT has increased by 5% to Rs. 995.80 Million as against Rs. 950.30 Million in the previous year.

We are on track to achieve our target revenue of Rs 1,800 crores for KPTL and Rs 900 crores for JMC, for the current year.

Mumbai , October, 2007

Power packed performance of Kalpataru Power

Kalpataru Power Transmission Ltd., a global player providing EPC services for the Power T&D sectors, has shown a powerful performance by reporting 26% increase in the total revenue for the second quarter ended September 30, 2007 vis-ŕ-vis corresponding period by achieving Rs. 3,852 Million revenue as against Rs. 3066 Million revenue in the same period of previous year.

The PBT has jumped by 21% to Rs. 450 Million as against Rs. 372 Million in the corresponding quarter. The PAT has also jumped by 18% to Rs. 321 Million as against Rs. 272 Million in the corresponding period of previous year.

For the 6 months period ended Sept 07, revenues rose 25% to Rs 7,645 million and Profit before tax rose by 25 % to Rs 965 Million.

Major Achievements of the Company:


 

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.42.84

UK Pound

1

Rs.84.78

Euro

1

Rs.67.32

 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

7

PAID-UP CAPITAL

1~10

7

OPERATING SCALE

1~10

7

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

7

--PROFITABILIRY

1~10

7

--LIQUIDITY

1~10

7

--LEVERAGE

1~10

7

--RESERVES

1~10

7

--CREDIT LINES

1~10

7

--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

 

63

 

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

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

 

 

 

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