MIRA INFORM REPORT

 

 

 

Report Date :

09.09.2008

 

IDENTIFICATION DETAILS

 

Name :

EASUN REYROLLE LIMITED

 

 

Formerly Known As :

EASUN REYROLLE RELAYS AND DEVICES

 

 

Registered Office :

Temple Tower, 6th Floor, 672, Anna Salai, Chennai-600035, Tamilnadu

 

 

Country :

India

 

 

Financials (as on) :

31.03.2007

 

 

Date of Incorporation :

29.08.1974

 

 

Com. Reg. No.:

006695

 

 

CIN No.:

[Company Identification No.]

L31900TN1974PLC006695

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

CHEE03221B

 

 

Legal Form :

A Public Limited Liability Company. The Company’s Shares are listed on Stock Exchange.

 

 

Line of Business :

Manufacturer of Switch gear, Control panel and Electric Board

 

 

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 2500000

 

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is a well-established and reputed company having fine track. Trade relations are fair. General financial position is good. Business is active. Payments are reported as usually correct and as per commitments.

 

The company can be considered good for normal business dealings.

 

 

INFORMATION PARTED BY

 

Name :

Mr. Murugeshan

Designation :

Senior Finance Manager

Date :

08.09.2008

 

 

LOCATIONS

 

Registered Office/ Regional Sales/ Marketing Offices Chennai :

Temple Tower,  6th Floor, 672, Anna Salai, Chennai-600035, Tamilnadu, India

Tel. No.:

91-44-24346425/ 7608

Mobile No.:

91-9845055009

Fax No.:

91-44-24346435

E-Mail :

hosur@easunreyrolle.com , Chennai@easunreyrolle.net

Website :

http://www.easunreyrolle.com

 

 

Corporate Office/

Central Marketing Division/

Technology Development Centre/ Automation Business/ Turnkey Projects/ Automatic Meter Reading / Regional Sales/ Marketing Offices Bangalore :

# 389, “Rasukumaki”, Hulimavu, Begur Hobli, Bannerghatta Road, Bangalore-560076, Karnataka, India

Tel. No.:

91-80-67177000/ 7001

Fax No.:

91-80-67177002

Mobile No.:

91-9341621030/ 9845055009

E-Mail :

cenmarket@easunreyrolle.net

 

 

Factory:

Hosur Works

 

# 98, Sipcot Industrial Complex, Hosur-635126, India

Tel. No.:

91-4344-401600/ 01/02

Fax No.:

91-4344- 276397

 

 

Factory  :

Switchgear Works

 

# 98, Sipcot Industrial Complex, Hosur-635126, India

Tel. No.:

91-4344-401600/ 01/02

Fax No.:

91-4344- 276397

 

 

Factory  :

Bangalore Works

 

#17/3, Arakere, Bannerghatta Road, Bangalore-560076, Karnataka, India

Tel. No.:

91-80-26581023/ 3268

Fax No.:

91-80-2658642

E-Mail :

blrworks@easunreyrolle.net

 

 

Export Division :

Located AT:-

  • Bangalore
  • Chennai
  • Kolkata

 

 

Regional Sales/ Marketing Office:

Located At:-

  • Bangalore
  • Chennai
  • Delhi
  • Kolkata
  • Mumbai
  • Secunderabad
  • Bhopal

 

 

DIRECTORS

 

Name :

Mr. Hari Eswaran

Designation :

Chairman

 

 

Name :

Mr. Alexander John Ramsay

Designation :

Director

 

 

Name :

Mr. W S Jones

Designation :

Director

 

 

Name :

Mr. Martin Bell

Designation :

Director

Date of Appointment :

 

 

 

Name :

Mr. Raj H Eswaran

Designation :

Director

 

 

Name :

Mr. S Ramani

Designation :

Director

 

 

KEY EXECUTIVES

 

Name :

Mr. K N Nagesha Rao

Designation :

Secretary and VP ( Corporate Finance)

 

 

Name :

Mr. J D N Sharma

Designation :

Chief Executive Officer

 

 

Name :

Mr. Murugeshan

Designation :

Senior Finance Manager

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on 31.03.2007

 

Names of Shareholders

No. of Shares

Percentage of Holding

A Promoters’ Holdings

 

 

Indian Promoters

 

 

Mr. Hari Easwaran And Associates

742538

22.29

Foreign Promoters

 

 

VA Tech Hydro GmbH

332746

9.99

Non –Promoters’ Holding

-Bank

1556

0.05

Others

 

 

Mutual Fund

238814

7.17

Private Corporate Bodies

534708

16.05

Foreign Institutional Investors

81310

2.44

NRIs/OCCBs

36323

1.09

Indian Public

1362826

40.92

Total

3330821

100.00

 

 

BUSINESS DETAILS

 

Line of Business :

Manufacturer of Switch gear, Control panel and Electric Board

 

 

Products :

Product Description

ITC Code

Relays

85364900

Relay Test Sets, Tool Kits etc.

85381010

Control and Relay Panels

85371000

Energy Meters and Meeting solutions

90283010

Sub-station Automation Solution

--

Switchgears

85352121

Sub-station Turnkey Projects

--

 

 

Exports :

 

Countries :

  • UK
  • UAE
  • South Africa

 

 

Imports :

 

Countries :

UK

 

 

 

GENERAL INFORMATION

 

Customers :

Government Bodies

 

 

No. of Employees :

603 ( Registered Office 3, Factory 300, Branches 300)

 

 

Bankers :

State Bank of India

 

 

 

Banking Relations :

Satisfactory

 

 

Auditors :

 

Name :

Brahmayya and Company

Chartered Accountant

Address :

48, Masilamani Road, Balaji Nagar, Royapettah, Chennai-600014, Tamilnadu, India

 

 

Name :

R Subramanian and Company

Chartered Accountant

Address :

36, Krishnaswamy Iyer Avenue Luz, Chennai-600004, Tamilnadu, India

 

 

Associates/Subsidiaries :

ERI International Limited

 

 

CAPITAL STRUCTURE

 

As on 31.03.2007

 

Authorised Capital :

No. of Shares

Type

Value

Amount

5000000

Equity Shares

Rs. 10/- each

Rs. 50.000 Millions

5000000

Unclassified shares

Rs. 10/- each

Rs. 50.000 Millions

 

Total

 

Rs. 100.000 Millions

 

Issued Capital :

No. of Shares

Type

Value

Amount

3330991

Equity Shares

Rs. 10/- each

Rs. 33.309 Millions

 

Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

3330821

Equity Shares

Rs. 10/- each

Rs. 33.308 Millions

 

a)       44140 Equity Shares of Rs. 10 each fully paid up, issued for consideration other than cash

b)       1566955 Equity Shares of Rs. 10 each (including 135 Equity shares on bonus) is held in abeyance pursuant to Section-206-A of the Companies Act 1956)

 

 

 

Total

 

Rs. 33.308 Millions

 


 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

 

31.03.2007

31.03.2006

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

 

33.308

33.308

2] Share Application Money

 

0.000

0.000

3] Reserves & Surplus

 

475.058

344.883

4] (Accumulated Losses)

 

0.000

0.000

NETWORTH

 

508.366

378.191

LOAN FUNDS

 

 

 

1] Secured Loans

 

192.319

181.776

2] Unsecured Loans

 

7.453

7.453

TOTAL BORROWING

 

199.772

189.229

DEFERRED TAX LIABILITIES

 

28.214

24.417

 

 

 

 

TOTAL

 

736.352

591.837

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

 

207.641

132.230

Capital work-in-progress

 

5.039

6.851

 

 

 

 

INVESTMENT

 

0.000

0.000

DEFERREX TAX ASSETS

 

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

 

177.932

143.085

 

Sundry Debtors

 

580.694

417.497

 

Cash & Bank Balances

 

41.297

65.031

 

Other Current Assets

 

0.000

0.000

 

Loans & Advances

 

267.837

152.709

Total Current Assets

 

1067.760

778.322

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Current Liabilities

 

319.775

213.029

 

Provisions

 

233.688

132.340

Total Current Liabilities

 

553.463

345.369

Net Current Assets

 

514.297

432.953

 

 

 

 

MISCELLANEOUS EXPENSES

 

9.375

19.803

 

 

 

 

TOTAL

 

736.352

591.837

 


PROFIT & LOSS ACCOUNT

 

PARTICULARS

 

 

31.03.2007

31.03.2006

 

 

 

 

Sales Turnover

 

1329.568

1063.994

Other Income

 

22.515

17.765

Total Income

 

1352.083

1081.759

 

 

 

 

Profit/(Loss) Before Tax

 

265.705

207.128

Provision for Taxation

 

89.047

76.298

Profit/(Loss) After Tax

 

176.658

130.830

 

 

 

 

Earnings in Foreign Currency :

 

 

 

 

Export Value

 

86.334

76.178

 

 

 

 

Imports :

 

 

 

 

Import Value

 

264.063

162.552

 

 

 

 

Expenditures :

 

 

 

 

Materials

 

773.121

587.439

 

Personal Expenses

 

108.309

90.026

 

Increase/(Decrease) in Finished Goods

 

[11.676]

13.287

 

Interest

 

19.445

13.593

 

Depreciation & Amortization

 

27.698

25.370

 

Other Expenditure

 

169.481

144.916

Total Expenditure

 

1086.378

874.631

 

SUMMARISED RESULTS

 

PARTICULARS

 

 

 

31.03.2008

Full Year

Sales Turnover

 

 

1853.400

Other Income

 

 

41.800

Total Income

 

 

1895.200

Total Expenditure

 

 

1522.700

Operating Profit

 

 

372.500

Interest

 

 

36.700

Gross Profit

 

 

335.800

Depreciation

 

 

366.900

Tax

 

 

80.800

Reported PAT

 

 

218.100

Dividend (%)

 

 

1500.000

 

QUARTERLY RESULTS

 

PARTICULARS

 

 

 

30.06.2008

1st Quarter

 Sales Turnover

 

 

 363.800

 Other Income

 

 

 16.800

 Total Income

 

 

 380.600

 Total Expenditure

 

 

 312.500

 Operating Profit

 

 

 68.100

 Interest

 

 

 6.400

 Gross Profit

 

 

 61.700

 Depreciation

 

 

 8.800

 Tax

 

 

 17.800

 Reported PAT

 

 

 35.100

 

 

KEY RATIOS

 

 

PARTICULARS

 

 

31.03.2007

31.03.2006

Debt-Equity Ratio

 

0.44

0.50

Long Term Debt-Equity Ratio

 

0.09

0.05

Current Ratio

 

1.47

1.35

TURNOVER RATIOS

 

 

 

Fixed Assets

 

5.49

5.52

Inventory

 

9.47

7.75

Debtors

 

3.05

3.74

Interest Cover Ratio

 

9.92

11.05

Operating Profit Margin(%)

 

21.27

20.89

Profit Before Interest And Tax Margin(%)

 

19.44

18.79

Cash Profit Margin(%)

 

13.45

12.89

Adjusted Net Profit Margin(%)

 

11.62

10.79

Return On Capital Employed(%)

 

47.43

51.34

Return On Net Worth(%)

 

39.86

41.92

 

 

 

LOCAL AGENCY FURTHER INFORMATION

 

History:

 

Subject previously known as Easun Reyrolle Relays and Devices was incorporated in 1974 at Hosur and commenced production in 1980. The company was promoted by the late K Easwaran, Hari Easwaran and associates with equity participation from Reyrolle Parsons (a division of Reyrolle), a wholly owned subsidiary of Rolls Royce Engineering, UK. The company is headed by chairman Hari Easwaran. The promoters have interests in Easun Engineering, Easun Products of India, Easun Investments, etc. It is having factories in Hosur(Tamil Nadu) and in Bangalore. 

 
 In Oct.'95, the company came out with a Rs 7.1-cr rights issue (premium : Rs 100) to finance the modernisation and expansion of production capacity, for an R&D unit, for the manufacture of microprocessor-based relays and for long-term working capital. The company's product range includes relays and control panels. It is setting up a unit to manufacture microprocessor-based relays. The major customers of the company include BHEL, ABB, Siemens, S & S Power Switchgear, etc. 

 
 The company has technical collaboration with Rolls Royce, UK (since May '75), to manufacture relays, relay test sets and relay tool kits. It entered into a licensing arrangement with Rolls Royce in Feb.'95 to exclusively manufacture microprocessor-based relays. Products manufactured by the company are being bought back by Reyrolle, UK. 

 
 The company commissioned 2 225-MW wind energy turbines in Sep.'94, in Tamilnadu. It has taken steps to modernise the existing plant and machinery to improve productivity. It also proposes to strengthen the R&D wing and widen its product range. 

 
 After its incorporation, the company had to delay commencement of operations due to delay in obtaining industrial licence. In 1987, the company was declared sick by BIFR and a scheme of rehabilitation was sanctioned in Apr.'90. In 1990, the company renewed its licence agreement with its collaborators, turned around and posted a net profit of Rs 7.036 Miilions in 1990-91. This improved to Rs 18.205 Milllions in 1993-94. The Central Electricity Generating Board (CEGB) has acknowledged Reyrolle's adherence to the highest engineering standards and Easun Reyrolle is stated to be on par with these exacting standards.

 
 In 1996 in order to expand production capacity and to commence manufacture of micro-processor based numeric relays, ERRDL has set up a seperate unit at Bangalore and commenced production at the new unit on 2nd May 1996. During the year company issued on Rights basis 6,45,715 equity shares of Rs. 10 each at a premium of Rs. 100 aggregating to Rs71.033 Millions. During the year 1997 company had declared bonus shares in ratio 1:1. The Company has a diversification/expansion plan for which company has purchased land at Jigani, near Bangalore. 
 
 During 1997-98, the company received ISO-9002 accreditation from Electricity Association Quality Assurance Limited, UK (EAQA) for the quality systems in Hosur and Bangalore factories. 
 

 The company has introduced a new protective Relay featuring microprocessor technology. The Over current Feeder Relay has been fully designed and developed by the R & D team and has commercialized its production in the year 1999-2000.

 

MANAGEMENT DISCUSSION AND ANALYSIS 

 
 a) Operational and Financial Performance: 

 
The Company continued to see strong growth in the financial year 2006-07 in terms of revenue, order book and profits. The total revenue increased to Rs.1352.100 Millions from Rs.1081.700 Millions in the previous year, a growth rate of 25%. The operating profit increased by 27% from Rs.2461.000 Millions to Rs.312.900 Millions. The net profit of the Company for the year has grown by 35% at Rs.176.700 Millions (13% of the revenue) as compared to Rs.130.800 Millions (12% of revenue) in the previous year. 

 
The Company is among the leading power management companies in India providing effective solutions to Power Sector customers in India and globally by leveraging its wide ranging product and solution offerings, robust processes and technological excellence. It is committed to its objective of sustainable growth and maximizing returns to stakeholders 

 
 Acquisition of business in Canada: 

 
As a part of its effort to establish significant global presence, during June 2007, the Company acquired the business of the Protection Relays and Power System Disturbance Recorders (Relay and Recorder) Division of Nxtphase T&D Corporation, Canada, including the Intellectual Property in the form patents, all the related assets and certain defined liabilities of the Division. For the purpose of this acquisition, the Company established a wholly owned subsidiary in Canada, under the name 'ERL Phase Power Technologies Limited', which will be responsible for conducting the new business acquired. 

 
ERL Phase will provide High Technology Protection, Power system Recording and Wide Area Monitoring solutions to Power Utilities in Americas and other Global Markets. The Company has its Operation in Winnipeg, Canada and has significant Market presence in America, Europe, Australia and Asian countries. 

 
Acquisition of Nxtphase R&R Division is expected to give a strong boost to the Company's strategic growth directions. This acquisition will enable Easun Reyrolle, which currently enjoys a leading position in the Indian market, 
 
 * to strengthen further its presence in the transmission segment in the Indian market, by bringing in the state-of-the-art technology products, 

 
 * to introduce new product lines to Indian customers through ERL Phase products, 

 
 * to strengthen ERL Phase's presence in the Americas and other lucrative markets where they are already present and support them with Easun Reyrolle Products and 

 
 * leverage the total product line of Easun Reyrolle and ERL Phase to target markets in various countries. 

 
With access to the strong R&D base that this acquisition provides, the Company would significantly strengthen its technological base in the areas of Power Protection and Automation Technologies by synergising its own R&D efforts with the strong R&D Team at Canada. The products of the two companies being complimentary, the combined technological strengths of both the organisations will ensure that the global customers get the products and solutions tailored to their specific needs.

 
 Continued organic growth: 

 
During the year, the Company established modern facilities for Switchgear Assembly at its Hosur plant. The Switchgear business has seen significant increase in order booking and is expected to grow rapidly in the coming years. 

 
The Company entered in to a strategic tie up with PSI-CNI of Germany in the promising field of SCADA DA/DMS. It has also made a significant start in offering Automatic Meter Reading Solutions to prestigious customers. Apart from executing a number of Substation Protection and Automation Projects at 220 / 132 kV level, it has successfully executed orders for 400kV level for Substation Protection and Automation. It has introduced a new range of Communicable Numerical Protection Products. The Company also completed two Substation Turnkey Projects Contracts, apart from obtaining orders for many more. The Company further strengthened its technical and managerial skills by attracting talents as necessary. During the year the Company accelerated its R&D efforts and spent Rs.3.76 crores on R&D activities, which constitutes 2.78% on annual revenue earnings. 

 
 b) Industry Structure and Developments:

 

The Indian economy registered an accelerated GDP growth of 9.2% in the fiscal year 2006-07, and it is widely realised that sustenance of this impressive growth rate is feasible only if adequate power is available. With under performance during 10th five-year Plan clearly acknowledged, Government is leaving no stone unturned to achieve the targeted generation capacity addition of 120,000 MW during 11th five-year Plan. The Government has increased the budgetary support and coverage under APDRP scheme to all district headquarters and towns with more than 50,000 population. To give thrust on Power Sector, Government has allowed 100% foreign direct investment and encouraged establishment of ultra mega power projects (each of 4,000 MW capacity) with publicprivate participation. It has also invited private developers to set up transmission projects and merchant power plants. Apart from significant new investments in the T&D sector, policy makers are also focussing their attention on loss (and theft) reduction (targeted to be reduced from the current high levels reaching up to 50% in some states to less than 25% by the end of the current five year plan) improved Power management, all of which provide exciting opportunities for the Company's business. 

 
 c) Outlook, Opportunities, Risks and Threats: 

 
 Globalization of economies, India's consistent economic growth, continued investment in power sector and Government's emphasis on developing National Grid offer great opportunity to expand Company's operations. 
 
 Company continues to pursue technology innovation, expansion and market penetration by augmenting facilities and human resources, restructuring and focussing on optimisation of processes. Though increased competition, rising price level of metals, availability and retention of talents pose challenge, the overall outlook for the Company continues to be positive with superior opportunities for growth. 

 

Divestment of Equity held by VA TECH Hydro GmbH:

 
Consequent to the acquisition of VA TECH by Siemens the JV partner Reyrolle became a subsidiary of Siemens and hence the Board of the Company informed the Government of India that it would not be in interests of the Company to have Siemens as shareholder of the Company as they are competitors in the market place. 

 
VA TECH Hydro GmbH, Austria held 23.54% of the total Equity paid up capital of the Company. They commenced diluting their stake in the Company's equity from October, 2006 and by the week ending 15th June, 2007, they divested their entire holdings through the Indian Stock market. 

 
Post divestment, Mr. Martin Bell, and Mr. Alexander John Ramsay (who are also on the board of Reyrolle UK) resigned as Directors of the Company. The Board places on record the valuable services rendered by Mr. Martin Bell and Mr. Alexander John Ramsay during their term of Office as Directors. 

 

Brief Background of Directors being re-appointed

 

a)      Mr Hari Eswaran

 

Mr Hari Eswaran, 70 years, is one of the founder - Directors of Easun Reyrolle Limited Presently, he is non-executive Chairman on the Company's Board. He is a Fellow of the Institution of Electrical Engineering, U.K. Mr Hari Eswaran, a pioneer in the electrical engineering industry, has been associated with various industry and tradeassociations. He is the past Chairman of the following bodies;

 

1. Indian Electrical and Electronics Manufacturers Association

2. Madras Chamber of Commerce and Industry

3. Association of Indian Engineering Industry (Southern Region), now known as CII.

4. Employers Federation of Southern Indian

 

Mr Hari Eswaran is a Member of Associated Chamber of Commerce and Industry and on the Board of the following Companies:

 

Easun Engineering Company Limited

Chairman

Easun-MR Tap Changers Private Limited

Chairman

Eswaran and Sons Engineers Limited

Chairman

Easun Products of India Private Limited

Director

Easun Switchgear Private Limited

Director

 

Mr Hari Eswaran is holding 1390] Equity Shares of Rs.10 each in Easun Reyrolle Limited as on 31st March, 2007.

 

b) Dr S Ramani

 

Dr S Ramani, aged 73 years, holds degrees in Mechanical, Electrical, and Aeronautical Maintenance Engineering. He holds a Doctorate Degree in Industrial Engineering besides a Master Degree in Mechanical Engineering and a post Graduate Diploma in Indian Institute of Management, Kolkata.

 

Dr S Ramani served as Director of National Institute of Industrial Engineering (NITIE), Mumbai. He is the former vice-chancellor of Kanchi University. He served as the Head of Department of Humanities & Social Sciences at Indian Institute of Technology, Chennai. He also served as the National President of Indian Institute of Industrial Engineering, National President of Indian Institute of Plant Engineers and Chairman, Indian Institute of Material Management. He was on the Board of several Companies including Central Board of State Bank of India.

 

Dr S Ramani is on the Board of Easun Reyrolle Limited for 24 years.

 

Dr S Ramani is holding 100 Equity Shares of Rs.10 each in Easun Reyrolle Limited as on 31st March, 2007.

 

Audit Committee:

 

The Audit Committee of the Company comprised of three Members namely, Dr S Ramani, Dr W S Jones, and Mr Raj H Eswaran. Dr S Ramani is the Chairman of the Audit Committee.

 

The Terms of reference specified by the Board to the Audit Committee are in conformity with Clause 49 of the Listing Agreement.

 

During the year 2006-07, 4 Audit Committee Meetings were held. The attendance of Members during the year was as below:

 

Names and Position of the Member

No. of Meetings

 

Held

Attended

Dr S Ramani

4

4

Dr W S Jones

4

4

Mr Raj H Eswaran

4

4

 

Subsidiary Companies :

 

As mentioned in the attached Directors' Report, ERLPHASE Technologies Limited, Canada is operating as a subsidiary of the Company. Necessary compliance reporting as regards the subsidiary Company would commence during the financial year 2007-08.

 

Shareholders' / Investors' Grievance Committee :

 

The Shareholders' / Investors' Grievance Committee comprises of Mr Hari Eswaran and Mr Raj H Eswaran. Mr Hari Eswaran (a non-executive Director) is the Chairman of the Committee.

 

The Committee looks into redressing of shareholders' / Investors' complaints in the matter of share transfer, non-receipt of dividend, annual report etc. The Committee overseas the performance of the Registrar and Transfer Agents.

 

The Board of Directors has delegated the power to approve transfer and transmission of shares, in favour of Mr Hari Eswaran, Chairman.

 

Mr K N Nagesha Rao, Secretary and VP (Corporate Finance) is the Compliance Officer of the Company.

 

During the year 2006-07 the Company received 26 complaints and all the complaints were resolved to the satisfaction of the Shareholders.

 

Remuneration Committee:

 

The Directors have not appointed any Remuneration Committee since Directors do not draw any remuneration from the Company except the sitting fee for attending the meetings of the Board and the Committee thereof.

 

 

 

Unaudited Financial Results for the Quarter ended 30th June, 2008 ( Stand Alone)

 

(Rs. In Millions)

Particulars

Audited

31.03.2008

Net Sales/Income from Operations

1853.400

Other Income

41.800

Total Income (1+2)

1895.200

Expenditure

 

a) (Increase)/Decrease in stock in trade and work in progress

8.600

b) Consumption of raw materials

1141.700

c) Purchase of traded goods

 

d) Employee Cost

144.800

e) Depreciation

326.900

f) Other Expenditure

227.600

Total Expenditure

1559.600

Interest

36.700

Exceptional Items

0.000

Profit from Ordinary Activities before tax (3)-(4+5+6)

298.900

Tax Expense

80.800

Net Profit from Ordinary Activities after tax (7-8)

218.100

Extraordinary Items (net of tax expense)

--

Net Profit for the period (9-10)

211.100

Paid-up equity share capital

(Face value of the share Rs.2)

40.800

Reserves excluding revaluation reserves as per the balance sheet of previous accounting year

1563.900

Earning Per Share (EPS)-not annualised

 

a) Basic EPS

10.69

b) Diluted EPS

9.01

Public Shareholding

 

- Number of Equity Shares

15842515

Percentage of Shareholding

77.73%

 

(*)EPS dilution arising out of possible conversion of FCCB and Warrants pending conversion.

Note:

1.The above results were taken on record by the Board of Directors in their Meeting held on 31st July, 2008.

 

2.The financial results have been subjected to Limited Review by Auditors of the Company

 

3.Consequent to sub-division in the face value of equity shares from Rs.10 per share to Rs.2 per share, the number of shares and Earning Per Share have been restated for the previous year.

 

4.The Company is predominantly engaged in the business of manufacture and sale of "Power System Products and Systems" and accordingly only one segment is reported.

 

5.The figures have been re-grouped wherever necessary to conform to current period's classification.

 

6.The Company had no investor complaints pending as on 31st March, 2008. During the quarter ended 30th June, 2008, the Company did not receive any complaint from any shareholders.

 

Consolidated Audited Financial Results for the year ended 31st March 20087

 

(Rs. In Millions)

Particulars

Audited

31.03.2008

(Consolidated)

31.03.2007

(Standalone)

Net Sales/Income from Operations

1949.000

1329.600

Other Income

127.100

22.500

Total Income (1+2)

2076.200

1352.100

Expenditure

 

 

a) (Increase)/Decrease in stock in trade and work in progress

8.600

[11.700]

b) Consumption of raw materials

1187.200

773.100

c) Purchase of traded goods

--

--

d) Employee Cost

197.700

108.300

e) Depreciation

38.500

27.700

f) Other Expenditure

267.100

169.500

Total Expenditure

1699.100

1066.900

Interest

40.800

19.400

Exceptional Items

--

--

Profit from Ordinary Activities before tax (3)-(4+5+6)

336.300

265.800

Tax Expense

83.500

89.100

Net Profit from Ordinary Activities after tax (7-8)

252.800

176.700

Extraordinary Items (net of tax expense)

 

--

Net Profit for the period (9-10)

252.800

176.700

Paid-up equity share capital

(Face value of the share Rs.2)

40.800

33.300

Reserves excluding revaluation reserves as per the balance sheet of previous accounting year

1598.600

475.000

Earning Per Share (EPS)-not annualised

 

 

a) Basic EPS

12.40

10.61

b) Diluted EPS

10.44

10.61

Public Shareholding

 

 

- Number of Equity Shares

18842515

11277685

Percentage of Shareholding

77.73%

67.72%

 

EPS dilution araising out of FCCB and Convertible Warrants Issues.

 

Note:

 

1. The above Financial Results were taken on record by the Board of Directors at their Meeting held on 31st May, 2008.

 

2. The Board of Directors has recommended a Dividend of 150% for the financial year 2007-08 (at Rs.3.00 per shares, including including Interim dividend at 25% paid).

 

3. During the quarter, the Company incorporated a wholly owned subsidiary, ERL International Pte Limited, Singapore. During the quarter, ERLPhase Power Technologies Limited, Canada, ceased to be a subsidiary of the Company and became subsidiary of ERL International Pte. Limited, Singapore. The consolidated figures for the Current Financial year are strictly not comparable with that of previous Financial year as they are standalone results.

 

 

4.

a)During the quarter the Company increased paid up capital by allotting 9,37,500 Global Deposisory Receipt underlying equity shres of Rs.2 each at a premium of Rs 313.60, aggregating to Rs.295.875 Millions (US$7.5 million). The proceeds of this issue are fully utilized for the purpose mentioned in the offer document

 

b) During the quarter, the Company also issued 9,14,719 Equity Shares of Rs.2 each on conversion of 1,82,944 Warrants issued to the Company's Promoters and their associates on preferential basis. The Company received Rs.12,07,42,908 towards allotment of these shares, which is fully utilised as per the stated objects of the issue namely to part finance cost of Company's growth plans.

 

 

5. The Company is predominantly engaged in the business of manufacture and sales of "Power System Products and Systems" and accordingly only one segment is reported

 

6. The previous year's figures have been re-grouped wherever necessary to conform to current year's classifications.

 

7. The Company had no investor complaint pending as on 31.12.2007. During the quarter ended 31.03.2008, the Company received 5 complaint from the shareholders and as on 31.03.2008, the same has been attended to and resolved.

 

8 Consequent to sub-division in the face value of equity shares from Rs 10 per share to Rs 2 per share, the number of shares and Earning Per Share have been restated for the previous year.

 

Audited Financial Results for the year ended 31st March, 2008

 

(Rs. In Millions)

Particulars

Audited

31.03.2008

Net Sales/Income from Operations

1853.400

Other Income

41.800

Total Income (1+2)

1895.200

Expenditure

 

a) (Increase)/Decrease in stock in trade and work in progress

8.600

b) Consumption of raw materials

1141.700

c) Purchase of traded goods

 

d) Employee Cost

144.800

e) Depreciation

36.900

f) Other Expenditure

227.600

Total Expenditure

1559.600

Interest

36.700

Exceptional Items

--

Profit from Ordinary Activities before tax (3)-(4+5+6)

298.900

Tax Expense

80.800

Net Profit from Ordinary Activities after tax (7-8)

218.100

Extraordinary Items (net of tax expense)

 

Net Profit for the period (9-10)

218.100

Paid-up equity share capital

(Face value of the share Rs.2)

40.800

Reserves excluding revaluation reserves as per the balance sheet of previous accounting year

1563.900

Earning Per Share (EPS)-not annualised

10.69

a) Basic EPS

9.01

b) Diluted EPS

 

Public Shareholding

 

- Number of Equity Shares

15842515

Percentage of Shareholding

77.73%

 

EPS dilution araising out of FCCB and Convertible Warrants Issues.

 

Note:

 

1. The above Financial Results were taken on record by the Board of Directors at their Meeting held on 31st May, 2008.

 

2. The Board of Directors has recommended a Dividend of 150% for the financial year 2007-08 (at Rs.3.00 per shares, including including Interim dividend at 25% paid).

 

3. During the quarter, the Company incorporated a wholly owned subsidiary, ERL International Pte Limited, Singapore. During the quarter, ERLPhase Power Technologies Limited, Canada, ceased to be a subsidiary of the Company and became subsidiary of ERL International Pte. Limited, Singapore. The consolidated figures for the Current Financial year are strictly not comparable with that of previous Financial year as they are standalone results.

 

 

4.

a)During the quarter the Company increased paid up capital by allotting 9,37,500 Global Deposisory Receipt underlying equity shres of Rs.2 each at a premium of Rs 313.60, aggregating to Rs.295.875 Millions (US$7.5 million). The proceeds of this issue are fully utilized for the purpose mentioned in the offer document

 

b) During the quarter, the Company also issued 9,14,719 Equity Shares of Rs.2 each on conversion of 1,82,944 Warrants issued to the Company's Promoters and their associates on preferential basis. The Company received Rs.12,07,42,908 towards allotment of these shares, which is fully utilised as per the stated objects of the issue namely to part finance cost of Company's growth plans.

 

 

5. The Company is predominantly engaged in the business of manufacture and sales of "Power System Products and Systems" and accordingly only one segment is reported

 

6. The previous year's figures have been re-grouped wherever necessary to conform to current year's classifications.

 

7. The Company had no investor complaint pending as on 31.12.2007. During the quarter ended 31.03.2008, the Company received 5 complaint from the shareholders and as on 31.03.2008, the same has been attended to and resolved.

 

8 Consequent to sub-division in the face value of equity shares from Rs 10 per share to Rs 2 per share, the number of shares and Earning Per Share have been restated for the previous year.

 

 

Fixed Assets:

 

 

AS PER WEBSITE

 

Profile:

 

Subject is an acknowledged leader in the field of electrical power management. They truly offer a "ONE TOUCH ACCESS" to power system solutions, as a dependable partner to customers, in India and abroad .

 

The vision is to be recognized as a significant global organization providing products and services for the protection, control, metering and automation of power.


The mission is to provide highest value to the customers through cost-effective technology and a highly motivated and skilled team of employees, and achieve rapid sustainable growth to maximize returns for the shareholders.

Whether it be in power generation, transmission, distribution or utility, Easun Reyrolle offers products, system, solutions and services to manage these segments with reliability, efficiency and safety.

 

Three Manufacturing plants in India, located at Hosur, Bangalore and Chennai, incorporate modern state-of-the-art production facilities and latest test equipment.

 

Through a comprehensive marketing and service network spread across India's vast territory, Easun Reyrolle is

able to offer its customers the exacting levels of support and service needed to cater to their requirements.

 

Wide-ranging R and D efforts in all its activities, ensure that customers receive not only the latest international technologies, but also those that can be adopted to the unique demand of power systems across the world. The highly qualified, well trained R and D engineers at Easun Reyrolle employ the latest test equipment and resources, to ensure that proven and world-class technology is delivered consistently.

 


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.44.26

UK Pound

1

Rs.79.00

Euro

1

Rs.63.53

 

 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

7

PAID-UP CAPITAL

1~10

6

OPERATING SCALE

1~10

7

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

8

--PROFITABILIRY

1~10

6

--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

 

62

 

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