1. Summary Information
|
|
|
Country |
|
|
Company Name |
NELCO LIMITED |
Principal Name 1 |
Mr. Ratan N Tata |
|
Status |
Satisfactory |
Principal Name 2 |
Mr. M N Bhagwat |
|
|
|
Registration # |
11-3164 |
|
Street Address |
Francysters
Cybernetics Centre, |
||
|
Established Date |
31.08.1940 |
SIC Code |
-- |
|
Telephone# |
91-22-56384509 |
Business Style 1 |
Manufacturer |
|
Fax # |
91-22-56384510 |
Business Style 2 |
Trader |
|
Homepage |
Product Name 1 |
Consumer
electronic products |
|
|
# of employees |
340 |
Product Name 2 |
|
|
Paid up capital |
22,818,400 |
Product Name 3 |
Office products |
|
Shareholders |
100.000 |
Banking |
Axis Bank Limited |
|
Public Limited Corp. |
-- |
Business Period |
71 years |
|
IPO |
--- |
International Ins. |
- |
|
Public |
--- |
Rating |
Ba
(46) |
|
Related
Company |
|||
|
Relation
|
Country
|
Company
Name |
|
|
Note |
- |
||
2. Summary
Financial Statement
|
Balance Sheet as of |
31.09.2010 |
(Unit: Indian Rs.) |
|
|
Assets |
Liabilities |
||
|
Current Assets |
1,495,618,000 |
Current Liabilities |
715,654,000 |
|
Inventories |
139,841,000 |
Long-term Liabilities |
728,734,000 |
|
Fixed Assets |
208,752,000 |
Other Liabilities |
-- |
|
Deferred Assets |
|
Total Liabilities |
1,444,388,000 |
|
Invest& other Assets |
22,375,000 |
Retained Earnings |
194,023,000 |
|
|
|
Net Worth |
422,198,000 |
|
Total Assets |
1,866,586,000 |
Total Liab. & Equity |
1,866,586,000 |
|
Total Assets (Previous Year) |
2,543,367,000 |
|
|
|
P/L Statement as of |
31.09.2010 |
(Unit: Indian Rs.) |
|
|
Sales |
1,428,232,000 |
Net Profit |
214,022,000 |
|
Sales(Previous yr) |
3,597,829,000 |
Net Profit(Prev.yr) |
32,799,000 |
MIRA
INFORM REPORT
|
Report Date : |
17.01.2011 |
IDENTIFICATION DETAILS
|
Name : |
NELCO LIMITED |
|
|
|
|
Registered Office : |
Francysters
Cybernetics Centre, |
|
|
|
|
Country : |
|
|
|
|
|
Financials (as on) : |
30.09.2010 |
|
|
|
|
Date of Incorporation : |
31.08.1940 |
|
|
|
|
Com. Reg. No.: |
11-3164 |
|
|
|
|
CIN No.: [Company
Identification No.] |
L32200MH1940PLC003164 |
|
|
|
|
TAN No.: [Tax
Deduction & Collection Account No.] |
MUMN09602F /
MUMN13038E |
|
|
|
|
PAN No.: [Permanent
Account No.] |
AAACTI983C |
|
|
|
|
Legal Form : |
A Public Limited Liability
Company. The company shares are listed on the stock exchanges. |
|
|
|
|
Line of Business : |
Manufacturer,
trader and seller of consumer electronic products, sale of business systems
and office products. |
RATING & COMMENTS
|
MIRA’s Rating : |
Ba (46) |
|
RATING |
STATUS |
PROPOSED CREDIT LINE |
|
|
41-55 |
Ba |
Overall operation is considered normal. Capable to meet normal
commitments. |
Satisfactory |
|
Maximum Credit Limit : |
USD 1688000 |
|
|
|
|
Status : |
Satisfactory |
|
|
|
|
Payment Behaviour : |
Usually correct |
|
|
|
|
Litigation : |
Clear |
|
|
|
|
Comments : |
Subject is an
established company having satisfactory track. Trade relations are reported as
fair. Business is active. Payments are reported to be usually correct and as
per commitments. The company can
be considered normal for business dealings at usual trade terms and
conditions. |
NOTES :
Any query related to this report can be made
on e-mail : infodept@mirainform.com
while quoting report number, name and date.
ECGC Country Risk Classification List – April 1, 2010
|
Country Name |
Previous Rating (31.12.2009) |
Current Rating (01.04.2010) |
|
|
A1 |
A1 |
|
Risk Category |
ECGC
Classification |
|
Insignificant |
A1 |
|
Low |
A2 |
|
Moderate |
B1 |
|
High |
B2 |
|
Very High |
C1 |
|
Restricted |
C2 |
|
Off-credit |
D |
LOCATIONS
|
Registered Office/ Sales Office : |
Francysters
Cybernetics Centre, |
|
Tel. No.: |
91-22-56384509 |
|
Fax No.: |
91-22-56384510 |
|
E-mail: |
|
|
Website: |
|
|
|
|
|
Head Office : |
EL-6,T.T.C.Industrial Area, Electronics Zone, Mahape, Navi
Mumbai - 400 710, |
|
Tel. No.: |
91-22-27681880/67399100 |
|
Fax No.: |
91-22-27686797/67399561 |
|
E-mail: |
|
|
|
|
|
Works &
Facilities: |
MIDC EL-6,
Electronic Zone, Mahape, Navi Mumbai – 400710, |
|
Tel. No.: |
91-22-55918728 |
|
Fax No.: |
91-22-55918787 |
|
|
|
|
SALES OFFICE: |
|
|
|
3rd
Floor, No. 15/17/19, Sri Laxmi Complex, St. Saint Mark’s Road, |
|
Tel. No.: |
91-80-51121840 /
25550170 |
|
Fax No.: |
91-80-51121842 /
25550173 |
|
|
|
|
Secunderabad
Unit |
Plot No. 65,
Paigah Colony, |
|
Tel. No.: |
91-40-27903824 |
|
Fax No.: |
91-40-27903272 |
|
|
|
|
Kolkata Unit : |
32-A, |
|
Tel. No.: |
91-33-22121904 /
22121905 |
|
Fax No.: |
91-33-22121520 |
|
|
|
|
Chennai Unit: |
Flat No. 75 and
77 (Old No. 41 and 41A) |
|
|
|
|
|
Kasi Kunj, Road
No.2, Contractor’s Area, P P, |
|
Tel. No.: |
91-657-227766 /
227767 |
|
Fax No.: |
91-657-227765 |
|
|
|
|
|
702/703, |
|
Tel. No.: |
91-11-55402165 /
68 |
|
Fax No.: |
91-11-25863878 |
|
|
|
|
Mumbai Unit : |
3rd Floor, Eucharistic |
DIRECTORS
As On 30.09.2010
|
Name : |
Mr. Ratan N Tata |
|
Designation : |
Group Chairman |
|
|
|
|
Name : |
Mr. M N Bhagwat |
|
Designation : |
Chairman |
|
|
|
|
Name : |
Mr. B B Dubash |
|
Designation : |
Director |
|
|
|
|
Name : |
Mr. R R Bhinge |
|
Designation : |
Director |
|
|
|
|
Name : |
Mr. V K Deshpande |
|
Designation : |
Director |
|
|
|
|
Name : |
Mr. P K Ghose |
|
Designation : |
Director |
|
|
|
|
Name : |
Mr. S
Ramakrishnan |
|
Designation : |
Director |
|
|
|
|
Name : |
Mr. Amulya Charan |
|
Designation : |
Director |
|
Date of Appointment: |
25.01.2006 |
|
|
|
|
Name : |
Lt. Gen. Mr.
Davinder Kumar (Retd.) |
|
Designation : |
Director |
|
Date of Appointment: |
17.11.2006 |
|
|
|
|
Name : |
Mr. K A Mahasur |
|
Designation : |
Executive
Director |
|
|
|
|
Name : |
Mr. Z J Engineer |
|
Designation : |
Executive
Director |
|
|
|
|
Name : |
Mr. P R Menon |
|
Designation : |
Director |
|
Date of Appointment: |
20.07.2007 |
|
|
|
|
Name : |
Mr. S. K. Gupta |
|
Designation : |
Director |
KEY EXECUTIVES
|
Name : |
Mr. K D Ghag |
|
Designation : |
Company Secretary |
|
|
|
|
Name : |
Mr. R B Upadhyay |
|
Designation : |
Vice President
(Finance) |
|
|
|
|
Name : |
Mr. Girish V
Kirkinde |
|
Designation : |
Secretary |
MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN
As on 30.06.2010
|
Names of Shareholders |
No. of Shares |
Percentage of
Holding |
|
(A) Shareholding of Promoter and Promoter Group |
|
|
|
|
|
|
|
|
11,432,640 |
50.10 |
|
|
11,432,640 |
50.10 |
|
|
|
|
|
Total shareholding of Promoter and Promoter Group (A) |
11,432,640 |
50.10 |
|
(B) Public Shareholding |
|
|
|
|
|
|
|
|
10,900 |
0.05 |
|
|
36,390 |
0.16 |
|
|
82,160 |
0.36 |
|
|
870,310 |
3.81 |
|
|
999,760 |
4.38 |
|
|
|
|
|
|
2,157,914 |
9.46 |
|
|
|
|
|
|
6,856,467 |
30.05 |
|
|
1,369,419 |
6.00 |
|
|
2,200 |
0.01 |
|
|
2,200 |
0.01 |
|
|
10,386,000 |
45.52 |
|
Total Public shareholding (B) |
11,385,760 |
49.90 |
|
Total (A)+(B) |
22,818,400 |
100.00 |
|
(C) Shares held by Custodians and against which Depository
Receipts have been issued |
- |
- |
|
Total (A)+(B)+(C) |
22,818,400 |
- |
(1)
Indian
Bodies
Corporate
Individual
shareholders holding nominal share capital up to Rs. 0.100 millionBUSINESS DETAILS
|
Line of Business : |
Manufacturer, trader and seller of consumer electronic
products, sale of business systems and office products. |
||||||||
|
|
|
||||||||
|
Products: |
|
PRODUCTION STATUS (AS ON 30.09.2010)
|
Particulars |
Unit |
Installed
Capacity |
Production |
|
Variable Speed Drives |
Nos |
2500 |
57 |
|
Power Converters |
Nos |
24 |
7 |
|
Auxiliary Converters |
Nos |
50 |
1 |
|
Control Electronics |
Nos |
60 |
16 |
|
Supervisory Control and Data
Acquisition Systems – Assemblies and Equipment |
|
700 |
20 |
|
Under grounded Sensors (UGS) |
Nos |
125 |
-- |
|
UGS / GPS – Assemblies and Equipments |
Nos |
1025 |
383 |
GENERAL INFORMATION
|
Customers : |
·
Ministry
of Defence ·
State
Electricity Board ·
Siemens
Limited ·
Power
Grid Corporation ·
Jindal
Steel and Power ·
Philips
Carbon ·
Tata
Iron and Steel ·
Indian
Railways ·
Steel
Authority of ·
Hindustan
Paper Limited ·
Hindustan
Petroleum Corporation Limited ·
Cochin
Port Trust Limited ·
Tata
Power Company Limited ·
Tata
Motors Limited |
||||||||||||||||||||||||||||||||||||||||||
|
|
|
||||||||||||||||||||||||||||||||||||||||||
|
No. of Employees : |
340
(Approximately) |
||||||||||||||||||||||||||||||||||||||||||
|
|
|
||||||||||||||||||||||||||||||||||||||||||
|
Bankers : |
|
||||||||||||||||||||||||||||||||||||||||||
|
|
|
||||||||||||||||||||||||||||||||||||||||||
|
Facilities: |
In respect of the above term loans, Rs. 14.193 millions is due and
repayable within a year. NOTES : a)
Cash Credit with Banks are secured by hypothecation of all tangible moveable assets,
including stocks of raw materials, finished goods, goods-in-process,
book-debts, monies receivable and a second charge on the fixed assets of the
company. b)
Term Loan from Axis Bank Limited is secured by pari-passu first charge on the
present and future fixed assets (moveable and immoveable) of the company and
first pari-passu charge on the receivables of the company arising from
installation of first 2000 new VSAT’s. c)
Term Loans from The Zoroastrian Co-operative Bank Limited are secured by pari-passu
first charge both on the present and future fixed assets, (all tangible
moveable machinery and plant) of the company. Unsecured Loans
|
|
|
|
|
Banking Relations : |
Satisfactory |
|
|
|
|
Auditors 1 : |
N M Raiji and
Company Chartered
Accountants Mumbai, |
|
|
|
|
Auditors 2 : |
Deloitte Haskins
and Sells Chartered Accountant Mumbai, |
|
|
|
|
Holding Company |
The Tata Power
Company Limited (from 31.12.2005) |
|
|
|
|
Fellow Subsidiary : |
Af-taab
Investment Company Limited |
|
|
|
|
Associates: |
Nelito Systems
Limited |
|
|
|
|
Subsidiary company: |
Tata Net Services
Limited |
CAPITAL STRUCTURE
AS ON 30.09.2010
Authorized Capital:
|
No. of Shares |
Type |
Value |
Amount |
|
25000000 |
Equity Shares |
Rs 10/- each |
Rs 250.000 Millions |
|
2500000 |
Redeemable Preference
Shares |
Rs 100/- each |
Rs 250.000 Millions |
|
|
Total |
|
Rs. 500.000 Millions |
Issued, Subscribed & Paid-up Capital:
|
No. of Shares |
Type |
Value |
Amount |
|
22496370 |
Equity Shares
of Rs.10/- each fully paid-up for payment in cash (including 939 Equity
shares pending allotment.) |
Rs 10/- each |
Rs 224.964 Millions |
|
5370 |
Equity
Shares of Rs.10/- each issued as fully paid-up otherwise than in cash pursuant
to contracts dated 23.10.1940 |
Rs 10/- each |
Rs 0.054 Millions |
|
316660 |
Equity Shares of Rs.10/- each issued to shareholders of
the erstwhile General Radio and Appliances Limited in terms of the Scheme of Amalgamation |
Rs 10/- each |
Rs 3.167 Millions |
|
|
Total |
|
Rs. 228.185 Millions |
Note:
Of the above
a) 11,099,630 Equity Shares are held by The Tata Power
Company Limited, the Holding Company
b) 328,960 Equity Shares are held by the Aftaab Investments Company
Limited - Subsidiary of Tata Power Company Limited, the Holding Company
FINANCIAL DATA
[all figures are
in Rupees Millions]
ABRIDGED BALANCE
SHEET
|
SOURCES
OF FUNDS |
30.09.2010 (12 Months) |
30.09.2009 (18 Months) |
31.03.2008 (12 Months) |
|
|
SHAREHOLDERS FUNDS |
|
|
|
|
|
1] Share Capital |
228.175 |
228.175 |
228.175 |
|
|
2] Share Application Money |
0.000 |
0.000 |
0.000 |
|
|
3] Reserves & Surplus |
194.023 |
33.216 |
16.434 |
|
|
4] (Accumulated Losses) |
0.000 |
0.000 |
0.000 |
|
|
NETWORTH |
422.198 |
261.391 |
244.609 |
|
|
LOAN FUNDS |
|
|
|
|
|
1] Secured Loans |
30.479 |
208.348 |
295.789 |
|
|
2] Unsecured Loans |
698.255 |
754.529 |
600.865 |
|
|
TOTAL BORROWING |
728.734 |
962.877 |
896.654 |
|
|
DEFERRED TAX LIABILITIES |
0.000 |
3.260 |
0.000 |
|
|
|
|
|
|
|
|
TOTAL |
1150.932 |
1227.528 |
1141.263 |
|
|
|
|
|
|
|
|
APPLICATION OF FUNDS |
|
|
|
|
|
|
|
|
|
|
|
FIXED ASSETS [Net Block] |
208.752 |
218.382 |
208.266 |
|
|
Capital work-in-progress |
2.550 |
3.635 |
7.900 |
|
|
|
|
|
|
|
|
INVESTMENT |
19.825 |
19.825 |
48.464 |
|
|
DEFERREX TAX ASSETS |
0.000 |
0.000 |
25.295 |
|
|
|
|
|
|
|
|
CURRENT ASSETS, LOANS & ADVANCES |
|
|
|
|
|
|
Inventories |
139.841 |
304.533 |
300.675 |
|
|
Sundry Debtors |
1108.620 |
1512.110 |
1054.795 |
|
|
Cash & Bank Balances |
51.917 |
155.798 |
129.947 |
|
|
Other Current Assets |
0.000 |
0.000 |
0.000 |
|
|
Loans & Advances |
335.081 |
318.509 |
332.664 |
|
Total
Current Assets |
1635.459 |
2290.950 |
1818.081 |
|
|
Less : CURRENT
LIABILITIES & PROVISIONS |
|
|
|
|
|
|
Sundry Creditors |
0.000
|
31.228
|
0.000 |
|
|
Other Current Liabilities |
565.184 |
1150.369 |
917.920 |
|
|
Provisions |
150.470 |
134.242 |
91.120 |
|
Total
Current Liabilities |
715.654 |
1315.839 |
1009.040 |
|
|
Net Current Assets |
919.805 |
975.111 |
809.041 |
|
|
|
|
|
|
|
|
MISCELLANEOUS EXPENSES |
0.000 |
10.575 |
42.297 |
|
|
|
|
|
|
|
|
TOTAL |
1150.932 |
1227.528 |
1141.263 |
|
PROFIT & LOSS
ACCOUNT
|
|
PARTICULARS |
30.09.2010 (12 Months) |
30.09.2009 (18 Months) |
31.03.2008 (12 Months) |
|
|
|
SALES |
|
|
|
|
|
|
|
Income |
1394.554 |
3404.475 |
1973.474 |
|
|
|
Other Income |
33.678 |
193.354 |
15.541 |
|
|
|
TOTAL (A) |
1428.232 |
3597.829 |
1989.015 |
|
|
|
|
|
|
|
|
Less |
EXPENSES |
|
|
|
|
|
|
|
Manufacturing and Other Expenses |
0.000 |
0.000 |
0.000 |
|
|
|
Raw Material Consumed |
705.084 |
2196.711 |
911.990 |
|
|
|
Expenditure on Property Development |
0.000 |
0.000 |
255.300 |
|
|
|
Personnel |
270.462 |
377.132 |
240.371 |
|
|
|
Exceptional Items |
(519.672) |
|
|
|
|
|
Operating and Other Expenditure |
517.114 |
626.684 |
369.813 |
|
|
|
TOTAL (B) |
972.988 |
3200.527 |
1777.474 |
|
|
|
|
|
|
|
|
Less |
PROFIT
BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C) |
455.244 |
397.302 |
211.541 |
|
|
|
|
|
|
|
|
|
Less |
FINANCIAL
EXPENSES (D) |
127.256 |
182.528 |
108.226 |
|
|
|
|
|
|
|
|
|
|
PROFIT
BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E) |
327.988 |
214.774 |
103.315 |
|
|
|
|
|
|
|
|
|
Less/ Add |
DEPRECIATION/
AMORTISATION (F) |
43.696 |
83.345 |
43.638 |
|
|
|
|
|
|
|
|
|
|
PROFIT BEFORE
TAX (E-F) (G) |
284.292 |
131.429 |
59.677 |
|
|
|
|
|
|
|
|
|
Less |
TAX (I) |
70.270 |
98.630 |
15.352 |
|
|
|
|
|
|
|
|
|
|
PROFIT AFTER TAX
(G-I) (J) |
214.022 |
32.799 |
44.325 |
|
|
|
|
|
|
|
|
|
Less |
APPROPRIATIONS |
|
|
|
|
|
|
Transfer to General Reserve |
25.000 |
0.000 |
0.000 |
|
|
|
Tax on Proposed Dividend |
7.580 |
2.327 |
0.000 |
|
|
|
Proposed Dividend |
45.635 |
13.690 |
0.000 |
|
|
|
BALANCE
CARRIED TO THE B/S |
169.023 |
33.216 |
16.434 |
|
|
|
|
|
|
|
|
|
|
EARNINGS
IN FOREIGN CURRENCY |
|
|
|
|
|
|
|
Engineering / Software
Services |
4.553 |
16.322 |
12.084 |
|
|
|
Exports of Goods
calculated on FOB basis |
28.434 |
39.760 |
140.204 |
|
|
TOTAL EARNINGS |
32.987 |
56.082 |
152.288 |
|
|
|
|
|
|
|
|
|
|
Earnings Per
Share (Rs.) |
9.38 |
1.44 |
1.94 |
|
KEY RATIOS
|
PARTICULARS |
|
30.09.2010 (12 Months) |
30.09.2009 (18 Months) |
31.03.2008 (12 Months) |
|
PAT / Total Income |
(%) |
14.98
|
0.91
|
0.22 |
|
|
|
|
|
|
|
Net Profit Margin (PBT/Sales) |
(%) |
19.90
|
3.86
|
3.02 |
|
|
|
|
|
|
|
Return on Total Assets (PBT/Total Assets} |
(%) |
17.38
|
5.24
|
2.95 |
|
|
|
|
|
|
|
Return on Investment (ROI) (PBT/Networth) |
|
0.69
|
0.50
|
0.24 |
|
|
|
|
|
|
|
Debt Equity Ratio (Total Liability/Networth) |
|
1.69
|
8.72
|
7.79 |
|
|
|
|
|
|
|
Current Ratio (Current Asset/Current Liability) |
|
2.28
|
1.74
|
1.80 |
LOCAL AGENCY FURTHER INFORMATION
BUSINESS SEGMENTS
The current business operation is structured along the
following business segments:
Automation and Control : Industrial Systems Division (ISD)
ISD is further sub-structured along the following lines of
business (LoB).
a. Strategic Electronics (SE)
Systems
and solutions for defence and paramilitary organisations for security and
surveillance, such as intrusion detection, integrated security systems, global
positioning systems (GPS), automatic weather monitoring systems, scanners etc.
b. Energy Network Management System (ENMS)
Energy
management, distribution management, automatic data logging and Supervisory
Control and Data Acquisition (SCADA) systems for applications in power, oil and
gas industry, railways etc.
c. Traction Electronics (Traction)
Power
electronics equipment for the Indian Railways for their freight and passenger
electric and diesel locomotives.
d. Drives Systems (Drives)
Integrated
AC and DC drives systems for metal, mining, power, paper and process industries
for energy optimization, control and automation.
e. Building Management Systems (BMS)
Integrated
building management systems including Heating, Ventilation and Air Conditioning
(HVAC) controls, fire alarms, access controls and CCTV for comfort, energy saving
and security of buildings.
TATANET NETWORK SYSTEMS (TATANET)
Tatanet
provides solutions for management of network connectivity services and internet
services over VSATs for corporate, banking and financial institutions and Small
and Medium Enterprises (SMEs) for them to run ERP and other on-line office
automation applications. It also provides solutions to manage
bandwidth-on-demand services across industry verticals, interactive distance
learning connectivity, IP multicast and digital streaming to some niche
segments. In addition, the division participates in turnkey satellite
communication systems supply and integration projects invited by customers
primarily in Government and Public Sector.
FINANCIAL OVERVIEW
During
the period, the total income was Rs.3462.454 millions (18 Months) as against
Rs.1989.015 millions in the previous year (12 months). The profit before tax
was Rs.131.429 millions (18 months) as against Rs. 59.677 millions in the
previous year (12 months).The net profit after tax was Rs.32.799 millions (18
months) as against Rs.44.325 millions in the previous year (12 months).
During
the period , the Company has sold 5,70,000 equity shares of Rs.10/- each held
in Nelito Systems Ltd. (Associate Company) to Af-Taab Investments Ltd. at a price
of Rs.280/- per share, aggregating to Rs.159.600 millions.
AUTOMATION AND CONTROL DIVISION (ISD)
FINANCIAL HIGHLIGHTS
The period under
review is for 12 months as compared to the previous year’s figures which were
for 18 months. During the period under review, the total income was Rs.
1394.554 Millions as against Rs. 3404.475 Millions in previous year. The
Company reported Profit before tax of Rs. 284.292 Millions as against
Rs.131.429 Millions for the previous year. The Profit after tax was Rs. 214.022
Millions as against Rs. 32.799 Millions in the previous year.
The Company has
constantly faced the challenge of achieving growth in terms of revenue and
profitability due to diverse portfolio, limited offerings and lack of critical
mass. Despite having core competencies, execution of prestigious projects and
references built over the years by Traction Electronics, Industrial Drives, and
Supervisory
Control and Data
Acquisition (SCADA) consisting of Industrial Supervisory Control Data
Acquisition System (ISCADA)and Power Sector Supervisory Control and Data
Acquisition System (PS - SCADA) businesses (“Businesses”), these businesses
were facing major challenges in achieving sustained viability in the future.
The Board of Directors of your Company at its meeting held on 29th April, 2010,
approved the transfer of these Businesses as a “going concern” on a slump sale
basis to Crompton Greaves Limited (“CGL”) for a total consideration not
exceeding Rs. 920.000 Millions, subject to necessary statutory consents and
approval by the Members.
On 14th June,
2010, the Members approved through postal ballot, the sale of these Businesses
to CGL by passingan ordinary resolution pursuant to sections 293(1)(a) and 192A
of the Companies Act, 1956, read with the
Companies (Passing
of Resolution by Postal Ballot), Rules, 2001. The votes cast assenting to the
Ordinary Resolutionwere 1,16,19,913 shares (99.96%) of the total valid votes
polled. On 28th July, 2010 i.e. the Closing Date, the Businesses were
transferred as a going concern to CGL on slump sale basis for a consideration
of Rs. 810.000 Millions.The additional Rs. 110.000 Millions has not been
received as the financial parameters to be met by 30th September,2010 were not
achieved.
While your Company
transferred the Traction Electronics, Industrial Drives and the I – SCADA
businesses to CGL on 28th July 2010, the PS - SCADA business shall be
transferred at a later date after obtaining the requisite clearances from
relevant Government / Public Sector Authorities. Pending this transfer, the
Company received the entire amount of consideration i.e. Rs. 810.000 Millions
Following the sale
of these businesses, the Company intends to focus on building its position in Strategic
Electronics, Network Systems (Tatanet) and pursue further synergistic
opportunities in related areas.
SUBSIDIARY COMPANY
The financial
statement and reports of the subsidiary company, Tatanet Services Limited
(TNSL) for the financial
year 2009-10 are
attached. The revenue of TNSL for the year ended 31st March, 2010 was Rs.
289.975 Millions
[Rs. 252.368
Millions for the year ended 31st March, 2009.
HUMAN RESOURCE
MANAGEMENT
There is
consistent focus on development of Human Resources (HR). HR plans have been
defined with appropriate measurement indicators keeping in mind both long term
goals and short term requirements. Employees’ voices are captured through ‘Open
Houses’, the forum through which employees are encouraged to voice their
concerns, suggest innovative ideas and also seek answers from the top
management on issues of common interest. The Company constantly reviews
facilities and benefits to enhance overall employee well being. Employee
Satisfaction / Engagement Surveys are carried out through external agency to
formally assess the voice of employees. Action plans have been prepared and are
being implemented to increase employee engagement.
Since the Company
is in the high tech and high visibility areas of telecommunication (Tatanet Division)
and Electronic Security and Surveillance (Strategic Electronics Division),
maintaining the talent pool and competence building for the core areas of
strength and the challenge of attracting and retaining talent continues. The
Company has initiated measures like employee referral scheme, competency
mapping, providing growth opportunities to existing employees and strengthening
the Performance Management System (PMS) to include assessment on Tata
Leadership Practices, training need assessment, identification of high
potential employees and development plan for employees. Recruitment cycle time
has been reduced and the attrition rates have been kept at a manageable level.
The PMS recognizes individual and segment wise contribution through performance
linked pay, thereby motivating employees’ ownership and responsibility. RACE
(Reward and Recognition for Achievement and Contribution towards Excellence), a
comprehensive reward and recognition scheme, has been put in place for
motivation of employees for excellence in performance. In Tatanet Division,
‘UNWIND’, a monthly informal gathering on the last Friday of each month, has
been successfully serving as a forum to foster teamwork in an informal manner. The Company maintained cordial industrial relations during the
period under review. The total manpower employed
during the period was 336, after the transfer of the employees of the
Businesses hived off to CGL.
MANAGEMENT
DISCUSSION AND ANALYSIS
Strategic Electronics (SE) :
The Strategic Electronics business of the
Company (SE) has been active in the homeland security, defence, industrial
process viewing and meteorology fields and has made several strides by way of
securing some prestigious orders and their successful and timely execution.
The Company is addressing the growing market
of the homeland security and surveillance activity, particularly for the Indian
Railway security related tenders and is getting qualified for all the major
tenders being floated by various zonal Railways.
The Company, while addressing industrial
process viewing business, has focused on industries in oil and gas, petrochem
and refinery, power sector and steel sector. The Company has established itself
with prestigious references and is on the approved list of all the major
consultants, OEMs and EPC contractors.
In the upcoming area of meteorology, the
effort to work in the Automated Weather Station (AWS), the hydrograph projects,
etc. are being pursued with suitable collaborators.
The Company expects homeland security /
defence, industrial process viewing and meteorology market to grow many folds
in the coming years. Based on the successful track record in executing the
defence and security electronics orders so far and the appropriate technology
tie-ups by the Company, it is expected to be a major line of business and is
likely to contribute significantly to the growth and profitability of the
Company in the years ahead.
Financial Highlights:
During the period under review, automation
and control system achieved revenue of Rs.595.291 Millions (12 Months) as against Rs.
1782.715 Millions in the previous year (18 months), with an operating loss of
Rs.155.914 Millions (12 Months) as
against operating profit Rs. 124.419 Millions in the previous year (18 months).
Opportunities and Threats :
Though the security and surveillance market
has been projected to be very large and growing, the predictability of
the business will remain questionable at
best, due to difference in perception about adequate level of security
required. This also opens up an opportunity for the Company to play a
consultative role for the customers, based on its vast experience of
implementing large integrated security solutions for various critical
installations.
Following are the threats to the business:
• Stiff competition from local un-organised
sector in the physical security market is putting pressure on margins.
• Long decision making cycle time on the
part of the customers.
• Technology partners may become competitors
in the future.
• The investment in security and safety gets
the least priority from the customers in
Outlook :
The Indian Railways (all the 16 zonal
railways) have been the pioneers in implementing integrated security and
surveillance solutions for various stations in
• Integrated security solutions for
establishments like ordnance depots, factories, etc.
• New airports and upgradation of existing
ones.
• Coast Guard’s significant modernization
program.
• Various security needs recommended by Central
Industrial Security Force (CISF) to protect various critical installations.
• City monitoring and surveillance.
• Various scanning solutions for passenger
scanning, vehicle scanning at various entry and exit points like airports,
ports, octroi check posts, city entry points, bridges, etc.
• Integrated security solutions for
industries, particularly petrochemical, power, steel and various core sectors,
will
be driven by overall growth projected for
these sectors.
Besides the above, budget allocations of Rs.
9000.000 Millions for modernization plan of the Indian Meteorology Department
(IMD) including airport modernization will open up opportunities for the
meteorology applications. All the above is expected to put Strategic
Electronics on a growth path over the next few years.
Risks and Concerns:
SE primarily serves the requirements for
capital goods and also security aspects of the business, which at times is
assigned a lower priority by customers. It also requires long gestation period
even to acquire order and then to
finally execute and hand over the project. Cash flow and profitability
uncertainty are inbuilt in this type of business.
The projects from Government departments and
other public sectors, who are the biggest customers, carry risk of
policy changes.
Tatanet Network Systems (Tatanet)
Tatanet is a leading VSAT service provider
in the country. Over the years, it has developed expertise in sitcom services,
implementation, operation and maintenance of IT and communication related
projects on a turnkey basis and IT and communication infrastructure management
services. In IT and communication infrastructure management services, Tatanet
provides Application Performance Monitoring (APM) and End User Experience (EUE)
management services, managed network services, managed data centre services,
design and consultancy services and data security services.
It also provides management of network
connectivity services and internet services over VSATs for corporates, across
industry verticals such as Banking and Financial Services and Insurance (BFSI),
oil and gas, manufacturing and distribution, education, media, Government and
defence. In VSAT services, the product and services offerings are bandwidth on
committed information rate basis, bandwidthon-demand, interactive distance
learning, IP multicast and digital streaming.
In project implementation on a turnkey
basis, Tatanet provides implementation of satellite communication systems
and other communication network design and
implementation services to customers in the Government, Public
Sector and large corporates.
Financial Highlights
During the period under review, Tatanet
achieved revenue of Rs.799.263 Millions (12 Months) as against Rs. 1.623 Millions
in the previous year (18 months) with an operating profit of Rs.132.897
Millions (12 Months) and Rs. 0.144 Millions in the previous year (18 months).
Industry structure and development
Key drivers of VSAT growth in
Along with these, internet over VSAT,
interactive distance education, telemedicine, digital signage / cinema, etc.
are expected to drive VSAT growth in the next 2-3 years.
The extended C (Ex-C) band remains the
preferred choice for critical interactive applications like stock broking and
commodity trading, as this band is immune to rain conditions or rain fade. On
the other hand, Ku band is the
preferred technology for ATM, e-Governance
and other applications requiring lower initial investment in the cost of
equipment at the customer end. Tatanet offers both these to the customers.
It is expected that extensive use of VSATs
will continue in defence applications and the oil and gas segment due to
connectivity requirements in remote locations, tough terrain and harsh
conditions and also since VSAT provides near 100% implementation feasibility
and very high uptime as compared to terrestrial networks, VSAT as means of
connectivity is preferred where availability and uptime of the terrestrial
network is doubtful. Therefore, VSAT is projected to co-exist with Multi
Protocol Label Switching (MPLS) Virtual Private Networks (VPN) over
terrestrial.
Tatanet’s focus shall continue to be on
increasing the recurring revenue through sale of VSAT services and through sale
of Managed Services (MS). During the year, it has inaugurated its compact but
state-of-the-art data center with tier three standards and a dedicated Video
Network Operations Center (NOC) with an in-house studio. Tatanet has entered in
to a strategic partnership with Compuware Corporation based in
Opportunities and Threats
Though the managed services market is at
least 10 times bigger than the VSAT business and has a promising growth
potential,
being a new entrant in managed service business, Tatanet is gearing up to
quickly establish itself in the
market. With
some of the large system integrators and IT players already well entrenched in
the market, Tatanet
faces a
challenge to find its appropriate place and start increasing the revenue and
profits. Tatanet intends to
differentiate
in the market through its unique offering like APM and EUE services. This is
not only expected to make
Tatanet the
first choice of the customer amongst even some of the established players but
also to create a new
market in
the managed services space. Tatanet also aims to leverage its existing customer
base and other Tata
companies
for offering these services. Besides this, to meet with the stringent
qualification criteria to participate in
IT and
communication services tenders, it has already completed the ISO 20000 and
27001 certifications.
It will
provide unified monitoring dashboards to its customers through ‘Nirikshan’
toolkit, comprising a mix of
in-house and
industry-leading Network Management Software (NMS) and APM tools.
Following are the threats in the VSAT
business:
• The increasing penetration of networking
services based on competing technologies to be launched by terrestrial
telecom operators, need to be addressed by
launching new innovative products and solutions from time to
time by Tatanet
• Pricing pressures in the market poses an
additional challenge in maintaining revenue and profit growth. This is
being countered by Tatanet through increased
focus on operational excellence and increasing the efficiency of
the network. Availability of bandwidth also
may continue to pose a challenge. Measures have been taken to optimize the
existing bandwidth and advance planning for
procurement of additional bandwidth, which should support
bandwidth requirement to address future
customer needs at least for the next 3 years.
In the turnkey project implementation
operations and maintenance business, efforts are being made to offer Tatanet’s
skill sets outside the country and create
new markets for the division.
Segment wise
performance
Tatanet division’s total reported VSAT
installed base is 13,904. Tatanet has maintained its market share of 10.30%
(10.24% as of 2009) of the total VSAT
installed base. Further, out of Tatanet’s total installed base, 10,880 VSATs
are
operating on Ku- band, while the remaining
3,204 VSATs are on the Ex-C band.
Tatanet has made major inroads in managed
services for distance education and video collaboration bagging major
order of Team Lease (IIJT). Other major
orders bagged are Prizm Payments, Euronet and C-Edge in BFSI segment and
Beltron in Government segment. Tatanet is in
the final stages of completing the implementation of one of the
largest satellite communication based
networks for the Ministry of Defence.
In response to the increasing demand in the
market for outsourced IT and communication infrastructure management
services, Tatanet has started rebranding and
product development in the Managed Services (MS) portfolio, thus
aiming to become a holistic solutions
provider and a one-stop-shop for the customer. The NOC for managed services
has been established and the managed
services business is poised to see favorable growth.
Outlook
The total VSAT base in
The MS market is growing at a CAGR of 24%.
With over a decade of experience in managing application performance over WAN,
Tatanet is set to build and develop its MS business by working closely with
alliance partners, leveraging channel strength for reach, increasing marketing
efforts and widening the bouquet of offerings to suit the networking needs of
large and medium enterprises.
Risks and Concerns:
With
terrestrial Telecom players getting aggressive with its reach of copper / fiber
optic cable connectivity in tier-2
and 3
cities, VSAT has transformed from being the only available means for
connectivity, to its present complimentary role in supporting the more
prevalent terrestrial solutions. Telecom players offer VSAT connectivity
solutions to its customers based in unserved geographies when their
conventional terrestrial or line of sight radio connections are not feasible.
Risks related to falling prices of VSATs have been adequately factored in the
strategic business plans.
There is
dependence on a few enterprise customers for which various sales and marketing
initiatives have been
taken to defend and grow contracted business.
Cautionary Statement
Statements
in the Management Discussion and Analysis, describing the Company’s objectives,
projections and
Estimates
may be forward - looking statements within the meaning of applicable securities
laws and regulations.
Actual
results may vary from those expressed or implied, depending upon economic
condition, Government policies and other incidental / related factors.
Fixed Assets
- Land : Lease Hold
- Buildings
- Plant and Machinery
- Electric Installation
- Office Equipments, Furniture and
Fixtures
- Vehicles
- Software Expenditure
- Technical Know-how Fees
As per web site details
Welcome to the world of Nelco: The World of Complete Automation. Complete Automation is our commitment to consistently provide you with an optimum solution-whether that's a single component or an enterprise-wide system through superior technical capabilities and end-to-end services.
Established in 1940, a part of the leading business
house-The TATA group, Subject is focused on system integration and product
management for industrial controls, power, electronics, defence electronics,
VSAT networks and automation.
Helping you meet the automation goals-whether that's decreasing the time to market, lowering the total costs, or integrating the operations from the shop floor to the top floor. The complete automation approach helps you meet these challenges through the unique combination of world class products, integrated architecture, value-added services and expertise and global supply and local capabilities.
CMT REPORT (Corruption, Money Laundering & Terrorism]
The Public Notice information has been collected from various sources
including but not limited to: The Courts,
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.45.30 |
|
|
1 |
Rs.71.73 |
|
Euro |
1 |
Rs.60.40 |
SCORE & RATING EXPLANATIONS
|
SCORE FACTORS |
RANGE |
POINTS |
|
HISTORY |
1~10 |
6 |
|
PAID-UP CAPITAL |
1~10 |
5 |
|
OPERATING SCALE |
1~10 |
5 |
|
FINANCIAL CONDITION |
|
|
|
--BUSINESS SCALE |
1~10 |
5 |
|
--PROFITABILIRY |
1~10 |
5 |
|
--LIQUIDITY |
1~10 |
5 |
|
--LEVERAGE |
1~10 |
5 |
|
--RESERVES |
1~10 |
5 |
|
--CREDIT LINES |
1~10 |
5 |
|
--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 |
|
46 |
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 |
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 |
This report is issued at your request without any
risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL)
or its officials.