MIRA INFORM REPORT

 

 

Report Date :

12.07.2012

 

IDENTIFICATION DETAILS

 

Name :

SUZLON ENERGY LIMITED

 

 

Registered Office :

Suzlon 5, Shrimali Society, Near Shri Krishna Complex, Navrangpura, Ahmedabad-380009, Gujarat

 

 

Country :

India

 

 

Financials (as on) :

31.03.2012

 

 

Date of Incorporation :

10.04.1995

 

 

Com. Reg. No.:

04-025447

 

 

Capital Investment/ Paid-up Capital:

Rs.3554.700 Millions

 

 

CIN No.:

[Company Identification No.]

L40100GJ1995PLC025447

 

 

IEC No.:

2495002021

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

AHMS03088B

 

 

Legal Form :

A Public Limited Liability company. The company’s Share are Listed on the Stock Exchange.

 

 

Line of Business :

Manufacturer, Importer and Exporter of Wind Turbines and Generators and it’s Parts.

 

 

No. of Employees:

13000 [Approximately] 

 

 

RATING & COMMENTS

 

MIRA’s Rating :

B (27)

 

RATING

STATUS

PROPOSED CREDIT LINE

26-40

B

Capability to overcome financial difficulties seems comparatively below average.

Small

 

Maximum Credit Limit :

USD 2250000000

 

 

Status :

Moderate

 

 

Payment Behaviour :

Slow

 

 

Litigation :

Clear

 

 

Comments :

Subject is an established company having moderate track. Profitability of the company is under severe pressure. However, trade relations are reported as fair. Business is active. Payments to their various suppliers in India are delayed by on an average 30-60 days. The company is facing liquidity problem, as reported from the various secondary sources.

 

The company can be considered for business dealings on a secured trade terms and conditions, initially.

 

 

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 – September 30, 2011

 

Country Name

Previous Rating

(30.06.2011)

Current Rating

(30.09.2011)

India

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 :

Suzlon 5, Shrimali Society, Near Shri Krishna Complex, Navrangpura, Ahmedabad-380009, Gujarat, India

Tel. No.:

91-79-6604-5000/26407141

Fax No.:

91-79-2656 5540/ 2644 2844

E-Mail :

invesstrors@suzlon.com

Website :

www.suzlon.com

 

 

Corporate / Branch Office :

One Earth, Opposite Magarpatta City, Hadapsar, Pune-411028, Maharashtra, India

Tel. No.:

91-20-61356135 / 67022000

Fax No.:

91-20-67022100 / 4012 2200

E-Mail :

suzloncorpcomm@suzlon.com

 

 

Factory :

Survey No. 588, Village: Padhar, Near Bhuj Kutch, Gujarat, India

Tel No.:

91-2832-229028

 

 

Branch Office :

Also Located At:

 

  • Mumbai
  • Chennai
  • New Delhi

 

 

Overseas Branch Office:

Located At:

 

  • Australia
  • Brasil
  • China
  • Denmark
  • Spain
  • Italy
  • Portugal
  • USA

 

 

 

 

DIRECTORS

 

Name :

Mr. Tulsi R. Tanti

Designation :

Chairman and Managing Director

 

 

Name :

Mr. Girish Tanti

Designation :

Non-Executive Director

 

 

Name :

Mr. V. Raghuraman

Designation :

Non-Executive Director Independent Director

 

 

Name :

Ms. Mythili Balsubramanian

(a nominee of IDBI Bank Limited)

Designation :

Independent Director

 

 

Name :

Mr. Rajiv Ranjan Jha

(a nominee of Power Finance Corporation Limited)

Designation :

Non-Executive Director Independent Director

 

 

Name :

Mr. Vinod R. Tanti

Designation :

Non-Executive Director

Date of ceasing:

01.06.2012

 

 

Name :

Mr. Ashish Dhawan

Designation :

Non-Executive Director Independent Director

Date of Reigning

01.04.2012

 

 

Name :

Mr. Ajay Relan

Designation :

Non-Executive Director Independent Director

Date of Reigning

25.05.2012

 

 

Name :

Mr. Marc Desaedeleer

Designation :

Non-Executive Director Independent Director

Date of Appointment:

01.04.2012

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on 31.03.2012

 

Category of Shareholder                                               

 

Total No. of Shares

Percentage of Holding

(A) Shareholding of Promoter and Promoter Group

 

 

(1) Indian

 

 

Individuals / Hindu Undivided Family

658,839,000

37.07

Bodies Corporate

278,902,588

15.69

Sub Total

937,741,588

52.76

(2) Foreign

 

 

Total shareholding of Promoter and Promoter Group (A)

937,741,588

52.76

(B) Public Shareholding

 

 

(1) Institutions

 

 

Mutual Funds / UTI

40,472,540

2.28

Financial Institutions / Banks

10,196,216

0.57

Insurance Companies

13,935,731

0.78

Foreign Institutional Investors

184,920,875

10.40

Sub Total

249,525,364

14.04

(2) Non-Institutions

 

 

Bodies Corporate

11,599,569

6.50

Individuals

 

 

Individual shareholders holding nominal share capital up to Rs. 0.100 million

370,035,287

20.82

Individual shareholders holding nominal share capital in excess of Rs. 0.100 million

69,621,820

3.92

Any Others (Specify)

31,646,741

1.78

Non Resident Indians

24,567,981

1.38

Foreign Nationals

57,000

--

Clearing Members

6,887,985

0.39

Trusts

133,775

0.01

Sub Total

586,926,299

33.02

Total Public shareholding (B)

836,451,663

47.06

Total (A)+(B)

1,774,170,369

99.82

(C) Shares held by Custodians and against which Depository Receipts have been issued

 

 

(1) Promoter and Promoter Group

--

--

(2) Public

3,172,396

0.18

Sub Total

3,172,396

0.18

Total (A)+(B)+(C)

1,777,365,647

100.00

 

 

BUSINESS DETAILS

 

Line of Business :

Manufacturer, Importer and Exporter of Wind Turbines and Generators and it’s Parts.

 

 

 

PRODUCTION STATUS (As on 31.03.2011)

 

Particulars

Unit Produced

 

(in Nos.)

(in MW’s)

Wind Turbine Generators Upto 1 MW

89

53.40

Wind Turbine Generators Above 1MW and Upto 2 MW

435

625.75

Wind Turbine Generators Above 2 MW

228

478.80

Total

752

1157.95

 

 

 

GENERAL INFORMATION

 

No. of Employees :

13000 [Approximately]

 

 

Bankers/Institutions  :

·         Axis Bank Limited

·         Indian Overseas Bank

·         Bank of Baroda

·         Life Insurance Corporation of India

·         Bank of India Oriental

·         Bank of Commerce

·         Bank of Maharashtra

·         Power Finance Corporation Limited

·         Central Bank of India

·         Punjab National Bank

·         Citibank, N.A.

·         State Bank of Bikaner and Jaipur

·         Corporation Bank

·         State Bank of India

·         Dena Bank

·         State Bank of Patiala

·         Export Import Bank of India

·         The Saraswat Co-operative Bank Limited

·         ICICI Bank Limited

·         Union Bank of India

·         IDBI Bank Limited

·         Yes Bank Limited

 

 

Facilities :

 

Rs. In Millions

SECURED LOAN

31.03.2012

31.03.2011

Term loans from

 

 

Banks

16321.400

17037.200

Financial institutions

14020.600

13699.200

Others

0.000

19.400

Vehicle Loan

0.700

0.000

Working capital loans from Banks

18887.600

11755.200

Total

49230.300

45211.000

 

 

 

 

UNSECURED LOAN

31.03.2012

31.03.2011

Foreign currency convertible bonds

13481.900

21362.700

Loans and advances from related parties

1450.000

1450.000

Total

14931.900

22812.700

 

 

 

 

 

 

Banking Relations :

--

 

 

Auditor 1 :

 

Name :

SNK and Company

Chartered Accountants

Address :

E-2-B, The Fifth Avenue, Dhole Patil Road, Near Regency Hotel, Pune-411001, Maharashtra, India

 

 

Auditor 2 :

 

Name :

S.R. Batliboi and Company

Chartered Accountants

Address :

C-401, 4th Floor, Panchshil Tech Park, Yerwada, Near Don Bosco School, Pune – 411 006, Maharashtra, India

 

 

Subsidiaries :

·         Eólica Faísa S.A. Brazil

·         Eólica Faísa I – Geração E ComercializaçãoDeEnergia S.A. Brazil

·         Eólica Faísa II – Geração E ComercializaçãoDeEnergia S.A. Brazil

·         Eólica Faísa III – Geração E ComercializaçãoDeEnergia S.A. Brazil

·         Eólica Faísa IV – Geração E ComercializaçãoDeEnergia S.A. Brazil

·         Eólica FaísaV– Geração E ComercializaçãoDeEnergia S.A. Brazil

·         REpower SystemsIndia Private Limited India

·         REpower SystemsNorthern Europe A/S Denmark

·         Suzlon Energy Chile Limitada Chile

·         Suzlon Project VIII LLC USA

·         SuzlonWindEnergy (Lanka) Pvt. Limited Sri Lanka

·         Yorke PeninsualWindFarmProject Pty. Limited

·         Rep Ventures - Portugal S.A. Liquidated

·         Suzlon Infrastructure Services Limited Merged with the Company

·         Suzlon Towers and Structures Limited Merged with the Company

·         Suzlon Windpark Management GmbH Liquidated

·         Windpark Olsdorf Watt GmbH & Co. KG

·         Parque Eolico El Almendro S.L.

·         REpower SystemsSE

·         Suzlon Blade Technology

·         Suzlon Blade Limited

·         AE Rotor Holding B.V.

·         Age Parque Eolico El Almendro S.L.

·         Cannon Ball Wind Energy Park-1, LLC

·         PowerBlades GmbH

·         PowerBlades SA

·         Rep Ventures Portugal S.A.

·         REpower Australia Pty Limited

·         REpower Benelux B.V.B.A.

·         REpower Betriebs – und Beteiligungs GmbH

·         REpower Systems Inc. (Canada)

·         REpower Diekat S.A.

·         REpower Espana S.L.

·         REpower Geothermie GmbH

·         REpower Investitions – und Projektierungs GmbH and Company KG

·         REpower Italia S.R.L

·         REpower North (China) Limited

·         REpower Portugal - Sistemas Eolicos, S.A.

·         REpower Systems GmbH (earlier known as Einundzwanzigste Vittorio Verwaltungs GmbH)

·         REpower Systems Polska SP.ZO.O

·         REpower S.A.S.

·         REpower Systems Scandinavia AB

·         REpower Systems AG

·         REpower UK Limited

·         REpower USA Corp.

·         REpower Wind Systems Trading (China) Limited

·         REpower Windpark Betriebs GmbH

·         RETC Renewable Energy Technology Centre

·         RPW Investments SGPS,SA

·         Renewable Energy Contractors Australia Pty Limited

·         RiaBlades S.A.

·         SE Composites Limited

·         SE Drive Technik GmbH

·         SE Electricals Limited

·         SE Forge Limited

·         SE Solar Limited

·         SISL Green Infra Limited

·         Sure Power LLC

·         Suzlon Blade Technology B.V.

·         Suzlon Energia Elocia do Brazil Ltda

·         Suzlon Energy (Tianjin) Limited

·         Suzlon Energy A/S

·         Suzlon Energy Australia Pty. Limited

·         Suzlon Energy Australia RWFD Pty Limited

·         Suzlon Energy Australia CYMWFD Pty Limited

·         Suzlon Energy B.V.

·         Suzlon Energy GmbH

·         Suzlon Energy Korea Company, Limited

·         Suzlon Energy Limited, Mauritius

·         Suzlon Engitech Limited

·         Suzlon Generators Limited

·         Suzlon Gujarat Wind Park Limited

·         Suzlon Infrastructure Services Limited

·         Suzlon North Asia Limited

·         Suzlon Power Infrastructure Limited

·         Suzlon Rotor Corporation

·         Suzlon Structures Limited

·         Suzlon Towers and Structures Limited

·         Suzlon Wind Energy A/S

·         Suzlon Wind Energy BH

·         Suzlon Wind Energy Bulgaria EOOD

·         Suzlon Wind Energy Corporation

·         Suzlon Wind Energy Equipment Trading (Shanghai) Company, Limited

·         Suzlon Wind Energy Espana, S.L

·         Suzlon Wind Energy Italy S.R.L.

·         Suzlon Wind Energy Limited

·         Suzlon Wind Energy Nicaragua Sociedad Anonima

·         Suzlon Wind Energy Portugal Energia Elocia Unipessoal Lda

·         Suzlon Wind Energy Romania SRL

·         Suzlon Wind Enerji Sanayi Ve Ticaret Limited Sirketi

·         Suzlon Wind Energy South Africa (PTY) Limited

·         Suzlon Windenergie GmbH

·         Suzlon Wind International Limited

·         Suzlon Windpark Management GmbH

·         Tarilo Holding B.V.

·         Valum Holding B.V.

·         Ventipower S.A.

·         WEL Windenergie Logistik GmbH

·         Windpark Blockland GmbH and Company KG

·         Windpark Olsdorf Watt Gmbh and Company KG

 

 

Related Party:

 

2. REpower SystemsAG 3. SE Composites Limited SE Blades Limited

4. B.V. SE Blades Technology B.V.

 

 

CAPITAL STRUCTURE

 

As on 31.03.2012

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

3500000000

Equity Share

Rs.2/- each

Rs.7000.000 Millions

 

 

 

 

 

Issued, Capital :

 

No. of Shares

Type

Value

Amount

 

 

 

 

1796297624

Equity Share

Rs.2/- each

Rs.3592.600 Millions

 

 

 

 

 

Subscribed & Paid-up Capital :

 

No. of Shares

Type

Value

Amount

 

 

 

 

1777365647

Equity Share

Rs.2/- each

Rs.3554.700 Millions

 

 

 

 

 

 


 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.03.2012

31.03.2011

31.03.2010

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

3554.700

3554.700

3113.500

2] Share Application Money

0.000

0.000

0.400

3] Employee stock options outstanding

 

 

156.800

4] Reserves & Surplus

52685.100

64390.100

52772.400

5] (Accumulated Losses)

0.000

0.000

0.000

NETWORTH

56239.800

67944.800

56043.100

LOAN FUNDS

 

 

 

1] Secured Loans

49230.300

42511.000

38911.600

2] Unsecured Loans

14931.900

22812.700

37100.600

TOTAL BORROWING

64162.200

65323.700

76012.200

DEFERRED TAX LIABILITIES

0.000

0.000

 

 

 

 

 

TOTAL

120402.000

133268.500

132055.300

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

9672.800

8631.700

9171.600

Capital work-in-progress

130.300

370.400

103.800

 

 

 

 

INVESTMENT

88156.200

78450.700

75926.000

DEFERREX TAX ASSETS

0.000

556.400

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

14659.400

10149.500

7978.000

 

Sundry Debtors

34379.300

22974.600

29868.100

 

Cash & Bank Balances

2626.500

1296.400

5992.200

 

Other Current Assets

4927.900

4470.200

0.000

 

Loans & Advances

52941.300

47803.400

41877.900

Total Current Assets

109534.400

86694.100

85716.200

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Sundry Creditor

 

 

12525.400

 

Other Current Liabilities

72311.700

37517.900

23893.300

 

Provisions

14780.000

3916.900

2443.600

Total Current Liabilities

87091.700

41434.800

38862.300

Net Current Assets

22442.700

45259.300

46853.900

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

0.000

 

 

 

 

TOTAL

120402.000

133268.500

132055.300

 

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

 

31.03.2012

31.03.2011

31.03.2010

 

SALES

 

 

 

 

 

Income

68535.200

43575.500

34886.800

 

 

Other Income

176.900

88.400

2431.400

 

 

TOTAL                                     (A)

68712.100

43663.900

37318.200

 

 

 

 

 

Less

EXPENSES

 

 

 

 

Cost of Materials Consumed

44886.400

29474.500

 

 

 

Purchase of Traded Goods

668.400

230.00

 

 

 

Employee benefit expense

3374.300

2152.300

 

 

 

Other expense

15047.400

11440.800

 

 

 

Increse/decrese in inventories of finished goods work in- progress and stock –in trade  

(962.300)

(2237.000)

 

 

 

TOTAL                                     (B)

63014.200

41060.600

41123.400

 

 

 

 

 

Less

PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B)      (C)

5697.900

2603.300

(3805.200)

 

 

 

 

 

Less

FINANCIAL EXPENSES                         (D)

5369.600

3266.500

7319.000

 

 

 

 

 

 

PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D)                                       (E)

328.300

(663.200)

(11124.200)

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

1826.800

1568.900

1262.700

 

 

 

 

 

 

PROFIT/LOSS BEFORE EXCEPTIONAL ITEMS  and TAX

(1498.500)

(2232.100)

(12386.900)

 

 

 

 

 

Less

Exceptional Items

3489.200

372.800

0.000

 

 

 

 

 

 

PROFIT/LOSS BEFORE TAX

(4987.700)

(2604.900)

(12386.900)

 

 

 

 

 

Less

TAX                                                                  (H)

66.100

(4461.500)

(1754.000)

 

 

 

 

 

 

PROFIT AFTER TAX (G-H)                                (I)

(5053.800)

(1856.600)

(14140.900)

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

 

Export Earnings

459.000

327.800

9903.300

 

 

Other Earnings

1850.500

1822.900

1136.000

 

TOTAL EARNINGS

2309.500

2150.700

11039.300

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Raw Materials

23560.000

17448.100

10326.200

 

 

Stores & Spares

194.000

9.600

4.900

 

 

Capital Goods

162.000

606.600

968.100

 

TOTAL IMPORTS

23916.000

18064.3

11299.2

 

 

 

 

 

 

Earnings Per Share (Rs.)

(2.84)

(1.09)

(9.19)

 

 

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2012

31.03.2011

31.03.2010

PAT / Total Income

(%)

(7.36)

(4.25)

(37.89)

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

(7.25)

(5.98)

(35.50)

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

(4.18)

(2.73)

(13.05)

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

(0.09)

(0.04)

(0.22)

 

 

 

 

 

Debt Equity Ratio

(Total Liability/Networth)

 

2.69

1.57

2.04

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

1.26

2.09

2.21

 

 

LOCAL AGENCY FURTHER INFORMATION

 

 

Check List by Info Agents

Available in Report [Yes/No]

Year of Establishment

Yes

Locality of the Firm

Yes

Constitution of the firm

Yes

Premises details

No

Type of Business

Yes

Line of Business

Yes

Promoters background

No

No. of Employees

Yes

Name of Person Contacted

No

Designation of contact person

No

Turnover of firm for last three years

Yes

Profitability for last three years

Yes

Reasons for variation <> 20%

-

Estimation for coming financial year

No

Capital the business

Yes

Details of sister concerns

Yes

Major Suppliers

No

Major Customers

No

Payment Terms

No

Export / Import Details [If Applicable]

No

Market Information

-

Litigations that the firm / promoter involved in

-

Banking Details

Yes

Banking Facility Details

Yes

Conduct of the banking account

-

Buyer visit details

-

Financials, if provided

Yes

Incorporation details, if applicable

Yes

Last accounts filed at ROC

Yes

Major Shareholders, if applicable

No

 

Operations review:

-

On a standalone basis, the Company achieved revenue from operations of Rs 68535.200 Millions and EBIT of Rs 3871.100 Millions as against Rs 435755.000 Millions and Rs 1034.400 Millions respectively in the previous year. Net loss after tax is Rs 5053.800 Millions as compared to net loss after tax of Rs 1856.600 Millions in the previous year. Though the volume and performance improved compared to previous year, there is increase in loss compared to previous year, primarily due to provision for diminution in value of investment in subsidiaries of Rs 3489.200 Millions, foreign exchange loss and increase in finance cost.

 

On consolidated basis, the Group achieved revenue from operations of Rs 210823.700 Millions and EBIT of Rs 11599.7 Millions as against Rs 178791.3 Millions and Rs 3898.400 Millions respectively in the previous year. Net loss for the year is Rs 4785.800 Millions as compared to loss of Rs 13239.700 Millions in the previous year. During the year, there is decrease in loss compared to previous year primarily due to increase in sales volume resulting to higher EBIT. Also during the year, sale of Hansen stake and reversal of provision towards diminution in investment in Hansen contributed gain of Rs 2272.400 Millions while in previous year provision towards diminution in investment in Hansen resulted into loss of Rs 2160.000 Millions

 

Capital:

 

Authorised and paid-up share capital - During the year there was no change in the Authorised Share Capital and Paid up Share Capital. As on date, the Authorised Share Capital of the Company is Rs 700,00,00,000/- divided into 350,00,00,000 equity shares of Rs 2/- each and the paid-up capital of the Company is Rs 355,47,31,294/- divided into 177,73,65,647 equity shares of Rs 2/- each. The outstanding GDRs as on March 31, 2012 are 7,93,099 representing 31,72,396 equity shares of Rs 2/- each.

 

Global Depository Receipts ( GDRs ) –

 

The outstanding GDRs as on March 31, 2012 are 7,93,099 representing 31,72,396 equity shares of Rs 2/- each. Each GD Represents four underlying equity shares in the company

 

Foreign Currency Convertible Bonds (“FCCBs”) - On April 12, 2011, the Company made an issue of 875, 5% Foreign Currency Convertible Bonds of US$ 200,000 each for a total consideration of US$ 175,000,000. The Bonds are convertible at any time on and after May 23, 2011 up to the close of business on April 6, 2016 by holders of the Bonds into fully paid equity shares with full voting rights with a par value of Rs 2/- each of the Company at an initial conversion price of Rs 54.01 per share with a fixed rate of exchange on conversion of Rs 44.5875 to US$1.00

 

Post March 31, 2012, the Company has issued separate notices, each dated May 18, 2012, to convene meetings of the holders of the US$ 300,000,000 Zero Coupon Convertible Bonds due 2012 and the US$ 35,592,000 7.5% Convertible Bonds due 2012 (the “Bonds”) for extension of the maturity date (i.e. June 12, 2012) of the Bonds by 45 days i.e. until July 27, 2012. The meetings of the holders of the Bonds are proposed to be held on June 11, 2012. The extension has been requested to allow the Company to obtain requisite approvals and finalize documentation for raising up to US$ 300,000,000 under new facilities from the Company's senior secured lenders, which will allow the Company to meet its redemption obligations under the outstanding Bonds in full

 

Updates on Repower

The Company through AE-Rotor Holding BV, The Netherlands ('AERH'), a step down wholly owned subsidiary of the Company was holding more than 95% of the registered share capital of REpower Systems SE ('REpower'). Under the German Stock Corporation Act, a shareholding of 95% in a German stock corporation enables the majority shareholder to initiate squeeze-out proceedings in respect of minority shareholders. Accordingly, the Company, through AERH, had initiated the squeeze-out proceeding in accordance with German Regulations. On September 21, 2011 at the Annual General Meeting of the REpower, the shareholders approved the transfer of the shares of the minority shareholders of REpower to AERH against a cash compensation of EUR 142.77 per no-par value share and the squeeze-out resolution was entered in the commercial register on October 27, 2011.

 

By the registration of the squeeze-out resolution with the commercial register, all shares of the minority shareholders of REpower were transferred to AERH and consequently REpower became a step down wholly owned subsidiary of the Company. Subsequently the shares of REpower were delisted from the German Stock Exchange on November 9, 2011.

 

Updates on amalgamation and demerger The Honourable High Court of Gujarat and the Honourable High Court of judicature at Bombay have approved the Composite Scheme of Arrangement and Restructuring (De-merger And Amalgamation) ('Scheme') of the Company and its certain wholly owned subsidiaries and accordingly effective October 10, 2011:

 

·         Power Generation Division of Suzlon Towers And Structures Limited stands de-merged and transferred to Suzlon Engitech Limited;

·         Project Execution Division of Suzlon Infrastructure Services Limited stands de-merged and transferred to Suzlon Gujarat WindPark Limited;

·         Suzlon Towers And Structures Limited stands amalgamated with the Company (after the above referred de-merger); and

·         Suzlon Infrastructure Services Limited stands amalgamated with the Company (after the above referred de-merger).

 

All the above takes effect from the appointed date i.e. April 1, 2010.

 

Management Discussion and Analysis

Global markets and outlook

 

Despite serious macro-economic turbulence in calendar year 2011, the wind market continued its strong growth momentum, with new capacity addition growing by more than six per cent with 41,713MWof installationsworldwide. Suzlon Group's key markets delivered an even stronger performance, with Canada growing by 84 per cent, Brazil by 79 per cent, India by 54 per cent and Germany by 29 per cent, in terms of annual wind capacity additions. (Source:BTMConsult ApSMarch 2012)

 

We believe several forces will continue to play a key role in shaping the future course of wind power development. While on the one hand global economic turmoil has precipitated a slowdown in investment across the board, long-term factors such as energy security concerns, climate change mitigation, global treaties like the Kyoto Protocol and national / regional targets, and - most important - the increasingly competitive cost of wind energy, will continue to drive considerable positivemomentumin the sector.

 

2012 is projected by industry analysts to be one of the strongest years for the sector, with installations independently estimated to growby over 20 per cent year-on-year. Markets are expected to grow at a rate of over seven per cent CAGR in the next four year period, between 2012 and 2016; and the share of wind power in global electricity generation is projected to increase to nearly eight per cent by 2020, up

 

Industry estimate for annual installations

 

Looking beyond the five year horizon, the key growth factors are stronger than ever: increasing population and urbanization will drive rapid growth in energy consumption, and climate change challenges will demand concerted global action. They believe the key to future competitiveness and growth lies in providing highly cost competitive solutions; providing consumers with sustainable and affordable wind energy which is comparable to or cheaper than conventional fuel prices, even as technological advances allow utilities to rely more and more on wind as a mainstay power source. At Suzlon Group, they are driving a focused strategy to develop technology, products and

solutions that are ahead of the curve and positioned tomeet emerging demands of the market.

 

Group outlook

 

The Suzlon Group continued its push into high growth / high margin markets, with an exceptionally strong firm order book of over US$ 7.4 bn as on date – representing 30 per cent growth year-on-year. The order book, standing at over 5,700MWin terms of delivery volumes, saw broad based contributions across markets including the Americas, Europe, India and offshore; with a strong customer base of robust financial investors and large global utilities. With new order intakes of 3,628MWover the past year, the Group order book underscores

strong market momentum and their pace of execution.

 

The Group's long-term frame agreements stood at 4.5GW, of which nearly 17 per cent have already been converted into firm orders. The agreements, with some of the largest utilities and independent power producers in the world, give additional long term business visibility for the Group.

 

The Group's global installations approached 20,000MWat the end of the fiscal, with it creating a growing service order backlog. With a firm outlook of approximately US$ 2 bn over a 15 year horizon, service orders create stable, contractual cash flows for the business with EBITDA margins as strong as 20 per cent. As the Group's global fleet continues to grow, global OMS revenue streams are expected to continue to rise.

 

Products and technology

 

Their order book has been built on a foundation of robust, reliable technology and tailored end-to-end solutions offerings. The Group's global fleet, across 28 countries, delivered uptime levels above the industry standard of 97 per cent. The Group continued its research and development drive, maintaining investments at approximately two per cent of Group revenues

.

The past year saw the launch of four new platforms – The Suzlon S8X – 1.5MW, the S9X – 2.1MW, the REpower 3XM – 3MW, and MM100 platforms. The new offerings reflect their philosophy of 'progressive optimization', driving research and innovation to meet the evolving needs of markets and their customers.

 

The innovation and engineering driving their technology program is centered on a core of over 500 highly qualified engineers and scientists at centers in India, Germany and the Netherlands. The program builds on extensive feedback from customers to design products that meet their precise requirements. Their success is clearly seen with order flows exceeding 1,000MWeach for the S9X and 3XM platforms in less than one year after launch.

 

With these new turbines adding to their comprehensive product portfolio, the Suzlon Group has a turbine for every customer, market and wind site anywhere in the world.

 

Group updates

They made significant progress in bringing together Suzlon and REpower at strategic and operational levels over the course of the fiscal. With a complementary product portfolio and numerous market synergies, the Group gives customers the most comprehensive choice of products and service offerings in the global market place.

 

Internally, they are making rapid progress in driving synergies in supply chain and sourcing. With their well established low-cost component sourcing in Asia, they have the opportunity to bring major savings–reducing COGS, even as they maintain an uncompromising focus on quality.

 

The Group also recently announced the appointment of Mr Vinod Tanti to the role of COO for REpower Systems SE, where he will apply his extensive experience and expertise from heading the supply chain function at Suzlon.

 

The companies, through the joint-venture Renewable Energy Technology Center, increased collaboration in RandD, working together to create a strategic road map for the next generation of wind power solutions.

The companies combined operations in Australia and realigned European marketing operations, unlocking operational efficiencies in these regions. Additionally, production in India of REpower's MM92 commenced at the Group's manufacturing facilities in Padubidri, Karnataka, targeted at meeting demand spill over from REpower facilities in Europe.

 

Key initiatives

The management team has laid out clear plans to address key priorities this year, namely –

1. Delivering on guidance; leveraging synergies between Suzlon and REpower to achieve this;

2. Addressing near-term repayment obligations; disposing of non-critical assets, focus on core businesses;

3. Reducing interest cost;

4. Reducing working capital intensity;

5. Balancing debt more effectively across the Group, and

6. Maintain total focus on on-time delivery, quality, health and safety.

With these focus areas, the management team believes that the Suzlon Group is ideally positioned to resume its growth trajectory and

deliver significant value to their stakeholders.

 

Contingent Liability

Rs. In Millions

 

31.03.2012

Guarantees given on behalf of subsidiaries in respect of loans granted to them

by banks/financial institutions

32590.800

Income tax matters pending in appeal**

417.000

Others

57.900

 

** includes demand from income-tax authorities for various matters. The Company / tax department has preferred appeals on these matters and the same are pending with various appellate authorities. Considering the facts of the matters, no provision is considered necessary by management.

 

FIXED ASSETS:

 

·         Freehold Land

·         Leasehold Land

·         Buildings

·         Plant and Machinery

·         Wind research and measuring equipments

·         Computers and office equipments

·         Furniture and Fixtures

·         Vehicles

 

 

AS PER WEB SITE DETAILS

PRESS RELEASE 

SUZLON GROUP SIGNS 300 MW EQUIPMENT SALE AGREEMENT WITH RENEW POWER

 

 

·         Firm order of 100 MW to be supplied in FY13

·         Framework agreement for 200 MW

·         Order consists of Suzlon’s S9X – 2.1 MW turbine suite

·         First large equipment supply-model order in India

Pune: Suzlon Group, the world's fifth* leading and India’s largest wind turbine manufacturer, has signed an equipment sale deal with ReNew Power Ventures Pvt. Ltd. (‘ReNew Power’), for wind energy projects of 300 MW to be developed across India. Suzlon will supply, supervise, operate and maintain the projects, while ReNew Power will act as a developer. ReNew Power is one of India’s leading IPP players and aims to play a vital role in meeting India’s growing energy needs.

 

Suzlon will, under the firm contract, supply 48 units of its latest S9X suite – comprising both S95 and S97 turbines to ReNew Power for a 100 MW project in Maharashtra, for which development has already commenced.

 

The framework agreement for a further 200 MW will be converted into firm contracts based on completion of the site development by ReNew Power.

 

Speaking on the order, Mr. Sumant Sinha, Chairman and CEO, ReNew Power, said: “This order marks our pioneering foray into the ‘Developers’ mode of large scale wind power projects, notably in the areas of site development and power evacuation”.

 

 

Speaking on the order Mr Tulsi Tanti, Chairman - Suzlon Group said: “We are pleased to receive this repeat order from ReNew Power, and look forward to partnering with the company in its ambitious plans for the wind energy sector in India.

 

“The IPP segment is set to form an increasingly large part of the Indian wind market, itself set for record growth, and Suzlon is ideally positioned to partner this segment.”

 

The S9X suite, which features larger rotor diameters, increased hub heights and technology enhancements, like the doubly fed induction generator (DFIG) technology, are designed to harness power efficiently from lower wind speed sites

 

 

 About ReNew Power

 

Founded by Mr. Sumant Sinha, Chairman and CEO, ReNew Power Ventures Pvt. Ltd. has uniquely established and positioned itself in the renewable energy market with the intention of producing clean energy and thereby reducing India’s carbon footprint. ReNew Power’s mission is to play a pivotal role in

 

meeting India’s growing energy needs in an efficient, sustainable and socially responsible manner. ReNew Power aims to become the leading renewable energy IPP in India by tapping the large wind and solar power potential in the country and creating a high quality and sustainable business. The company will also look at expanding its operations into alternative energy sources like biomass and hydro in diverse locations, for which it has built a highly qualified team with significant operating expertise who deeply understand the dynamics of the renewable business.

 

About Suzlon Group:

The Suzlon Group is ranked as the world’s fifth largest* wind turbine supplier, in terms of cumulative installed capacity, at the end of 2011. The company’s global spread extends across Asia, Australia, Europe, Africa and North and South America approaching 20,000 MW of wind energy capacity installed in 28 countries, operations across 33 countries and a workforce of over 13,000. The Group offers one of the most comprehensive product portfolios – ranging from sub-megawatt on-shore turbines at 600 Kilowatts (KW), to the world’s largest commercial 6.15 MW offshore turbine – with a vertically integrated, low-cost, manufacturing base. The Group – headquartered at Suzlon One Earth in Pune, India – comprises Suzlon Energy Limited and its subsidiaries, including REpower Systems SE.


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.55.37

UK Pound

1

Rs.85.95

Euro

1

Rs.67.87

 

 

INFORMATION DETAILS

 

 

Report Prepared by :

BYI

 

 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

3

PAID-UP CAPITAL

1~10

3

OPERATING SCALE

1~10

3

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

3

--PROFITABILIRY

1~10

3

--LIQUIDITY

1~10

3

--LEVERAGE

1~10

3

--RESERVES

1~10

3

--CREDIT LINES

1~10

3

--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

 

27

 

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.

 

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

-

NB

                                       New Business

-

 

 

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

This report is issued at your request without any risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL) or its officials.