MIRA INFORM REPORT

 

 

 

 

Report Date :

10.05.2012

 

 

IDENTIFICATION DETAILS

 

Name :

ALSTOMT AND D INDIA LIMITED

 

 

Formerly Known As :

AREVA T AND D INDIA LIMITED

 

 

Registered Office :

E-48/7, okhla industrial Area, Phase II, New Delhi - 110 020

 

 

Country :

India

 

 

Financials (as on) :

31.12.2010

 

 

Date of Incorporation :

13.03.1957

 

 

Com. Reg. No.:

21-193993

 

 

Capital Investment / Paid-up Capital :

Rs.478.208 Millions

 

 

CIN No.:

[Company Identification No.]

L31102DL1957PLC0193993

 

 

Legal Form :

A Public Limited Liability Company. The Company’s Shares are Listed on the Stock Exchanges.

 

 

Line of Business :

Manufactures and supplies a complete range of equipment, systems and services for all stages in the transfer of electricity, from the generator to the large end-user backed by a comprehensive services portfolio.

 

 

No. of Employees :

3500 (Approximately)

 

 

RATING & COMMENTS

 

MIRA’s Rating :

A (67)

 

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 40095000

 

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is a well established and a reputed company having fine track records. Financial position of the company appears to be sound. Trade relations are reported as fair. Business is active. Payments are reported to be regular 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 – 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 :

E-48/7, okhla industrial Area, Phase II, New Delhi - 110 020, India

Tel. No.:

91-11-47629100

E-Mail :

conjeevaramsanthanam.ashokkumar@areva-ltd.com

 

 

Corporate Office 1 :            

DLF IT Park, 8 Major Arterial Road, Block – AF, Tower C, 8th Floor, New Town, Rajarhat, Kolkata-700156, West Bengal, India

E-Mail :

conjeevaramsanthanam.ashokkumar@areva-td.com

Websites :

www.arevatde.com

 

 

Corporate Office 2 :            

D-2, Gillander House, 8 Netaji Subhas Road, Kolkata – 700 001, West Bengal, India

Tel. No.:

91-33-22203991-94/22434705 / 40097000 / 44027100 / 44002800 / 40097015

Fax No.:

91-33-22203995 / 40097043 / 22101980 / 44002812

E-Mail :

info@alstom.com

info.india@crn.alstom.com 

Website :

http://www.alstom.com  

 

 

Head Office :

457, Anna Salai, Teynampet, Chennai – 600018, Tamilnadu, India

Tel. No.:

91-44-24364575 / 4146 / 4192

Fax No.:

91-44-24340511

E-mail :

sankaran.natarajan@areva-td.com

 

 

Manufacturing Units  / Project Offices / Factory 1 :

AEI WORKS

1, Taratala Road, Kolkata – 700 024, West Bengal, India

Tel. No.:

91-33-24695370 / 9370 / 71

Fax No.:

91-33-24696988 / 3509

 

 

Factory 2 :

BEHALA WORKS

P5, Taratala Road, Kolkata – 700 088, West Bengal, India

Tel. No.:

91-33-24012239 / 7586

Fax No.:

91-33-24017590

 

 

Factory 3 :

PAHARPUR WORKS

58, Taratala Road, Kolkata – 700 024, West Bengal, India

Tel. No.:

91-33-24695560 / 61 / 65-67

Fax No.:

91-33-24698530

 

 

Factory 4 :

SALT LAKE WORKS

Block BN, Sector V, Salt Lake City, Kolkata – 700 091, West Bengal, India

Tel. No.:

91-33-23675827 / 367 4002

Fax No.:

91-33-23677958

 

 

Factory 5 :

PALLAVARAM WORKS

19/1, GST Road, Pallavaram, Chennai – 600 043, Tamilnadu, India

Tel. No.:

91-44-22368621 / 8723 / 8917 / 22640033 / 37

Fax No.:

91-44-22367276 / 22640040

 

 

Factory 6 :

PERUNGUDI WORKS

119/120, Electrical and Electronics Industrial Estate, Perungudi, Chennai – 600 096, Tamilnadu, India

Tel. No.:

91-44-2496 0696 / 24966600

Fax No.:

91-44-2496 0024 / 24966604

 

 

Factory 7 :

NAINI WORKS

P. O. Naini, Allahabad – 211 008, Uttar Pradesh, India

Tel. No.:

91-532-2697422 / 424

Fax No.:

91-532-2697604

 

 

Factory 8 :

TARATALA WORKS

1, Taratala Road,  Kolkata – 700 024, West Bengal, India

Tel. No.:

91-33-24695370 / 24507200

Fax No.:

91-33-24696988 / 24693511

 

 

Factory 9 :

BANGALORE WORKS

27 KM, Belary Road, Dodajala Post, Bangalore – 562 157, Karnataka, India

Tel. No.:

91-80-28467230 / 28467375 / 7575

Fax No.:

91-80-28467395

 

 

Factory 10 :

PONDICHERRY WORKS

RS 38/2, Sedarapet Main Road, Sedarpet Village, Pondicherry – 605 111, India

Tel. No.:

91-413-2677402 / 403

Fax No.:

91-413-2677316

 

 

Factory 11 :

NOIDA WORKS

A 88, Sector 57, Noida – 201 301, India

Tel. No.:

91-120-2583381 / 83

Fax No.:

91-120-2581181

 

 

Factory 12 :

PADAPPAI WORKS

142, Salamangalam Village, Vandalur – Wallajabad High Road, Padappai, Chennai – 601 301, Tamilnadu, India

 

 

Factory 13 :

VADODARA WORKS

Kotambi Village, Vadodara – Halol Highway, Milestone No.87, Taluka Waghodia, Vadodara – 391 510, Gujarat, India

 

 

Factory 14 :

AUTOMATION SYSTEMS BUSINESS, SYSTEMS BUSINESS, SERVICE BUSINESS

A-7, Sector – 65, Noida, Uttar Pradesh – 201 301, India

Tel. No.:

91-120-2405421 / 22/ 23 / 4790000

Fax No.:

91-120-2405439 / 40 / 4791140

E-Mail :

www.areva-td.co.in

 

 

Factory 15 :

HOSUR WORKS

Plot No.46, SIPCOT Industrial Works, Hosur – 635 126, Tamilnadu, India

 

 

Regional Sales Office :

Branches :

D-2, Gillander House, Netaji Subhas Road, Kolkata – 700 001, West Bengal, India

Tel. No.:

91-33-22203991-94

Fax No.:

91-33-22203995

 

 

Branch Office :

Located at :

 

·         Bangalore

·         Bhubneshwar

·         Chandigarh

·         Chennai

·         Guwahati

·         Hosur

·         Jabalpur

·         Jaipur

·         Jamshedpur

·         Kolkata

·         Lucknow

·         Mumbai

·         Nagpur

·         Naini

·         Padappai

·         Patna

·         Pune

·         Raipur

·         Secunderabad

·         Vadodara

·         Vishakhapatnam

 

 

DIRECTORS

 

As on 31.12.2010

 

Name :

Mr. Rathindra Nath Basu

Designation :

Managing Director

Address :

C-302, Pearls Gateway Tower, Plot No. D 8 A, Sector 44, Noida-201301, Uttar Pradesh, India

Date of Birth/Age :

13.07.1954

Date of Appointment :

01.02.2007

Election ID No.:

AAFPB7016C

DIN No :

01192973

Other Directorship :

 

CIN

Name of the Company

Current designation of the director

Date of appointment at current designation

Original date of appointment

Company Status

Defaulting status

L31102DL1957PLC193993

Areva T and D India Limited

Managing director

05-11-07

01-02-07

Active

NO

U93090TN1983PTC010395

Areva T and D Lightning Arresters Private Limited

Director

13-04-07

13-04-07

Amalgamated

NO

U31909DL2000PTC107456

Areva T and D Instrument Transformers India Private Limited

Director

07-05-07

07-05-07

Dormant

NO

U40108DL2004PLC125470

Areva T and D Systems India Limited

Director

07-05-07

07-05-07

Amalgamated

NO

U31200HR2010PLC041758

Grid Equipments Limited

Director

29-12-10

29-12-10

Active

NO

 

 

Name :

Mr. Arthur De Montalembert

Designation :

Director

Address :

18, Rue J B Pigalle, Paris-75009, France

Date of Birth/Age :

29.09.1951

Date of Appointment :

13.06.2006

DIN No :

00307758

Other Directorship :

 

 

CIN

Name of the Company

Current designation of the director

Date of appointment at current designation

Original date of appointment

Date of cessation

Company Status

Defaulting status

L31102DL1957PLC193993

Areva T and D India Limited

Director

05-11-07

13-06-06

07-06-10

Active

NO

U17291MH2008PTC206194

Areva India Private Limited

Managing director

18-03-10

18-09-08

-

Active

NO

 

 

Name :

Mr. Chankkamparambil Madhava Menon Arvindakshan Nayar

Designation :

Director

Address :

Ratna G P O Lane, Trivandrum, Kerala-78000, India

Date of Birth/Age :

23.04.1942

Date of Appointment :

24.06.2003

Election ID No.:

FVM1208446

DIN No :

00265660

Other Directorship :

 

 

CIN

Name of the Company

Current designation of the director

Date of appointment at current designation

Original date of appointment

Date of cessation

Company Status

Defaulting status

L31102DL1957PLC193993

Areva T and D India Limited

Director

24-06-03

24-06-03

25-02-11

Active

NO

 

 

Name :

Mr. Karim Vissandjee

Designation :

Director

Address :

15, Bis Rue, Louis David, Paris-75115, France

Date of Birth/Age :

15.11.1959

Date of Appointment :

09.05.2005

DIN No :

00276556

Other Directorship :

 

 

CIN

Name of the Company

Current designation of the director

Date of appointment at current designation

Original date of appointment

Date of cessation

Company Status

Defaulting status

L31102DL1957PLC193993

Areva T and D India Limited

Director

09-05-05

09-05-05

04-02-11

Active

NO

U17291MH2008PTC206194

Areva India Private Limited

Director

18-03-10

18-09-08

-

Active

NO

 

 

Name :

Dr. Ajay Dua

Designation :

Chairman

Address :

B 3, Deence Colony, New Delhi-110024, Delhi, India

Date of Birth/Age :

15.07.1947

Date of Appointment :

27.07.2009

Election ID No.:

AAJPD3532B

DIN No :

02318948

Other Directorship :

 

 

CIN

Name of the Company

Current designation of the director

Date of appointment at current designation

Original date of appointment

Date of cessation

Company Status

Defaulting status

L74999RJ1938PLC019511

JK Lakshmi Cement Limited

Director

25-07-09

25-08-08

-

Active

NO

U67190MH1996PLC097473

Investsmart Financial Services Limited

Director

30-06-09

29-09-08

-

Active

NO

U67120MH1997PLC110386

HSBC Invest Direct (India) Limited

Director

17-07-09

29-09-08

-

Active

NO

U74300DL2001PTC112970

Vaishnavi Corporate Communications Private Limited

Additional director

01-10-08

01-10-08

01-11-08

Active

NO

U67120MH2006PLC159988

Hsbc Investdirect Securities (India) Limited

Director

19-06-09

11-12-08

-

Active

NO

U74300MH2006PTC166429

Inx News Private Limited

Nominee director

07-01-09

07-01-09

31-03-10

Active

NO

L31102DL1957PLC193993

Areva T and D India Limited

Director

23-04-10

27-07-09

04-02-11

Active

NO

L24230DL1975PLC007908

Dabur India Limited

Director

31-08-10

03-09-09

-

Active

NO

U66010DL2000PLC107880

Aviva Life Insurance Company India Limited

Nominee director

04-08-10

17-11-09

-

Active

NO

U72200DL2000PTC107182

Moser Baer Projects Private Limited

Director

01-11-10

11-08-10

-

Active

NO

 

 

Name :

Mr. Pierre Joseph Jean Marie Laprote

Designation :

Director

Address :

8, Rue De La Paroisse, Versailles, France-78000

Date of Birth/Age :

17.08.1961

Date of Appointment :

25.04.2008

DIN No :

02146282

Other Directorship :

 

 

CIN

Name of the Company

Current designation of the director

Date of appointment at current designation

Original date of appointment

Company Status

Defaulting status

L31102DL1957PLC193993

AREVA T and D INDIA LIMITED

Director

12-05-09

25-04-08

Active

NO

U31200HR2010PLC041758

Grid Equipments Limited

Director

29-12-10

29-12-10

Active

NO

 

 

Name :

Mr. Michel Eugene Louis Augonnet

Designation :

Director

Address :

47, Rue Perronet, Neuilly, Sur Seine, Paris-92200, France

Date of Birth/Age :

28.09.1950

Date of Appointment :

09.05.2005

DIN No :

00276267

 

 

KEY EXECUTIVES

 

Name :

Mr. C.S Ashok Kumar

Designation :

Company Secretary

Address :

Flat No.A504, Plot No.E8, Krishna Apra Residency, 5th Floor, Sector 61, Noida-201301, Uttar Pradesh, India

Date of Birth/Age :

07.10.1954

Date of Appointment :

01.01.2008

Pan  No.:

AENPK7783D

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on 30.09.2011

 

Category of Shareholders

No. of Shares

Percentage of Holding

(A) Shareholding of Promoter and Promoter Group

 

 

(1) Indian

--

--

 

 

 

(2) Foreign

 

 

Bodies Corporate

175492524

73.40

Sub Total

175492524

73.40

 

 

 

Total shareholding of Promoter and Promoter Group (A)

175492524

73.40

 

 

 

(B) Public Shareholding

 

 

(1) Institutions

 

 

Mutual Funds / UTI

11050434

4.62

Financial Institutions / Banks

130895

0.05

Central Government / State Government(s)

605

-

Insurance Companies

21368424

8.94

Foreign Institutional Investors

2419605

1.01

Sub Total

34969963

14.63

 

 

 

(2) Non-Institutions

 

 

Bodies Corporate

5948877

2.49

 

 

 

Individuals

 

 

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

21580735

9.03

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

338000

0.14

 

 

 

Any Others (Specify)

773936

0.32

Trusts

6475

-

Foreign Nationals

605

-

Non Resident Indians

704293

0.29

Clearing Members

62563

0.03

Sub Total

28641548

11.98

 

 

 

Total Public shareholding (B)

63611511

26.60

 

 

 

Total (A)+(B)

239104035

100.00

 

 

 

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

-

-

(1) Promoter and Promoter Group

-

-

(2) Public

-

-

Sub Total

-

-

 

 

 

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

239104035

100.00

 

 

BUSINESS DETAILS

 

Line of Business :

Manufactures and supplies a complete range of equipment, systems and services for all stages in the transfer of electricity, from the generator to the large end-user backed by a comprehensive services portfolio.

 

 

Products :

Item Code No. (ITC Code)

 

Production Description

85.35

Switchgear - All Types

85.04

Transformers and Reactors

85.37

Control Panels

85.01

Motors

 

PRODUCTION STATUS (AS ON 31.12.2010)

 

Particulars

Units

Installed Capacity

Actual Production

Switchgear – All types

Nos.

280850

96797

Control panels

Nos.

2000

--

Transformers and reactors

MVA

Nos.

30075

--

Vaccum interrupter

Nos.

55000

--

Line Traps

Nos.

1500

6578

Current Transformers

Nos.

3393

38845

Bushing

Nos.

7000

488

 

NOTES:

 

1. Figures in brackets are for the previous year.

2. Production in respect of transformers and switchgears, cover various types and ranges.

3. Installed capacities, being technical in nature are as certified by management and have not been verified by the auditors.

4. As turnover involves combination of different products for composite prices, quantities and values shown against each item of turnover represent quantity and sale value of the respective products sold as such. Certain items considered to be insignificant have not been reflected in the statement.

5. Production includes those meant for captive consumption, and turnover includes sales of trading items.

6. Under the Industrial policy, notification No.477(E) of 25.07.91, the Company's products are exempt from licensing requirement.

 

GENERAL INFORMATION

 

No. of Employees :

3500 (Approximately)

 

 

Bankers :

·         Standard Chartered Grindlays Bank Limited, Kolkata – 700 001, West Bengal

·         Citi Bank NA

·         Canara Bank

·         BNP Paribas

·         Punjab National Bank

·         ICICI Bank Limited, 93, Santhorne High Road, Chennai – 600 028, Tamilnadu, India

 

 

Facilities :

Unsecured Loans

   As on 31.12.2010

Rs. In Millions

As on 31.12.2009

Rs. In Millions

From banks - short term

 

 

Packing credit

4596.177

1270.196

Other loans

3789.224

5769.369

From Others - Long term :

 

 

External Commercial Borrowings ("ECB")

571.577

636.554

Total

8956.978

7676.119

 

NOTE :

 

ALSTOM Grid SAS, France has provided comfort letter to the bankers on loans taken.

 

Short term loans from banks includes overdraft of Rs.262.294 millions (December 2009 - Rs Nil) and foreign currency loan of US$ 85,800 thousand (December 2009 - US$ 26,000 thousand) repayable within six months from the date of loan, carrying varying interest rates of 5% to 9%.

 

The Company utilised ECB loan of Euros 9,493 thousand till date (sanctioned amount of 13,000 thousand) from ALSTOM Grid SAS, France, for financing expansion plans, repayable on June 30, 2012. The rate of interest is 375 basis points spread over six months Euribor.

 

 

 

Banking Relations :

--

 

 

Auditors :

 

Name :

Deloitte Haskins and Sells

Chartered Accountants

Address :

7th Floor, ASVN Ramana Tower, No.52 Venkatnarayana Road, T Nagar, Chennai – 600 017, Tamilnadu, India

 

 

Holding Company :

ALSTOM Grid SAS, France

 

 

Subsidiaries :

Grid Equipments Limited

CIN No.:  U31200HR2010PLC041758

 

Energy Grid Automation Transformers and Switchgears India Limited

CIN No.:  U31200HR2010PLC041756

 

 

Fellow Subsidiaries :

·         ALSTOM (Yangzhou) High Voltage Bus-Ducts Company Limited, China

·         ALSTOM GRID AG, Switzerland

·         ALSTOM GRID GMBH, Germany

·         ALSTOM INC., USA

·         ALSTOM GRID Middle East FZE, UAE

·         ALSTOM GRID PTE Limited, Singapore

·         ALSTOM SPA, Italy

·         ALSTOM UK Limited, UK

·         ALSTOM Transport SA, France

·         AREVA T and D SP Zoo., Polland

·         AREVA T and D Shanghai Power Automation Company Limited

·         AREVA Hungary, Hangeria

·         AREVA Transmissao and Distribuiçao de Energia Limited

·         AREVA T and D Australia Limited, Australia

·         AREVA T and D Austria AG, Austria

·         AREVA T and D Canada Inc., Canada

·         AREVA T and D Energie Industries A.S, Turkey

·         AREVA T and D Holding SA, France

·         AREVA T and D Huadian Switchgear (Xiamen), China

·         AREVA T and D Iberica S.A, Spain

·         AREVA T and D Messwandler Gmbh, Germany

·         AREVA T and D Panama S.A., Panama

·         AREVA T and D SA de C.V, Mexico

·         ALSTOM Hydro Malaysia Sdn Bhd

·         ALSTOM Grid Transformateurs de Mesure SA

·         AREVA T and D OY, Finland

·         ALSTOM Grid, Morocco

·         ALSTOM Grid, Thailand

·         PT UNELEC, Indonesia

·         Schneider Electric Brasil Limited, Brazil

·         Schneider Electric Canada., Canada

·         Schneider Electric Energy GmbH, Germany

·         Schneider Electric Energy Sp Zoo, Polland

·         Schneider Electric India Private Limited, India

·         Schneider Electric Industries SAS, France

·         Schneider-Electric Energy, Hungary

·         Shanghai Ritz HV Instrument Transformers Company Limited, China

·         Suzhou AREVA Switchgear Limited, China

 

 

 

CAPITAL STRUCTURE

 

AS ON 31.12.2010

 

Authorised Capital :

No. of Shares

Type

Value

Amount

627500000

Equity Shares

Rs.2/- each

Rs.1255.000 Millions

 

 

 

 

 

Issued:

No. of Shares

Type

Value

Amount

239106635

Equity Shares

Rs.2/- each

Rs.478.213 Millions

 

 

 

 

 

Subscribed & Paid-up Capital:

No. of Shares

Type

Value

Amount

239104035

Equity Shares

Rs.2/- each

Rs.478.208 Millions

 

 

 

 

 

NOTES:

 

a)       172,585,900 (72.18%) equity shares of Rs.2/- each are held by: ALSTOM Grid SAS France 132,919,225 55.59% T and D Holdings, France 27,893,950 11.67% Long and Crawford Limited 11,772,725 4.92% Total Promoter and Promoter group (Refer Note 44) 172,585,900 72.18%

 

b)       15,750,000 equity shares of Rs.10/- each (before sub-division of shares) were allotted as fully paid bonus shares by capitalization of general reserve, share premium and profit and loss account balance.

 

c)       19,871,327 equity shares of Rs.10/- each (before sub-division of shares) were issued and allotted as fully paid up pursuant to the scheme of amalgamation with The General Electric Company of India Limited in 1992-93 (11,520,000 shares), GEC Power Engineering Services of India Limited (PESIL) in 1993-94 (330,000 shares), ALSTOM T and D Distribution Transformers Limited in 2000-01 (87,992 shares) and with AREVA T and D Systems India Limited, AREVA T and D Instrument Transformers India Private Limited and AREVA T and D Lightning Arresters Private Limited, in 2007 (7,933,335 shares), without payment being received in cash.

 

d)       During 1994-95, the Company offered 9,950,000 equity shares of Rs.10/- (before sub-division of shares) each to the existing shareholders in the ratio of 1 share for every 3 shares held at a premium of Rs.40/- per share as per letter of offer dated May 10, 1994. The shares, barring 1,034 shares, which were kept in abeyance for technical reasons, were allotted at the Committee of Directors meeting held on July 28, 1994. Of the 1,034 shares of Rs.10/- each, kept in abeyance, 514 shares of Rs.10/- each, were allotted up to 2001/02.

 

e)       The equity shares of Rs.10/- each of the Company were sub-divided into five shares of Rs.2/- each with effect from October 31, 2008.

 


 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.12.2010

31.12.2009

31.12.2008

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

478.208

478.208

478.208

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

9545.511

8187.705

6771.923

4] (Accumulated Losses)

0.000

0.000

0.000

NETWORTH

10023.719

8665.913

7250.131

LOAN FUNDS

 

 

 

1] Secured Loans

0.000

0.000

0.000

2] Unsecured Loans

8956.978

7676.119

4692.170

TOTAL BORROWING

8956.978

7676.119

4692.170

DEFERRED TAX LIABILITIES

38.130

0.000

0.000

 

 

 

 

TOTAL

19018.827

16342.032

11942.301

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

8715.388

8383.916

1970.808

Capital work-in-progress

223.870

518.875

4499.645

 

 

 

 

INVESTMENT

2.034

0.034

0.034

DEFERREX TAX ASSETS

0.000

100.089

387.230

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

4808.383

3790.460

3862.111

 

Sundry Debtors

21400.177

15994.357

11889.443

 

Cash & Bank Balances

1199.271

1325.302

450.865

 

Other Current Assets

5140.808

4474.711

2582.505

 

Loans & Advances

3191.592

3173.978

2815.946

Total Current Assets

35740.231

28758.808

21600.870

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Sundry Creditors

8389.870

7140.524

15404.941

 

Other Current Liabilities

16245.771

13180.296

 

 

Provisions

1027.055

1098.870

1111.345

Total Current Liabilities

25662.696

21419.690

16516.286

Net Current Assets

10077.535

7339.118

5084.584

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

0.000

 

 

 

 

TOTAL

19018.827

16342.032

11942.301

 

 

 

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

 

31.12.2010

31.12.2009

31.12.2008

 

SALES

 

 

 

 

 

Income

40200.358

35658.766

26412.143

 

 

Other Income

169.421

173.112

138.686

 

 

TOTAL                                     (A)

40369.779

35831.878

26550.829

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Raw Materials

27531.274

24925.936

17141.373

 

 

Other Manufacturing Expenses

4971.008

3793.615

2928.318

 

 

Employee Cost

3460.252

2924.400

2091.407

 

 

Restructuring and Relocation costs

0.000

83.286

396.167

 

 

Profit on Sale of Property

0.000

(15.500)

(115.021)

 

 

TOTAL                                     (B)

35962.534

31711.737

22442.244

 

 

 

 

 

Less

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

4407.245

4120.141

4108.585

 

 

 

 

 

Less

FINANCIAL EXPENSES                         (D)

655.011

578.598

298.054

 

 

 

 

 

 

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

3752.234

3541.543

3810.531

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

936.010

611.289

340.269

 

 

 

 

 

 

PROFIT BEFORE TAX (E-F)                               (G)

2816.224

2930.254

3470.262

 

 

 

 

 

Less

TAX                                                                  (H)

(948.811)

1010.228

1207.031

 

 

 

 

 

 

PROFIT AFTER TAX (G-H)                                (I)

1867.413

1920.026

2263.231

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

5518.405

4293.913

2760.536

 

 

 

 

 

Less

APPROPRIATIONS

 

 

 

 

 

Transfer to General Reserve

187.000

192.003

226.323

 

 

Dividend

430.387

430.387

430.387

 

 

Tax on Dividend

71.482

73.144

73.144

 

BALANCE CARRIED TO THE B/S

6696.949

5518.405

4293.913

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

 

FOB Value of exports

5280.455

8398.406

4129.906

 

 

IDA/ IBRD aided projects

895.136

1993.213

248.172

 

 

Deemed Exports

1021.187

379.042

1938.777

 

 

Service

39.463

58.632

171.979

 

TOTAL EARNINGS

7236.241

10829.293

6488.834

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Raw Materials

5658.507

5298.722

4685.682

 

 

Stores & Spares

8.356

9.089

1.553

 

 

Capital Goods

148.309

1587.774

552.145

 

TOTAL IMPORTS

5815.172

6895.585

5239.380

 

 

 

 

 

 

Earnings Per Share (Rs.)

7.81

8.03

9.47

 

 

QUARTERLY RESULTS

 

PARTICULARS

 

31.03.2011

30.06.2011

30.09.2011

Type

1st Quarter

2nd Quarter

3rd Quarter

Net Sales

9949.100

9988.600

10548.600

Total Expenditure

9112.000

9206.400

9462.200

PBIDT (Excl OI)

837.100

782.200

1086.400

Other Income

0.000

0.000

0.000

Operating Profit

837.100

782.200

1086.400

Interest

159.900

159.600

148.500

Exceptional Items

0.000

0.000

0.000

PBDT

677.200

622.600

937.900

Depreciation

246.200

228.100

236.400

Profit Before Tax

431.000

394.500

701.500

Tax

143.200

131.900

223.600

Provisions and contingencies

0.000

0.000

0.000

Profit After Tax

287.800

262.600

477.900

Extraordinary Items

0.000

0.000

0.000

Prior Period Expenses

0.000

0.000

0.000

Other Adjustments

0.000

0.000

0.000

Net Profit

287.800

262.600

477.900

 

 

KEY RATIOS

 

PARTICULARS

 

 

31.12.2010

31.12.2009

31.12.2008

PAT / Total Income

(%)

4.63
5.35
8.57

 

 

 
 
 

Net Profit Margin

(PBT/Sales)

(%)

7.01
8.21
13.07

 

 

 
 
 

Return on Total Assets

(PBT/Total Assets}

(%)

6.33
7.88
14.72

 

 

 
 
 

Return on Investment (ROI)

(PBT/Networth)

 

0.28
0.33
0.48

 

 

 
 
 

Debt Equity Ratio

(Total Liability/Networth)

 

3.46
3.35
2.28

 

 

 
 
 

Current Ratio

(Current Asset/Current Liability)

 

1.39
1.34
1.31

 

 

LOCAL AGENCY FURTHER INFORMATION

 

PERFORMANCE REVIEW

 

The global financial crisis hit the market in 2008 impacting growth worldwide, including India. The industry and infrastructure sectors of the economy continued to be adversely impacted in 2010, as in 2009. To add to it, the Utility segment of the market was also impacted due to delay in power plant execution at customers’ end, as well as delay in land acquisition and securing coal linkages. As a result, the T and D market in India shrank in 2010.

 

Despite such adverse market conditions, the Company fared well in securing a good level of orders in 2010, with orders in hand up by 2%, over 2009. Order intake in 2010 was marginally lower by 1% than what the Company achieved in 2009. During 2010, the Company won several orders with new customers as well as in new market segments and maintained market leadership, in T and D domain, for the third year in succession.

 

Delivering sales in 2010 was not easy as some of the orders won in late 2008 as well as in 2009, were delayed at customers’ end due to non availability of land or lack of coal / fuel linkages. Consistent follow up, supported by other mitigation efforts, led to improvement in sales in the second semester of 2010. Overall sales in 2010 were up by 12.7%, over 2009, mainly due to ramp-up of sales from the new green-field manufacturing sites, as well as improved execution of contracts.

 

The operating profit and profit after tax were lower by 3% due to impact of severe price fall and ramp up cost of the three green-field sites, which came into production in late 2009 and early 2010.

 

DISTRIBUTION BUSINESS

 

The three businesses namely Power Distribution (PDS), Secondary Distribution (SDS) and Distribution Transformers (DTR) launched their world class manufacturing facilities at Vadodara green-field sites mainly to expand the manufacturing capacities and to introduce new products. The ramp up of the manufacturing facilities contributed to the sales growth of the distribution businesses in 2010.

 

The Proximity arm of Systems Business (which focuses on turnkey solutions for Distribution Substations and on small sized industrial projects), won orders for Turnkey Substation from Bajaj Hindustan, eBOP for 4x15MW Biomass based power plants at Fazilka, Nakodar and Kanpur, and a Power Distribution package at Azure for 5 MW solar power. With these projects, the Company also expanded its reach to the renewable sector, which is expected to be a high growth area. The Proximity Solutions business also delivered several Switchyard projects during the year, which include Shri Prabhulingeshwar Power Gen, Vayunandan Power and 33/11 kV Substation for Adani Group.

 

In the Distribution product range, Medium Voltage Switchgears, Distribution Transformers and Substation Automation for Distribution segment expanded their business volume. The Distribution Transformers business won a large order from Enercon for Slim Transformers, which are used for wind-mill applications and special light weight transformers. Subject is a technology leader in these type of transformers. The Company’s PDS business won large orders from Jindal Steel and Lanco for supply of medium voltage switchgears. The Ecofit workshop at Vadodara plant which was inaugurated in 2009, continued to produce quality products and won several orders during the year.

 

Distribution business also remained focused in life cycle management of products supplied to the customers. Key orders won in 2010 include supply of spares and overhauling of 50 year old MV Switchgear (70 nos.) which were relocated from Germany to India by their customer. The project involves support, technical training, maintenance including long term contracts, repair and overhauling, ecofit (retrofit) and supply of spares.

 

Subject continues to be committed to servicing the products supplied to customer, through the product life cycle.

 

SUBSTATION AUTOMATION SYSTEMS (DISTRIBUTION BUSINESS)

 

Automation Business Unit had a good year and maintained its leadership position in the Indian Substation Automation market, winning key orders such as :

 

Power management system for IOCL’s Greenfield refinery at Paradip. A PACIS solution with latest technology was offered for fast load shedding application, as part of Power Management System on fibre optic network compliant to IED 61850 standards. This solution will also help the customer for efficient monitoring and control of

overall electrical network of Paradip refinery.

 

In addition, the Substation Automation Business Unit also achieved significant success with orders in the private sector, industry and utility segments.

 

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

 

MARKET OVERVIEW

 

The Indian Stock market recovered in 2010, mainly due to FII investments. The Indian economy also recovered in 2010, thanks to positive sentiments in the market well supported by fiscal initiatives from the Government.

 

In 2010, the Industry and Infrastructure sectors of the economy were cautious on new investments. Projects, which were on hold amidst the crisis, started to recover slowly. Major activities were seen in the Power Generation segment. However, fewer new Industrial investments were announced. As per latest estimates of Government, the power generation capacity is unlikely to exceed 55,000 MW in the 11th Plan against the original target of 78,000 MW.

 

T and D Utilities could not maintain the pace of investment due to delays in decision making process. Availability of land and lesser number of Power plants requiring grid connectivity, were the principal factors for delay in investment decisions. Thus, the number of projects realized in 765 kV were less than half of what was decided in 2009. Retendering of the mega bulk packages of generation equipment for NTPC, resulted in reduced transmission scope. On the positive side, some of the State Electricity Boards such as MSETCL, HVPNL, RRVPNL, WBSTCEL, CSEB etc., decided to invest in improving their network in 400 kV class. In the APDRP Grid Distribution segment of Utilities, investments were subdued due to poor financial health of the State Electricity Boards. On the whole, the quantum of investment in the Utility segment of the T and D market in 2010 was lower vis-à-vis that of 2009 levels.

 

The year 2010 also witnessed a continuing trend of price pressure due to supply exceeding demand in the T and D market. Indian T and D manufacturers also witnessed aggressive pricing by several Chinese and Korean suppliers, particularly in the Power Transformer and GIS segments of the market. In the Medium Voltage segment, several new suppliers, mostly domestic, came to the market with very aggressive prices. In Distribution transformers also, the Company faced significant price pressure from domestic suppliers. To counter this price fall, the Company made special efforts and launched several cost cutting actions to improve operational.

 

BUSINESS PROJECTIONS

 

The Company has the depth of its management talents to face the market challenges, as it did in the recent past. Amongst competition the company has the high level of localization though its world class factories supported by a well trained professional work force. The Company is ready to meet the demand as well as the challenges of the T and D market in the country.

 

FINANCE

 

The ramp up of operations at the eight new factories added by new product ranges contributed to higher inventories and resulted in an increase in the working capital requirements of the company. The increased capacity helped improve their on time delivery while avoiding costs overruns and building customer confidence. Higher working capital to service larger sales volumes and increased interest rates lead to higher interest cost. The Company continued to generate cash from the operations, the additional support from the new investments is taking a longer period.

 

The Finance Shared Service Centre was strengthened to handle 35% increase in finance transactions, to respect the tough deadlines and to improve the operational efficiency. Finance Controlling functions focused on specific cost controls and risk mitigation measures. The company also adopted a complete hedging process for its imports and exports. A periodic review of the coverage and implementation of the process is done to ensure the effectiveness.

 

“The Compliance Manager” tool implemented during the year across all the units and functions facilitated identification of areas for further improvements. All the actions identified in the process are monitored across the entire organization with quarterly reporting to the board of Directors.

 

During the year the company’s “Two Star Export House” status was upgraded to “Trading House” giving additional benefits in terms of reduction in customs duty on capital goods.

 

OUTLOOK

 

The T and D market is slowly recovering from the impact of global financial crisis. Power sector continues to be the priority sector for the government. In view of Government of India’s announcement of increasing investments in the Infrastructure and the Industry segments it is expected that the T and D market in India may grow in 2011. With the ramping up of the 3 new green-field sites and expansion of capacities, subject is well poised to capture the growth opportunities in the T and D sector. Subject has successfully met market challenges by continuing to lead the T and D Market in India for the last 3 years.

 

However there are many challenges which may impact the growth of the Company in the short run. To control high inflation, RBI the central bank of India has been following monetary policy of liquidity tightening and raising interest rates. This may make some of the infrastructure projects unviable. The company’s interest cost will also rise due to increase in interest rates which will affect profitability. External factors might delay customer projects, thus adversely affecting the revenue flow. Aggressive competition from Chinese and Korean suppliers might put strong price pressure leading to fall in profitability of the Company. Similar price pressure could as well come from the EPC companies, adversely impacting profitability of the Systems projects. On the distribution domain the threat is mainly from local suppliers, including some who are new entrants. Subject management team, therefore, remains totally focused to meet these challenges and continues to align itself to deliver the best and create value for its stakeholders.

 

UNAUDITED FINANCIAL RESULTS FOR THE SECOND QUARTER AND HALF YEAR ENDED 31.03.2011

 

(Rs. In Millions)

Particulars

Quarter Ended

31.03.2011

 

 

Net Sales /Income From Operations

9949.100

Expenditure

 

(Increase)/Decrease In Finished Goods And Work In Progress

(387.200)

Consumption Of Raw Materials

7255.400

Employees Cost

904.000

Depreciation

246.200

Other  Expenditure

1339.800

Total

9358.200

 

 

Profit From Operations Before Other Income, Interest And Exceptional Items

590.900

Other Income

--

Profit Before Interest And Exceptional Items

590.900

Interest

159.900

Profit After Interest But Before Exceptional Items

431.000

Exceptional Items

--

 

 

Profit From Ordinary Activities Before Tax

431.000

Tax Expenses

143.200

 

 

Net Profit From Ordinary Activities After Tax

287.800

Paid-Up Equity Share Capital

478.200

 

 

Earnings Per Share

 

Basic And Diluted Eps For The Period (Not Annualised) And For The Previous Year/Period

1.20

 

 

Public Shareholding

 

Number Of Shares

63611511

Percentage Of Shareholding

26.60%

 

 

Promoters And Promoter Group Shareholding

 

Non-Encumbered

 

Number Of Shares

175492524

Percentage Of Shares (As A % Of The Total Shareholding Of Promoter And Promoter Group)

100.00%

Percentage Of Shares (As A % Of The Total Share Capital Of The Company)

73.40%

 

 

SEGMENTWISE REVENUE, RESULTS AND CAPITAL EMPLOYED, UNDER CLAUSE 41 OF THE LISTING AGREEMENT

 

Sl.

No.

 

Particulars

 

Three Months Ended

31.03.2011

(UnAudited)

1

Segment Revenue (Net of Excise & Other Taxes)

 

 

 

 

 

Transmission

7469.500

 

Distribution

2808.100

 

 

 

 

Total

10277.600

 

 

 

 

Less : Inter Segment Revenue (Net of Excise)

(328.500)

 

 

 

 

Net Sales / Income from Operation

9949.100

 

 

 

2

Segment Results

 

 

 

 

 

Transmission

583.100

 

Distribution

47.700

 

 

 

 

Total

630.600

 

 

 

 

Unallocable

(39.900)

 

Less :Interest

(159.900)

 

Profit before Tax

431.000

 

 

 

3

Capital Employed

 

 

 

 

 

Transmission

13862.100

 

Distribution

4005.300

 

 

 

 

Total

17887.400

 

Unallocable

1168.300

 

 

 

 

Total

19055.700

 

NOTES:

 

1.       The above results were reviewed by the Audit Committee and approved by the Board of directors at the meeting held on May 13, 2011.

2.       The auditors have conducted a “Limited Review” of the above Financial Results for the quarter ended March 31, 2011.

3.       The company present consolidated results annually.

4.       Subject to it’s final approval, the Board of Directors at their Board meeting held on 11th April 2011 have given their in-principal approval to the proposed Scheme of Aggangement for Demerger of the distribution undertaking of the Company to a wholly owned subsidiary, Smartgrid Automation Distribution and Switchgear Limited. The Company has received positive response from all the Stock Exchanges where the Company’s securities are listed.

5.       In the previous year/period, the Company did not have reportable primary segment as per the AS-17 Segment Reporting as the Company was engaged in the composite business of T and D activities only. However, Company having regard to note 3 above has decided segment reporting between Transmission and Distribution business from this quarter. As the change is applicable from the current quarter, prior/period comparatives have not been given as same is not considered not strictly comparable.

6.       There were no pending investor complaint at the beginning and end of the quarter. The Company had received one investor complaint during the quarter which was duly resolved.

7.       Prior period figures have been reclassified / regrouped wherever necessary for the comparative purposes.

 

UN-AUDITED FINANCIAL RESULTS FOR THE QUARTER ENDED SEPTEMBER 30, 2011

(Rs. in millions)

 

 

 

 

 

 

Particulars

3 Months Ended 30th September 2011

(Un-audited)

Previous 3 months ended

30th June 2011 (unaudited)

Year to date figures for Current Period

ended 30th September 2011 (1.1.2011

to 30.09.2011) (Unaudited)

Continuing

Operations

(Transmission)

Discontinuing

Operations

(Distribution)

Total

Continuing

Operations

(Transmission)

Discontinuing

Operations

(Distribution)

Total

Continuing

Operations

(Note # 5)

Discontinuing

Operations

(Note # 5)

Total

2011

2011

2011

2011

2011

2011

2011

2011

2011

1 (a) Net Sales / Income from Operations

7401.4

3040.4

10441.8

6630.9

3275.5

9906.4

23946.3

6315.9

30262.2

 (b) Other Operating Income

78.8

28.0

106.8

53.6

28.6

82.2

167.6

56.5

224.1

Total Income

7480.2

3068.4

10548.6

6684.5

3304.1

9988.6

24113.9

6372.4

30486.3

2 Expenditure

 

 

 

 

 

 

 

 

 

a. (Increase)/Decrease in finished goods and work in progress

(114.1)

33.5

(80.6)

(399.1)

70.1

(329.0)

(900.4)

103.6

(796.8)

b. Consumption of raw materials

5009.2

2172.6

7181.8

4778.1

2305.9

7084.0

17042.8

4478.4

21521.2

c. Employees cost

599.1

285.1

884.2

583.2

295.1

878.3

2086.3

580.2

2666.5

d. Depreciation

184.0

52.4

236.4

182.3

45.8

228.1

612.4

98.3

710.7

e. Other Expenditure

1098.4

378.4

1476.8

1142.7

430.4

1573.1

3580.9

808.8

4389.7

f. Total

6776.6

2922.0

9698.6

6287.2

3147.3

9434.5

22422.0

6069.3

28491.3

3 Profit from Operations before Other Income, Interest and Exceptional Items (1-2)

703.60

146.4

850.0

397.3

156.8

554.1

1691.9

303.1

1995.0

4 Other Income

 

 

 

 

 

 

 

 

 

5 Profit before Interest and Exceptional Items (3+4)

703.6

146.4

850.0

397.3

156.8

554.1

1691.9

303.1

1995.0

6 Interest

115.8

32.7

148.5

126.1

33.5

159.6

401.8

66.2

468.0

7 Profit after Interest but before Exceptional Items (5-6)

587.8

113.7

701.5

271.2

123.3

394.5

1290.1

236.9

1527.0

8 Exceptional Items

 

 

 

 

 

 

 

 

 

9 Profit from Ordinary Activities before tax (7+8)

587.8

113.7

701.5

271.2

123.3

394.5

1290.1

236.9

1527.0

10 Tax Expense

187.8

35.8

223.6

90.8

41.1

131.9

421.8

76.9

498.7

11 Net Profit from Ordinary Activities after tax (9-10)

400.0

77.9

477.9

180.4

82.2

262.6

868.3

160.0

1028.3

12 Extraordinary items

 

 

 

 

 

 

 

 

 

13 Net Profit for the period (11-12)

400.0

77.9

477.9

180.4

82.2

262.6

868.3

160.0

1028.3

14 Paid-up equity share capital (Face Value of Rs.2 each)

 

 

478.2

 

 

478.2

 

 

478.2

15 Reserves excluding Revaluation Reserve as per Balance sheet of Previous accounting year

 

 

 

 

 

 

 

 

 

16 Earnings Per Share (EPS)

 

 

 

 

 

 

 

 

 

a. Basic and Diluted EPS before Extraordinary items, for the period (not annualised)

1.67

0.33

2.00

0.75

0.35

1.10

3.63

0.67

4.30

a. Basic and Diluted EPS after Extraordinary items, for the period, for the year to date and for the previous year (not annualised)

1.67

0.33

2.00

0.75

0.35

1.10

3.63

0.67

4.30

17 Public Shareholding

 

 

 

 

 

 

 

 

 

- Number of Shares

 

 

63,611,511

 

 

63,611,511

 

 

63,611,511

- Percentage of Shareholding

 

 

26.60%

 

 

26.60%

 

 

26.60%

18 Promoters and promoter group Shareholding

 

 

 

 

 

 

 

 

 

a. Pledged / Encumbered

 

 

 

 

 

 

 

 

 

- Number of Shares

 

 

Nil

 

 

Nil

 

 

Nil

- Percentage of shares (as a % of the total shareholding of promoter and promoter group)

 

 

 

 

 

 

 

 

 

- Percentage of shares (as a % of the total share capital of the company)

 

 

 

 

 

 

 

 

 

b. Non - encumbered

 

 

 

 

 

 

 

 

 

- Number of Shares

 

 

175,492,524

 

 

175,492,524

 

 

175,492,524

- Percentage of shares (as a % of the total shareholding of promoter and promoter group)

 

 

100.00%

 

 

100.00%

 

 

100.00%

- Percentage of shares (as a % of the total share capital of the company)

 

 

73.40%

 

 

73.40%

 

 

73.40%

 

Segment/Discontinuing operations - Revenue, Results and Capital Employed, under Clause 41 of the Listing Agreement

(Rs. in millions)

Particulars

Three months

ended 30th

September

Nine months

ended 30th

September

 

2011

2011

1 Segment Revenue

 

 

a) Transmission

7480.200

21478.600

b) Distribution

3068.400

9007.700

Total Income

10548.600

30486.300

2 Segment Results

 

 

a) Transmission

587.800

1291.000

b) Distribution

113.700

236.000

Profit Before Tax

701.500

1527.000

3 Capital Employed

 

 

a) Transmission

15475.700

15475.700

b) Distribution

4355.700

4355.700

Total

19831.400

19831.400

 

 

Notes:

1. The above results were reviewed by the Audit Committee and approved by the Board of Directors at the meeting held on November 14, 2011 and the results for the quarter ended September 30, 2011 were subjected to “Limited Review” by the auditors.

2. There were no pending investor complaints as on September 30, 2011. During the quarter, the Company had received one investor complaint, which was duly resolved.

3. The company has opted for presenting consolidated results annually.

4 In the previous year the Company did not have any primary segments as per Accounting Standard 17 ‘Segment Reporting’ as the Company was engaged in composite business of T&D activities only. However, in view of the Scheme of Arrangement of demerger of ‘Distribution Business’, the company has considered Transmission and Distribution businesses as separate reportable segments with effect from January 1, 2011. As the change is applicable as aforesaid, prior year/period comparatives have not been given as the same is not considered strictly comparable.

5. Year-to-date results of the Continuing Operations contains total company results from Jan-Mar 2011 and Transmission Segment results from Apr-Sep 2011. Year to date Discontinuing Operation results represent the period April 2011 to September 2011 (6 months).

6. The Hon’ble High Courts of Gujarat and Delhi have at their respective hearings on September 19, and October 24, 2011 have sanctioned the Scheme of Arrangement for Demerger of the Company’s Distribution Business (discontinuing operations) into Smartgrid Automation Distribution and Switchgear India Limited (Transferee Company), a wholly owned subsidiary of the company. The Certified True copies of the aforesaid orders of the Hon’ble High Courts are awaited and upon receipt further steps of filing the same with the respective

Registrars of Companies shall be proceeded with. The Company will give effect to the demerger as on the “effective date”, which shall be the day of aforesaid filings.

7. The Business to be discontinued is considered as “Discontinuing operations” with effect from April 1, 2011. As discontinuing operations are effective from April 1, 2011, prior year / period comparatives have not been given as the same is not considered strictly comparable.

8. The Company proposes to dispose of its entire shareholding in its two wholly owned subsidiary companies Grid Equipments Limited and Energy Grid Automation Transformers and Switchgears India Limited, which have not commenced operations, subject to necessary regulatory/statutory approvals.

9. The Board has decided to change the financial year of the Company to April 01 through the following March 31, from the Calendar Year at present. Accordingly, the current financial year/period would be with effect from January 1, 2011 till March 31, 2012.

10. Segment / Discontinuing operations revenue reflected above is net off inter-segment revenue eliminated as follows:

(Rs. in millions)

 

Three months ended 30th September 2011

Nine months Ended 30th September 2011

a) Transmission to Distribution

164.000

510.000

b) Distribution to Transmission

58.000

401.000

 

11. Prior period figures have been reclassified / regrouped wherever necessary for comparative purposes.

 

FIXED ASSETS:

 

·         Freehold Land

·         Leasehold Land

·         Buildings

·         Plant and Machinery

·         Furniture fittings and Office equipment

·         Motor vehicles

·         Goodwill

 

WEBSITE DETAILS:

 

HISTORY

 

The General Electric Company of India Limited ("GECI") was incorporated on November 4, 1911 and was engaged in the manufacture of various electrical, electronic, mechanical engineering goods, such as motors, pumps, switchgear, furnaces, transformers, electronic variable speed drives, etc.  This Company was a subsidiary of The General Electric Company plc, UK ("GEC UK").

 

The English Electric Company of India Limited ("EEI")  was incorporated on March 13, 1957 as a Private Limited Company and was converted into a Public limited Company on February 25, 1963 and was engaged in the manufacture of various electrical/electronic equipment such as fuse-gear and switchgear products, relays, control panels, circuit breakers, contactors and electronic testing and measuring instruments. This Company was a subsidiary of The English Electric Company Limited, UK, ("EEC UK") a wholly owned subsidiary of GEC UK.

 

During 1991-92, the entire shareholding of EEC UK in EEI and GEC UK in GECI, constituting 66.66% of the paid-up share capital of the two companies, was transferred to GEC ALSTHOM NV, The Netherlands.

 

By a Scheme of Amalgamation, duly approved by the shareholders of EEI and GECI and the Order dated March 26, 1993 passed by the Hon'ble High Court at Calcutta, GECI was amalgamated with EEI (Transferee Company)   and the name of the merged entity was changed from The English Electric Company of India Limited to GEC ALSTHOM India Limited by a fresh certificate of Incorporation dated 20th April 2003 issued by the Registrar of Companies , Kolkata. The effective date of the amalgamation was April 1, 1992.

 

By another Scheme of Amalgamation, duly approved by the shareholders of GEC ALSTHOM India Limited and GEC Power Engineering Services of India Limited (GEC PESIL) and the Orders passed by the Calcutta High Court on February 7, 1994 and by Delhi High Court on March 16, 1994, GEC PESIL was amalgamated with GEC ALSTHOM India Limited. The effective date of the amalgamation was April 1, 1993. GEC PESIL was in the business of erection and commissioning of Power Plants.

 

During 1997-98, the entire shareholding of GEC ALSTHOM NV was transferred to ALSTOM France SA  whose name later on changed to ALSTOM Holdings, France.

 

The name of the said GEC ALSTHOM India Limited was changed to ALSTOM Limited, effective 1st September 1998  by a fresh certificate of Incorporation issued by the Registrar of Companies , Kolkata.

 

By another Scheme of Amalgamation, duly approved by the shareholders of ALSTOM T and D Distribution Transformers Limited (DTL), a subsidiary of the Company and the Orders passed by the Calcutta High Court on 6th March 2000 and by the Kerala High Court at Ernakulam  on  29th  March 2000, DTL  was amalgamated with the Company. The effective date of the amalgamation was April 1,1999. DTL was in the business of manufacturing Distribution Transformers.

 

In the year 2004, AREVA Group of Companies (`AREVA Group'), acquired the Transmission and Distribution (T and D) business of ALSTOM Group of Companies (`ALSTOM Group') outside of India to strengthen its strategic position in the Energy Sector and its range of services. Consequently,  in India,  AREVA T and D SA, France acquired the entire 66.35% shareholding (2,64,64,400 equity shares) in the Company of ALSTOM Holdings S.A.  Further, pursuant to the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 1997,  and  in terms of the open offer made to the shareholders of the Company, AREVA T and D SA, acquired  further 1,19,445 shares  in the Company.  Thus  the holding of  AREVA T and D SA shares were  2,65,83,845 equity shares representing 66.65% of the total paid up Share Capital of the Company.   AREVA T and D Holding SA of France is the parent and/or ultimate holding Company of the AREVA T and D Group.

 

Consequent to the acquisition of ALSTOM's stake (66.35%) by AREVA T and D SA in August 2005, the name of the Company was changed to AREVA T and D India Limited with effect from 23rd September 2005 after completing all necessary statutory formalities.

 

The Company is engaged primarily in Transmission and Distribution (T and D) business, which is the core business including manufacturing various equipment and providing services required by the said Sector.  In addition, the Company was also engaged in certain non-T and D business activities such as manufacturing industrial Motors, Pumps, Fans and Energy Meters.

 

ALSTOM Industrial Products Limited (AIPL) a new Company  was  incorporated with the main object, inter-alia, of carrying on the non-T and D business carried on by the Company, including manufacturing of  industrial Motors, Pumps, Fans, Energy Meters and various other products.  The Company along with its associates held 100% of the paid up share capital of AIPL.

 

The Company had two major divisions viz. Transmission and Distribution division (the 'T and D division') and the 'Non T and D Division' involved in manufacturing Motors (Low Voltage and Medium Voltage Motors) and Energy Meters. By a  scheme of arrangement under sections 391 to 394 of the Companies Act, 1956 duly sanctioned by the Hon'ble Hgh Court at Calcutta vide Order dated 14th August 2006 the   Non T and D business was  transferred to ALSTOM Industrial Products Limited (AIPL). Thereafter the entire shareholding in AIPL was transferred to  ALSTOM Group.

 

In the Year 2007 by a  scheme of Amalgamation sanctioned by the   Hon'ble High Court  of Calcutta vide Order dated  the    5th Day of July  2007, Hon'ble High Court  at New Delhi  vide Order dated  the 14th Day of August 2007, Hon'ble High Court at Chennai   vide Order dated  the 31st Day of August 2007 the three transferor Companies Viz, AREVA T and D Instrument Transformers India Private Limited (AITPL)   AREVA T and D Systems India Limited (ATDSL) AREVA T and D Lightning Arresters Private Limited (ALAPL) amalgamated  with the  Transferee Company ie AREVA T and D India limited. Consequent to the  sanctioning of the Scheme of Amalgamation the Company had issued and allotted  7933335  equity shares of Rs.10/-  each, to the shareholders of the three transferor Companies.   The paid up share capital of the Company has now become 47820807 equity shares of  Rs.10 /- each.

 

With a view to improving the liquidity of the Company's shares in the stock market and to make it affordable to the small investors, the nominal value of equity shares was sub-divided. The shareholders, through a Postal Ballot on 19th September, 2008, had accorded their approval for the Sub-division of every Equity Share of Rs.10/-each to 5 Equity Shares of Rs.2/- each (Record Date October 31, 2008). Hence, the paid up share capital of the Company has now become 239104035 equity shares of Rs.2 /- each amounting to Rs.478.208 millions.

 

The Company has shifted its Registered Office from Kolkata to E-48/7, Okhla Industrial Area, Phase II, New Delhi 110020 w.e.f September 01, 2009 upon receipt of the relevant approvals from the shareholders and the Company Law Board.

 

Company Profile:

 

Subject, is a subsidiary of AREVA T and D SAS (subsidiary of ALSTOM Sextant 5), and a leading player in T and D business, globally.

 

Subject is among the top three transmissions and distribution (T and D) players in India. The company is engaged in providing products and systems to transmit and distribute electricity, manage smooth energy flows and operate efficient networks through information management. Its product offerings include power and distribution transformers, switchgear and circuit breakers and products in the area of energy automation.

 

The company offers high-end T and D solutions such as 765 KV and HVDC transmission projects and Gas Insulated Substations. Company caters to both, private and the public sector clients.

 

Subject currently employs over 4200 people in India. Subject has 8 manufacturing units and 22 sales offices and has been a trend - setter in the field of High-Voltage Switchgear.

 

Subject was the first to build the 765 kV Sub-station in India with National Thermal Power Limited (NTPC) at SIPAT, Chhattisgarh. Around 70% of load flow in India is managed by subject Automation solutions. The Company has to its credit a complete range of T and D Products, Systems, Services and Automation solutions.

 

Formerly Alstom Limited, the Company was taken over by subject in 2005 as AREVA took control of Alstom's world-wide T and D business. In 2009 AREVA decided to exit its T and D business and consequent to the decision, the AREVA Executive Board had begun negotiations with the Alstom-Schneider Consortium. A Public Announcement (PA) was made by DSP Merryll Lynch (DSP) - Manager to the Open Offer (on behalf of the acquirers Alstom-Schneider), to acquire up to 20% of issued share capital of subject at Rs.295.34 per share. The Open offer opened on 6th November, 2010 and closes on 25th November, 2010. The expected date for closure of the Open offer process is 10th December, 2010.

 

PRESS RELEASES

 

AREVA T&D INDIA RECEIVES INDIA POWER AWARD 2011 FOR INDIA’S FIRST 1200 KV CAPACITOR VOLTAGE TRANSFORMER

 

NOIDA, 05 December, 2011

 

Areva T&D India’s* transmission business, now part of Alstom Grid, has been presented with an award for “India’s First 1200 kV Capacitor Voltage Transformer” during the 4th India Power Awards 2011 ceremony held at Indian Habitat Centre, New Delhi on 24 November, 2011.

 

This annual awards ceremony, organized by Council of Power Utilities (CPU), acknowledges organizations that demonstrate leadership in design, innovation, research and execution of projects in the Indian Power Sector. The awards jury for 2011 comprised eminent personalities from the industry:

· Mr. H. L. Bajaj, former member (Tech), ATE

· Dr. C. R. Prasad, Chairman Everest Power Private Limited, former CMD, GAIL

· Dr. H. R. Sharma, former member, Central Electricity Authority

· Mr. V. Raghuraman, former principal, advisor (energy) CII

· Mr. C.V.J. Varma, Hon. President, ICOLD, President, CPU, member secretary.

 

The award presented to Areva T&D India was for the successful delivery of 1200 kV Capacitor Voltage Transformer (CVT) to POWERGRID for its National Test Station at Bina, Madhya Pradesh. With this landmark project, Areva T&D India became the first local manufacturer to indigenously develop and type test such an Ultra High Voltage Technology product in India. Commenting on this momentous occasion, Mr. Rathin Basu, Managing Director, Areva T&D India said, “It is an honor for us to receive this prestigious award for the delivery of an Ultra High Voltage, 1200kV CVT for one of India’s significant nation building projects. Areva T&D India is committed to supporting our customers in their efforts to build and enhance the power infrastructure in the country and to take it to world leading standards. We thank Council of Power Utilities and the jury for appreciating and recognizing our efforts.”

 

*Important Note:

The high voltage activities described in this press release are under the operational control of Alstom Grid and carried out in India through Areva T&D India limited, a company publically listed on the stock exchanges of India.

 

On 7 June 2010, the global activities of Areva T&D were acquired by a consortium of Alstom and Schneider Electric. Following this acquisition, the High Voltage Transmission and the Power Electronics activities are to be carried on under the control of Alstom and the Medium Voltage activities under control of Schneider Electric.

 

In India on 3 December 2010, following the conclusion of a mandatory tender offer, Alstom and Schneider Electric announced that they had assumed operational control of Areva T&D India. The respective businesses will now be segregated in terms of a scheme of arrangement through a court process.

 

However, Areva T&D India will continue to operate under the Areva T&D name until the appropriate judicial process, according to Indian regulations, have been completed.

 

About Alstom

 

Alstom is a global leader in the world of power generation, power transmission and rail infrastructure and sets the benchmark for innovative and environmentally friendly technologies. Alstom builds the fastest train and the highest capacity automated metro in the world. It provides turnkey integrated power plant solutions and associated services for a wide variety of energy sources, including hydro, nuclear, gas, coal and wind, and it offers a wide range of solutions for power transmission, with a focus on smart grids. The Group employs 92,000 people in 100 countries and had sales of €20.9 billion in 2010/11.

 

Alstom Grid has over 100 years of expertise in electrical grids. Whether for utilities or electro-intensive industries or facilitating the trading of energy, Alstom Grid brings power to its customers’ projects. Alstom Grid ranks among the top 3 in electrical transmission sector with an annual sales turnover of more than €4 billion. It has 20,000 employees and over 90 manufacturing and engineering sites worldwide. At the heart of the development of Smart Grid, Alstom Grid offers products, services and integrated energy management solutions across the full energy value chain—from power generation, through transmission and distribution grids and to the large end user.

 

Alstom Grid in India is the market leader in the Indian power transmission sector, with a strong product portfolio encompassing a full range of locally made transmission equipment up to 765 kV and above, including power transformers (Extra High Voltage 800 kV DC and Ultra high Voltage 1200 kV AC). With a 100 years presence in India, more than 3,500 employees and eight world class manufacturing units, Alstom Grid is future ready to continue its support of the rapidly evolving transmission sector in India.

 

AREVA T&D INDIA WINS 223 MINR CONTRACT FROM NORTH EASTERN ELECTRIC POWER CORPORATION FOR PARE HYDRO ELECTRIC PROJECT

 

Noida, November 30, 2011

 

Areva T&D India’s transmission business, now part of Alstom Grid*, has been awarded a contract worth 223 MINR from North Eastern Electric Power Corporation Limited (NEEPCO) for the supply of a switchyard and transformers package for Pare Hydro Electric project 2x55 MW (110 MW), located in the Papumpare District of the State of Arunachal Pradesh. With increasing use of renewable sources, India continues to diversify its energy mix, strengthening its transmission system. The country was one of the pioneering countries in establishing hydro-electric power plants with the first dam established at Darjeeling and Shimsha (Shivanasamudra) during the last century. The Pare hydro project will provide a more efficient and dependable supply of electricity: 12% of power generated by the dam will feed directly into the state of Arunachal Pradesh helping to reduce scarcity of power. Commenting on the occasion, Mr. Rathin Basu, Managing Director, Areva T&D India shared, “We are proud of our association with North Eastern Electric Power Corporation Limited (NEEPCO) in developing Green Energy Solutions for the region through this highly advanced substation solution for this Hydro Electric project. Areva T&D India is committed to providing highly advanced global solutions for customers in India to support clean energy.”

 

*Important Note:

The high voltage activities described in this press release are under the operational control of Alstom Grid and carried out in India through Areva T&D India limited, a company publically listed on the stock exchanges of India. On 7 June 2010, the global activities of Areva T&D were acquired by a consortium of Alstom and Schneider Electric. Following this acquisition, the High Voltage Transmission and the Power Electronics activities are to be carried on under the control of Alstom and the Medium Voltage activities under control of Schneider Electric. In India on 3 December 2010, following the conclusion of a mandatory tender offer, Alstom and Schneider Electric announced that they had assumed operational control of Areva T&D India. The respective businesses will now be segregated in terms of a scheme of arrangement through a court process. However, Areva T&D India will continue to operate under the Areva T&D name until the appropriate judicial process, according to Indian regulations, have been completed.

 

 


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.53.46

UK Pound

1

Rs.86.27

Euro

1

Rs.69.40

 

INFORMATION DETAILS

 

Report Prepared by :

SDA


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

6

PAID-UP CAPITAL

1~10

7

OPERATING SCALE

1~10

8

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

8

--PROFITABILIRY

1~10

8

--LIQUIDITY

1~10

8

--LEVERAGE

1~10

7

--RESERVES

1~10

8

--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

 

67

 

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.