MIRA INFORM REPORT

 

 

Report Date :

10.01.2013

 

IDENTIFICATION DETAILS

 

Name :

EASUN REYROLLE LIMITED (w.e.f. 30.09.1997)

 

 

Formerly Known As :

EASUN REYROLLE RELAYS AND DEVICES LIMITED

 

 

Registered Office :

Temple Tower”, 6th Floor, No.672 (Old No.476) , Anna Salai, Chennai - 600 035, Tamilnadu

 

 

Country :

India

 

 

Financials (as on) :

31.03.2012

 

 

Date of Incorporation :

29.08.1974

 

 

Com. Reg. No.:

18-006695

 

 

Capital Investment / Paid-up Capital :

Rs.41.614 Millions

 

 

CIN No.:

[Company Identification No.]

L31900TN1974PLC006695

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

CHEE03221B

 

 

Legal Form :

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

 

 

Line of Business :

The company is engaged in power transmission and distribution.

 

 

No. of Employees :

398 (Approximately)

 

 

RATING & COMMENTS

 

MIRA’s Rating :

Ba (50)

 

RATING

STATUS

PROPOSED CREDIT LINE

41-55

Ba

Overall operation is considered normal. Capable to meet normal commitments.

Satisfactory

 

Maximum Credit Limit :

USD 9400000

 

 

Status :

Satisfactory

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is a well established company having a satisfactory track record. Financially company seems to be good. Trade relations are reported to be fair.  Business is active. Payments are reported to be regular and as per commitment.

 

The company can be considered for normal 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 – June 30, 2012

 

Country Name

Previous Rating

(31.03.2012)

Current Rating

(30.06.2012)

India

A1

A1

 

Risk Category

ECGC Classification

Insignificant

 

A1

Low

 

A2

Moderate

 

B1

High

 

B2

Very High

 

C1

Restricted

 

C2

Off-credit

 

D

 

 

INDIAN ECONOMIC OVERVIEW

 

India is developing into an open-market economy, yet traces of its past autarkic policies remain. Economic liberalization, including industrial deregulation, privatization of state-owned enterprises, and reduced controls on foreign trade and investment, began in the early 1990s and has served to accelerate the country's growth, which has averaged more than 7% per year since 1997. India's diverse economy encompasses traditional village farming, modern agriculture, handicrafts, a wide range of modern industries, and a multitude of services. Slightly more than half of the work force is in agriculture, but services are the major source of economic growth, accounting for more than half of India's output, with only one-third of its labor force. India has capitalized on its large educated English-speaking population to become a major exporter of information technology services and software workers. In 2010, the Indian economy rebounded robustly from the global financial crisis - in large part because of strong domestic demand - and growth exceeded 8% year-on-year in real terms. However, India's economic growth in 2011 slowed because of persistently high inflation and interest rates and little progress on economic reforms. High international crude prices have exacerbated the government's fuel subsidy expenditures contributing to a higher fiscal deficit, and a worsening current account deficit. Little economic reform took place in 2011 largely due to corruption scandals that have slowed legislative work. India's medium-term growth outlook is positive due to a young population and corresponding low dependency ratio, healthy savings and investment rates, and increasing integration into the global economy. India has many long-term challenges that it has not yet fully addressed, including widespread poverty, inadequate physical and social infrastructure, limited non-agricultural employment opportunities, scarce access to quality basic and higher education, and accommodating rural-to-urban migration.

Source : CIA

 

 

EXTERNAL AGENCY RATING

 

Rating Agency Name

ICRA

Rating

BB- (Long Term Rating)

Rating Explanation

Having moderate risk of default regarding timely servicing of financial obligation.

Date

September 2012

 

 

RBI DEFAULTERS’ LIST STATUS

 

Subject’s name is not enlisted as a defaulter in the publicly available RBI Defaulters’ list.

 

 

EPF (Employee Provident Fund) DEFAULTERS’ LIST STATUS

 

Subject’s name is not enlisted as a defaulter in the publicly available EPF (Employee Provident Fund) Defaulters’ list as of 31-03-2012.

 

 

LOCATIONS

 

Registered Office/ Export Division 1 :

Temple Tower”, 6th Floor, No.672 (Old No.476) , Anna Salai, Chennai - 600 035, Tamilnadu, India

Tel. No.:

91-44-24346425/ 7608

Fax No.:

91-44-24346435

E-Mail :

chennai@easunreyrolle.net

hosur@easunreyrolle.com

Website :

http://www.easunreyrolle.com

 

 

Corporate Office/ Development Centre :

Technology Development Centre

389, “Rasu Kumaki”, Hulimavu, Bannergatta Road, Bangalore - 560 076, Karnataka, India

Tel. No.:

91-80-67177000/ 7001

Fax No.:

91-80-67177002

 

 

Factory 1 :

Hosur Plant – Unit I

Plot No.98, Sipcot Industrial Complex, Hosur – 635 126, Krishnagiri District, Tamilnadu, India

Tel. No.:

91-4344-401600/ 01/ 02

Fax No.:

91-4344-276397

E-Mail :

ctstp@easunreyrolle.com

 

 

Factory 2 :

Bangalore Plant – Unit II

17/3, Arakere Village, Bannergatta Road, Bangalore – 560 076, Karnataka, India

Tel. No.:

91-80-26581023/ 3268

Fax No.:

91-80-26580642

E-Mail :

blrworks@easunreyrolle.net

 

 

Factory 3 :

Global Manufacturing Facility

Plot No.147/148 Harohalli Industrial Area, 2nd Phase Madamaranahalli Village Harohalli Hobli, Kanakapura Taluk, Ramanagara, District – Karnataka, India

 

 

DIRECTORS

 

As on: 31.03.2012

 

Name :

Mr. Hari Eswaran

Designation :

Chairman

Date of Birth/Age :

75 years

Qualification :

Institution of Electrical Engineering, U.K.

Other Directorship :

1. Indian Electrical and Electronics Manufacturers Association

2. Madras Chamber of Commerce and Industry

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

4. Employers Federation of Southern India

 

 

Name :

Mr. Raj H. Eswaran

Designation :

Director

 

 

Name :

W.S. Jones

Designation :

Director

Date of Birth/Age :

70 years

Qualification :

Royal Academy of Engineers and the Institution of Engineers and Technicians, UK.

Experience :

20 years

Other Directorship :

1. BNES Limited

2. NI Enterprises Limited

3. Switchcraft Europe GmbH, Germany

4. Switchcraft Limited, Hong Kong

5. ERL Marketing International FZE., Sharjah

 

 

Name :

Mr. Rakesh Garg

Designation :

Director

 

 

Name :

J.D.N. Sharma

Designation :

Director

Date of Birth/Age :

67 years

Qualification :

Engineer, IIT Kharagpur

Experience :

45 years

Other Directorship :

1. ERL Phase Power Technologies Limited, Canada,

2. ERL International Pte. Limited, Singapore,

3. ERL Marketing International FZE, Sharjah,

4. Switchcraft Europe GmbH, Germany,

5. Switchcraft Limited, Hong Kong and

6. Hosur Si pcot Development Association (Hosida)

 

 

KEY EXECUTIVES

 

Name :

K.N. Nagesha Rao

Designation :

Secretary and VP (Corporate Finance)

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on: 30.09.2012

 

Category of Shareholders

 

No. of Shares

Percentage of Holding

(A) Shareholding of Promoter and Promoter Group

 

 

http://www.bseindia.com/include/images/clear.gif(1) Indian

 

 

http://www.bseindia.com/include/images/clear.gifIndividuals / Hindu Undivided Family

603119

2.90

http://www.bseindia.com/include/images/clear.gifBodies Corporate

5369167

25.80

http://www.bseindia.com/include/images/clear.gifSub Total

5972286

28.70

http://www.bseindia.com/include/images/clear.gif(2) Foreign

 

 

http://www.bseindia.com/include/images/clear.gifIndividuals (Non-Residents Individuals / Foreign Individuals)

75000

0.36

http://www.bseindia.com/include/images/clear.gifSub Total

75000

0.36

Total shareholding of Promoter and Promoter Group (A)

6047286

29.06

(B) Public Shareholding

 

 

http://www.bseindia.com/include/images/clear.gif(1) Institutions

 

 

http://www.bseindia.com/include/images/clear.gifMutual Funds / UTI

905004

4.35

http://www.bseindia.com/include/images/clear.gifForeign Institutional Investors

5000

0.02

http://www.bseindia.com/include/images/clear.gifAny Others (Specify)

231540

1.11

http://www.bseindia.com/include/images/clear.gifNon Resident Indians

231540

1.11

http://www.bseindia.com/include/images/clear.gifSub Total

1141544

5.49

http://www.bseindia.com/include/images/clear.gif(2) Non-Institutions

 

 

http://www.bseindia.com/include/images/clear.gifBodies Corporate

3171158

15.24

http://www.bseindia.com/include/images/clear.gifIndividuals

 

 

http://www.bseindia.com/include/images/clear.gifIndividual shareholders holding nominal share capital up to Rs. 0.100 Million

7133110

34.28

http://www.bseindia.com/include/images/clear.gifIndividual shareholders holding nominal share capital in excess of Rs. 0.100 Million

3313916

15.93

http://www.bseindia.com/include/images/clear.gifSub Total

13618184

65.45

Total Public shareholding (B)

14759728

70.94

Total (A)+(B)

20807014

100.00

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

0

0.00

http://www.bseindia.com/include/images/clear.gif(1) Promoter and Promoter Group

0

0.00

http://www.bseindia.com/include/images/clear.gif(2) Public

0

0.00

http://www.bseindia.com/include/images/clear.gifSub Total

0

0.00

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

20807014

0.00

 

 

BUSINESS DETAILS

 

Line of Business :

The company is engaged in power transmission and distribution.

 

 

Products :

Item Code No. (ITC Code)

85364900

Product Description

Relays

Item Code No. (ITC Code)

85381010

Product Description

Relay Test Sets, Tool Kits etc.

Item Code No. (ITC Code)

85371000

Product Description

Control and Relay Panels

Item Code No. (ITC Code)

90283010

Product Description

Energy Meters and Metering solutions

Item Code No. (ITC Code)

-

Product Description

Automatic Meter reading

Item Code No. (ITC Code)

-

Product Description

Sub-station Automation Solutions

Item Code No. (ITC Code)

85352121

Product Description

Switchgears

Item Code No. (ITC Code)

-

Product Description

Sub-station Turnkey Projects

 

PRODUCTION STATUS (AS ON 31.03.2011)

 

Particulars

Licensed Capacity per annum

Qty. (Nos.)#

Installed Capacity per annum

Qty. (Nos.)

Actual Production for the year

Qty.(Nos.)

1. Micro processor/ Non-Microprocessor Based Products and Systems for Relays, Meters, Control and Automation

-

9,49,200

1,20,544

2. Switchgears

-

3,500

1,555

3. Wind Energy**

-

30,00,000

22,13,038*

 

 

GENERAL INFORMATION

 

No. of Employees :

398 (Approximately)

 

 

Bankers :

·         Axis Bank

·         DBS Bank

·         Standard Chartered

·         State Bank of India

 

 

Facilities :

(Rs. In Millions)

Secured Loan

As on

31.03.2012

As on

31.03.2011

Long Term Borrowings

 

 

Foreign Currency Term loans From Banks

609.400

381.820

Rupee Term Loans From Banks

Axis Bank

51.560

75.749

Hire Purchase Loan

0.639

1.100

Short-term Borrowings

 

 

Cash Credits facilities availed

733.937

1085.646

Buyers credit

39.171

51.859

Total

1434.707

1596.174

Unsecured Loan

As on

31.03.2012

As on

31.03.2011

Long Term Borrowings

 

 

Sales Tax Deferral Scheme

7.453

7.453

Foreign Currency Convertible Bonds

0.000

180.560

Short-term Borrowings

 

 

Intercorporate Deposits

183.500

0.000

Total

190.953

188.013

Note:

 

Long Term Borrowings

 

Security Clause

Term Loans

 

 

Banks

Properties

Hosur Factory: Land,

Building and Plant &

Machinery

Jigani Industrial

Land

Land and Wind Mill

assets at Arulvoimozhi,

Perungudi and Pazhavoor

Villages

Industrial Land and

building at Harohalli,

Kanakapura Taluk,

Ramanagaram District

Axis Bank

Second Charge@

Second Charge@

Second Charge@

First Charge#

DBS Bank

Second Charge@

Second Charge@

Second Charge@

First Charge#

Standard Chartered

Second Charge@

Second Charge@

Second Charge@

First Charge#

@ on paripassu basis among Axis Bank, DBS Bank and Standard Chartered Bank; # by way of primary security

 

Hire Purchase Loans

 

Loans taken under hire purchase arrangements are secured against hypothecation of specific assets.

 

Particulars

Repayment

Start Date

O/s Amt

As on

31.03.2012

Current Maturities

Interest Rate

Installment Amount

Rupee Term Loans Axis Bank Limited- (Repayable in 16 Quarterly

installments) $

Feb-12

750.00

234.40

13.25%

46.88

External Commercial

Borrowings (Fully Hedged)

Standard Chartered Bank Limited

(Repayable in 8 Half

yearly Installments)

Aug-12

4,519.96

1,130.00

11.45%

565.00

DBS Bank Limited

(Repayable in 10 Half

yearly Installments)

Aug-12

3,381.40

677.36

11.60%

338.68

Zero Coupon Foreign

Currency Convertible

Bonds*

Dec-12

2,061.20

2,061.20

-

2,061.20

$ Delay in repayment of installment which has been paid after 31st March 2012

* Amount varies as per the exchange rate on the date of repayment

 

Unsecured Loans

 

·         The company has been sanctioned to avail interest free sales tax deferral scheme for an aggregate amount of Rs.7.453 Millions by the department of Sales tax, Government of Tamilnadu. The underlying deferred sales tax payable by the company from the financial year commencing from 2013-14.

·         During the year 2007-08 the company raised funds through issue of Zero Coupon Foreign currency Convertible Bond aggregating to USD 35 million (Rs.1384.600 Millions) with an option to the investor to convert the FCCBs into equity shares of the company at an initial conversion price of Rs.400 per share at a fixed rate of exchange on conversion Rs.39.45=USD 1, at any time after December 5, 2007 and prior to November 28, 2012 and 34,51,875 shares would be issuable on November 28, 2012 unless previously converted, redeemed, repurchased and cancelled, the balance FCCBs will be redeemed on December 05, 2012 at 142.56% of their principal amount. The amount of premium on such redemption will be to the tune of Rs.67.400 Millions. Out of the aforesaid FCCBs, there were no FCCBs converted to equity shares as at the year end.

·         During the year 2009-10, the company has bought back and cancelled 310 Nos of 5 years FCCB of the face value of USD 100,000 each, as per the notification of Reserve Bank of India, at a discount to the face value. Consequent to this the company is absolved of its liability towards the bond holders whose bonds stands cancelled.

 

Short-term Borrowings

 

Working Capital

Primary Security

 

Hypothecation of entire current assets including stocks, receivables and other current assets of the Company on pari passu basis favoring Axis Bank, DBS Bank, Standard Chartered Bank and State Bank of India.

 

Collateral Security

 

 

Banks

Properties

Hosur Factory: Land,

Building and Plant &

Machinery

Jigani Industrial

Land

Land and Wind Mill

assets at Arulvoimozhi,

Perungudi and Pazhavoor

Villages

Industrial Land and

building at Harohalli,

Kanakapura Taluk,

Ramanagaram District

Axis Bank

Second Charge@

Second Charge@

Second Charge@

First Charge#

DBS Bank

Second Charge@

Second Charge@

Second Charge@

First Charge#

Standard Chartered

Second Charge@

Second Charge@

Second Charge@

First Charge#

State Bank of India

First Charge

First Charge

First Charge

Second Charge

 

@ on paripassu basis among Axis, DBS Bank and Standard Chartered Bank # by way of primary security

 

The intercorporate deposits are repayable within 6 months/12 months from the date of the acceptance and carry an interest rate in the range of 13.5% - 14.5% p.a

 

 

 

Banking Relations :

--

 

 

Auditors :

 

Name :

Brahmayya and Company

Chartered Accountants

Address :

48, Masilamani Road, Balaji Nagar, Royapettah, Chennai – 600 014, Tamilnadu, India

 

 

Name 2 :

R. Subramanian and Company

Chartered Accountants

Address :

36, Krishnaswamy Iyer Avenue, Luz, Chennai – 600 004, Tamilnadu, India

 

 

Associate Companies :

·         Easwaran and Sons Engineers Limited

·         Easun Mr Tap Changers Private Limited

·         ERL Phase Power Technologies Limited

·         ERL International Pte Limited

·         ERL Marketing International FZE

·         ERL Thailand Private Limited

·         Easun Products of India Private Limited

·         Switchcraft Limited

·         Switchcraft Gmbh

 

 

CAPITAL STRUCTURE

 

As on: 31.03.2012

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

75000000

Equity Shares

Rs.2/- each

Rs.150.000 Millions

5000000

Preference Shares

Rs.10/- each

Rs.50.000 Millions

 

Total

 

Rs.200.000 Millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

20807014

Equity Shares

Rs.2/- each

Rs.41.614 Millions

 

 

 

 

 

 

 

 

 

 

Reconciliation of number of shares

 

 

Particulars

 

As at 31st March 2012

No. of Shares held

Amount

(In Millions)

Balance at the beginning of the year

2,07,71,605

41.543

Add: ESOP shares issued during

the year (Refer Note no 31)

35,409

0.071

Less: Shares bought back during the year

-

-

Balance at the end of the year

2,08,07,014

41.614

 

Rights, preferences and restrictions attached to shares

 

Equity Shares:

 

 The company has one class of equity shares having a par value of Rs.2 per share. Each shareholder is eligible for one vote per share held. The dividend proposed by the board is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

 

Details of equity shares held by shareholders holding more than 5% shares of the aggregate shares in the Company

 

 

Particulars

 

As at 31st March 2012

No. of Shares held

% of holding

Easun Products of India Private Limited

22,67,557

10.90%

Easun Engineering Company Ltd

16,32,500

7.85%

Power Ventures Holdings (India) Private Limited

16,28,088

7.82%

Sowraj Investments Private Limited

14,58,060

7.01%

 

Shares Reserved for issue under Options and Contracts /Commitments for sale of Shares

 

Employee Stock Option Scheme

 

During 2009-10, the Company established "Easun Reyrolle Employee Stock Option Plan 2009" under which 10,00,000 options have been allocated for being granted to the employees and non promoter directors . The Company has obtained in-prinicple approval from National Stock Exchange Limited , Mumbai (NSE) and Bombay Stock Exchange Limited, Mumbai (BSE) for listing upto a maximum of 10,00,000 shares pursuant to exercise of options granted under the Scheme. Each option comprises one underlying Equity Shares of Rs.10/- each. This scheme has been formulated in accordance with the Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999. As per the Scheme, the Compensation Committee grants options to senior employees and non promoter directors. The options are granted at a price, which shall not be less than the par value of equity shares of the Company and shall not be more than the Market price as defined in the Guidelines.

 

Issue of Share Warrants

 

During 2010-11, the Company has issued 20,00,000 Convertible Equity Warrants at Rs.133.76 per warrant in terms of the extant guidelines of SEBI on preferential issue. Each warrant is convertible into one equity shares of Rs.2 each within 18 months from the date of allotment. The Company has received Rs.66.880 Millions towards 25% of the warrant as advance money. The balance amount is payable at the time of exercise of the option i.e., on 31st July 2012.

 

For the year 2011-12, the Board of Directors have recommended a dividend of Rs.0.20 per share, which is subject to the approval by shareholders. During the previous year 2010-11, the Company had declared and distributed a dividend of Rs.1.20 per share.

 

 

 

 

 

 

 

 


 

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

41.614

41.543

41.543

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

2254.439

2166.933

2107.673

4] (Accumulated Losses)

0.000

0.000

0.000

5] Money received against share Warrants

66.880

66.880

0.000

NETWORTH

2362.933

2275.356

2149.216

LOAN FUNDS

 

 

 

1] Secured Loans

1434.707

1596.174

597.209

2] Unsecured Loans

190.953

188.013

195.284

TOTAL BORROWING

1625.660

1784.187

792.493

DEFERRED TAX LIABILITIES

28.242

36.036

27.020

 

 

 

 

TOTAL

4016.835

4095.579

2968.729

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

419.828

455.577

294.619

Capital work-in-progress

278.390

163.499

88.137

 

 

 

 

INVESTMENT

1550.210

1561.971

1629.628

DEFERREX TAX ASSETS

0.000

0.000

0.000

OTHER NON-CURRENT ASSETS

204.201

104.568

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

497.591

456.278

352.260

 

Sundry Debtors

2003.628

1702.442

1272.817

 

Cash & Bank Balances

316.817

113.921

68.271

 

Other Current Assets

22.581

17.305

0.000

 

Loans & Advances

545.387

819.371

694.513

Total Current Assets

3386.004

3109.317

2387.861

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Sundry Creditors

1108.313

841.944

745.111

 

Other Current Liabilities

681.413

401.945

189.183

 

Provisions

32.072

55.464

497.222

Total Current Liabilities

1821.798

1299.353

1431.516

Net Current Assets

1564.206

1809.964

956.345

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

0.000

 

 

 

 

TOTAL

4016.835

4095.579

2968.729

 


PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

31.03.2012

31.03.2011

31.03.2010

 

SALES

 

 

 

 

 

Income

2767.084

2685.394

2158.467

 

 

Other Income

193.129

12.868

38.806

 

 

TOTAL                                     (A)

2960.213

2698.262

2197.273

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Cost of Materials Consumed

2128.453

1985.369

1426.202

 

 

Change in Inventory

(5.816)

(11.990)

 

 

 

Employee Benefit Expenses

217.146

185.815

 

 

 

Other Expenses

286.401

288.295

 

 

 

TOTAL                                     (B)

2626.184

2447.489

1426.202

 

 

 

 

 

Less

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

334.029

250.773

771.071

 

 

 

 

 

Less

FINANCIAL EXPENSES                         (D)

180.529

89.390

58.110

 

 

 

 

 

 

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

153.500

161.383

712.961

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

52.062

46.752

45.514

 

 

 

 

 

 

PROFIT BEFORE TAX (E-F)                               (G)

101.438

114.631

667.447

 

 

 

 

 

Less

TAX                                                                  (H)

8.435

31.187

108.442

 

 

 

 

 

 

PROFIT AFTER TAX (G-H)                                (I)

93.003

83.444

559.005

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

NA

80.213

18.415

 

 

 

 

 

Less

APPROPRIATIONS

 

 

 

 

 

Transfer to General Reserve

NA

10.000

400.000

 

 

Proposed Final Dividend -60%

 

24.926

83.086

 

 

Tax on Dividend

 

4.140

14.121

 

BALANCE CARRIED TO THE B/S

NA

124.591

80.213

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

 

FOB Value Basis

275.000

113.800

52.698

 

TOTAL EARNINGS

275.000

113.800

52.698

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Components and Spare parts including in-transit

734.493

506.210

324.549

 

TOTAL IMPORTS

734.493

506.210

324.549

 

 

 

 

 

 

Earnings Per Share (Rs.)

 

 

 

 

Basic

4.47

4.02

26.91

 

Diluted

4.01

3.60

26.41

 

QUARTERLY / SUMMARISED RESULTS

 

PARTICULARS

 

 

30.06.2012

30.09.2012

Type

 

1st Quarter

2nd Quarter

Net Sales

 

137.100

609.400

Total Expenditure

 

233.500

517.800

PBIDT (Excl OI)

 

(96.400)

91.600

Other Income

 

0.000

4.100

Operating Profit

 

(96.400)

95.700

Interest

 

41.200

59.600

Exceptional Items

 

0.000

0.000

PBDT

 

(137.600)

36.100

Depreciation

 

13.300

18.800

Profit Before Tax

 

(150.900)

17.300

Tax

 

0.000

0.000

Provisions and contingencies

 

0.000

0.000

Profit After Tax

 

(150.900)

17.300

Extraordinary Items

 

0.000

0.000

Prior Period Expenses

 

0.000

0.000

Other Adjustments

 

0.000

0.000

Net Profit

 

(150.900)

17.300

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2012

31.03.2011

31.03.2010

PAT / Total Income

(%)

3.14

3.09

25.44

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

3.43

4.25

30.92

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

2.67

3.21

24.88

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.04

0.05

0.31

 

 

 

 

 

Debt Equity Ratio

(Total Liability/Networth)

 

1.46

1.36

1.04

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

1.86

2.39

1.67

 

 

LOCAL AGENCY FURTHER INFORMATION

 

Sr. No.

Check List by Info Agents

Available in Report (Yes / No)

1]

Year of Establishment

Yes

2]

Locality of the firm

Yes

3]

Constitutions of the firm

Yes

4]

Premises details

No

5]

Type of Business

Yes

6]

Line of Business

Yes

7]

Promoter's background

No

8]

No. of employees

Yes

9]

Name of person contacted

No

10]

Designation of contact person

No

11]

Turnover of firm for last three years

Yes

12]

Profitability for last three years

Yes

13]

Reasons for variation <> 20%

----------------------

14]

Estimation for coming financial year

No

15]

Capital in the business

Yes

16]

Details of sister concerns

Yes

17]

Major suppliers

No

18]

Major customers

No

19]

Payments terms

No

20]

Export / Import details (if applicable)

No

21]

Market information

----------------------

22]

Litigations that the firm / promoter involved in

----------------------

23]

Banking Details

Yes

24]

Banking facility details

Yes

25]

Conduct of the banking account

----------------------

26]

Buyer visit details

----------------------

27]

Financials, if provided

Yes

28]

Incorporation details, if applicable

Yes

29]

Last accounts filed at ROC

Yes

30]

Major Shareholders, if available

No

31]

Date of Birth of Proprietor/Partner/Director, if available

Yes

32]

PAN of Proprietor/Partner/Director, if available

No

33]

Voter ID No of Proprietor/Partner/Director, if available

No

34]

External Agency Rating, if available

No

 

Operations Review

 

As can be seen from the above figures, on a standalone basis, the company has achieved a growth of 10% on sales and other income and 5% on the Post tax profit. All the company’s subsidiaries in Canada, Sharjah and Germany has shown substantial improvement in their sales and other income and except for Switchcraft (Germany and Hong Kong), all other subsidiaries have moved into profit zone.

 

Management Discussions and Analysis

 

Macro Economic Picture (India and Global)

 

During the past couple of years, the Electrical Industry in India has been showing some signs of a lull, though the long term outlook remains optimistic and bright. With weakened investment climate and tightened capital market, the growth of electrical industry has further slowed down during the year.

 

The Industrial growth slowed significantly in 2011-2012 on account of weakened domestic demand and lower GDP growth, accompanied by high interest rates, worldwide recession, and consequently a subdued investment climate. Surplus capacities in several sectors resulted in low utilization and resulted in severe margins pressure. Delays in achieving financial closure of various infrastructure projects and continued poor financial position of most of the electrical utilities in India has impacted the performance of electrical industry resulting in carrying higher receivables working capital and higher interest expense, cost overruns in project operations. Globally, the scenario is more or less the same with subdued growth, tight money conditions and uncertain economic scenario.

 

The Industrial growth slowed significantly in 2011-2012 on account of weakened domestic demand and lower GDP growth, accompanied by high interest rates, worldwide recession, and consequently a subdued investment climate. Surplus capacities in several sectors resulted in low utilization and resulted in severe margins pressure. Delays in achieving financial closure of various infrastructure projects and continued poor financial position of most of the electrical utilities in India has impacted the performance of electrical industry resulting in carrying higher receivables working capital and higher interest expense, cost overruns in project operations.

 

Globally, the scenario is more or less the same with subdued growth, tight money conditions and uncertain economic scenario.

 

Performance analysis of the company:

 

The company has achieved a modest growth in India, in spite of various economic factors as detailed above and maintained its market share in most of its business verticals. It continued to keep pace in the technological development of its product line which will lead to reducing its dependence on third party products and improving its margins. While the EBIDTA has grown substantially (33%), substantial long term borrowings towards capital investments have resulted in higher interest costs, affecting the pre-tax profits; lower tax implication has resulted in a marginal increase at the PAT level.

 

During the year, the company has completed construction of a world class facility at Harohalli (Bangalore) as a Global manufacturing base to address the needs of the new products to be introduced from its German subsidiary and also facilitating the backward integration of its manufacturing process in India. The Harohalli Factory has commenced commercial production effective from 1st July, 2012. Another milestone achieved is receipt of a large order (Rs. 1670.000 Millions) from Madhya Pradesh Electricity Distribution Companies.

 

ERL Phase Power Technologies Ltd, Canada, has shown an impressive growth in sales (47%) during the year and also for the first time achieved positive bottom line. It has completed the development of a range of Protection relays aimed at the transmission segment on a state-of-the-art platform and these products have been introduced to the North and Latin American markets during the year. They are expected to be introduced into the Indian and the global markets from the first quarter of the next financial year.

 

The German Subsidiary, Switchcraft Europe GmbH has made significant progress in developing new range of Switchgear products. The Company has introduced the Ring Main Units into various global markets successfully and is looking to achieve significant business volumes in the financial year 2012-13. The company has successfully completed all critical tests for the 24kv Switchgear market as required, and is in the process of completion of tests for the 36kv Switchgear 12 Easun Reyrolle Limited market. This Product is a leader in its segment and the company has high hopes of achieving significant breakthrough in the market.

 

ERL MINT has more than doubled its business volumes during the year and has moved into the profit zone. It has a large number of offers under active consideration from its customers and is hopeful of achieving a substantial growth in top line and in profits during the financial year 2012-13. Availability of number of new technology products at overseas markets in the near future underscores the potential for substantial business growth in the coming years.

 

While the Indian economy and the power sector in particular are currently showing lack luster growth, the company will be focusing on improving internal efficiencies, reduction of debtors and reducing the input costs and expenses, as well as safeguarding market share in various business segments. Commencement of commercial operations of global manufacturing facilities is expected to bring a substantial impact in this direction.

 

While EBIDTA margins will improve as a result of various initiatives underway, it has to be borne in mind that the company will have to bear the additional interest and depreciation costs from the current financial year. However, these will be offset by the growth in the business volumes – both in India and internationally.

 

Contingent Liabilities and Commitments

(Rs. In Millions)

A. Contingent Liabilities

2012

2011

Letters of Credit opened by Bank for

purchase of raw materials and components

373.697

530.856

Bills Discounted with bank

3.984

51.640

Counter Guarantee given to bankers in respect

of Guarantees given by them

1418.385

1302.001

Bonds executed in favour of President

of India for import of material at

concessional rate of duty

0.895

4.998

Sales effected under CST - liability

towards submission of C Forms

278.536

255.568

Disputed amounts of Income Tax paid

Assessment year

2001-02

2003-04

2004-05

2005-06

2006-07

2008-09

 

 

3.002

4.785

2.613

7.028

5.542

30.633

 

 

3.002

4.785

2.613

7.028

5.542

30.633

Disputed amounts of Sales Tax,

Karnataka for the FY 2007-08

6.365

6.365

Disputed amounts of Sales Tax,

Karnataka for the FY 2008-09

4.178

4.178

Disputed Customs Duty paid under protest

6.638

6.638

VAT Demand of West Bengal for FY 2009-10

0.799

-

 

The Company has incurred expenditure aggregating to Rs.16.897 Millions during the year (Rs.22.935 Millions) on development of products. The expenditure has been capitalized and carried in the financial statements under the head Intangible Asset Product Development as on 31st March 2012. Based on the process of establishing the technical and economic feasibility of the product, the management is confident that the products developed would be commercially viable and there is no uncertainty regarding the establishment of feasibility of the product. Management believes that the expenditure capitalized is in the nature of development costs and can be capitalized as per AS 26 “Intangible Assets”.

 

In respect of company’s operations which includes execution of the turnkey projects. These turnkey projects significantly involve supply of equipment dealt with by the company in the ordinary course of operations. The activities that are additionally carried out while executing the turnkey projects are in the nature of civil construction and erection services which are significantly less when compared with the overall project value. No information is furnished in terms of segment reporting in as much the project execution essentially involves supply of Transmission and Distribution equipment manufactured by the company carrying similar risks and rewards which are not different from main products.

 

Personnel expenses and other expenses are net off recovery of overheads from direct and indirect overseas subsidiaries amounting to Rs.18.817 Millions (Rs.32.717 Millions) and net off product development expenses Rs.16.897 Millions (Rs.22.935 Millions).

 

Expenditure incurred on account of borrowing costs amounting to Rs.59.381 Millions (Rs.26.379 Millions) is capitalized towards new projects and disclosed under Capital Works in Progress.

 

Unaudited Financial Results for the Quarter and Half Year ended 30th September, 2012

(Rs. In Millions)

 

3 Months ended

6 Months ended

Particulars

30-09-2012

30.06-2012

30-09-2012

 

(Reviewed)

(Reviewed)

(Unaudited)

a) Net Sales / Income from Operations (Net of Excise Duty)

605.200

127.500

732.700

b) Other Operating Income

4.300

9.600

13.900

c) Total

609.400

137.100

746.500

Expenditure

 

 

 

a) Cost of materials consumed

434.300

89.500

523.800

b) Purchase of Stock-in-trade

-

-

 

c) Change in inventories of finished goods, work-in-

(15.900)

4.300

(11.600)

progress and stock-in-trade

-

-

 

d) Employee benefit expenses

55.000

53.500

108.500

e) Depreciation and amortisation expenses

18.800

13.300

32.100

f) Other Expenses

44.300

86.200

130.500

Total Expenses

536.600

246.800

783.400

Profit / (Loss) from Operations before Other Income, Interest

72.800

(109.700)

(36.900)

and Exceptional Items (1-2)

 

 

 

Other Income

4.100

0.000

4.100

Profit / (Loss) from ordinary activities before Finance Cost &

 

 

 

Exceptional Items (3±4)

76.900

(109.700)

(32.800)

Finance Cost

59.600

41.200

100.800

Profit/ (Loss) from ordinary activities after Finance Costs but

 

 

 

before Exceptional Items (5 ± 6)

17.300

(150.900)

(133.600)

Exceptional items

-

-

-

Net Profit / (Loss) from ordinary activities before tax (7 ± 8)

17.300

(150.900)

(133.600)

Tax Expense

-

-

-

Net Profit / (Loss) from ordinary activities after tax (9 ± 10)

17.300

(150.900)

(133.600)

Extraordinary Items (net of tax expense)

-

-

-

Net Profit / (Loss) for the period (11 ± 12)

17.300

(150.900)

(133.600)

Share of Profit/(Loss) of Associates)

-

-

-

Minority Interest

-

-

-

Net Profit / (Loss) after taxes, minority interest and share of

17.300

(150.900)

(133.600)

profit of associates (13 ± 14 ± 15)

 

 

 

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

41.600

41.600

41.600

Reserves excluding revaluation reserves

 

 

21,878

(as per balance sheet of previous accounting year)

 

 

 

Earnings Per Share (before and after extraordinary items) of

 

 

 

Rs.2 each (Not annualised)

 

 

 

a) Basic

0.83

(7.25)

(6.42)

b) Diluted*

0.83

(7.25)

(6.42)

PARTICULARS OF SHAREHOLDING

 

 

 

Public Shareholding

 

 

 

- Number of Equity Shares

14,759,728

14,769,728

14,759,728

- Percentage of Shareholding

70.9%

71.0%

70.9%

Promoter and Promoter group Shareholding:

 

 

 

a) Pledged / Encumbered

 

 

 

- Number of Shares

Nil

Nil

Nil

- Percentage of Shares (as a % of the total share-

Nil

Nil

Nil

holding of Promoter and Promoter Group)

 

 

 

- Percentage of Shares (as a % of the total share

Nil

Nil

Nil

Capital of the Company)

 

 

 

b) Non-encumbered

 

 

 

- Number of Shares

6,047,286

6,037,286

6,047,286

- Percentage of Shares (as a % of the total share-

100.0%

100.0%

100.0%

holding of Promoter and Promoter Group)

 

 

 

- Percentage of Shares (as a % of the total share

29.1%

29.0%

29.1%

Capital of the Company)

 

 

 

 

STATEMENT OF ASSETS AND LIABILITIES

(Rs. In Millions)

 

Particulars

As at

As at

 

 

 

30/09/2012

31/03/2012

A

EQUITY AND LIABILITIES

 

 

1

(a) Share Capital

41.600

41.600

 

(b) Reserves & Surplus

2187.800

2254.400

 

(c) Money received against share warrants

-

66.900

 

Sub-total - Shareholders' funds

2229.400

2362.900

2

Shre application money pending allotment

 

 

3

Minority Interest

 

 

 

Foreign Currency Monetary transaction Reserve

 

 

4

Non-current liabilities

 

 

 

(a) Long-term borrowings

766.300

669.100

 

(b) Deferred tax liabilities (net)

28.200

28.200

 

(c) Other long-term liabilities

135.500

117.900

 

(d) Long-term provisions

6.600

7.500

 

Sub-total - Non-current liabilities

936.600

822.800

5

Current liabilities

 

 

 

(a) Short-term borrowings

847.100

956.600

 

(b) Trade payables

1136.300

1108.300

 

(c) Other current liabilities

 

 

 

- Foreign Currency Convertible Bonds

211.400

206.100

 

- Others

375.400

357.400

 

(d) Short-term provisions

19.200

24.500

 

Sub-total - Current liabilities

2589.500

2652.900

 

TOTAL - EQUITY AND LIABILITIES

5755.500

5838.600

B

ASSETS

 

 

1

Non-current assets

 

 

 

(a) Fixed assets

986.500

698.200

 

(b) Goodwill on consolidation

-

-

 

(c) Non-current investments

1550.200

1550.200

 

(d) Deferred tax assets (net)

-

-

 

(d) Long-term loans and advances

281.000

430.100

 

(e) Other non-current assets

382.100

204.200

 

Sub-total - Non-current assets

3199.900

2882.800

2

Current assets

 

 

 

(a) Current Investments

-

-

 

(b) Inventories

497.900

497.600

 

(c) Trade receivables

1509.600

2003.600

 

(d) Cash and cash equivalents

254.000

316.800

 

(e) Short-term loans and advances

269.700

115.200

 

(f) Other current assets

24.300

22.600

 

Sub-total - Current assets

2555.600

2955.900

 

TOTAL ASSETS

5755.500

5838.600

 

Note:

 

1.       The above Financial Results were reviewed and recommended by the Audit Committee and approved by the Board of Directors at its Meeting held on 16th November, 2012.

2.       The Statutory Auditors of the Company have carried out a limited review of the above Unaudited Financial Results

3.       The Company is engaged in Power Transmission and Distribution segment and the same is being reported.

4.       During the quarter, the Company commenced commercial production at its new Harohalli Plant near Bangalore. Consequently all the operational expenses incurred during the quarter are charged off to Profit and Loss Account.

5.       In the Directors' Meeting to be held on 17th November 2012, it is proposed to consider and decide raising funds by way of debt/equity.

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

7.       The Company had no pending investor complaints as at 30th June, 2012. During the quarter ended 30th September, 2012, the Company received five complaints from shareholders and the same was attended to and resolved.

 

FIXED ASSETS:

 

·         Land

·         Land - Leasehold

·         Land - Hosur Residential Plots

·         Buildings

·         Buildings – Leasehold

·         Plant and Machinery

·         Electrical installation/Fittings

·         Office equipments

·         Furniture

·         Vehicles

·         Computer Software

·         Research and Development

·         Buildings

·         Plant and Machinery 

·         Electrical installation/Fittings

·         Office equipments

·         Technology Know-how

·         Non-compete fees

·         Product development

·         Computer Software

 


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 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 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.54.96

UK Pound

1

Rs.88.23

Euro

1

Rs.71.92

 

 

INFORMATION DETAILS

 

Report Prepared by :

RAJ

 


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

5

PAID-UP CAPITAL

1~10

5

OPERATING SCALE

1~10

6

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

6

--PROFITABILIRY

1~10

6

--LIQUIDITY

1~10

5

--LEVERAGE

1~10

5

--RESERVES

1~10

6

--CREDIT LINES

1~10

6

--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

NO

--AFFILIATION

YES/NO

YES

--LISTED

YES/NO

YES

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

50

 

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.