MIRA INFORM REPORT

 

 

Report Date :

03.07.2013

 

IDENTIFICATION DETAILS

 

Name :

SCHNEIDER ELECTRIC INFRASTRUCTURE LIMITED (w.e.f. 08.12.2011)

 

 

Formerly Known As :

SMARTGRID AUTOMATION DISTRIBUTION AND SWITCHGEAR LIMITED

 

 

Registered Office :

Milestone 87, Vadodara, Halol Highway, Village Kotambi, Post Office Jarod, Vadodara – 391510, Gujarat

 

 

Country :

India

 

 

Financials (as on) :

31.03.2012

 

 

Date of Incorporation :

12.03.2011

 

 

Com. Reg. No.:

04-064420

 

 

Capital Investment / Paid-up Capital :

Rs. 478.210 Millions

 

 

CIN No.:

[Company Identification No.]

L31900GJ2011PLC064420

 

 

PAN No.:

[Permanent Account No.]

AAPCS6078Q

 

 

Legal Form :

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

 

 

Line of Business :

Manufacturer of Electricals Switches.

 

 

No. of Employees :

Not Available

 

 

RATING & COMMENTS

 

MIRA’s Rating :

Ba (48)

 

RATING

STATUS

PROPOSED CREDIT LINE

41-55

Ba

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

Satisfactory

 

Maximum Credit Limit :

USD 10000000

 

 

Status :

Satisfactory

 

 

Payment Behaviour :

Usually Correct

 

 

Litigation :

Clear

 

 

Comments :

Subject is a relatively new company having satisfactory track record. In its first year of business operations company has performed well. Financially company seems to be good.

 

Trade relations are reported to be fair. Business is active. Payments are reported to be usually correct and as commitment.

 

The company can be considered 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.

 

 

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.

 

 

INFORMATION DECLINED BY

 

Management non co-operative.

 

LOCATIONS

 

Registered Office :

Milestone 87, Vadodara, Halol Highway, Village Kotambi, Post Office Jarod, Vadodara – 391510, Gujarat

Tel. No.:

91-120-3940400/ 3898703

Fax No.:

91-120-3898700

E-Mail :

company.secretary@schneider-electric.com

conjeevaramsanthanam.ashokkumar@sehneiderelectric.com

Website :

www.schneider-infra.in

 

 

Corporate Office :

7th floor, Tower 3, IGL Complex, Plot 2B Sector 126, Noida – 201304, Uttar Pradesh, India

 

 

Regional Office :

Located At:

 

·         Noida

·         Kolkata

·         Mumbai

·         Chennai

 

 

Branch Offices :

Located At:

 

·         Jaipur

·         Lucknow

·         Bhuneshwar

·         Guwahati

·         Pune

·         Vadodara

·         Ahmedabad

·         Bangalore

·         Secunderabad

 

 

Factory 1:

Naini Works, P. O. Naini, Allahabad – 211006, Uttar Pradesh, India

Tel. No.: 91-532-2699990

Fax No.: 91-532-2699990

 

 

Factory 2:

Survey No. 215, Gagilapur Village, Qutbullapur Mandal. District Rangareddy, Hyderabad – 500043, Andhra Pradesh, India

 

 

Factory 3 :

PSS – 58, MIDC Satpur, Nasik – 422007, Maharashtra, India

 

 

DIRECTORS

 

As on: 31.03.2012

 

Name :

Mr. Vinod Kumar Dhall

Designation :

Chairman (Non Executive)

 

 

Name :

Mr. Prakash Kumar Chandraker

Designation :

Managing Director

 

 

Name :

Mr. Olivier Blum

Designation :

Director

 

 

Name :

Mr. Anil Chaudhry

Designation :

Director

 

 

Name :

Mr. Graham Johnson

Designation :

Director

 

 

Name :

Mr. Ranjan Pant

Designation :

Director

 

 

Name :

Mr. Alexandre Tagger

Designation :

CFO and Whole Time Director

 

 

KEY EXECUTIVES

 

SHARE TRANSFER AND SHAREHOLDERS/ INVESTORS GRIEVANCE COMMITTEE

 

 

 

Name :

Mr. Vinod Kumar Dhall

 

 

Name :

Mr. Prakash Kumar Chandraker

 

 

Name :

Mr. Ranjan Pant

 

 

Name :

Mr. Alexandre Tagger

 

 

AUDIT COMMITTEE:

 

 

 

Name :

Mr. Vinod Kumar Dhall

 

 

Name :

Mr. Ranjan Pant

 

 

Name :

Mr. Alexandre Tagger

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on: 31.03.2013

 

Names of Shareholders

Number 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.gifBodies Corporate

176214545

73.70

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

176214545

73.70

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

 

 

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

10592659

4.43

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

10592659

4.43

Total shareholding of Promoter and Promoter Group (A)

186807204

78.13

(B) Public Shareholding

 

 

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

 

 

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

13211281

5.53

http://www.bseindia.com/include/images/clear.gifFinancial Institutions / Banks

38096

0.02

http://www.bseindia.com/include/images/clear.gifCentral Government / State Government(s)

605

0.00

http://www.bseindia.com/include/images/clear.gifInsurance Companies

8385359

3.51

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

1042977

0.44

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

22678318

9.48

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

 

 

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

5665336

2.37

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

21650556

9.05

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

1521892

0.64

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

780729

0.33

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

632550

0.26

http://www.bseindia.com/include/images/clear.gifForeign Nationals

405

0.00

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

8665

0.00

http://www.bseindia.com/include/images/clear.gifClearing Members

139109

0.06

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

29618513

12.39

Total Public shareholding (B)

52296831

21.87

Total (A)+(B)

239104035

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)

239104035

100.00

 

 

Shareholding belonging to the category "Promoter and Promoter Group"

 

Sl.

No.

Name of the Shareholder

Details of Shares held

Total shares (including underlying shares assuming full conversion of warrants and convertible securities) as a % of diluted share capital

No. of Shares held

As a % of grand total (A)+(B)+(C)

 

1

Schneider Electric Singapore PTE Limited

1,05,92,659

4.43

4.43

2

Energy Grid Automation Transformers and Switchgers India Limited

17,62,14,545

73.70

73.70

 

 

 

 

 

 

Total

18,68,07,204

78.13

78.13

 

 

Shareholding belonging to the category "Public" and holding more than 1% of the Total No. of Shares

 

 

Sl. No.

Name of the Shareholder

No. of Shares held

Shares as % of Total No. of Shares

Total shares (including underlying shares assuming full conversion of warrants and convertible securities) as a % of diluted share capital

 

 

 

 

 

1

Reliance Capital Trustee Co Limited A/c Reliance Tax Saver (Elss) Fund

7084721

2.96

2.96

2

The New India Assurance Company Limited

3891760

1.63

1.63

3

Reliance Capital Trustee Company Limited A/C

3351800

1.40

1.40

4

General Insurance Corporation of India

2400395

1.00

1.00

 

 

 

 

 

 

Total

16728676

7.00

7.00

 

 

BUSINESS DETAILS

 

Line of Business :

Manufacturer of Electricals Switches.

 

 

GENERAL INFORMATION

 

No. of Employees :

Not Available

 

 

Bankers :

Not Available

 

 

Facilities :

(Rs. In Millions)

Secured Loan

As on

31.03.2012

As on

31.03.2011

Loan From Banks Repayable on Demand

740.000

0.000

Short term loan from banks

768.150

0.000

 

 

 

Total

1508.150

0.000

a)       Loan from banks payable on demand carries interest rate of 11.25% per annum.

b)       Short term loan from banks Rs. 390.000 Millions carries interest rate 11.10% per annum payable within 1 month from the end of the
balance sheet date, and Rs. 350.000 Millions carries interest rate 11.25% per annum payable within 2 months from the end of the
balance sheet date.

c)       Short term foreign currency loan USD 5 Millions (Rs. 256.000 Millions) carries interest rate LIBOR plus 2.20 repayable in 160 days from the end of the balance sheet date and USD 10 Millions (Rs. 512.000 Millions) carries interest rate LIBOR plus 2.60% repayable 334 days from the end of the balance sheet date.

 

 

 

Banking Relations :

--

 

 

Auditors :

 

Name :

S.R Batliboi and Company

Chartered Accountants

Address :

Golf View, Corporate Tower B, Sector 42, Sector Road, Gurgaon - 122002, Haryana-, India

 

 

Holding Company:

Alstom Grid SAS, France (Upto March 28, 2012), Energy Grid Automation Transformers and Switchgears India Limited (w.e.f. March 28, 2012)

 

 

Ultimate Holding Company:

Alstom Sextant 5 SAS, France a special purpose vehicle formed with Alstom Holdings and Schneider Electric Services International (Upto March 28, 2012)

 

 

Parent of holding company and Others

T and D Holding, France (parent of holding company) (upto March 28, 2012) Long and Crawford Limited (along with other promoters) (upto March 28, 2012)

 

 

Subsidiary company:

Energy Grid Automation Transformers and Switchgears India Limited (Upto January5, 2012)

 

 

Fellow Subsidiaries :

·         Alstom Grid Italy S.P.A., Italy

·         Alstom Grid UK Limited, UK

·         Alstom T and D India Limited, India

·         Schneider Electric De Colombia S.A., Columbia

·         Areva T and D Australia Limited, Australia

·         Areva T and D Ert, Tanzania

·         Areva T and D Malaysia Sdn Bhd -215632V, Malaysia

·         Schneider Electric (Australia) Pty, Australia

·         Schneider Electric (Uk) Limited, UK

·         Schneider Electric Administracion S.A. De C.V., Mexico

·         Schneider Electric Brasil, Brazil

·         Schneider Electric Canada, Canada

·         Schneider Electric Energy France, France

·         Schneider Electric Energy Malaysia Sdn. Bhd., Malaysia

·         Schneider Electric Energy Poland Sp. Z O.O., Poland

·         Schneider Electric India Private Limited., India

·         Schneider Electric Industries Sa, Uae

·         Schneider Electric Nigeria Limited, Nigeria

·         Schneider Electric Protection and Controle, France

·         Schneider Electric S.P.A., Italy

·         Schneider Electric Sachsenwerk Gmbh, Germany

·         Schneider Electric Taiwan Company Limited, Taiwan

·         Schneider Electric Telecontrol, France

·         Schneider Enerji Endustrisi Sanayi Ve Ticaret A.S., Turkey

·         Schneider Switchgear (Suzhou) Company Limited, China

 

 

CAPITAL STRUCTURE

 

As on: 31.03.2012

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

250000000

Equity Shares

Rs. 2/- each

Rs. 500.000 Millions

 

 

 

 

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

239104035

Equity Shares

Rs. 2/- each

Rs. 478.210 Millions

 

 

 

 

 

a. Terms/rights attached to equity shares

 

The company has only one class of equity shares having a par value of Rs. 2/- per share. Each holder of equity shares is entitled to one vote per share. The company shall declare and pay dividends in Indian Rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. During the year ended March 31, 2012, the amount of per share dividend recognized as distributions to equity shareholders was Rs. 0.40 /- (March 31, 2011: Rs. NIL).

 

In the event of winding-up of the company, the equity shareholders shall be entitled to be repaid remaining assets of the com­pany, in the ratio of the amount of capital paid up on such equity shares.

 

b. Share Held by Holding Company

 

 

Number of Shares (In Millions)

31.03.2012

Energy Grid Automation Transformers and Switchgears India Limited (refer note 38)

175.490

Areva T and D India Limited

-

 

c. Reconciliation of the shares outstanding at the beginning and at the end of the reporting year - Equity Shares

 

 

Number of Shares (In Millions)

Amount

Outstanding at the beginning of the year

0.500

1.000

Issued during the year

239.100

478.210

Cancelled during the year

(0.500)

(1.000)

Outstanding at the end of the year

239.100

478.210

 

d. Aggregate number of shares issued for consideration other than cash:

 

 

Number of Shares (In Millions)

As per scheme of Demerger of distribution business

239.100

 

e. Aggregate number of shares issued for consideration other than cash

 

 

Number of Shares (In Millions)

%

Equity shares of Rs. 2/- each fully paid:

 

 

Energy Grid Automation Transformers and Switchgears India Limited

175.490

73.40

Areva T and D India Limited

-

0.00

 

As per of the company, including its register of shareholders/members and other declarations received from shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial ownerships of shares.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

 

31.03.2012

31.03.2011

I.        EQUITY AND LIABILITIES

 

 

 

(1)Shareholders' Funds

 

 

 

(a) Share Capital

 

478.210

1.000

(b) Reserves & Surplus

 

2191.440

(0.160)

(c) Money received against share warrants

 

0.000

0.000

 

 

 

 

(2) Share Application money pending allotment

 

0.000

0.000

Total Shareholders’ Funds (1) + (2)

 

2669.650

0.840

 

 

 

 

(3) Non-Current Liabilities

 

 

 

(a) long-term borrowings

 

0.000

0.000

(b) Deferred tax liabilities (Net)

 

0.000

0.000

(c) Other long term liabilities

 

0.000

0.000

(d) long-term provisions

 

194.650

0.000

Total Non-current Liabilities (3)

 

194.650

0.000

 

 

 

 

(4) Current Liabilities

 

 

 

(a) Short term borrowings

 

2248.170

0.000

(b) Trade payables

 

5851.900

0.170

(c) Other current liabilities

 

1179.000

0.010

(d) Short-term provisions

 

332.530

0.000

Total Current Liabilities (4)

 

9611.600

0.180

 

 

 

 

TOTAL

 

12475.900

1.020

 

 

 

 

II.    ASSETS

 

 

 

(1) Non-current assets

 

 

 

(a) Fixed Assets

 

 

 

(i) Tangible assets

 

2072.690

0.000

(ii) Intangible Assets

 

0.000

0.000

(iii) Capital work-in-progress

 

13.450

0.000

(iv) Intangible assets under development

 

0.000

0.000

(b) Non-current Investments

 

0.000

0.000

(c) Deferred tax assets (net)

 

82.390

0.020

(d)  Long-term Loan and Advances

 

85.790

0.000

(e) Other Non-current assets

 

0.000

0.000

Total Non-Current Assets

 

2254.320

0.020

 

 

 

 

(2) Current assets

 

 

 

(a) Current investments

 

0.000

0.000

(b) Inventories

 

1852.610

0.000

(c) Trade receivables

 

7145.640

0.000

(d) Cash and cash equivalents

 

107.720

0.000

(e) Short-term loans and advances

 

998.710

1.000

(f) Other current assets

 

116.900

0.000

Total Current Assets

 

10221.580

1.000

 

 

 

 

TOTAL

 

12475.900

1.020

 

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

 

31.03.2012

31.03.2011

 

SALES

 

 

 

 

 

Income

 

13491.920

0.000

 

 

Other Income

 

43.090

0.000

 

 

TOTAL                                     (A)

 

13535.010

0.000

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Cost of raw material and components consumed

 

9456.610

0.000

 

 

(Increase)/ Decrease in Inventories of finished goods and work-in-progress

 

84.870

0.000

 

 

Employee benefits expense

 

1224.380

0.000

 

 

Other Expenses

 

1782.730

0.180

 

 

TOTAL                                     (B)

 

12548.590

0.180

 

 

 

 

 

Less

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

 

986.420

(0.180)

 

 

 

 

 

Less

FINANCIAL EXPENSES                         (D)

 

158.470

0.000

 

 

 

 

 

 

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

 

827.950

(0.180)

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

 

215.010

0.000

 

 

 

 

 

 

PROFIT/ (LOSS) BEFORE TAX (E-F)                  (G)

 

612.940

(0.180)

 

 

 

 

 

Less

TAX                                                                  (H)

 

215.290

(0.020)

 

 

 

 

 

 

PROFIT/ (LOSS) AFTER TAX (G-H)                   (I)

 

397.650

(0.160)

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

 

(0.160)

0.000

 

 

 

 

 

Less

APPROPRIATIONS

 

 

 

 

 

Transfer to General Reserve

 

39.770

0.000

 

 

Proposed Dividend

 

95.640

0.000

 

 

Corporate Dividend Tax

 

15.520

0.000

 

BALANCE CARRIED TO THE B/S

 

246.560

(0.160)

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

 

Export Earnings

 

648.3.80

0.000

 

TOTAL EARNINGS

 

648.3.80

0.000

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Raw Materials

 

1759.750

0.000

 

 

Stores & Spares

 

4.340

0.000

 

 

Capital Goods

 

87.730

0.000

 

TOTAL IMPORTS

 

1851.820

0.000

 

 

 

 

 

 

Earnings Per Share (Rs.)

 

1.66

(0.31)

 

 

QUARTERLY RESULTS

(Rs in Millions)

Particulars

30.06.2012

30.09.2012

31.12.2012

31.03.2013

Audited / UnAudited

Unaudited

Unaudited

Unaudited

Unaudited

 

1st Quarter

2nd  Quarter

3rd  Quarter

4th Quarter

Net Sales

3313.000

2627.000

4138.700

3025.500

Total Expenditure

3271.100

2612.200

3970.800

2921.300

PBIDT (Excl OI)

41.900

14.800

167.900

104.200

Other Income

22.700

3.700

18.500

23.400

Operating Profit

64.600

18.500

186.400

127.600

Interest

57.600

59.700

65.700

135.300

Exceptional Items

000

(100.000)

 

 

PBDT

7.000

(141.200)

120.700

(7.700)

Depreciation

58.100

58.600

55.900

86.900

Profit Before Tax

(51.100)

(199.800)

64.800

(94.600)

Tax

000

000

 

3.900

Provisions and contingencies

000

000

 

 

Profit After Tax

(51.100)

(199.800)

64.800

(98.600)

Extraordinary Items

000

000

 

 

Prior Period Expenses

000

000

 

 

Other Adjustments

000

000

 

 

Net Profit

(51.100)

(199.800)

64.800

(98.600)

 

 

KEY RATIOS

 

PARTICULARS

 

 

 

31.03.2012

31.03.2011

PAT / Total Income

(%)

 

2.94

0.00

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

 

4.54

0.00

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

 

4.95

(18.00)

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

 

0.22

(0.21)

 

 

 

 

 

Debt Equity Ratio

(Total Debt/Networth)

 

 

0.84

0.00

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

 

1.06

5.56

 

 

 

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

Yes

8]

No. of employees

No

9]

Name of person contacted

No

10]

Designation of contact person

No

11]

Turnover of firm for last two years

Yes

12]

Profitability for last two 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

Yes

31]

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

No

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

Yes

 

 

DETAILS OF SUNDRY CREDITORS:

(Rs. In Millions)

Particulars

 

31.03.2012

31.03.2011

Sundry Creditors

 
 
 

Trade Payable

 

5851.900

0.170

 

 

 

 

Total

 

5851.900

0.170

 

 

UNSECURED LOAN

(Rs. In Millions)

Particulars

As on

31.03.2012

As on

31.03.2011

Unsecured

740.020

0.000

 

 

 

Total

740.020

0.000

 

 

PERFORMANCE REVIEW

 

Subject, a listed Indian entity of Schneider Electric Group has market leadership and significant presence in various domains of Infrastructure sector. Their vision is to be a energy specialist for providing Safe, Reliable, Efficient, Productive and Green energy through technologically advanced integrated products and solutions for the complete value chain across Generation, Transmission, Distribution, Buildings and Infrastructure.

 

The Company's localized manufacturing facilities comprising 6 Factories, 24 Authorised Service Centres and 17 Sales Offices help it to design, manufacture and supply high-end technology engineered products namely Transformers, Equipment ( AIS / GIS Panels, Special Breakers for Furnance and critical applications, Package Substations ), Products ( Ring Main Units, Outdoor Breakers, Auto Reclosures and Sectionalisers and Indoor Breakers), Substation Automation Systems and Relays, Solutions for Smart Grid and Smart City and undertake full Turnkey solutions and services, in close proximity to its customers.

 

Despite challenging market conditions, 2011-12 has been significant for the Company as it strengthened its leadership position in the Infrastructure business as a key player with a strong portfolio of 'Smart' products and solutions. Other important developments included listing of Schneider Electric Infrastructure Limited on premier Indian stock exchanges, successful integration with the Schneider Electric Group that further helped consolidate our position in the market place and achieving customer breakthroughs in the Industry and Utilities segments, to name a few.

 

 

Mr. Vinod Kumar Dhall

 

Mr. Dhall entered the Indian Administrative Service in 1966 and held many important positions including Secretary, Government of India. Subsequently, he was the first Member and acting Chairman of the Competition Commission of India for about 5 years till he resigned in July, 2008. During his career, he specialized in the fields of Corporate Affairs, Industry, Commerce and Finance, in which his total experience has been for about 27 years. This includes economic regulatory experience in the areas of capital markets, insurance and corporate affairs, as well as direct experience of running businesses as CEO of government owned companies.

 

Mr. Dhall is on the Board of Directors of certain Companies in financial sector viz, ICICI Prudential Life Insurance Company Limited., ICICI Prudential Trust Limited., ICICI Prudential Pension Fund Company Limited. and in Asian Hotels (North) Limited as well as on advisory / expert committees of chambers of commerce, philanthropic bodies and other organisations. He is the Chairman/ Member of following Committees viz Policy holders Protection and Customer Relation Committee, Share Transfer Committee and Compensation and Nomination Committee of ICICI Prudential Life Insurance Company Limited, Audit Committee of ICICI Prudential Trust Limited, and in Board risk Management and Audit Committee of ICICI Prudential Pension Fund Company Limited.

 

Currently, Mr. Dhall heads a lawfirm, Dhall Law Chambers, specializing in competition law. He has a 'best friend' relationship in this area of law with global law firm, Linklaters. He is Senior Consultant on competition law and policy to the Royal Government of Bhutan. He also advises / lectures on corporate governance issues and competition law and policy and is a resource person to reputed academic and other institutions/organizations in India

 

He is also the Chairman of the Audit Committee and Share Transfer and Shareholders/Investors Grievance Committee of the Company.

 

Mr. Dhall does not hold any shares in the Company.

 

 

. Mr. Ranjan Pant

 

Mr. Ranjan Pant is a global strategy management consultant and change management leader who advises Chief Executive Officers. Mr. Pant serves as an Executive in Residence at Babson's F. W. Olin Graduate School of Management. Mr. Pant was a Partner at Bain and Company. strategy consulting where he led the worldwide Utility Practice. He was also Director, Corporate Business Development, at General Electric headquarters.

 

Mr. Pant received an M.B.A. from The Wharton School, University of Pennsylvania and a Bachelor in Engineering from the Birla Institute of Technology and Science, Pilani.

 

Mr. Pant holds directorships in DSP Blackrock Investment Managers Private Limited, HDFC Standard Life Insurance Company Limited. Mahindra USA Inc, and Mahindra (China) Tractor Company Limited. He is also on the Board of few Private Limited Companies. He is the Chairman of the Compensation Committee in HDFC Standard Life Insurance Company Limited and a Member of the Audit Committee - DSP Blackrock Investment Managers Private Limited.

 

He is a Member of the Audit Committee and Share Transfer and Shareholders/Investors Grievance Committee of the Company.

 

Mr. Prakash Kumar Chandraker

 

Mr. Prakash Kumar Chandraker is a graduate in Electrical Engineering from Government Engineering College, Raipur (NIT Raipur). He has done Business Leadership from IIM Bangalore and Management Leadership from Management Centre Europe (MCE).

 

Mr. Chandraker was the Head of the Energy Automation in India Region and has a working experience of 26 years in power sector. He has held many challenging positions (Business Segment Manager, Operations Director, Unit Head, etc.) in Cegelec India, Alstom India and Areva T and D India. He was awarded for Excellence in operations.

 

Mr. Chandraker was also the Head of the Energy Automation team which lead implementation of Unified Load Despatch Centre (ULDC) Scheme for Northern Region, North-Eastern Region and Eastern Region for Power Grid Corporation of India Limited (PGCIL) and various Electricity Boards in India.

 

He is a Member of the Share Transfer and Shareholders/Investors Grievance Committee of the Company.

 

Mr. Chandraker does not hold any shares in the Company.

 

. Mr. Alexandre Tagger

 

Mr. Alexandre Tagger started his career at JP Morgan in London in 1994 in Corporate Finance focusing on European domestic and cross-border mergers and acquisitions in the financial sector. Mr. Taggerjoined Schneider Electric in Paris in 2004 and was promoted to Vice President, External Growth - Mergers and Acquisitions in 2007 and additionally named Global M and A Co-coordinator for the Schneider Group in 2008. Mr. Tagger was fully involved in the Areva T and D consortium acquisition in partnership with Alstom, including the review and structuring with regard to Areva T and D India. Since August 2010, Mr. Tagger is based in Delhi, where he has overseen the statutory requirements under the open offer process as per relevant SEBI regulations and other related formalities as per the consortium agreement. He has been on the Board of AREVA T and D India Limited from February 2011 to December 2011 representing Schneider to oversee the separation process.

Mr. Tagger holds a graduate degree from Ecole de Management Lyon as well as a Master's of Business Administration from the University Of Texas Red Mc Combs Graduate School Of Business (1994).

Presently, he is the Chief Finance Officer and Whole-time Director of the Company. He is also a Member of the Audit Committee and Share Transfer Committee. Also, he is on the Board of Energy Grid Automation Transformers and Switchgears India Limited.

 

Mr. Tagger does not hold any shares in the Company.

 

E. Mr. Anil Chaudhry

 

Mr. Anil Chaudhry is Senior Vice President, Global Sales Organisation of Infrastructure BU and a member of Leadership Team. He joined Schneider Electric SAS in June 2010 after acquisition of distribution business of ex-AREVA T and D, where he was a member of Executive Management Committee, by Schneider Electric.

 

As Executive Vice President for International Sales Organisation, he was responsible for implementing sales growth strategy during challenging economic period in 2008 and 2009. He implemented Customer Relationship Management tool and managed business growth while maintaining sales force motivation during the acquisition period.

 

Mr. Chaudhry moved to Paris from India in June 2007 as Vice President Sales, Automation BU. He held additional responsibility of Executive Vice President for Automation business from January 08 till June 08 when he re-structured the business and developed 4 Year Strategic Plan (4YP) to accelerate the growth.

 

Before moving to France, he was Regional Vice President Automation Business in India. He was responsible for developing the team and implementation of strategy to win large projects and customer confidence. As part of his operational responsibility in India, he was instrumental in developing Engineering Back Office and R and D Centre to support worldwide operations.

 

Mr. Chaudhry has held various positions in general management, sales, business development, project management, design and engineering in France and India throughout his career of 27 years in the energy sector. He is known for his leadership, team building, people and business development strategy and execution skills.

He is on the Board of Energy Grid Automation Transformers and Switchgears India Limited.

 

Mr. Chaudhry does not hold any shares in the Company.

 

Mr. Olivier Blum

 

Mr. Olivier Blum is a Postgraduate in Business, Administrative and Financial studies from Ecole de Management, Grenoble.

 

He joined Schneider Electric in 1993 as a Marketing Engineer in France, then moved as a Sales Engineer from September 1994 and quickly climbed the corporate ladder to assume different leadership roles. He held many senior positions from Vice-Director of France Sales Division to the Secretary of the Executive Committee and Company Program Vice President in 2001, both positions directly reporting to the CEO of Schneider Electric, Mr. Henri Lachmann.

 

His first major overseas assignment came about in 2003 when he was posted in China as Final low Voltage Activity Director and later promoted to Director - Marketing. He moved to India in January 2008 as Managing Director and the Country President of Schneider Electric India Private Limited. He is also on the Board of Energy Grid Automation Transformers and Switchgears India Limited. Mr. Blum does not hold any shares in the Company.not hold any shares in

 

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

 

Market Overview

 

India is ranked as the fifth largest power producing and fifth largest power consuming country in the world (Source: IEA - Key World Energy Statistics, 2010).

 

Power generation capacity in India has increased substantially over recent years and as of October 31, 2011 India had a total installed capacity of 182,689.6 MW. The proposed capacity addition for power generation during the XI Five-year Plan (2007-12) is 78,700.4 MW and tentative capacity addition of approximately 100,000 MW has been envisaged under the XII Five-year Plan (2012-17) (Source: CEA Monthly Review, October 2011). However, supply has not kept pace with the rapid growth of the Indian economy, despite relatively low per capita electricity consumption in comparison to other major economies.

 

Overview of the Indian Transmission and Distribution Sector

 

A reliable transmission and distribution ("T and D") system is important for efficient transfer of power from generating stations to load centers and beyond. A typical T and D system comprises transmission lines, sub-stations, switching stations, transformers and distribution lines.

 

The power sector continues to be affected by high aggregate technical and commercial losses estimated to be approximately 35.0%. High technical losses in the system are primarily due to inadequate investments over the years for system improvement works, which has resulted in unplanned extensions of the distribution lines, overloading of the system elements like transformers and conductors, and lack of adequate reactive power support.

 

Distribution is the last link in the power supply chain and serves as the interface between the consumer and the utility. In India, only state utilities (SEBs) undertake distribution, except in Delhi and Orissa and Ahmedabad, where it has been privatized

 

The government has envisaged various distribution reforms aimed at improving the performance of SEBs and reducing power losses. The reforms, which include corporatisation of SEBs and privatization of distribution, are underpinned by schemes like APDRP (Accelerated Power and Distribution Reform Programme) and RGGVY (Rajiv Gandhi Gramin Vidyutikaran Yojna).

 

Overview of T and D Equipment Sector

 

Fuelled by the momentum of growth in the power sector, the size of the Indian T and D equipments market, in value terms, has more than quadrupled in the last ten years. Demand for the T and D equipments has been rising with new Greenfield capacities being added as well as the replacement requirements for revamping and modernization of existing equipments.

 

Other reasons for this growth include growth in other sectors (like telecom) and expansion of exports markets. Exports of electrical equipments have grown at a CAGR of above 18% since 2001 and it has tripled in the last six years. Typical distribution equipments are disc type insulators, distribution transformers, current transformers and switchgear and control gear.

 

Government-backed reform schemes in the last decade have enabled rapid growth of the power sector and the equipment industry has grown hand in hand.

 

Distribution Transformers: Market Overview

 

T and D utilities are the major end-users of distribution transformers in India. India is one of the major exporters of distribution transformers to many countries around the globe. India is largely dependent on the international markets for supply of various raw material inputs such as cold-rolled grain-oriented (CRGO) steel, transformer oil, and others.

 

With over 150 transformer manufacturers and suppliers, the Indian distribution transformers market is predominantly unorganized with few participants catering to the higher range distribution transformer market. The organized players include ABB, Areva T and D, Bharat Heavy Electricals Limited, Voltamp Transformers Limited, Crompton Greaves Limited, Vijai Electricals, Kotsons Private Limited, Kirloskar Electric Company, EMCO Limited, Victory Transformers and Switchgears Limited, and Transformers and Rectifiers India Limited.

 

 

OUTLOOK

 

The energy infrastructure market is on an upward trajectory. Power and Infrastructure sector continue to be a 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 energy infrastructure market in India will double in the next five years. With the synergies accruing from its integration with Schneider Electric India, the company is in a perfect position to cater to Infrastructure market solutions leveraging on expertise in the field of Power, Infrastructure, Buildings, Industry and IT businesses.

 

However there are many challenges which may impact the growth of the company in the short run. To control the high inflation, RBI the central bank of India had followed a monetary policy of liquidity tightening and raising interest rates. Aggressive competition might put strong price pressure and affect profitability. Schneider Electric

Infrastructure's management team will remain completely focused to meet these challenges and continue to deliver the best value for its shareholders.

 

 

CONTINGENT LIABILITIES

 

·         The Company considers Sales Tax demands amounting to Rs. 12.470 Millions (Previous Year: NIL) as contingent. The Company has preferred appeals against these demands which is pending before various appellate authorities, and has been advised that there are reasonable chances of success in these appeals.

·         The Company considers demand for Excise / Service tax amounting to Rs. 9.890 Millions (Previous Year: NIL) for various years as contingent. The Company has preferred appeals against these demands which is pending before various appellate authorities, and has been advised that there are reasonable chances of success in these appeals.

 

 

Statement of Standalone Audited Financial Results for the Quarter and Year Ended 31.03.2013                                                                                                                                                  

 

(Rs. In Millions)

Particulars

31.03.2013 (Audited)

31.12.2012 (Unaudited)

31.03.2013) (Audited)

Part 1 - Statement of standalone financial results

 

 

 

1. Income from operations

 

 

 

(a) Net sales/Income from operations (net of excise duty)

3009.000

4110.400

13023.100

(b) Other operating income

16.500

28.300

81.000

Total income from operations (net)

3025.500

4138.700

13104.100

 

 

 

 

2. Expenses

 

 

 

a. Cost of materials consumed

2152.800

2615.400

9073.900

b. Purchase of stock-in-trade

-

-

-

c. Changes in inventories of finished goods, work-in-progress and

stock-in-trade

(132.400)

225.800

(92.500)

d. Employees benefits expense

331.300

365.700

1482.700

e. Depreciation and amortisation

86.900

55.900

259.500

f. Other expenses

519.600

763.900

2311.200

Total expenses

3008.200

4026.700

13034.800

3. Profit / (loss) from operations before other income, finance Costs and exceptional items (1-2)

17.300

112.000

69.300

4. Other income

23.400

18.500

68.300

5. Profit 1 (loss) from ordinary activities before finance costs and exceptional items (3+4)

40.700

130.500

137.600

6. Finance costs (Refer note 7)

135.300

65.700

318.300

7. Profit (+) / loss (-) from ordinary activities after finance costs but before exceptional items (5-6)

(94.600)

64.800

(180.700)

8. Exceptional items

-

0

100.000

9. Profit (+)/ loss (-) from ordinary activities before tax (7-8)

(94.600)

64.800

(280.700)

10. Tax expense

3.900

 

3.900

11. Net profit (+)/ loss (-) from ordinary activities after tax (9-10)

(98.600)

64.800

(284.600)

12. Extraordinary items

-

 

-

13. Net profit(+)/ loss(-) for the period (11-12)

(98.600)

64.800

(284.600)

 

 

 

 

14. Paid-up equity share capital (face value of Rs 21- each)

478.200

478.200

478.200

15. Reserves excluding revaluation reserves

 

 

1906.900

16. Earnings per share (EPS)

 

 

 

a) Basic and diluted EPS before extraordinary items (not annualised)

(0.41)

0.27

(1.19)

b) Basic and diluted EPS after extraordinary items {not annualised)

(0.41)

0.27

(1.19)

 

 

 

 

A. Particulars of shareholding

 

 

 

1. Public shareholding

 

 

 

- Number of shares

52296831

63611511

52296831

- Percentage of shareholding

21.9%

26.6%

21.9%

2. Promoters and promoter group shareholding

 

 

 

(a) Pledged / Encumbered

 

 

 

- Number of shares

-

 

-

- 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

186807204

175492524

186807204

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

 

 

 

and promoter group)

100.0%

100.0%

100.0%

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

78.1%

73.4%

78.1%

 

 

 

 

B. Investor Complaints

 

 

 

 

Pending at the beginning of the quarter

-

 

 

Received during the quarter

2

 

 

Disposed of during the quarter

2

 

 

Remaining unresolved at the end of the quarter

-

 

 

 

 

Standalone Assets and Liabilities

 

(Rs. In Millions)

Particulars

31.03.2013 (Audited)

A. EQUITY AND LIABILITIES

 

1. Shareholders' Funds

 

(a). Share capita)

4782

(b). Reserves and surplus

19069

Sub-total - Shareholders' funds

23851

2. Non-current liabilities

 

 

 

(a). Long-term borrowings

0

(b). Deferred tax liabilities (net)

0

(c). Other long-term liabilities

0

(a). Long-term provisions

2447

Sub-total - Non-current liabilities

2447

 

 

3. Current liabilities

 

(a). Short-term borrowings

23414

(b). Trade payables

61545

(c). Other current liabilities

17671

(d). Short-term provisions

1581

Sub-total - Current liabilities

104211

TOTAL EQUITY AND LIABILITIES

130509

 

 

B.ASSETS

 

1. Non-current assets

 

(a). Fixed assets

19891

(b). Deferred tax assets (net)

1142

(c). Trade receivables

5331

(d). Long-term loans and advances

888

Sub-lolal - Non-current assets

27252

 

 

2. Current assets

 

(a). Inventories

14972

(b). Trade receivables

75568

(c). Cash and bank

439

(d). Short-term loans and advances

10881

(e). Other current assets

1397

Sub-total - Current assets

103257

TOTAL ASSETS

130509

 

 

Notes:

 

1.       The above Financial Results were reviewed by the Audit Committee and taken on record by the Board of Directors at the meeting held on May 22, 2013.

 

2.       The exceptional items represents stamp duty of Rupees 100.000 millions paid by the Company on stamping of the orders, pursuant to the scheme of demerger approved by the Hon'ble High Courts.

 

3.       In terms of Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, Schneider Electric Singapore Pte Limited ("Acquirer") along with certain persons acting in concert with the Acquirer, made an open offer to the public shareholders of Schneider Electric Infrastructure Limited.

The process of' Open Offer' was completed in February, 2013 and in terms of the same, 11,314,680 Equity Shares of the Company were acquired under the Open Offer. Consequent to the Open Offer, the shareholding of the Acquirer/Promoter Group in the Company increased from 73.40% to 78.13%,

The Acquirer /Promoter Group have committed themselves to reduce their shareholding in the Company within the regulatory time frame, such that the minimum public shareholding of the vofing share capital of the Company is maintained, to enable the Company's Shares to continue to remain listed.

 

4.       The figures of the last quarter are the balancing figures between audited figures in respect of the full financial year up to March 31, 2013 and the unaudited published year-to-date figures up to December 31, 2012, being the date of the end of the third quarter of the financial year which were subjected to limited review.

 

5.       During the year, the Company has entered into transactions of Purchase of goods and services amounting to Rs. 488.800 millions and sales of goods and services amounting to Rs. 321.700 millions. These transactions are approved by Board of Directors of the Company. Company has also filed an application for approval from Central Government which is awaited as of date. Pending Government approval, no adjustments have been considered in financial results as Management is of the view that it will not have any material impact on the results. Auditors have also drawn attention on this matter in their audit report and their opinion is not qualified in respect of this matter.

 

6.       The Company has only one business segment, i.e., business relating to product and systems for electricity distribution, and accordingly disclosure requirements as per Accounting Standard -17 on Segment Reporting are not applicable.

 

7.       Finance costs includes adjustment for exchange differences arising from foreign currency borrowings to the extent that they are regarded as an adjustment to interest costs amounting to Rupees 39.200 millions in the Year ended March 31, 2013, in line with AS - 16 "Borrowing Costs".

 

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

 

 

ALSTOM AND SCHNEIDER ELECTRIC TO LAUNCH MANDATORY OFFERS FOR THEIR RESPECTIVE ENTITLES IN INDIA. AL STOM T AND D INDIA LIMITED AND SCHNEIDER ELECTRIC INFRASTRUCTURE LIMITED.

 

Monday September 17, 2012

 

Regulatory News:

 

Following the acquisition of Areva T and D India LIMITED IN 2010 BY Alstom and Schneider Electric in consortium, the transmission and distribution activities have been carved out into two entitles Alstom T and D India Limited and Schneider Electric Infrastructure Limited.

 

The last step of the segregation of the activities triggers a change from a joint to a sole control of each entity by either Alstom or Schneider Electric.

 

Therefore, in accordance with the Indian takeover Regulations, Alstom and Schneider Electric have today announced respectively a mandatory tender offer to acquire up to 26% of the fully diluted voting equity share capital of Alstom T and D India Limited for Alstom and Upto 26% of the fully diluted voting equity share capital of Schneider Electric Infrastructure Limited For Schneider Electric.

 

Both Alstom T and D India Schnieder Electric Infrastructure Limited are listed on the Bombay Stock Exchange, the National Stock Exchange of India and Calcutta Stock Exchange.

 

This Announcement is not an offer to purchase or the solicitation of an offer to sell shares of either Alstom T and D India Limited or Schneider Electric Infrastructure Limited. Any Offers to purchase or solicitation of offers to sell will be made only pursuant to a formal offer. Shareholder are strongly advised to read the terms of the offer to purchase will made to, nor will tenders pursuant to the offer to purchase be accepted from or on behalf of, holders of shares in any jurisdiction in which making or accepting the offer to purchase would violate that jurisdictions law

 

 

PRESS RELEASE

 

SCHNEIDER ELECTRIC SA PROPOSES AN EVOLUTION OF ITS GOVERNANCE STRUCTURE

 

Rueil-Malmaison (France), December 18, 2012 – Henri Lachmann continues to implement his succession plan. Therefore, the Supervisory Board of Schneider Electric SA and its Chairman have decided to propose a modification of the Group’s governance structure at the next Annual Shareholder’s meeting, to be held on April 25, 2013. The Group will adopt a single board structure with a Board of Directors (Conseil d’Administration), provided it is approved by shareholders. 

 

The Board is attached to the continued success of the Group and its good governance. It endeavors to respect two key principles: to maintain a strong and stable leadership and to guarantee the independent control in the management of the company.

 

It intends to name Jean-Pascal Tricoire as Chairman and Chief Executive Officer (President Director General) in light of his achievements and performance since he took the lead of the Group in 2006. Emmanuel Babeau, currently member of the Management Board, will become Deputy Chief Executive Officer (Director General Delegue) in charge of Finance and Legal Affairs of the Group.

 

The Board also considers that it is necessary to reinforce its role and involvement in the oversight of the Group. Under this new governance structure, the Board of Directors will put in place four committees: Governance, Audit, Human Resources and Social Responsibility and Strategy. In addition, the board will nominate a Lead Director who will guarantee its independence and oversee the quality and timeliness of information sent and the proper functioning of the Board. Henri Lachmann will assume this role up to the end of his term as director in 2014. His mission will be to ensure a smooth transition in the governance structure and to name the Lead Director to succeed him in this role.

 

In line with this modification, all the existing members of the Supervisory Board (for the remaining duration of their terms) and Jean-Pascal Tricoire will be nominated as directors of the new Board. The employee shareholders will need to propose one or more candidates to represent them as director in the Board.

 

 

SCHNEIDER ELECTRIC ACQUIRES M AND C ENERGY GROUP AND STRENGTHENS ITS CAPABILITY TO RESPOND TO FAST GROWING DEMAND FOR ENERGY MANAGEMENT SERVICES

 

Rueil-Malmaison (France), May 4, 2012 - Schneider Electric announced today that it has signed an agreement to acquire M and C Energy Group (“M and C”), a fast-growing company specialized in energy procurement and sustainability services for both multinationals and small to medium sized enterprises.

 

Headquartered in the United Kingdom, M and C provides its customers with energy procurement, compliance and performance optimization services mostly on recurring subscription basis. The company has more than 500 employees including 300 energy specialists and an international presence with 21 offices across 15 countries, particularly in Europe and Asia-Pacific.  M and C expects to generate total sales of approximately Ł35 million for the current year ending June 2012 with an EBITA margin above the Schneider Electric average.

 

M and C will complement the offerings and geographic presence of Summit Energy, a leading US player in this segment acquired in 2011.  M and C brings to Schneider Electric and Summit Energy:

 

·         A strong client base of about 4,000 customers comprised of large corporations as well as a big pool of small to medium sized enterprises

·         Complementary geographical footprint, including Australia, Asia and some European locations

·         Highly experienced team specialized in services like energy procurement and risk management, regulatory analysis and compliance, performance optimization and sustainability auditing.

Chris Curtis, Schneider Electric’s Executive Vice President, Buildings Business, commented: “M and C is a bolt-on acquisition that will strongly complement Summit’s offerings, significantly enhance the Group’s position in energy management services, and accelerate our growth in countries where our presence is limited. In addition, this acquisition is totally in line with the Group’s strategy to boost services growth. The combination will allow us to connect their supply side expertise with our lead in demand side solutions and generate significant synergies.”

 

Mark Dickinson, CEO, M and C Energy Group commented: “Bringing M&C Energy Group and Schneider Electric together creates a global force in the energy advisory sector, providing long-term benefits to both staff and clients flowing from the combined knowledge, expertise, geographic footprint and range of products and service available.”

 

The completion of the transaction is subject to regulatory approvals and customary closing conditions.  The closing is expected to occur in the second quarter 2012. This acquisition is expected to be accretive on earnings per share from year 1 and to meet Schneider Electric’s Return on Capital Employed criteria in year 3.

 

 

SCHNEIDER ELECTRIC SUCCESSFULLY LAUNCHES ITS FIRST BOND IN THE UNITED STATES

 

Rueil-Malmaison (France), September 21, 2012 - Schneider Electric announced today that it has successfully placed its first US$ 800 million bond issue due 2022 in the United States. 

 

The bonds were issued by way of a private placement to institutional investors only (including to qualified institutional buyers in the United States).  The net proceeds of the issue will be used for general corporate purposes.

 

This bond offering gives Schneider Electric access to the large US dollar funding sources and further extends its average debt maturity at favorable market conditions.

 

The bonds will pay a coupon of 2.95%. The settlement of the bonds is expected to take place on

September 27, 2012.

 

 

FIXED ASSETS

 

·         Freehold Land

·         Leasehold Land

·         Buildings

·         Plant and Equipments

·         Furniture and Fixtures

·         Office Equipments

·         Motor Vehicles

 


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 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. 59.41

UK Pound

1

Rs. 90.38

Euro

1

Rs. 77.61

 

 

INFORMATION DETAILS

 

Report Prepared by :

DPH

 


 

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

5

--CREDIT LINES

1~10

5

--MARGINS

-5~5

-

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

NO

--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

DEFAULTER

 

 

--RBI

YES/NO

NO

--EPF

YES/NO

NO

 

 

 

TOTAL

 

48

 

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.