MIRA INFORM REPORT

 

 

Report No. :

352722

Report Date :

02.12.2015

 

IDENTIFICATION DETAILS

 

Name :

SUZLON ENERGY LIMITED

 

 

Registered Office :

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

Tel. No.:

91-79-66045000/ 26407141

 

 

Country :

India

 

 

Financials (as on) :

31.03.2015

 

 

Date of Incorporation :

10.04.1995

 

 

Com. Reg. No.:

04-025447

 

 

Capital Investment / Paid-up Capital :

Rs. 4976.300 Million

 

 

CIN No.:

[Company Identification No.]

L40100GJ1995PLC025447

 

 

IEC No.:

2495002021

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

AHMS03088B

 

 

PAN No.:

[Permanent Account No.]

AADCS0472N

 

 

Legal Form :

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

 

 

Line of Business :

Subject is primarily engaged in the business of manufacturing of wind turbine generators (‘WTGs’) and related components of various capacities.

 

 

No. of Employees :

1647 (Approximately)

 

 

RATING & COMMENTS

 

MIRA’s Rating :

Ba (41)

 

RATING

STATUS

PROPOSED CREDIT LINE

41-55

Ba

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

Satisfactory

 

Status :

Satisfactory

 

 

Payment Behaviour :

Usually correct

 

 

Litigation :

Exist

 

 

Comments :

Subject was established in the year 1995 and it is engaged in providing wind energy solutions. It offers designing, developing and selling of wind turbine generators of different capacities and its components. The firms also engaged in sale and sub-lease of land, infrastructure development, gearboxes, foundry and forging components and power generation.

 

For the financial year ended 2015, company possesses moderate operational performance and it has incurred losses from its operational activities.

 

Moreover, a binding agreement was signed with Centerbridge Partners LP, USA on January 22, 2015 to sell 100% stake in Senvion SE, a step down wholly owned subsidiary of the Company. On April 29, 2015, the sale transaction got concluded. The sale of Senvion SE is aligned with the group's strategy to reduce the debt and focus on the home market and high growth market like USA and emerging markets like China, Brazil, South Africa, Turkey and Mexico.

 

Furthermore, the Company signed definitive agreements with Dilip Shanghvi Family and Associates (the ((Investor Group") on February 13, 2015 for equity investments of Rs 18000 million in Suzlon Energy Limited. The Investor Group has also agreed to set-up a joint venture with the Company for setting-up of independent power projects in the renewable sector.

 

In addition to the above, the Company will also be availing working capital facilities through credit enhancement provided by one or more of the entities owned by one or more of the Investor Group.

 

The above rating strengths are tempered by erosion of networth due to accumulated losses over FY13-FY15 marked by its stretched working capital cycle, higher reliance on the external funding majorly in the form of Non-fund based line of credit for the overall execution of orders and susceptibility of the business to policy change and macroeconomic slowdown.

 

Trade relations are reported as fair. Payment terms are reported to be slow.

 

In view of aforesaid, the company can be considered for business dealings with some cautions.

 

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 – March 31, 2015

 

Country Name

Previous Rating

(31.12.2014)

Current Rating

(31.03.2015)

India

A1

A1

 

Risk Category

ECGC Classification

Insignificant

 

A1

Low

 

A2

Moderate

 

B1

High

 

B2

Very High

 

C1

Restricted

 

C2

Off-credit

 

D

 

 

EXTERNAL AGENCY RATING

 

Rating Agency Name

CARE

Rating

Long term Bank Facilities “BBB-”

Rating Explanation

Adequate degree of safety and moderate credit risk.

Date

08.10.2015

 

Rating Agency Name

CARE

Rating

Short term Bank Facilities “A3”

Rating Explanation

Moderate degree of safety and higher credit risk.

Date

08.10.2015

 

 

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 31-03-2015.

 

 

INFORMATION DENIED BY

 

Name :

Mr. Hemal Kanuga

Designation :

Secretary

Contact No.:

91-20-67025000

 

 

LOCATIONS

 

Registered Office :

“Suzlon”, 5, Shrimali Society, Near Shri Krishna Complex, Navrangpura, Ahmedabad – 380 009, Gujarat, India

Tel. No.:

91-79-66045000/ 26407141

Fax No.:

91-79-26565540/ 26442844

E-Mail :

invesstrors@suzlon.com

mca@suzlon.com

bpeter@suzlon.com

Website :

www.suzlon.com

 

 

Corporate/ Branch Office :

One Earth, Opposite Magarpatta City, Hadapsar, Pune – 411 028, Maharashtra, India

Tel. No.:

91-20-61356135/ 67022000

Fax No.:

91-20-67022100/ 40122200/ 67022200

E-Mail :

suzloncorpcomm@suzlon.com

 

 

Factory 1/ Technical Service Centre :

Plot No.H-24 and H-25, M.G. Udyognagar Industrial Estate, Dabhel, Daman-396 210, Daman and Diu, India

 

 

Factory 2 :

Plot No.77, 13, Opposite GDDIC, Vanakbara Road, Village Malala, Diu – 362 520, Daman and Diu, India

 

 

Factory 3 :

Plot No.306/1 and 3, Bhimpore, Nani Daman, Daman – 396 210, Daman and Diu, India

 

 

Factory 4 :

Survey No.86/3-4, 87/1-3-4, 88/1-2-3, 89/1-2, Kadaiya Road, Daman – 396 210, Daman and Diu, India

 

 

Factory 5 :

Survey No.42/2 and 3, 54, 1 to 8, Bhenslore Road, Dunetha, Daman – 396 210, Daman and Diu, India

 

 

Factory 6 :

Plot No.4, OIDC, M.G. Udhyog Nagar, Dabhel, Nani Daman, Daman – 396 210, Daman and Diu, India

 

 

Factory 7 :

RS.No.9/1A, 9/1B, 9/3, 9/1C, 9/2, 10/1, 10/3, 58/1, 9/4A, 9/4B, 57/1, 57/3, 58/2, 58/3, 58/5, 58/6, 57/4, 59, Thiruvandralkoil, Opposite Whirlpool India Limited, Pondicherry – 605 107, India

 

 

Factory 8 :

Block No.93, Opposite Gayatri Petroleum, National Highway No.8, Village Vadsala-Varnama, Vadodara – 391 242, Gujarat, India

 

 

Factory 9 :

Survey No.588, Village: Paddar, Bhuj, Kutch – 370 105, Gujarat, India

Tel No.:

91-2832-229028

Location :

Owned

 

 

Factory 10 :

Survey No.282, Chhadvel (Korde), Sakri, Dhule – 424 305, Maharashtra, India

 

 

Branch Office :

Located at:

 

·         Mumbai

·         Chennai

·         New Delhi

 

 

Overseas Branch Office:

Located at:

 

·         Australia

·         Brazil

·         China

·         Denmark

·         Spain

·         Italy

·         Portugal

·         United States of America

 

 

DIRECTORS

 

As on 31.03.2015

 

Name :

Mr. Tulsi Ranchhodbhai Tanti

Designation :

Chairman and Managing Director

Address :

Florida Estate, Bungalow No.29/30, Keshav Nagar, Mundhwa, Pune-411036, Maharashtra, India

Date of Appointment :

10.04.1995

DIN No.:

00002283

 

 

Name :

Mr. Vinod Ranchhodbhai Tanti

Designation :

Director

Address :

Florida Estate, Bungalow No.T-18,, Keshav Nagar, Mundhwa, Pune-411036, Maharashtra, India

Date of Appointment :

01.11.2010

DIN No.:

00002266

 

 

Name :

Mr. Girish Tanti

Designation :

Non-Executive Director

Address :

A-1101,Ssilver Woods, Mundhwa, Pune-411036, Maharashtra, India

Date of Appointment :

04.12.1995

DIN No.:

00002603

 

 

Name :

Mr. Vaidhyanathan Raghuraman

Designation :

Director

Address :

20, Kallol Apts, 35 IP Extn, Patparganj, Delhi-110092, India

Date of Appointment :

29.10.2005

DIN No.:

00411489

 

 

Name :

Mr. Rajiv Ranjan Jha

Designation :

Non-Executive Independent Director (a nominee of Power Finance Corporation Limited)

 

 

Name :

Mr. Marc Desaedeleer

Designation :

Director

Address :

Lee Garden, Lower Road, Chalfont St Peter, Gerrards Cross, Buckinghamshire, London, SL98LQ,  United Kingdom

Date of Appointment :

01.04.2012

DIN No.:

00508623

 

 

Name :

Mrs. Bharati Rao, a nominee of State Bank of India

Designation :

Non-Executive Independent Director

 

 

Name :

Mr. Ravi Uppal

Designation :

Director

Address :

841,15th Main, 3rd Block Koramangla, Bangalore-560034, Karnataka, India

Date of Appointment :

28.09.2012

DIN No.:

00025970

 

 

Name :

Mr. Venkataraman Subramanian

Designation :

Director

Address :

B-265, 1st Floor, Greater Kailash ,Part-I, Delhi-110048, India

Date of Appointment :

25.09.2014

DIN No.:

00357727

 

 

Name :

Mrs. Medha Vinay Joshi

Designation :

Nominee Director

Address :

D 72 Maker Kundan Gardens, Santacruz (West), Mumbai-400049, Maharashtra, India

Date of Appointment :

03.05.2014

DIN No.:

00328174

 

 

Name :

Ms. Pratima Ram

Designation :

Nominee Director

Address :

F-304, Central Park-I, Sector-42, Gurgaon-122002, Haryana, India

Date of Appointment :

27.03.2015

DIN No.:

03518633

 

 

Name :

Mr. Rajiv Ranjan Jha

Designation :

Nominee Director

Address :

C-II Block, 1267, First Floor, Palam Vihar, Gurgaon-122017, Haryana, India

Date of Appointment :

28.04.2011

DIN No.:

03523954

 

 

Name :

Per Torben Hornung Pedersen

Designation :

Additional Director

Address :

Rothenbaumchaussee 211, Hamburg, 20149, Germany

Date of Appointment :

28.09.2015

DIN No.:

07280323

 

 

KEY EXECUTIVES

 

Name :

Mr. Hemal Kanuga

Designation :

Secretary

Address :

8, Pritamnagar, Ellisbridge, Ahmedabad-380006, Gujarat, India

Date of Appointment :

04.05.2011

PAN No.:

AGIPK3230C

 

 

Name :

Mr. Kirti Jasvantlal Vagadia

Designation :

Chief Financial Officer

Address :

D-302, Kalptaru Regency-2, Phase-2, Kalyani Nagar, Near Joggers Park, Pune-411006, Maharashtra, India

Date of Appointment :

01.08.2015

PAN No.:

AAKPV2224M

 


 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on 30.09.2015

 

Category of Shareholder                                                

 

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

598384000

12.22

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

454400456

9.28

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

1052784456

21.50

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

 

 

Total shareholding of Promoter and Promoter Group (A)

1052784456

21.50

(B) Public Shareholding

 

 

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

 

 

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

60027844

1.23

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

521200177

10.64

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

90232017

1.84

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

797368500

16.28

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

1468828538

29.99

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

 

 

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

1299804854

26.54

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

711067199

14.52

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

307376316

6.28

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

57859214

1.18

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

45528305

0.93

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

10886834

0.22

http://www.bseindia.com/include/images/clear.gifNRIs/Foreign Individuals

72400

0.00

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

1371675

0.03

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

2376107583

48.51

Total Public shareholding (B)

3844936121

78.50

Total (A)+(B)

4897720577

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

10622544

0.00

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

10622544

0.00

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

4908343121

0.00

 

 

BUSINESS DETAILS

 

Line of Business :

Subject is primarily engaged in the business of manufacturing of wind turbine generators (‘WTGs’) and related components of various capacities.

 

 

Products :

Wind turbine generators (‘WTGs’)

 

 

Brand Names :

Not Available

 

 

Agencies Held :

Not Available

 

 

Exports :

Not Divulged

 

 

Imports :

Not Divulged

 

 

Terms :

Not Divulged

 

PRODUCTION STATUS NOT AVAILABLE

 

 

GENERAL INFORMATION

 

Suppliers :

 

Reference :

Not Divulged

Name of the Person :

Not Divulged

Contact No.:

Not Divulged

Since How Long Known :

Not Divulged

Experience :

Not Divulged

Maximum Limit Dealt :

Not Divulged

 

 

Customers :

Wholesalers, Retailers

Reference :

Not Divulged

Name of the Person :

Not Divulged

Contact No.:

Not Divulged

Since How Long Known :

Not Divulged

Experience :

Not Divulged

Maximum Limit Dealt :

Not Divulged

 

 

No. of Employees :

1647 (Approximately)

 

 

Bankers :

  • Axis Bank Limited
  • Indian Overseas Bank
  • Bank of Baroda
  • Bank of India
  • Oriental Bank of Commerce
  • Bank of Maharashtra
  • Central Bank of India
  • Punjab National Bank
  • Citibank, N.A.
  • State Bank of Bikaner and Jaipur
  • Corporation Bank
  • State Bank of India
  • Dena Bank
  • State Bank of Patiala
  • Export Import Bank of India
  • The Saraswat Co-operative Bank Limited
  • ICICI Bank Limited
  • Union Bank of India
  • IDBI Bank Limited
  • Yes Bank Limited

 

 

Facilities :

(Rs. In Million)

SECURED LOAN

As on

31.03.2015

As on

31.03.2014

Long Term Borrowing

 

 

Term loans from

 

 

Banks

1733.700

34722.300

Financial institutions

15817.500

15987.100

Short Term Borrowing

 

 

Working capital facilities from banks

28694.300

19793.300

Working capital facilities from financial institutions

4085.300

2364.500

Working capital facilities from others

1500.000

0.000

Total

51830.800

72867.200

Notes :

 

Long-term borrowings

The details of security for the secured loans are as follows:

(i) In case of financial facilities from CDR lenders in accordance with MRA and non-CDR lenders, RTL, WCTL, FITL aggregating Rs 52811.100 Million (Rs 5,3012.400 Million) of which Rs 33551.200 Million (Rs 50709.300 Million) classified as long-term borrowings and Rs 19259.900 Million (Rs 230.31 Million) classified as current maturities of long-term borrowings, fund based working capital facilities of Rs 20136.500 Million (Rs 17684.800 Million) and non fund based working capital facilities are secured by first pari passu charge on all chargeable present and future tangible/intangible movable assets of each of the Borrowers, first charge on all chargeable present and future immovable assets (excluding the identified properties) of each of the Borrowers, first charge on all present and future chargeable current assets of each of the Borrowers, first charge over Trust and Retention Account (‘TRA’) and other bank accounts of the Borrowers, pledge of equity shares held by SEL in its 8 Indian subsidiaries which are forming part of the Borrowers, negative lien over the equity shares held by SEL in SE Forge Limited, pledge on shares of Suzlon Energy Limited, Mauritius (‘SELM’) held by SEL, negative lien over the equity shares of certain overseas subsidiaries of SEL held by itsstep down overseas subsidiaries, pledge of certain equity shares of SEL held by its promoters, personal guarantee of the managing director of SEL and limited personal guarantee of one director of SSL. In addition to above, the loans outstanding as on March 31, 2014, were secured by pledge of shares of certain overseas subsidiaries held by SEL’s step down overseas subsidiaries including pledge of shares of Senvion SE and guarantee by an overseas subsidiary. Post April 29, 2015, the pledged shares and guarantee are ceded from the charge.

 

ii) Rs 1747.800 Million (Rs 2108.500 Million) secured by way of priority repayment against the specific receivables being financed by certain lenders along with sharing of securities under CDR Package and personal guarantee of the managing director of SEL and limited personal guarantee of one director of SSL.

 

iii) Rs 4085.300 Million (Rs 2364.500 Million) secured by way of priority repayment against the specific receivables being financed by a lender along with sharing of securities under CDR Package and personal guarantee of the managing director of SEL.

 

iv) Rs 1500.000 Million (Rs Nil) secured by way of priority repayment on pari passu basis against the specific receivables being financed by a lender and a pari passu charge on the stock and receivables pertaining to specific projects with the lenders for the facility mentioned in point (v) below.

 

 v) Rs 6810.000 Million (Rs Nil) secured by way of priority repayment on pari passu basis against the specific receivables being financed by a lender and a pari passu charge on the stock and receivables pertaining to specific projects with the lender for the facility mentioned in point (iv) above, corporate guarantee of a company and pledge of shares of a company.

 

vi) Vehicle loan of Rs 6.200 Million (Rs Nil), of which Rs 6.200 Million (Rs Nil) classified as current portion of long term borrowings is secured against vehicle under hire purchase contract.

 

Short-term borrowings

The rate of interest on the working capital loans from banks, financial institutions and others ranges between 11% p.a. to 14% p.a. depending upon the prime lending rate of the banks and financial institutions, wherever applicable, and the interest rate spread agreed with the banks.

 

Auditor 1 :

 

Name :

SNK and Company

Chartered Accountants

Address :

E-2-B, 4th Floor, The Fifth Avenue, Dhole Patil Road, Near Regency Hotel, Pune – 411 001, Maharashtra, India

 

 

Auditor 2 :

 

Name :

S.R. Batliboi and Company

Chartered Accountants

Address :

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

 

 

Memberships :      

Not Available

 

 

Collaborators :

Not Available

 

 

Joint venture :

Suzlon Energy (Tianjin) Limited

 

 

Subsidiary Companies  :

  • AE-Rotor Holding B.V.
  • Avind Desenvolvimento De Projetos De Energia Ltda
  • Parque Eolico El Almendro S.L.
  • PowerBlades GmbH
  • PowerBlades Industries Inc.
  • PowerBlades SA
  • Senvion Holdings Pty Ltd. (formerly RECA Holdings Pty Limited)
  • Senvion Betriebs-und Beteiligungs GmbH (formerly REpower Betriebs-und Beteiligungs GmbH)
  • Senvion Investitions-und Projektierungs GmbH and Company KG (formerly REpower Investitions-und Projektierungs GmbH and Company KG)
  • REpower North China Limited
  • RE Power Systems Northern Europe A/S
  • Senvion India Ltd (formerly REpower Systems India Limited)
  • Senvion (Beijing) Trading Company Limited (formerly REpower Wind Systems Trading Inc.)
  • Senvion Windpark Betriebs GmbH (formerly REpower Windpark Betriebs GmbH)
  • RETC Renewable Energy Technology Center GmbH
  • RiaBlades S.A.
  • RPW Investments SGPS,SA
  • SE Blades Limited
  • SE Blades Technology B.V.
  • SE Drive Technik GmbH
  • SE Electricals Limited
  • SE Forge Limited
  • SE Solar Limited
  • Senvion Australia Pty Limited
  • Senvion Austria GmbH
  • Senvion Benelux b.v.b.a.
  • Senvion Canada Inc.
  • Senvion Deutschland GmbH
  • Senvion Energy PLC
  • Senvion France S.A.S.
  • Senvion Italia s.r.l
  • Senvion Netherlands B.V.
  • Senvion Portugal S.A.
  • Senvion Romania SRL
  • Senvion SE
  • Senvion Polska Sp.z o.o
  • Senvion Scandinavia AB
  • Senvion Turkey Rüzgar Türbinleri Limited Şirketi
  • Senvion UK Limited
  • Senvion USA Corp.
  • Sure Power LLC
  • Suzlon Energia Elocia do Brasil Ltda
  • Suzlon Energy (Tianjin) Limited Joint Venture Suzlon Energy A/S
  • Suzlon Energy Australia CYMWFD Pty Limited
  • Suzlon Energy Australia Pty. Limited
  • Suzlon Energy Australia RWFD Pty Limited
  • Suzlon Energy B.V.
  • Suzlon Energy GmbH
  • Suzlon Energy Korea Company Limited
  • Suzlon Energy Limited, Mauritius
  • Suzlon Energy Chile Lda.
  • Suzlon Generators Limited
  • Suzlon Global Services Limited
  • Suzlon Gujarat Wind Park Limited
  • Suzlon North Asia.
  • Suzlon Power Infrastructure Limited
  • Suzlon Project VIII LLC
  • Suzlon Rotor Corporation
  • Suzlon Structures Limited
  • Suzlon Wind Energy (Lanka) Pvt Limited
  • Suzlon Wind Energy BH
  • Suzlon Wind Energy Bulgaria EOOD
  • Suzlon Wind Energy Corporation
  • Suzlon Wind Energy Equipment Trading (Shanghai) Company Limited
  • Suzlon Wind Energy Espana, S.L
  • Suzlon Wind Energy Italy s.r.l.
  • Suzlon Wind Energy Limited
  • Suzlon Wind Energy Nicaragua Sociedad Anonima
  • Suzlon Wind Energy Portugal Energia Elocia Unipessoal Lda
  • Suzlon Wind Energy Romania SRL
  • Suzlon Wind Energy South Africa (PTY) Limited
  • Suzlon Wind Energy Uruguay SA
  • Suzlon Wind Enerji Sanayi Ve Ticaret Limited Sirketi
  • Suzlon Wind International Limited
  • Suzlon Windenergie GmbH
  • Tarilo Holding B.V.
  • Valum Holding B.V.
  • Ventipower S.A.
  • Ventinveste Indústria, SGPS, SA,
  • WEL Windenergie Logistik GmbH
  • Windpark Blockland GmbH and Company KG
  • Yorke Peninsual Wind Farm Project Limited (Ceres)

 

 

Entities where key management personnel (‘KMP’)/relatives of key management personnel ('RKMP') have significant influence:

  • Sarjan Realities Limited
  • Aspen Infrastructures Limited
  • Shubh Reality (South) Limited
  • Tanti Holdings Private Limited
  • Suzlon Foundation
  • Suruchi Holdings Private Limited
  • Sugati Holdings Private Limited
  • Synew Steel Limited
  • Salene Power Infrastructure Limited
  • Samanvaya Holdings Private Limited
  • PT Wind Energy,
  • Synefra Infrastructures Limited
  • SE Freight and Logistics India Private Limited
  • Sugati Beach Resort Private Limited
  • Spectra Management Consultancy Private Limited
  • Indian Wind Energy Association
  • Windforce Management Services Private Limited
  • Suzlon Green Power Limited
  • Sandla Wind Project Private Limited

 

 

CAPITAL STRUCTURE

 

As on 31.03.2015

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

7,500,000,000

Equity Shares

Rs.2/- each

Rs.15000.000 Million

 

 

 

 

 

Issued Capital :

No. of Shares

Type

Value

Amount

3,726,647,172

Equity Shares

Rs.2/- each

Rs. 7453.300 Million

 

 

 

 

 

Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

3,707,715,195

Equity Shares

Rs.2/- each

Rs.7415.400 Million

 

 

 

 

 

 

Reconciliation of the equity shares outstanding at the beginning and at the end of the reporting period

 

Equity shares

As at 31st March, 2015

No. of Shares

(Crore)

Amount

(Rs. in Million)

At the beginning of the year

248.81

4976.300

Issued during the year

 

 

CDR lenders

21.54

430.800

Vendors

6.79

135.700

Grant of Employee Stock Purchase Scheme (ESPS)

1.01

20.200

Promoters entity

7.78

155.600

Conversion of bonds

84.84

1696.800

Outstanding at the end of the year

370.77

7415.400

 

                                                                     

b. Terms/rights attached to equity shares

 

The Company has only one class of equity shares having a par value of Rs 2 each. Each holder of equity shares is entitled to one vote per share except for the underlying depository shares held against the Global Depository Receipts (‘GDRs’).

 

Holders of the GDR have no voting rights with respect to the equity shares represented by the GDRs. Deutsche Bank Trust Company Americas (the ‘Depository’), which is the shareholder on record in respect of the equity shares represented by the GDRs, will not exercise any voting rights in respect of the equity shares against which GDRs are issued, unless it is required to do so by law. Equity shares which have been withdrawn from the Depository facility and transferred on the Company's register of members to a person other than the Depository, ICICI Bank Limited (the ‘Custodian’) or a nominee of either the Depository or the Custodian may be voted by the holders thereof.

 

As regard the shares which did not have voting rights as on March 31, 2015 are GDRs – 2,114,631 / (equivalent shares – 8,458,524) and as on March 31, 2014 are GDRs – 1,791,178 / (equivalent shares – 7,164,712).

 

The Company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to approval of the shareholders in the ensuing Annual General Meeting.

 

In the event of liquidation of the Company, the holder of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

 

c. Aggregate number of bonus shares issued, share issued for consideration other than cash and shares bought back during the period of five years immediately preceding the reporting date:

 

 

31.03.2015

No. of Shares

(In Crore)

Equity shares allotted as fully paid up pursuant to contracts for consideration other than cash

3.20

 

In addition, the Company has issued 8,000 shares (32,000 shares) during the period of five years immediately preceding the reporting date on exercise of options granted under the employee stock option plan (ESOP) wherein part consideration was received in the form of employee services. In addition to this, during the year the Company has allotted 10,095,000 equity shares (Nil shares) to employees under ESPS Scheme.

 

d. Shares reserved for issue under options

 

For details of shares reserved for issue under the employee stock option (ESOP) plan of the Company, Note 31(b), under heading of “Closing balance”.

 

For details of shares reserved for issue on conversion of FCCBs, refer Note 12(II)(a) for terms of conversion/ redemption.

 

For details of shares reserved for issue on conversion of Funded Interest Term Loan into equity shares or compulsory convertible debentures and issue of equity shares in lieu of sacrifice of the CDR Lenders, refer Note 4(d) for terms of conversion. The shares were issued during the current year. There are no shares reserved for issue under options as at the balance sheet date.

 

For details of shares reserved for issue on conversion of existing promoter loans and promoter contribution in lieu of bank sacrifice and to certain vendors, refer Note 4(g). The shares were issued during the current year. There are no shares reserved for issue under options as at the balance sheet date.

 

For details of shares reserved for issue to an Investor Group, refer Note 10(ii) for terms of issue.

 

e. Details of shareholders holding more than 5% equity shares in the Company:

 

Name of the shareholder

As at 31st March, 2015

No. of Shares

(Crore)

% holding

(Equity shares of Rs.2 each fully paid)

 

 

IDBI Bank Limited

20.45

5.52

Sugati Holdings Private Limited

26.25

7.08

 


 

FINANCIAL DATA

[all figures are in Rupees Million]

 

 

ABRIDGED BALANCE SHEET

 

 

SOURCES OF FUNDS

 

31.03.2015

31.03.2014

31.03.2013

I.              EQUITY AND LIABILITIES

 

 

 

(1)Shareholders' Funds

 

 

 

(a) Share Capital

7415.400

4976.300

3554.700

(b) Reserves & Surplus

(24046.600)

21663.300

19211.900

(c) Money received against share warrants

0.000

0.000

0.000

 

 

 

 

(2) Share Application money pending allotment

18000.000

1620.200

5816.700

Total Shareholders’ Funds (1) + (2)

1368.800

28259.800

28583.300

 

 

 

 

(3) Non-Current Liabilities

 

 

 

(a) long-term borrowings

55921.200

61194.500

61640.100

(b) Deferred tax liabilities (Net)

0.000

0.000

0.000

(c) Other long term liabilities

854.900

157.000

300.100

(d) long-term provisions

1218.600

1393.400

2336.100

Total Non-current Liabilities (3)

57994.700

62744.900

64276.300

 

 

 

 

(4) Current Liabilities

 

 

 

(a) Short term borrowings

34279.600

22157.800

15433.500

(b) Trade payables

27475.800

34010.300

31684.600

(c) Other current liabilities

32000.900

33092.400

32307.200

(d) Due to Customer

74.400

220.00

142.300

(e) Short-term provisions

4347.800

5628.200

4289.000

Total Current Liabilities (4)

98178.500

95108.700

83856.600

 

 

 

 

TOTAL

157542.000

186113.400

176716.200

 

 

 

 

II.            ASSETS

 

 

 

(1) Non-current assets

 

 

 

(a) Fixed Assets

 

 

 

(i) Tangible assets

5039.100

5947.200

7595.600

(ii) Intangible Assets

838.400

1244.000

1887.900

(iii) Capital work-in-progress

198.300

157.100

383.800

(iv) Intangible assets under development

0.000

0.000

0.000

(b) Non-current Investments

25015.400

77300.700

81360.500

(c) Deferred tax assets (net)

0.000

0.000

0.000

(d)  Long-term Loan and Advances

15805.500

31392.400

25344.600

(e) Other Non-current assets

4049.700

2601.100

3202.200

Total Non-Current Assets

50946.400

118642.500

119774.600

 

 

 

 

(2) Current assets

 

 

 

(a) Current investments

2500.000

0.000

4169.300

(b) Inventories

6109.200

7409.900

15420.600

(c) Trade receivables

15803.500

15478.800

15862.500

(d) Cash and cash equivalents

674.700

605.700

1391.700

(e) Short-term loans and advances

40824.800

19487.500

15521.400

(f) Other current assets

40683.400

24489.000

4576.100

Total Current Assets

106595.600

67470.900

56941.600

 

 

 

 

TOTAL

157542.000

186113.400

176716.200

 

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

31.03.2015

31.03.2014

31.03.2013

 

SALES

 

 

 

 

 

Income

22614.900

30363.600

17481.100

 

 

Other Income

88.100

283.600

55.600

 

 

TOTAL                                     (A)

22703.000

30647.200

17536.700

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Cost of Materials Consumed

16274.600

16817.400

16994.500

 

 

Purchases of Stock-in-Trade

183.900

367.400

727.800

 

 

Changes in inventories of finished goods, work-in-progress and Stock-in-Trade

493.800

4767.300

(3203.500)

 

 

Employees benefits expense

1870.400

2557.000

2574.500

 

 

Other expenses

7690.100

9576.300

13165.500

 

 

Prior period items

 0.000

520.900

0.000

 

 

Exceptional items

46078.500

(6383.500)

5717.100

 

 

TOTAL                                     (B)

72591.300

28222.800

35975.900

 

 

 

 

 

Less

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

(49888.300)

2424.400

(18439.200)

 

 

 

 

 

Less

FINANCIAL EXPENSES                                    (D)

8857.000

9932.400

7845.100

 

 

 

 

 

 

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

(58745.300)

(7508.000)

(26284.300)

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

1578.100

1740.000

2145.400

 

 

 

 

 

 

PROFIT BEFORE TAX (E-F)                              (G)

(60323.400)

(9248.000)

(28429.700)

 

 

 

 

 

Less

TAX                                                                  (H)

0.000

(3.300)

1468.300

 

 

 

 

 

 

PROFIT AFTER TAX (G-H)                                (I)

(60323.400)

(9244.700)

(29898.000)

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

 

Export Earnings

754.100

4418.000

3503.000

 

 

Interest on loans

1511.800

1432.400

1422.900

 

TOTAL EARNINGS

2265.900

5850.400

4925.900

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Raw Materials

5733.600

7180.300

8725.300

 

 

Stores & Spares

3.100

2.600

8.000

 

 

Capital Goods

116.000

115.500

1573.100

 

TOTAL IMPORTS

5852.700

7298.400

10306.400

 

 

 

 

 

 

Earnings Per Share (Rs.)

(20.09)

(4.13)

(16.82)

 

 

CURRENT MATURITIES OF LONG TERM DEBT DETAILS

 

Particulars

 

31.03.2015

31.03.2014

31.03.2013

Current Maturities of Long term debt

19266.100

17229.700

12729.500

Cash (used in) generated from operating activities

(172.300)

(1643.300)

2805.600

Net cash (used in) generated from operating activities

(147.500)

(1628.700)

2827.700

 

 

QUARTERLY RESULTS

 

Particulars

 

 

30.06.2015

(Unaudited)

30.09.2015

(Unaudited)

 

 

1st Quarter

2nd Quarter

Net Sales

 

11159.700

11603.200

Total Expenditure

 

10481.800

10064.500

PBIDT (Excl OI)

 

677.900

1538.700

Other Income

 

1419.700

1257.700

Operating Profit

 

2097.600

2796.400

Interest

 

1983.200

1504.3000

Exceptional Items

 

(827.600)

140.500

PBDT

 

(713.200)

1432.600

Depreciation

 

260.600)

267.900

Profit Before Tax

 

(973.800)

1164.700

Tax

 

0.000

0.000

Provisions and contingencies

 

NA

NA

Profit After Tax

 

(973.800)

1164.700

Extraordinary Items

 

NA

NA

Prior Period Expenses

 

NA

NA

Other Adjustments

 

NA

NA

Net Profit

 

(973.800)

1164.700

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2015

31.03.2014

31.03.2013

Net Profit Margin

(PAT / Sales)

(%)

(266.74)

(30.45)

(171.03)

 

 

 

 

 

Operating Profit Margin

(PBDIT/Sales)

(%)

(220.60)

7.98

(105.48)

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

(45.59)

(8.51)

(29.93)

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

(44.07)

(0.33)

(0.99)

 

 

 

 

 

Debt Equity Ratio

(Total Debt /Networth)

 

79.97

3.56

3.14

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

1.09

0.71

0.68

 

 

STOCK PRICES

 

Face Value

Rs.2.00

Market Value

Rs.21.65

 

 

FINANCIAL ANALYSIS

[all figures are in Rupees Million]

 

 

DEBT EQUITY RATIO

 

Particular

31.03.2013

31.03.2014

31.03.2015

 

(Rs. In Million)

(Rs. In Million)

(Rs. In Million)

Share Capital

3554.700

4976.300

7415.400

Reserves & Surplus

19211.900

21663.300

(24046.600)

Money received against share warrants

0.000

0.000

0.000

 Share Application money pending allotment

5816.700

1620.200

18000.000

Net worth

28583.300

28259.800

1368.800

 

 

 

 

long-term borrowings

61640.100

61194.500

55921.200

Short term borrowings

15433.500

22157.800

34279.600

Current maturities of long-term debts

12729.500

17229.700

19266.100

Total borrowings

89803.100

100582.000

109466.900

Debt/Equity ratio

2.696

2.950

65.898

 

 

 

YEAR-ON-YEAR GROWTH

 

Year on Year Growth

31.03.2013

31.03.2014

31.03.2015

 

(Rs. In Million)

(Rs. In Million)

(Rs. In Million)

Sales

17481.100

30363.600

22614.900

 

 

73.694

(25.520)

 

 

 

 

NET PROFIT MARGIN

 

 

Net Profit Margin

31.03.2013

31.03.2014

31.03.2015

 

(Rs. In Million)

(Rs. In Million)

(Rs. In Million)

Sales

17481.100

30363.600

22614.900

Profit

(29898.000)

(9244.700)

(60323.400)

 

(171.03%)

(30.45%)

(266.74%)

 

 

 

 

LOCAL AGENCY FURTHER INFORMATION

 

Sr. No.

Check List by Info Agents

Available in Report (Yes / No)

1]

Year of establishment

Yes

2]

Constitution of the entity -Incorporation details

Yes

3]

Locality of the entity

Yes

4]

Premises details

No

5]

Buyer visit details

--

6]

Contact numbers

Yes

7]

Name of the person contacted

Yes

8]

Designation of contact person

Yes

9]

Promoter’s background

Yes

10]

Date of Birth of Proprietor / Partners / Directors

No

11]

Pan Card No. of Proprietor / Partners

No

12]

Voter Id Card No. of Proprietor / Partners

No

13]

Type of business

Yes

14]

Line of Business

Yes

15]

Export/import details (if applicable)

No

16]

No. of employees

Yes

17]

Details of sister concerns

Yes

18]

Major suppliers

No

19]

Major customers

No

20]

Banking Details

Yes

21]

Banking facility details

Yes

22]

Conduct of the banking account

--

23]

Financials, if provided

Yes

24]

Capital in the business

Yes

25]

Last accounts filed at ROC, if applicable

Yes

26]

Turnover of firm for last three years

Yes

27]

Reasons for variation <> 20%

--

28]

Estimation for coming financial year

No

29]

Profitability for last three years

Yes

30]

Major shareholders, if available

Yes

31]

External Agency Rating, if available

No

32]

Litigations that the firm/promoter involved in

Yes

33]

Market information

--

34]

Payments terms

No

35]

Negative Reporting by Auditors in the Annual Report

No

 

(Rs. In Million)

UNSECURED LOAN

As on

31.03.2015

As on

31.03.2014

Long Term Borrowing

 

 

Foreign currency convertible bonds

22370.000

10485.100

Total

22370.000

10485.100

 

 

LITIGATION DETAILS:

 

HIGH COURT OF GUJARAT

 

TAX APPEAL No. 1251 of 2009

 

Status : PENDING

( Converted from : ST/1810/2009 )

CCIN No : 001092200901251

 

Next Listing Date: 15/12/2015

 

 

Coram

·         HONOURABLE MS.JUSTICE HARSHA DEVANI

·         HONOURABLE MR.JUSTICE G.B.SHAH

 

 

 

S.NO.

Name of the Petitioner

Advocate On Record

1.

COMMISSIONER OF INCOME TAX-IV

MR NITIN K MEHTA for: Appellant(s) http://gujarathc-casestatus.nic.in/gujarathc/images/arrow1.png 1

 

 

S.NO.

Name of the Respondant

Advocate On Record

1.

SUZLON ENERGY LTD

MR TUSHAR P HEMANI for :Opponent(s) http://gujarathc-casestatus.nic.in/gujarathc/images/arrow1.png 1

 

 

Presented On

:  15/06/2009

Registered On

: 15/06/2009

Bench Category

: DIVISION BENCH

District

:  AHMEDABAD

Case Originated From

:THROUGH HIS/HER/THEIR ADVOCATE

Listed

: 23 times

 

Stage Name

FOR FINAL HEARING

Classification

DB - OJ - TAX APPEAL - INCOME TAX ACT, 1961 - APPEAL TO HIGH COURT - U/S 78

Act

INCOME-TAX ACT, 1961

 

 

CORPORATE INFORMATION:

 

The company is a public company domiciled in India. Its shares are listed on two stock exchanges in India. The Company is primarily engaged in the business of manufacturing of wind turbine generators (‘WTGs’) and related components of various capacities.

 

 

COMPANY’S PERFORMANCE:

 

On a standalone basis, the Company achieved revenue from operations of Rs 22614.900 Million and EBIT of Rs (5387.900) Million as against Rs 30363.600 Million and Rs (5699.100) Million respectively in the previous year. Net loss for the year is Rs 60323.400 Million as compared to net loss of Rs 9244.700 Million in the previous year. The increase in loss during the year compared to previous year is primarily due to provisions for diminution in investments of subsidiaries.

 

MANAGEMENT DISCUSSION AND ANALYSIS

 

Global wind market and outlook

 

After a slump in calendar year (CY) 2013, the wind market bounced back strongly in CY 2014 by growing 44% with an annual installation of 49 GW. The market was mainly driven by surge in installations in China, USA, Germany and Brazil. The offshore wind segment grew marginally with over 4 GW under construction.

 

Indian market experienced significant growth of 34% with 2.3 GW capacity installed in CY2014 due to restoration of Accelerated Depreciation (AD) and continued investment from Independent Power Producers (IPPs). Healthy project pipeline by IPPs coupled with ambitious target of 60 GW by 2022 from current level of 23 GW set by the new Government will continue to drive the market growth in India. The government has also gone ahead for amending the Electricity Act 2003, which is lying with the Parliament for approval and national tariff policy. The proposed amendments will lead to two distinct things as under:

 

• Renewable Generation Obligation (RGO), which will be applicable to Greenfield conventional power capacities in the future, where in they will have to procure certain percentage of off-take from Renewable Energy as a function of their installed capacity;

 

• Stricter enforcement of Renewables Purchase Obligation (RPO) as specified by various State Electricity Regulatory Commissions (SERCs)

 

The industry is poised for a record volume in CY 2015 to reach annual market size of 58 GW. The growth will be driven mainly by the end of the policy cycle in key markets particularly in China, USA and carryover of offshore wind capacity in Germany. Brazil and Canada will also witness huge installations.

 

The long term outlook of wind market continues to remain strong with Levelized Cost Of wind Energy becoming competitive vis-à-vis new fossil fuel plants in key markets. Wind market is likely to undergo a transition to market mechanism from 2017 to 2020 responding to regulatory reforms underway in key wind markets. The long-term future for wind is underpinned mainly by its efficiency and cost effectiveness in relationship with other conventional fossil fuels. New products are being introduced with a significantly improved yield curve and also to harness wind energy from low wind sites. In addition to cost competitiveness, energy security concerns and climate change issue continues to play key roles in shaping the future growth of renewables including wind energy.

 

Group Outlook

The Suzlon Group (‘the Group’) today is well positioned for a new phase of growth. The Group has over a billion dollar order book in India and a sizeable pipeline in International business markets. The Group remains a leading wind turbine manufacturer globally with over 14.5 GW of wind installation in 17 countries. Financial restructuring, including Senvion sale and turnaround efforts are making the Group leaner and stronger to harness growing opportunities both in turbine business and Operations and Maintenance Service (OMS) business. On top of a 60GW Wind Energy target, the Government has also set ambitious targets for Solar Energy of 100 GW by 2022. This is opening up opportunity to diversify and grow for the Group. India will remain a key market for Suzlon’s growth in near term. The Group also have a major share in the volume from Public Sector Units (PSU) / tender segment wherein wind installations over 1.5 GW completed till date and with an amended circular issued by Ministry of Corporate Affairs (MCA), there is going to be a larger investment by both central and state owned PSUs in the future, where the Group is in a position to grab a major market share.

 

 

Products and technology

Technology is the key enabler for competitiveness in the wind space. The Group’s state of the art R&D facilities in Europe and India have led to the development of a comprehensive product portfolio, ranging from sub MW to 2.1 MW wind turbines and tower height of up to 120 meter. With a focus on reducing the cost of energy and thereby improving IRR for the customers, the Group launched two new products over the last two years.

 

Suzlon has started serial production of S97 with 120 meter hybrid tower which is the tallest and first of its kind wind tower in India. This will enhance energy output by 10 per cent to 15 per cent over S97 with 90 meter tower, converting many low wind sites into commercially viable sites. The prototype of new product S111 – 2.1 MW has already been installed both in India and USA. S111 is specially designed for lower wind-speed sites delivering energy yield improvements of about 20 per cent over the existing platform of S97 at same Hub height. This product is likely to give Suzlon a huge competitive advantage particularly in Indian wind market. The Group continued its product innovation and research and development drive at R&D centers in Germany, The Netherlands, Denmark and India.

 

Group updates

 

Despite a tough year, Suzlon Group, including Senvion, achieved seventh and sixth place globally in annual and cumulative capacity installations respectively, in CY 2014. The global market share in 2014 as per MAKE Consulting was 4.9% in Annual and 7.1% on Cumulative basis. Suzlon Group, including Senvion, featured amongst top 5 OEMs in both America and EMEA (Europe, Middle East and Africa) region with a market share of 6% and 9% respectively as per the Make Report.

 

Suzlon would limit its focus on key and profitable International markets. Suzlon also maintained a top three position in India with installations of 442 MW in FY 2014-15. Indian Wind market is forecasted to rebound on the back of reinstatement of Accelerated Depreciation (AD), increasing Feed-in-Tariffs in several states and with GBI benefits continuing to be in place for five years. Suzlon is well positioned to continue its market dominance.

 

Our focus as a Group during FY 2014-15 was on comprehensive liability management, de-leveraging of balance sheet and on operational turnaround. The successful steps towards financial restructuring by the end of the year along with improving business efficiency and reduced fixed cost have helped Suzlon Wind to commence process of increasing volumes and reducing losses. However, in the process Suzlon has to book sizeable losses related to divestment of Senvion. Suzlon is now well positioned for resuming a new phase of growth with higher focus on key market.

 

Key initiatives

 

The Management Team has laid out clear plans to address key priorities in FY16, namely –

 

1. Regain market share in India

2. Improve contribution margin by maximizing energy yield, reduced cost of turbine and timely execution of projects

3. Focus on core and profitable International markets

4. Enhance machine availability and higher customer satisfaction through better OMS offerings

5. Establish and grow Solar and IPP verticals as independent businesses

 

With these focus areas, the management team believes that the Group is well positioned to reach a level of long term sustainability to resume its growth trajectory and deliver significant value to its stakeholders.

 

CONTINGENT LIABILITIES

 

Unsecured Loans

31.03.2015

(Rs. in Million)

Guarantees given on behalf of subsidiaries in respect of loans granted to them  by banks/financial institutions

251.14

Tax related matters pending in appeal*

104.82

Compensation payable in lieu of bank sacrifice

--

Others

14.18

 

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

 

A few law suits have been filed on the Company and few subsidiaries of the Company by some of their suppliers for disputes in fulfilment of obligations as per supply agreements. Further, few customers of the Company has disputed certain amount as receivable which the Company believes is contractually not payable. These matters are pending for hearing before respective courts, the outcome of which is uncertain. The management has provided for an amount as a matter of prudence which it believes shall be the probable outflow of resources.

 

The Company along with other borrowers has provided securities to secure Stand-by Letter of Facilities (“SBLC”) facilities of USD 655.41 Million issued for securing covered bonds issued by AE Rotor Holding B.V. a wholly owned subsidiary. The borrowers are also obliged to provide corporate guarantee of USD 117.45 Million in relation to above SBLC to certain lenders.

 

 

INDEX OF CHARGES

 

S.No.

Charge ID

Date of Charge Creation/Modification

Charge amount secured

Charge Holder

Address

Service Request Number (SRN)

1

10577766

19/06/2015

1,623,000.00

Indian Overseas Bank

Pune Cantonment Branch, Plot No.7, M.G. Road, Wonderland Building, Pune, Maharashtra - 411001, INDIA

C57849903

2

10577769

19/06/2015

1,623,000.00

Indian Overseas Bank

Pune Cantonment Branch, Plot No.7, M.G. Road, Wonderland Building, Pune, Maharashtra - 411001, INDIA

C57851164

3

10577774

19/06/2015

1,623,000.00

Indian Overseas Bank

Pune Cantonment Branch, Plot No.7, M.G. Road, Wonderland Building, Pune, Maharashtra - 411001, INDIA

C57851834

4

10561537

26/03/2015

11,500,000,000.00

State Bank of India

Corporate Accounts Group-I Branch,, Jawahar Vypar Bhavan, 11/12 Floor, 1, Tolstoy Marg, New Delhi, 
Delhi - 110001, INDIA

C50116078

5

10562575

26/03/2015

1,500,000,000.00

ADITYA MEDISALES LIMITED

CFA (M/s ESSCO),Khasra 4/23,HCMR Vatika,, Complex 4,Plot 2,Sewa Dham Road,Village Mandoli, Delhi, Delhi - 110093, INDIA

C50557271

6

10548194

04/02/2015

3,223,000.00

Indian Overseas Bank

Pune Cantonment Branch, Plot No.7, M.G. Road, Wonderland Building, Pune, Maharashtra - 411011, INDIA

C43062348

7

10544005

26/12/2014

3,223,000.00

Indian Overseas Bank

Pune Cantonment Branch, Plot No.7, M.G. Road, Wonderland Building, Pune, Maharashtra - 411011, INDIA

C40895922

8

10482213

28/02/2014

900,000,000.00

IDBI Bank Limited

IDBI TOWER, WTC COMPLEX, CUFFE PARADE, MUMBAI, Maharashtra - 400005, INDIA

B98354988

9

10459173

28/10/2013 *

35,634,641,700.00

SBICAP TRUSTEE COMPANY LIMITED

8, Khetan Bhavan, 5th Floor, 198, J.T.Road, Churchgate,, Mumbai, Maharashtra - 400020, INDIA

B89725147

10

10406447

31/12/2012

10,782,200,000.00

PUNJAB NATIONAL BANK

IBB BRANCH, BARAKHAMBA ROAD, NEW DELHI, Delhi - 110001, INDIA

B68982776

 

* Date of charge modification

 

STATEMNET OF UNAUDITES RESULTS FOR THE QUARTER AND HALF YEAR ENDED

30TH SEPTEMBER, 2015

(STANDALONE RESULTS)

 

(Rs. In Million)

PARTICULARS

Quarter ended

Year ended

 

30.09.2015

30.06.2015

30.09.2015

 

(Unaudited)

1. Income from operations

 

 

 

a) Net Sales/ Income from operation (net of excise duty)

115.832

111.231

227.063

b) Other operating income

0.200

0.366

0.566

Total income from Operations(net)

116.032

111.597

227.629

2.Expenditure

 

 

 

a) Cost of material consumed

86.384

56.884

143.268

b) Purchases of stock in trade

0.000

0.327

0.327

c) Changes in inventories of finished goods, work-in-progress and stock-in-trade

(16.207)

15.370

-0.837

d) Employees benefit expenses

5.367

5.311

10.678

e) Depreciation and amortization expenses

2.679

2.606

5.285

f) foreign Exchange Loss/ (gain)

5.387

6.828

12.215

g) Other expenditure

19.714

20.098

39.812

Total expenses

103.324

107.424

210.748

 

 

 

 

3. Profit from operations before other income and financial costs

12.708

4.173

16.881

4. Other income

12.577

14.197

26.774

5. Profit from ordinary activities before finance costs

25.285

18.370

43.655

6. Finance costs

15.043

19.832

34.875

7. Net profit/(loss) from ordinary activities after finance costs but before exceptional items

10.242

(1.462)

8.780

8. Exceptional item

(1.405)

8.276

6.871

9. Profit from ordinary activities before tax Expense:

11.647

(9.738)

1.909

10.Tax expenses

--

--

--

11.Net Profit / (Loss) from ordinary activities after tax (9-10)

11.647

(9.738)

1.909

12.Extraordinary Items (net of tax expense)

--

--

--

13.Net Profit / (Loss) for the period (11-12)

11.647

(9.738)

1.909

14.Paid-up equity share capital (Nominal value Rs.2/- per share)

98.167

96.515

98.167

15. Reserve excluding Revaluation Reserves as per balance sheet of previous accounting year

--

--

--

16.i) Earnings per share (before extraordinary items) of Rs.2/- each) (not annualised):

--

--

--

(a) Basic

0.24

(0.23)

0.04

(b) Diluted

0.22

(0.23)

0.04

 

 

PARTICULARS

3 Months ended

Year ended

 

30.09.2015

30.06.2015

30.09.2015

A. Particulars of shareholding

(Unaudited)

1. Public Shareholding

 

 

 

- Number of shares

3855558665

3772973288

3855558665

- Percentage of shareholding

78.55%

78.18%

78.55%

 

 

 

 

2. Promoters and Promoters group Shareholding-

 

 

 

a) Pledged /Encumbered

 

 

 

Number of shares

1004576625

1037646625

1004576625

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

95.42%

98.56%

95.42%

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

20.47%

21.50%

20.47%

 

 

 

 

b) Non  Encumbered

 

 

 

Number of shares

48207831

15137831

48207831

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

4.58%

1.44%

4.58%

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

0.98%

0.32%

0.98%

 

 

 

 

 

PARTICULAR

3 months ended 30.09.2015

B. Investor Complaints

 

Pending at the beginning of the quarter

Nil

Receiving during the quarter

10

Disposed of during the quarter

10

Remaining unreserved at the end of the quarter

Nil

 


 

REVENUE, RESULTS AND CAPITAL EMPLOYED FOR THE SEGMENTS

 

PARTICULARS

3 Months ended

Year ended

 

30.09.2015

30.06.2015

30.09.2015

1. Segment Revenue

 

 

 

Wind Turbine Generator

17044.400

25540.400

42584.800

Foundry and Forging

1028.500

732.100

1760.600

Others

45.100

25.500

70.600

Total

18118.000

26298.000

44416.000

Less : Inter Segment Revenue

433.800

239.900

673.700

Total Income from operations

17684.200

26058.100

43742.300

2. Segment Result (Profit/ (Loss) Before Depreciation, Other Income, Finance cost, Exceptional Items and tax)

 

 

 

Wind Turbine Generator

677.200

1999.000

2676.200

Foundry and Forging

250.500

102.300

352.800

Others

40.900

21.200

62.100

Total

968.600

2122.500

3091.100

(Add/less) – Depreciation/ Amortisation ( including

 

 

 

Wind Turbine Generator

614.100

912.700

1526.800

Foundry and Forging

141.400

142.900

284.300

Others

23.100

17.400

40.500

 

 

 

 

Profit/ (Loss) Before Depreciation, Other Income, Finance cost, Exceptional Items and tax

 

 

 

Wind Turbine Generator

63.100

1086.300

1149.400

Foundry and Forging

109.100

(40.600)

68.500

Others

17.800

3.800

21.600

Less : Finance Cost

2576.300

4002.100

6578.400

Add : Other Income

(247.200)

(153.700)

(400.900)

 

 

 

 

Profit/ (Loss) Before Taxes and Exceptional Items

(2139.100)

(2798.900)

(4938.00)

Exceptional Items

(325.200)

(13144.600)

(13469.800)

Profit/ (Loss) Before Tax

(1813.900)

10345.700

8531.800

3.  Capital Employed (Segment Assets-Segment Liabilities)

 

 

 

Wind Turbine Generator

16060.800

11851.600

16060.800

Foundry and Forging

6076.100

5889.400

6076.100

Others

794.000

804.400

794.000

Total

22930.900

18545.400

22930.900

 


 

STATEMENT OF ASSETS AND LIABILITIES AS ON 30.09.2015

 

SOURCES OF FUNDS

30.09.2015

 

 

I.              EQUITY AND LIABILITIES

 

(1)Shareholders' Funds

 

(a) Share Capital

9816.700

(b) Reserves & Surplus

(5878.600)

(c) Money received against share warrants

0.000

 

 

(2) Share Application money pending allotment

0.000

Total Shareholders’ Funds (1) + (2)

3938.100

 

 

(3) Non-Current Liabilities

 

(a) long-term borrowings

42409.300

(b) Deferred tax liabilities (Net)

0.000

(c) Other long term liabilities

851.200

(d) long-term provisions

1116.900

Total Non-current Liabilities (3)

44377.400

 

 

(4) Current Liabilities

 

(a) Short term borrowings

11313.600

(b) Trade payables

21378.100

(c) Other current liabilities

15212.700

(d) Short-term provisions

4400.900

Total Current Liabilities (4)

52305.300

 

 

TOTAL

100620.800

 

 

II.          ASSETS

 

(1) Non-current assets

 

(a) Fixed Assets

 

(i) Tangible assets

5970.200

(ii) Intangible Assets

0.000

(iii) Capital work-in-progress

0.000

(iv) Intangible assets under development

0.000

(b) Non-current Investments

15387.400

(c) Deferred tax assets (net)

0.000

(d)  Long-term Loan and Advances

17424.000

(e) Other Non-current assets

6274.300

Total Non-Current Assets

45055.900

 

 

(2) Current assets

 

(a) Current investments

4055.300

(b) Inventories

8104.700

(c) Trade receivables

14668.100

(d) Cash and cash equivalents

1534.300

(e) Short-term loans and advances

10136.100

(f) Other current assets

17066.400

Total Current Assets

55564.900

 

 

TOTAL

100620.800

 

Notes :

 

1. The above results have been reviewed by the Audit Committee and taken on record by the Board of Directors at its meeting held on October 30, 2015. The statutory auditors of the Company have carried out a limited review of the above results for the quarter ended September 30, 2015.


2. The Company and its certain specified subsidiaries (collectively the "Group") and the CDR Lenders executed a Master Restructuring Agreement ("MRA") during FY 2012-13. The MRA as well as the provisions of the Master Circular on Corporate Debt Restructuring issued by the Reserve Bank of India, give a right to the CDR Lenders to get a recompense of their waivers and sacrifices made as part of the CDR Proposal. The recompense amount payable by the Company is contingent on various factors including improved performance of the Company and many other conditions, the outcome of which currently is materially uncertain. The amount of recompense payable to banks in lieu of sacrifice is currently not ascertainable. The auditors have given an Emphasis of Matter on the same.


3. On January 22, 2015, AE Rotor Holding B.V. a step-down wholly owned subsidiary of the Company and its subsidiaries signed a binding agreement with Centerbridge Partners LP, USA to sell 100% stake in Senvion SE. The closing was subject to customary closing conditions which got concluded on April 29, 2015 and therefore, consolidated financial results of Senvion SE and its subsidiaries for the month or April 2015 has been considered for consolidation. Accordingly, the consolidated financial results for the quarter and half year ended September 30, 2015 are to that extent not comparable with the prior period presented.


4. AE-Rotor Holding B.V. ('AERH'), a step-down wholly owned subsidiary of the Company and its subsidiaries have sold their entire stake in Senvion SE to Centerbridge Partners LP, USA on April 29, 2015. The net impact of changes in provision towards impairment of goodwill and currency translation gain pertaining to the investment in Senvion SE on sale of stake, is transferred to statement of profit and loss and disclosed under exceptional items in the consolidated financial results. However, this gain has no impact on the net worth of the company. The net impact is before considering impact of future earn out of Euro 50 million as it is subject to conditions.


5. The Company is in the process of applying the provisions of para 4(a) under the heading Notes after Part C in Schedule II of the Companies Act, 2013 relating to identification of significant parts of items of fixed assets with different useful lives. The effect of the same would be taken in the subsequent quarter. Management experts that this would not have a material impact on the financial results of the current quarter.


6. The Company has allotted following securities of the Company pursuant to the conversion notices received from certain bondholders of the USD 546,916,000 Step-up Convertible Bonds due July 2019 (the "Bonds") for conversion of Bonds in to equity shares with a fixed rate of exchange on conversion of Rs.60.225 to USD 1.00 in terms of the Information Memorandum dated June 17, 2014 as under:


(a) allotment of 47,276,233 Equity Shares on August 21, 2015 on conversion of 12,136 Bonds worth USD 12,136,000

(b) allotment of 35,309,144 Equity Shares on September 16, 2015 on conversion of 9,064 Bonds worth USD 9,064,000

(c) allotment of 65,250,241 Equity Shares on October 20, 2015 on conversion of 16,750 Bonds worth USD 16,750,000.

7. The figures stated above, have been reclassified wherever necessary to confirm with the classification in the financial results for the quarter ended September 30, 2015.

 

 

FIXED ASSETS:

Tangible Assets

·         Freehold Land

·         Leasehold Land

·         Buildings

·         Plant and Machinery

·         Wind Research and Measuring Equipments

·         Computer and Office Equipments

·         Furniture and Fixtures

·         Vehicles

Intangible Assets

·         Design and Drawings

·         SAP and Other 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.66.51

UK Pound

1

Rs.100.43

Euro

1

Rs.70.44

 

 

INFORMATION DETAILS

 

Information Gathered by :

PPT

 

 

Analysis Done by :

KAR

 

 

Report Prepared by :

JYTK

 


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

6

PAID-UP CAPITAL

1~10

5

OPERATING SCALE

1~10

6

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

6

--PROFITABILIRY

1~10

--

--LIQUIDITY

1~10

5

--LEVERAGE

1~10

5

--RESERVES

1~10

2

--CREDIT LINES

1~10

6

--MARGINS

-5~5

--

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

YES

--LITIGATION

YES/NO

YES

--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

 

41

 

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.