To the Members of
GUJARAT FLUOROCHEMICALS LIMITED
Your Directors take pleasure in presenting to you their Twenty-Sixth Annual Report forthe year ended 31st March, 2013. 1. FINANCIAL RESULTS
Following are the working results for the year 2012-2013:
(Rs. in Lacs)
| ||2012-2013 ||2011-2012 |
|Continuing Operations || || |
|Net Sales / Income from Operations ||159090 ||206556 |
|Other operating Income ||518 ||344 |
|Total Income from Operations ||159608 ||206900 |
|Less: Total Expenses ||99019 ||106835 |
|Profit from operations before other income and finance cost and exceptional items ||60589 ||100065 |
|Add: Other Income ||5690 ||5764 |
| ||66279 ||105829 |
|Less: Finance Cost ||6895 ||5713 |
|Profit from ordinary activities after finance cost but before exceptional items ||59384 ||100116 |
|Profit from ordinary activity before Taxation ||59384 ||100116 |
|Provision for Taxation ||19594 ||24816 |
|Profit for the year from Ordinary Activity ||39790 ||75300 |
|Discontinuing Operations || || |
|Profit / (Loss) before Tax ||65 ||(34927) |
|Tax Expense ||21 ||(2787) |
|Net Profit / (Loss) ||44 ||(32140) |
|Net Profit / (Loss) for the year ||39834 ||43160 |
|Profit brought forward form earlier year ||374 ||183 |
|Profit available for appropriations ||40208 ||43343 |
|Appropriations || || |
|Transferred to General Reserves ||35000 ||38500 |
|Interim Dividend ||1648 ||2197 |
|Proposed Dividend subject to approval of the Shareholders ||2197 ||1648 |
|Tax on Dividend ||640 ||624 |
|Balance Carried forward to Balance Sheet ||723 ||374 |
| ||40208 ||43343 |
2. MANAGEMENT DISCUSSION AND ANALYSIS REPORT
a. PTFE / Chemicals Business
Industry structure and developments
Total global PTFE market is around 1,50,000 TPA, of which 60% is granular and 40% isdispersion and aqueous grades. The market is growing at a CAGR of 3-4%. Demand is expectedto get a boost due to increased usage in the architectural and household applications. Interms of supply, the industry is dominated by two kinds of players -long time, highquality big players from developed countries, who command around 50% market share, and newplayers from developing countries who have around 50% market share.
The Company has entered the PTFE business in 2008, and in a short span of time, becomea significant player in the global market. The Company is perceived as a high quality PTFEsupplier. With the present capacity of about 16,000 tpa, your company caters to asignificant share of the global market, putting it in the bracket of the top 3-4 PTFEsuppliers globally. The Company has also introduced in the market various grades ofdispersion fine powders and aqueous PTFE. Consistent with its commitment towards theenvironment, the Company has introduced Dispersion PTFE grades manufactured by usingenvironment friendly surfactant technology. The Company has also invested to upgrade thePTFE manufacturing facility to a higher engineering class in order to be able tomanufacture contamination free products. Indian market for PTFE is around 3000 - 3500tpa,and growing at a healthy 7 - 8% per annum. The Company has around 70% market share inIndia, being the only significant producer in the country. There is an immense latentpotential for higher PTFE demand and the Company is working with Indian PTFE processors todevelop new products and applications to spur higher growth and demand in the domesticmarket.
Globally, the established players are moving to higher value added polymers, leavingthe space in the traditional PTFE markets for players like the Company. The Company alsoplans to enter the segment of higher value added fluoropolymers and fluoroelastomers inthe near future. During the year, thanks to its product quality and better servicedelivery, the Company has been able to enhance its market penetration and added severalnew international large-scale customers.
The Company enjoys a significant competitive advantage, because of its integratedoperations. It is amongst the top 2 or 3 fully integrated players, giving it significantcost competiveness amongst other global players. The Company has placed enormous emphasison high and consistent quality of all PTFE grades matching the best in the business, bycontinuous operations and process improvements. The Company has adopted marketingstrategies to be proximate with customers and provide value added services such as officeand warehousing facilities in the US and EU markets, and technical services to drive valuefor customers.
Opportunities and threats
The key opportunities in the PTFE business include the vast undeveloped potential inthe Indian markets that would be converted into market demand by new product andapplication development, and the market gaps created by established players moving tohigher value added polymers. There also exists the potential to work with reputed globalplayers of PTFE based components to expand the PTFE market in India.
Some of the significant threats include further capacity expansions in China, and theimpact of such expansion on PTFE prices, as also the continued economic downturn indeveloped markets like Europe, that could cause demand to remain sluggish.
Segment-wise product-wise performance
Caustic Soda accounts for around 18% of the Company's sales in value terms. Causticsoda sales increased from last financial year by 23% in volume terms and by 56% in valueterms.
Chloromethane account for around 12% of the Company's sales in value terms.Chloromethane sales, though increased by 32% in volume terms compared to last year,dropped by around 7% in value terms, largely due to lower price realisations.
PTFE accounts for around 25% of the Company's sales in value terms. PTFE sales recordeddecrease by 20 % in volume terms and 40% in value terms.
Around 19% of the Company's PTFE sales last financial year came from the domesticmarket and more than 81% of PTFE sales came from the export markets. The Company witnesseda 48% fall in its PTFE exports.
A bulk of the Company's PTFE sales, more than 81 %, comes from granular PTFE (includingmodified granular) with dispersion PTFE accounting for 19%. Granular PTFE sales decreasedby around 20%, whereas dispersion PTFE grew 9 fold last year.
While PTFE sales last year in volume and value terms have been depressed due tosluggish global economies especially in Europe and US and consequent fall in demand forPTFE too. The shortage situation during the previous year had led to panic purchases andconsequently high inventories at most international customers who curtailed theiroff-takes during the current year. This also had a severe adverse impact on the PTFEprices. The Company expects that the growth momentum in PTFE sales will pick up duringthis coming financial year.
PTFE has been witnessing a steady growth rate of 3-4 % over the past several yearsglobally. The last three years have witnessed significant volatility in the global PTFEmarket. While 2010-11 witnessed PTFE shortages leading to buoyant prices, during 2011-12the demand was sluggish and this lead to falling prices. During 2012-13 as well, demandcontinued to remain sluggish and prices, after sliding in the initial few months,stabilised towards the end of the year. Established players are moving away from PTFE intoother fluoropolymers. This creates space in the market for the Company to aspire andbecome the preferred supplier of PTFE.
With the introduction of dispersion and aqueous grades of PTFE in the product mix andgrowth in the modified and compounding businesses, the Company expects the value additionin the PTFE business to increase further.
The Company is, in addition to being the largest PTFE producer in the country, also thelargest producer of chloromethane, and a significant player in the caustic soda businessin India.
The Company is also seriously considering other products in the fluoropolymer,fluoroelastomers and speciality fluorochemicals segments, and would take investmentdecisions in these areas shortly, after a complete evaluation of the market, technologiesand economics. This would provide an avenue of growth in the near future.
Risk and concerns
As indicated in the "threats" section, the key risk includes impact on demandand pricing, due to sluggish growth in most markets especially Europe due to the economicdownturn.
However, the Company remains confident of being able to maintain a healthy return oninvestment due to the cost competiveness arising out of its integrated operations.
b. Carbon Credit Business
The Company has a Clean Development Mechanism (CDM) Project registered by the UnitedNations Framework Convention for Climate Change (UNFCCC). This project generates CertifiedEmission Reductions (CERs) by destruction of HFC-23, a potent greenhouse gas inevitablygenerated in the production process of HCFC-22, a refrigerant produced by the Company.
The key market for CERs so far has been through the European Union Emissions TradingScheme (EU-ETS). The EU has announced that it would not buy CERs from HFC-23 destruction(as also some other technologies) representing emission reductions after December 2012,for compliance from January 2013. There is also uncertainty over the continuation of theemission reduction obligations under the Kyoto Protocol, from 2013. Opportunities to usethese credits in other regulatory and voluntary markets are limited. Hence, it is likelythat the Company's CERs may not have any significant market in the future.
c. Wind Energy Business
The Company has floated two subsidiaries to pursue its wind energy business -Inox WindLimited and Inox Renewables Limited. Inox Wind Limited manufactures state-of-the-art windturbine generators, rotor blades and tubular towers, at its two manufacturing plants, onein Himachal Pradesh and one in Gujarat, with technology sourced from a leading Europeanwind turbine technology developer. Inox Renewables Limited sets up and operates windfarms.
Inox Wind Limited is one of India's leading wind power solutions providers. Itmanufactures wind turbine generators, and provides turnkey solutions by supplying WTGs andtheir components and offering a variety of services including wind resource assessment,site acquisition, project development, erection and commissioning, and also long termoperations and maintenance of wind power projects. During the financial year ended March2013, Inox Wind Limited has emerged as one of the largest wind power solutions provider inthe country.
Pursuant to its decision to grow its wind energy business in its subsidiary, and alsoto enable raising non-recourse capital for the same, the Company had transferred, by wayof a slump sale, its entire wind energy business, as of 30 March, 2012, comprising of 69MW of operational capacity, and 70 MW of capacity being set up, to Inox RenewablesLimited. The business plan is to set up all incremental wind generation capacity in InoxRenewables Limited going forward. By March 2013, Inox Renewables Limited operates around204 MW on wind capacity, making it one of the large wind IPPs in the country today. Thecompany is already in discussions with various equity and debt capital providers forfunding the growth in this business.
The regulatory development in this business remains favourable, with various incentiveslike higher feed-in tariffs, generation based incentives, mandatory Renewable PurchaseObligations (RPOs) on distribution companies, and
Renewable Energy Certificates (RECs) all adding to the revenue streams a wind energyproducer can avail to improve the viability of investments in wind farms. With access to asignificant pool of viable land banks, and access to efficient wind turbines, theCompany's subsidiaries are well-poised to mark a significant presence in this business.
d. Internal control system and their adequacy
The company has an adequate internal audit system commensurate with its size and thenature of its business. The internal audit is carried out by independent firms ofChartered Accountants, who interact with the Audit Committee on a regular basis, withrespect to the scope of audit, significant audit observations, and remedial actionrequired, if any.
e. Discussion on financial performance with respect to operational performance
The financial performance of your Company continues to remain strong, and is expectedto show an improvement in the coming years, with the higher production levels at thechemical complex at Dahej and the commencement of revenues from the Wind Energy businessthrough its subsidiaries.
f. Material developments in human resources / industrial relations front, includingnumber of people employed
The company has around 1260 employees on its rolls. Your company continues to havecordial and harmonious relations with all its employees.
3. RESPONSIBILITY STATEMENT
Your Directors would like to confirm that
I. in the preparation of the Annual Accounts, the applicable Accounting Standards havebeen followed;
II. the Directors have selected such Accounting Policies and applied them consistentlyand made judgements and estimates that are reasonable and prudent so as to give a true andfair view of the state of affairs of the Company at the end of the Financial Year and ofthe Profit or Loss of the Company for that period;
III. the Directors have taken proper and sufficient care for the maintenance ofadequate accounting records in accordance with the provisions of the Companies Act, 1956for safeguarding the assets of the Company and for preventing and detecting fraud andother irregularities;
IV. the Directors have prepared the Annual Accounts on a going concern basis.
Your Company has paid an Interim Dividend of Rs 1.50 per share (150%) and yourDirectors now recommend a final dividend of Rs 2 per share (200%) subject to approval ofthe shareholders. The total dividend pay-out (including dividend distribution tax ondividend pay-out) for the year will be Rs 4485.44 lacs.
Shri Pavan Kumar Jain and Shri Om Prakash Lohia retire by rotation and being eligible,offer themselves for re-appointment.
The Board of Directors has re-appointed Shri Dinesh Kumar Sachdeva and Shri JitendraSingh Bedi as Whole-time Director /s of the Company for a period of one year subject tothe approval of Members at the ensuing Annual General Meeting.
Necessary resolutions in respect of Directors seeking re-appointment and their briefresume pursuant to clause 49 of the listing agreement are provided in the Notice of theAnnual General Meeting forming part of this Annual Report.
Ministry of Corporate Affairs, New Delhi vide its Circular No 5/12/2007-CL-III dated 08thFebruary, 2011 has granted general exemption to Holding Companies from attaching theBalance Sheet(s) of Subsidiary Company(ies) concerned as required under Section 212 of theCompanies Act, 1956. In view of the above, the Board of Directors of the Company has byresolution 30th May, 2013 accorded consent to not attaching Annual Accounts ofthe financial year ended on 31st March, 2013 of all the Company's subsidiaries.A statement showing holding Company's interest in subsidiaries as required under Section212 (3) of the Companies Act, 1956 is annexed to the Directors Report.
7. AUDITORS' REPORT
The notes forming part of the accounts are self-explanatory and do not call for anyfurther clarifications under Section 217(3) of the Companies Act, 1956.
Members are requested to appoint Auditors for the current year and to fix, or authorisethe Board to fix, their remuneration. The Auditors, M/s. Patankar & Associates, retireand offer themselves for re-appointment. Due notice has been received from them that theirappointment, if made, will be in accordance with the limits specified in Section 224 (1B)of the Companies Act, 1956.
9. CORPORATE GOVERNANCE
Pursuant to Clause 49 of the Listing Agreements with the Stock Exchanges, a ManagementDiscussion and Analysis, Corporate Governance Report and Auditors' Certificate regardingcompliance of conditions of Corporate Governance are made a part of the Annual Report.
In compliance with the requirements of Clause 49(V), a certificate from the ManagingDirector and Director and Group Head (Corporate Finance) of the Company, who areresponsible for the finance function, was placed before the Board.
All the Board Members and Senior Management Personnel of the Company had affirmedcompliance with the Code of Conduct for Board and Senior Management Personnel. Adeclaration to this effect duly signed by the Managing Director is enclosed as a part ofthe Corporate Governance Report.
10. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS ANDOUTGO
Information pursuant to Section 217(1) (e) of the Companies Act, 1956, read with theCompanies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988,relating to the matters contained therein is given by way of an Annexure to this Report.
11. PARTICULARS OF EMPLOYEES
In accordance with the provisions of Section 217(2A) of the Companies Act, 1956 and therules framed there under, the names and other particulars are set out in the Annexure tothe Directors' Report. In terms of the provisions of Section 219(1) (b) (iv) of theCompanies Act, 1956, the Directors' Report is being sent to all the Shareholders of theCompany excluding the aforesaid annexure. The annexure is available for inspection at theRegistered Office of the Company. Any Shareholder interested in obtaining a copy of thesaid annexure may write to the Company Secretary at the Registered Office of the Company.
12. SUSTAINABLE DEVELOPMENT ACTIVITIES
The Company undertakes sustainable development work as part of its ongoing efforts toimprove the quality of life of the people in the areas surrounding its plant. Your companyhas spent around Rs 75.23 lakhs in the last financial year on these initiatives. Diligentand sincere efforts in this direction have had a positive and lasting impact on theneighbouring community. During the year, the Company has had its Corporate SocialResponsibility initiatives certified by Ernst and Young.
13. SAFETY, HEALTH AND ENVIRONMENT
Safety, health and environment have been of prime concern to the Company and necessaryefforts were made in this direction in line with the safety, health and environment policylaid down by the Company. The Company has achieved certification of ISO: 14001:2004(Environment Management System) and ISO 18001:2007 (Occupational Health and SafetyManagement System) for its Ranjitnagar Unit. Health of employees is being regularlymonitored and environment has been maintained as per statutory requirements.
The Company's property and assets have been adequately insured.
Your Directors express their gratitude to all other external agencies for theassistance, co-operation and guidance received. Your Directors place on record their deepsense of appreciation for the dedicated services rendered by the workforce of the Company.
|By Order of the Board of Directors || |
|DK Jain ||Vivek Jain |
|Director ||Managing Director |
To The Directors' Report
Information as required under Section 217(1) (e) read with Companies (Disclosure ofParticulars in the Report of Board of Directors) Rules, 1988
(A) CONSERVATION OF ENERGY
(a) Energy conservation measures taken
Ranjitnagar unit : Nil Dahej unit:
Steam reduction due to distillation optimization and capacity utilization. Steamconsumption norm was
reduced from 2.57 to 2.35 MT/MT.
Power reduction due to stopping of pumps and by reducing pump capacities. Powerconsumption norm
reduced from 391 to 375 Kwh/MT.
Power reduction in CA was achieved by stopping chlorine compressors and coolingwater pump. Auxiliary power consumption norm reduced from 300 to 291 Kwh/MT.
Power reduction in CA flaker was achieved by stopping cooling water transferpump. Power consumption norm was reduced from 70 to 65 Kwh/MT.
Raw material consumption was reduced by various initiatives in CA such asaddition of retention tank, anthracite filter commissioning and addition of chlorinedestruction unit. Caustic norm was reduced from 30 to 22.5 Kg/ MT. Barium carbonate from16 to 13 Kg/MT. Sodium Sulphite from 3.5 to 2.8 Kg/MT. Alpha-cellulose from 0.6 to 0.3Kg/MT.
Hydrogen bottling capacity was increased by 3000 NM3/Day.
Power consumption in TFE was reduced from 4000 to 3178 Kwh/MT by variousinitiatives.
Power consumption in DPTFE was reduced from 4600 to 3857 Kwh/MT.
Steam reduction in TFE - consumption norm was reduced from 7.5 to 5.98 MT/MT.
Steam reduction in DPTFE - consumption norm was reduced from 24.5 to 20 MT/MT.
Natural gas consumption was reduced from 18.5 to 16.5 MMbtu/MT of TFE.
Condensate recovery system was established thereby coal consumption norm wasreduced from 0.1981 to 0.1941 MT/MT. Also water consumption was reduced. One reverseosmosis and DM water plant was stopped.
(b) Additional investments and proposals, if any, being implemented for reduction ofconsumption of energy
Ranjitngar Unit : Nil Dahej Unit :
1. Study and evolution started for next generation fluoropolymer products.
2. Stabilization of Aqueous PTFE in domestic market.
3. Development of PTFE micro powder grade for grease and lubricant application.
4. To develop market and application of modified PTFE in domestic market.
5. Technical support to domestic customers for increasing applications in areas wellproven in developed countries.
(c) Impact of measures at (a) and (b) above for reduction of energy consumption andconsequent impact on the cost of production of goods at Dahej;
1. The impact of the measures indicated in (a) and (b) above are expected to befavourable i.e., reduced energy consumption and its consequential effect on cost ofproduction.
(d) Total energy consumption and energy consumption per unit of production as per FormA;
| || || || ||Current Year ||Previous Year |
|A || || ||Power and Fuel Consumption || || |
| ||1 || ||Electricity || || |
| || ||A ||Purchased || || |
| || || ||Units (in lacs) ||2096 ||749 |
| || || ||Total Amount (Rs in lacs) ||12654 ||5649 |
| || || ||Rate/Unit (Rs.) ||6 ||8 |
| || ||B ||Own Generation || || |
| || || ||Units (in lacs) ||2727 ||3548 |
| || || ||Total Amount (Rs in lacs) ||16077 ||18612 |
| || || ||Rate/Unit (Rs.) || |
| ||2 || ||Coal || || |
| || || ||Quantity (MT) ||138333 ||127437 |
| || || ||Total amount (Rs in lacs) ||5719 ||5525 |
| || || ||Average Rate (Rs) || |
| ||3 || ||Furnace Oil || || |
| || || ||Quantity (k. ltrs.) ||74 ||81 |
| || || ||Total Amount (Rs. in lacs) ||33 ||34 |
| || || ||Average Rate (Rs.) ||44 ||42 |
| ||4 || ||RLNG SCM || || |
| || || ||Quantity (scm) ||422 ||813 |
| || || ||Total Amount (Rs. in lacs) ||8310 ||14534 |
| || || ||Average Rate (Rs.) ||20 ||18 |
|B || || ||Consumption per unit of production || || |
| || || ||Ranjitnagar (Fluorochemicals) Unit || || |
| ||1 || ||Electricity Kwh/MT ||740 ||751 |
| ||2 || ||Fuel Oil Ltr/MT ||2 ||2 |
| ||3 || ||RLNG SCM/MT ||280 ||277 |
| ||4 || ||Coal ||0 ||0 |
| ||5 || ||Others ||0 ||0 |
| || || ||Dahej (Chloroalkalies) || || |
| ||1 || ||Electricity Kwh/MT ||2015 ||2036 |
| ||2 || ||Fuel Oil Ltr/MT ||0.07 ||0.06 |
| ||3 || ||RLNG SCM/MT ||141 ||361 |
| ||4 || ||Coal Qty MT/Coal Power unit lacs ||217 ||139 |
| ||5 || ||Others ||0 ||0 |
(B) TECHNOLOGY ABSORPTION
(e) efforts made in technology absorption as per Form B ; Ranjitnagar Unit : Researchand Development
(1) Specific Area in which R &D carried out : Nil
(2) Benefits derived as a result of the above R & D : Nil
(3) Future Plan of Action : Nil
(4) Technology absorption, adaptation and innovation : Nil Dahej Unit :
Research and Development
R&D Centre at Dahej is recognized by DSIR (Department of Scientific and IndustrialResearch) for Research activities.
1. Specific areas in which R & D carried out by the Company
i. Stabilization of modified PTFE fine powder grades.
ii. Development of PTFE aqueous dispersion grades.
iii. Development of new PTFE filled grades including Bronze filled, molybedeum filledand similar blends for hydraulic and automotive applications.
iv. Development of modified PTFE compounds grade for gasket and load bearingapplications.
v. Development of PTFE micro powder grades for various applications like plasticadditives, coating additives, ink additives.
vi. Development & optimization of PTFE fine powder processing techniques.
vii. In-house development of specialty chemicals such as TFP, TFEDMA, EDFA and similarproducts for agro and pharma sectors.
2. Benefits derived as a result of the above R & D
i. Product approval at various global OEMs like chemical, electrical and automotiveindustries to cater their requirement.
ii. Tailor made grades for new applications to provide complete sourcing solutions toour valued customers including in sophisticated applications such as for boeing jets,aeronautics, electronics etc and to establish GFL as potential raw material supplier inglobal market.
iii. PTFE micropowder product approvals in plastic blends, anti corrosive coatings andinks application.
iv. Technical support to marketing team in development of new applications in domesticmarkets.
v. Technical support in terms of process optimization and performance of the finalproduct to the PTFE processors as a part of the Company's policy to grow along with theCompany's valued customers.
vi. Addition and enhancement in testing facilities to GFRC to develop Fluoropolymerswith improved properties in terms of better performance to establish as a Key globalplayer.
3. Future plan of action
i. Study and evolution started for next generation fluoropolymer products.
ii. Stabilization of Aqueous PTFE grades in market.
iii. Development of PTFE micropowder grade for grease and lubricant application.
iv. To develop market and application of modified PTFE in domestic market.
v. Technical support to domestic customers for increasing applications in areas wellproven in developed countries. 4. Health, Safety & Environment
i. The HSE System enhancement program was developed in consultation with M/s Chilworth- Dekra and the improvement projects are in line to march forward to the global standardsin HSE Matters.
ii. One of the GFL employee bagged the Best Workman award from Department of Labour -Government of Gujarat.
iii. The site was re-certified for the three standards with the extended scope of"Hydro-testing of cylinders valid till Nov 2015.
ISO - 9001:2008
ISO - 14001:2004
iv. Rigorous SHE audits were conducted by reputed global giants like:
St. Gobain (We scored 90%)
Syngenta (We scored 84%)
v. All of them were highly satisfied with SHE performance of the site. Theirrecommendations are being implemented to further improve our performance to stand shoulderto shoulder with them in the global arena.
Technology absorption, adaptation and innovation :
1. Efforts, in brief, made towards technology absorption, adaptation and innovation
During the year, following technologies were absorbed successfully for processimprovement / new product development :
Technology absorbed for new generation Non PFOA surfactant in dispersion PTFE.
Technology absorbed for commercial production of Aq PTFE dispersion in variousapplication of impregnation, additive and coating grade.
Technology absorbed for commercial production in multi specialityFluorochemicals for various applications in agro based products.
2. Benefits derived as a result of the above efforts.
i. Improvements in operational efficiency.
(C) FOREIGN EXCHANGE EARNINGS AND OUTGO
|(f) Foreign exchange used ||- ||Refer to Note No. 41 of Annual Accounts |
|Foreign exchange earned ||- ||Refer to Note No. 42 of Annual Accounts |