BSE: 533326 | NSE: TEXRAIL | ISIN: INE621L01012
Market Cap: [Rs.Cr.] 2,678.32 | Face Value: [Rs.] 1
Your Directors have pleasure in presenting the 4th Operational Annual Report of theCompany along with the Audited Accounts of the Company for the year ended 31st March,2014.
|Financial Results|| |
Rupees in Lakhs
|Operating Profit (PBIDT)||3,517.23||14,813.99|
|Less: Interest (Net)||467.51||398.14|
|Gross Profit (PBDT)||3,049.72||14,415.85|
|Profit before Taxation||1,875.94||13,476.67|
|Less: Provision for Taxation:|
|MAT Credit entitlement||(355.00)|||
|Deferred Tax Liability/(Asset)||174.57||37.76|
|Income Tax for earlier years||4.15|||
|Profit after Taxation||1,697.22||9,426.91|
|Add: Balance brought forward from previous year||10,711.52||9,214.23|
|Proposed Dividend on Equity Shares (Incl.Tax)||532.41||2,129.62|
|Balance Carried Forward||12,408.74||10,711.52|
During the year under review, the Companys overall performance was substantiallyimpacted due to unprecedented delay in release of wagon orders by Indian Railways forFY14, and the Company suffered idle capacity for the entire year.
The Gross Turnover for the year stood at Rs. 5152 million, net of the value offree-supply inputs including steel and components of over Rs.160 million, provided to theCompany by Indian Railways and other clients for some large value contracts.
The Gross Profit for the year (PBDT) and Profit Before Tax (PBT) were at Rs.305 millionand Rs. 188 million respectively. The Net Profit was Rs.170 million, afterproviding net tax liability of Rs.18 million for the year in accordance with theAccounting Standards issued by the Institute of Chartered Accountants of India.
In view of lower profits, the Directors recommend payment of a dividend of 25% for theyear ended 31st March, 2014.
The Management Discussion and Analysis
In keeping with the demand projections of Indian Railways to wheel the nationaleconomy, your Company has endeavored to stay a step ahead to maintain its leadership inbeing the largest supplier of freight cars to Indian Railways. Accordingly, theCompany has built world-class infrastructure for its production capacity going upto 10,000freight cars a year.
Unfortunately, however, the persistent problem (bte noire) of the WagonIndustry in India is erratic planning and placement of orders by the Railways, throwingthe working of the Industry in disarray and saddling it with huge infructuous cost of idlecapacity. Your Company has done its best in changing the gears in sync with Railwaysprocurement programme.
During the immediate past year 2012-13, the Company had a robust order book, includingthe Railways order for 3915 wagons, which was the maximum quantity ordered by IndianRailways on any wagon builder. Besides, the Management was buoyed up with theRailways highest ever planned outlay of Rs.601 billion during 2012-13. Thebudgeted expenditure for procurement of rolling stock was about 32% more over the previousyear, which was expected to result in procurement of larger number of wagons.
Unfortunately, there were increasing signs of economic slowdown as the nation entered2013, and the year 2012-13, which was having record performance, suddenly suffered asetback towards the close owing to depleting orders, bringing the production to a virtualhalt in the last quarter Jan-March 2013.
No wagon orders were released for FY14. For the year under review it was anendless wait, and the orders were ultimately released only after expiry of the year inApril 2014. The entire Industry has been plunged in a state of despair. In view of suchvulnerability owing to excessive dependence on IR wagon orders, your Company has takensteps to diversify and expand its product portfolio in the Railway sector. The new CoachShop set up at Sodepur is equipped to manufacture Electric and Diesel Multiple Units, aswell as, Coaches for the Railways. Further, it has also taken up the production of LocoShells and Loco Components. Besides, your Company has acquired Kalindee Rail Nirman(Engineers) Limited, a company which does EPC contracts for Railways and Metros. Itspecializes in track work, railway signaling, telecom and metro track work. Texmaco isthus poised to be the end-to-end solution provider for Railways and Metros.
The Hydro Mechanical Division is promising great prospects with the procurementactivities being recommenced for the large Hydro Power Projects which were dormant for lastfew years.
Steel Foundry Division of the Company is facing challenges in the domestic market andrising up to the occasion has made effective penetration in the export markets for longterm benefits.
In the aforesaid situation, the performance during FY14, as detailed hereunder,has to be judged in proper perspective.
Heavy Engineering Division
The wagon orders for the year under review were placed by Indian Railways on theIndustry as late as on 29th April, 2014, after expiry of the year. The redeemingfeature, however, was that your Company received the highest order for 2400 wagonsin the Industry.
The workload from Indian Railways available to the Company during the entire year2013-14 was a meagre quantity of 161 wagons, (which was diverted to it by the RailwayBoard owing to the default of certain other wagon builders).
This was an unprecedented situation faced by the Company, rendering its massivecapacity idle and thousands of workmen jobless. Numerous representations by the Company atall levels were of no avail, which was, indeed, inexplicable despite a budgetary approvalof the Parliament for procurement of 11728 wagons (excluding PSUs and Railway Workshops),during FY14.
Unfortunately, the demand from the private sector too was sluggish owing to generaleconomic downturn. However, your Company managed its operations, albeit at a lowlevel, by executing orders for 671 wagons, comprising of Special PurposeCommodity-specific Wagons for private customers and exports. The aggregate turnover in theWagon Division was Rs.3326.68 million, made up of an all-time low 19% from IR orders, 57%non-IR and 24% exports.
The Company is continuing to engage in expanding the product-mix and has made asignificant breakthrough in securing an order for 3 rakes of BCACBM wagons ( CarCarrying wagons ) from an esteemed Group, with prospect of substantial demandpotential for transport of various models of passenger cars in India. An advanced model ofthe Bogie Double Deck Automobile Car Carrying Wagon (BDDAC) to a European design is alsounder prototype development for premium segment customers.
Besides, the Company is well-placed in respect of a large value Tender of the Ministryof Defence, Govt. of India, which is expected to be finalised shortly.
The Company has also been working on a new design Double Stack Container Flat Wagon(BFCTA/B) to Australian Design, which is under approval by RDSO for prototype manufacture,and it is expected to command a large market on successful trial.
The Company has intensified its efforts to explore further export opportunities, and isencouraged by the response of a number of high-powered delegations visiting its Works fromvarious countries. They have been impressed with the Companys excellentinfrastructure and evinced keen interest in doing business with the Company.
Your Directors are pleased to report that the new State-of-the-Art Coach manufacturingfacility at the Companys Sodepur Works has been commissioned, and the prototype rakeof EMU Coaches is in advanced stage of completion. The first unit of 3 coaches isalready complete in all respects and is undergoing testing. The manufacture of the balance2 units comprising of 6 coaches is also progressing, and the full rake is expectedto be completed by August 2014. Under a Technical Assistance Agreement with M/s.Kawasaki Heavy Industries (KHI), Japan, the Company is receiving valuable support in thedomain of manufacturing technology, processes and quality assurance.
Electric Locomotive Components / Assemblies
Your Company has diversified into manufacture of Electric Locomotive Shells andSub-Assemblies, and secured orders for supply of Centre Sills, Head Stocks, UnderframeAssemblies, and Complete Shell Assembly. It expects to further consolidate its position asa major supplier of Locomotive Assemblies and Sub-assemblies in the coming years.
KHI is a strong contender to secure the contract for Electric Locomotives for DedicatedFreight Corridor (DFC), and the experience gained in manufacture of electric locomotiveassemblies will enable your Company to effectively partner with KHI in theirindigenization efforts.
Joint Venture with UGL Rail Services Ltd., Australia
Texmaco UGL Rail Pvt. Ltd. executed its first prestigious order for 50 nos. Bogies,valued at Rs. 56.3 million for Kazakhstan Railways successfully at the start of itsoperations. The Company has received further orders for Bogies and Cabs, valued atRs. 287 million, including a major order for 135 nos. Bogies from Queensland Railways,Australia, which is under execution. The JV has been certified by GE Transportation as aglobal sourcing vendor which is expected to bring in steady future business.
Meanwhile, with a view to expanding the domestic market base, the registrationprocesses with various establishments of Indian Railways have been completed alongside ISO9001:2008, 14001:2004 & BS OHSAS 18001:2007 accreditation.
The Company has recently participated in the International Railway Equipment Exhibition(IREE), and the hi-tech products displayed at the Companys stall evinced a lot ofinterest in the Industry. It has been followed by developmental orders for LHB Bogies fromIndian Railways and non rail products from the Wind Energy & Construction Equipment inthe private sector. The prospects for FY15 and onwards show promising growth in theRailways, Infrastructure and Process industries.
The long term fund requirement of the JV has been met from the issue of CumulativeRedeemable Preference Shares of Rs. 600 million in April 2014 in the ratio of 1:1to both the parent companies.
Joint Venture with Touax Rail, France
The prospect of financing business is linked with macroeconomic scenario, which hasunfortunately been rather depressing for the past couple of years, at home and alsoglobally. This forced the companies in the core sector to either abandon or defer theircapital expenditure plans for the time being. Hence, the leasing business did not takeoff, and the Management hopes for pick-up in activity in the coming years.
Strategic Investment in Kalindee Rail Nirman (Engineers) Limited
The Company identified an opportunity for making a strategic investment in KalindeeRail Nirman (Engineers) Limited (Kalindee), engaged in the business of providingengineering & construction services to infrastructure sectors, especially inthe field of Rail / Metro signalling, telecommunication, track and informationsystem. Kalindee has considerable synergies with the business of your Company and wouldserve to substantially augment the overall working prospects of both the companies.
Accordingly, your Company as a strategic investor subscribed to the preferentialallotment made by Kalindee for 41,10,400 Equity Shares (24.90%) on 13th July, 2013.To thwart the threat of an open offer launched by M/s. Jupiter Metal Pvt. Ltd. on 10thJuly, 2013 to take control of Kalindee in the guise of entry as a strategicinvestor, your Company entered into a Share Purchase Agreement (SPA) on20th July, 2013 with the promoters of Kalindee for acquiring their entire stake of19,37,060 Equity Shares of Kalindee i.e. approx. 11.74% of the enhanced Paid up ShareCapital of Kalindee. Having thus acquired the aforesaid 24.90%, and agreed to acquire11.74% of the Promoters stake making a total of 36.64%, the acquisition / intent toacquire Equity Shares exceeded the trigger limit for an Open Offer under Securities andExchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations,2011. Your Company, therefore, accordingly made an Open Offer to the Shareholders ofKalindee on 20th July, 2013 for 49,52,280 Equity Shares being 30% of the fully enhancedEquity Capital of Kalindee.
Your Company successfully completed the process of open offer on 3rd December, 2013.The public Shareholders tendered 12.42% of the Equity Shares in the Open Offer against 30%open offer proposed by the Company. Post allotment of shares under preferential issue, SPAwith promoters and acquisition of shares under the open offer to the public, theEquity Share holding of your Company in Kalindee is now 49.07% including Equity Shares tobe transferred under a SPA with erstwhile promoters.
After taking control of 49.07% equity, the Management of Kalindee was taken over byTexmaco as Promoter in December 2013. Immediately thereafter, with the induction of astrong team of highly qualified and experienced professional managers in Kalindee, therewas a significant turnaround in Q4 of FY14 after a rather dismal performance in thepreceding 3 quarters ended December 2013.
The Management with an objective to harness the synergy of identical business portfoliobetween Texmaco and Kalindee, and convert the Company as a Total Rail Solution provider,has proposed to merge Kalindee into and with the Company as per the Scheme of Arrangementand subject to requisite approvals of Shareholders, SEBI, Stock Exchanges, HonbleHigh Courts at Calcutta and Delhi, etc. This will enable the Company to target large valuecontracts with the combined strength of Texmaco and Kalindee for various RailSolution requirements of the Railways, Export and other Public & Private Sectors.
Hydro-mechanical Eqpt. and Steel Structures
The total income of the Division during the year was approx. Rs. 300 million,which was way below the target owing to setbacks in the execution of ongoing projects,especially due to political agitation in Assam. However, during the Q4 of the year, thesocial turbulence ebbed out which helped movement of WIP and finished inventory. There wassubstantial recovery of long outstanding dues. In the current year, the pace of jobexecution on certain major projects has picked up, and the Division is expected to farebetter with comfortable work load of Rs.3450 million in hand.
The Division has forayed into refurbishment/replacement work opportunities in old HydroProjects and Barrage Equipments after successful execution of rehabilitation work atFarakka Barrage and Rampur HEP of SJVNL. Enquiries from quite a few other projects forEquipment Health Study and Refurbishment have been responded, and positive outcome isexpected.
Hopefully, the acknowledged business potential in Hydro-mechanical Equipment andPenstock Liner would start materialising in the current year. The Company is well-placedin large value tenders for World Bank funded prestigious projects, and is making furtherbid in major Hydro Projects after successfully meeting the PQ requirements.
Steel Foundry Division
After maintaining a steady run over the past six years, the Foundrysperformance suffered considerable setback during the year owing to non-release of ordersby Indian Railways on the Wagon Industry. The production and despatch during the year were8006 MT and 9947 MT, against 17856 MT and 15733 MT respectively in the corresponding year.However, in spite of the steep decline, the Company was able to retain a leadingmarket share in the Industry of 25% in Bogies and 34% in Couplers with a turnover of Rs.1400 million.
The Foundrys export performance continued to be impressive, and the despatcheswere maintained at Rs.214 million, almost at the same level as that of previousyear. The Foundry has developed new products, which will enhance theDivisions exports in the current year. The Division had a robust order-book of overRs. 350 million at the close of the year.
Your Foundry has received the Conformity Certificate for specified Side Frames andBolsters for Wagons from the designated Certification Authority for Railway Transport onthe basis of Certification Protocol from Testing Centre, Ukraine Scientific and ResearchInstitution on Wagon Production. The Company is now ready to export Railway Castings tothese countries.
The major modernisation of the old Foundry with installation of the 2nd High PressureMoulding Line from Kunkel Wagner, Germany, has been completed and it is ready forcommissioning.
During the year, the Company executed export orders worth Rs.1295 million comprising ofexport of Meter Gauge Tank Wagons to Bangladesh & Africa, Hydro Mechanical Equipmentto Nepal and Industrial & Railway Castings to Australia and North America. The Companyis actively pursuing export of Wagon Components and Steel Castings to CIS countries andhave obtained some of the critical certifications required for eligibility to export toCIS countries.
The present export order book of the Company stands at Rs.1301 million.
R & D Activities
The R&D activities of the Company are getting a new impetus by pooling of theManagement expertise drawn from various Divisions and organizing a more frequent andcloser interaction amongst the senior professionals at the macro level, therebycoming out of the narrow confines of their respective domains. The experience ofcross-fertilization of ideas on a broader platform has been very rewarding, and R&D ishappily progressing on the basis of a shared ownership. The whole team is geared led by anintrapreneur for a common objective viz. cost effectiveness and quality improvement tohelp export promotion and import substitution.
Some of the programmes undertaken by the Company during the year, which have met withappreciable success or are still under implementation, are enumerated below:
In Steel Foundry Division, the notable developments were: i. Bogie Castings for use inultra-low temperature application, such as around - 40C. These castings successfullystood Variable Load Dynamic Fatigue Testing in a foreign lab, and have been approved forexport.
ii. Slackless Draw Bar has been developed as an import substitute component for use inContainer Carrying cars, and approved for use on Indian Rail network. iii. High ResistantWear Components were developed for mining application and are being currently exportedregularly to the advanced countries.
iv. The work is under way for achieving higher grain size
(5 to 7) in the Hadfield Castings to improve mechanical properties and secure higherservice life. The effort so far has already met with partial success, and further R&Dwork is continuing.
The Rolling Stock Division has to its credit successful designing and development ofthe following Double Deck Wagons with high volumetric load carrying capacity : i. DoubleDeck Car Carrying Wagon with technical support from a renowned European company. Thedesigns have been approved by RDSO, and the prototype is under development. ii. The DoubleStack Bogie Container Wagon with technical support from UGL, Australia. The designs arepending final approval of RDSO for prototype development.
The Hydro-mechanical Division too has made its mark in successfully developing aneconomical design of Lining Application for Dam Radial Gate Weir Channels using highabrasion resistant materials with high surface hardness in substitution of abrasionresistant stainless steel. This will be used for carrying heavy silt laden water for aprestigious foreign Project. The above materials conform to ISO Specification and requirevery special welding techniques which have been developed and perfected in house.
The IT Services Department has been engaged in progressive development of a responsiveand efficient IT networking and application to meet the business requirement of differentDivisions. All the Factory Establishments, Administrative Centers, and Corporate Officedowntown, are integrated through VPN on-line redundant connectivity with increasedbandwidth. After initial start with ERP system Oracle 11i, there has been amigration to more advanced system Oracle R12 during FY12, which has got stabilisedin the Procurement, Stores and Finance functions. Various critical reports required by therespective functional Heads of Departments for MIS and Operational Control have beendesigned and deployed in the R12 system.
The phase-2 implementation for extension of R12 ERP system to the Manufacturing &Sales operations has been initiated during last quarter of FY14 with the assistanceof the Implementation Agency KPMG, and it is expected to be in effective use for optimisedproduction planning and control by the 3rd quarter of FY15.
The Company aims to align HR practices with business goals, motivate the team membersfor improved performance both in terms of quality and productivity and build a healthycompetitive working environment.
Development of employees competency and their career planning continue to beHRs core policy and thrust area.
Various programmes & workshops are being conducted which include PersonalityGrooming, Communication Skills, Health & Safety, House Keeping, Energy Management,Productivity Improvement, Total Quality Management and
5S Kaizen initiatives. These programmes are organized to bridging the skill gaps andincreasing employees motivation and participation level. The Company imparts regularstructured training & learning programmes at the entry and other levels to itsworkforce.
The Company continues to maintain cordial and harmonious industrial relations over thedecades. The management enjoys full co-operation, understanding and trust of the workmenand their unions in implementing its growth-oriented programmes and promoting latesttechnology for achieving Cost effectiveness, On-time delivery & Quality.
Opportunity & Threats
The saying goes: "there is a silver lining in every cloud". Theelectioneering campaign and tempo during the general election of 2014 was phenomenal. Itgave vent to the frustration and aspirations of the masses and a new band of youths,joining for the first time over 800 million voters, to elect the largest democracy in theworld. We have now a strong and stable Government at the centre, which is expected tousher a new slew of reforms and policy decisions where the economics will not be overtakenby politics under compulsions of coalition.
The stalled projects, which have contributed to prolonged economic downturn, are likelyto be kick-started with speedy clearances. Projects worth Rs.6.2 trillion were shelvedlast year due to bureaucratic gridlock, according to the Centre for Monitoring IndianEconomy, a think-tank. This is the highest in the past 18 years.
The GDP which has been hovering around as low as 4.4 to 4.7% (except 5.2% in Q2of FY14) should hopefully resume its upward journey to a high of 9% over the nextfew years. The manufacturing sector, which contracted 0.7% in FY14 compared with1.1% growth in the previous year, will happily be the focus area for the new Government,as gathered from knowledgeable quarters. The whole nation is agog with expectation of aremarkable upside to growth with the new Government in power. The budget for the currentfiscal year 2014-15 will flash the signals for which the whole world is waiting.
The Management has to rise to the occasion to seize the emerging opportunities andgarner the resources to put the Company on a fast track.
The Company is in capital goods manufacturing sector which is highly susceptible andexposed to the vagaries of growth pattern of the country economy. The major chunk of itsbusiness is Indian Railways dependent and any indecisiveness in its policy implementationwill have an adverse bearing on the fortunes of the Company.
Corporate Social Responsibility
Indian democracy, the largest in the world, has to contend with critical socialconcerns unknown to the Western affluent democracies. As a political creed, democracy iscontentious and a complex institution. It speaks volumes for the fathers of the IndianConstitution that Indian democracy has taken firm roots in the nations socialmilieu. The free & fair conduct of the general elections involving 800 millionelectors has emerged as a model for the world.
In the success of Indian democracy as a great institution of the civilized order, wecannot, however, gloss over the serious economic imbalance in the society, which loomslarge as a threat to the stability of the system. The corporate India has a major role toplay in this regard for upliftment of the deprived sections of the community. There isincreasing recognition for inclusive growth in welfare programmes, and for thefirst time the Corporate Social Responsibility (CSR) Obligations have been introducedunder the Companies Act, 2013. The Act seeks to make CSR spending mandatory for companiesas per the prescribed criteria.
The concept of corporate citizenship has already been gaining ground with concern andunderstanding to integrate social, environmental, ethical human rights into the businessoperations. The organisation is conscious and significantly contributing to theimprovement of the quality of life of the community at large, as well as, the workforceand their families.
As highlighted in the previous Annual Reports, Texmaco Management has committedliberally to the development of social infrastructure with amenities which are the envy ofmost urban dwellers. The people in the neighbouring localities are partners in theCompanys progress and prosperity through job opportunities, training and specialassistance for health and education. The Company has taken special initiatives to promotelocal talents in performing arts, especially in the field of music and dancing.
The Company has received ISO: 14001:2004 Certification, and is ardently striving tomaintain green and pollution-free environment in and around the Works and the residentialestate, going beyond the call of legal and regulatory requirements.
A separate report on Corporate Governance pursuant to Clause 49 of the ListingAgreement with the Stock Exchanges is attached as a separate Annexure and forms a part ofthis Report.
Directors Responsibility Statement u/s 217(2AA) of the Companies Act, 1956
Your Directors state:
(i) that in the preparation of the annual accounts, applicable accounting standardswere followed, along with proper explanations relating to material departures, and theNotes in the Auditors Report in this regard are self-explanatory;
(ii) that such accounting policies were selected and applied consistently andjudgements and estimates made 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 of the Company for that period;
(iii) that proper and sufficient care was taken to maintain of adequate accountingrecords in accordance with the provisions of the Companies Act, 1956 for safeguarding theassets of the Company, and for preventing and detecting fraud and other irregularities;(iv) that the annual accounts were prepared on a going concern basis.
The SEBIs guidelines regarding Corporate Governance have been implemented by theCompany.
Your Company has started a sustainability initiative with the aim of going green andminimizing the impact on environment. Your Company has already started sending AnnualReport, Notices etc. through e-mails to the Shareholders, whose e-mail IDs areregistered with their Depository Participants. In case a Shareholder wishes to receive aprinted copy, he/she may please send a request to the Company, which will send a printedcopy of the annual report to the Shareholder. Members are requested to support thisinitiative by registering / updating their email addresses for receiving Annual Report,Notices etc. through e-mail.
Particulars of Employees
The number of employees as at 31st March, 2014 was 1534. A statement containing therequired particulars of employees as stipulated under Section 217(2A) of the CompaniesAct, 1956 and Companies (Particulars of Employees) Rules, 1975, is enclosed Annexure (A).
Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo
As required under Section 217(1)(e) of the Companies Act, 1956, read with Rule 2 of theCompanies (Disclosures of Particulars in the Report of Board of Directors) Rules,1988, information relating to conservation of energy, technology absorption and foreignexchange earnings and outgo is enclosed Annexure (B).
Shri Sandeep Fuller was appointed as Additional Director w.e.f 1st February, 2014 andhas been designated as an Executive Director. A notice has been received from a Memberunder Section 160 of the Companies Act, 2013 for appointment of Shri Fuller as anExecutive Director, who has filed his consent to act as Director of your Company, ifappointed.
Shri Akshay Poddar, Director, retires by rotation and being eligible, offer himself forre-appointment at the ensuing Annual General Meeting.
The Board has recommended his re-appointment.
Your Company has appointed Cost Auditors M/s. DGM & Associates, CostAccountants, for conducting the Cost Audit for FY15 in terms of the provisions ofthe Companies Act, 2013 and Co
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S K Poddar , Executive Chairman
A C Chakrabortti , Director
Ramesh Maheshwari , Executive Vice Chairman
D H Kela , Executive Director
Company Head Office / Quarters:
Karvy Computershare Pvt Ltd
21Rd No-4,Street No-1,Banjara Hills,Hyderabad - 500 034
|Scheme Name||No. of Shares|
|Reliance Growth Fund - (G)||59,75,703|
|HDFC Prudence Fund - (G)||43,01,000|
|HDFC Infrastructure Fund (G)||33,55,682|
|Reliance Diversified Power Sector (G)||27,02,000|
|Reliance Equity Opportunities Fund (G)||24,61,028|