About
Blue Star Ltd
Blue Star Limited was incorporated in December 20th; 1985 and has a network of 31 offices, 7 modern manufacturing facilities and 4,040 channel partners. It has manufacturing facilities at Thane, Dadra, Bharuch, Himachal and Wada which use manufacturing equipment to ensure that the products have consistent quality and reliability.
The Company offers India's widest ranges of air conditioning and commercial refrigeration products, as well as a comprehensive range of air purifiers, air coolers, water purifiers, cold chain equipment and specialty products. It fulfills the cooling and refrigeration requirements of a large number of corporate and commercial as well as residential customers. Leveraging on its project execution capabilities, it offers turnkey solutions in MEP (Mechanical, Electrical, Plumbing and Firefighting) contracting for Buildings & Factories, Infrastructure, and Heavy Industry projects. Blue Star's other businesses include marketing, solution design and maintenance of imported professional electronic equipment and services, as well as industrial products and systems, under the aegis of Blue Star Engineering & Electronics Limited (Blue Star E&E), a wholly owned subsidiary of the Company. On the global front, Blue Star exports its products to around 19 countries in the Middle East, African, SAARC, and ASEAN regions.
The Company was founded in the year 1943 by Mohan T. Advani. The company began as a modest 3-member team engaged in reconditioning of air conditioners and refrigerators. Within three years, the company secured the agency for US-based Melchoir Armstrong Dessau's air conditioning equipment. In the year 1947, the company was selected by Worthington, the US leader in air conditioning, as their India based partner.
In the year 1949, the proprietorship company set their sights on bigger expansion, took on shareholders and became Blue Star Engineering Company Pvt Ltd. The company also diversified and took up agencies for Material Testing Machines and Business Machines. In 1970, the Company took up the all-India distributorship of Hewlett-Packard products.
In the year 1977, Blue Star set up a joint venture with Al Shirawi in Dubai. An Industrial Division was set up in the year 1978, to complement their airconditioning projects and undertake turnkey industrial projects. Bharuch factory was set up in the year 1980. Also, they set up a software export unit at Seepz, Mumbai in 1983. In the year 1984, they made collaborations with York International of USA for central air conditioning equipment. Within three years, they made joint ventures with Motorola and Yokogawa.
In the year 1988, the made manufacturing collaboration with Mitsubishi. An advanced manufacturing facility was set up at Dadra in 1997, in technical collaboration with Rheem, USA, to enhance manufacturing competency.
The company set up a wholly owned subsidiary company under the name Blue Star Design & Engineering Ltd in November 2003 which provide offshore product design and project engineering services to the global manufacturing and specialized Architecture, Engineering and Construction sectors. In the next year, they sold 975000 equity shares of Blue Star Design & Engineering Ltd, constituting 50% of their holding, to Synergy Realtors And Services Pvt Ltd and ceased to be a holding company.
The cooling products segment increased their manufacturing capacity for room airconditioners substantially with a new plant in Himachal Pradesh that went into production in May 2005. In addition, a modern cold room panel manufacturing facility was commissioned in October 2005. Also, the first phase of construction of a fourth plant at Kala Amb was completed and production commenced in May 2005.
The company completed the first phase of construction in their fifth plant in Wada, Maharashtra and commenced their production in March 2008. Also, the company strengthened their projects business through the strategic acquisition of the business of Naseer Electricals Pvt Ltd, a leading electrical contracting firm in January 2008. The company is in the process of amalgamation of Admo Holdings Pvt. Ltd, Sunag Investments Pvt Ltd, Sunadhad Investments Pvt Ltd and Mohan T Advani Finance Pvt. Ltd with the company.
In July 2008, the company was awarded an order from Delhi Metro Rail Corporation of Rs 104 crore for providing air conditioning solutions to 7 metros stations. Also, Airport Authority of India has awarded an order of Rs 8.1 crore for the total air conditioning works and building management system at their new integrated terminal building of Aurangabad airport.
As on March 31, 2015, Blue Star Limited has two wholly owned subsidiaries; namely, Blue Star Engineering & Electronics Limited (formerly known as Blue Star Electro-Mechanical Limited) and Blue Star Design & Engineering Limited.
During the year under review, as a part of the corporate restructuring exercise, the name of this subsidiary was changed from Blue Star Electro-Mechanical Limited to Blue Star Engineering & Electronics Limited, pursuant to approval granted by the Ministry of Corporate Affairs, vide fresh certificate of incorporation dated February 27, 2015.
The Company obtained approval of the members by way of a postal ballot on March 11, 2015 for the sale and transfer of its Professional Electronics and Industrial Systems undertaking to its wholly owned subsidiary, Blue Star Engineering & Electronics Limited at a fair price of Rs.110.50 crores, against consideration of issue and allotment of its equity shares by Blue Star Engineering & Electronics Limited to the Company. Subsequently, a Business Purchase Agreement dated March 13, 2015 was duly executed in this regard, in terms of which the transfer of the said undertaking was consummated on March 31, 2015, upon issue and allotment of 2,84,50,052 fully paid up equity shares of Rs.2 each at a premium of Rs.36.84 per share by Blue Star Engineering & Electronics Limited to the Company.
During the year under review, the Bombay High Court vide its order dated December 18, 2015 had sanctioned the Scheme of Amalgamation of Blue Star Design and Engineering Limited with Blue Star Engineering & Electronics Limited and their respective shareholders and creditors with effect from Appointed Date of February 1, 2015. This amalgamation took effect from January 29, 2016 and as a consequence, Blue Star Design and Engineering Limited has been wound up.
During the financial year, the Company had acquired 50% voting rights in Oman Electro Mechanical Contracting Co LLC, a company registered under the Commercial Companies Law of Oman, which was a 100% subsidiary of W J Towell & Co LLC. This entity was thereafter renamed as Blue Star Oman Electro-Mechanical Company LLC.
During the year, as a part of the Blue Star Group's strategic corporate restructuring, Blue Star Infotech Limited (BSIL) sold its IT business undertaking to Infogain India Private Limited and divested its shareholding in its three overseas subsidiaries to Infogain Corporation, USA. In addition, at its meeting held on September 29, 2015, the Board of Directors had approved the Composite Scheme of Amalgamation of BSIL and Blue Star Infotech Business Intelligence & Analytics Private Limited (BSIBIA), a subsidiary of BSIL, with the Company and their respective Shareholders and Creditors, subject to applicable approvals from the relevant authorities and sanction by the High Court of Judicature at Mumbai. The Bombay High Court vide its order dated April 16, 2016, sanctioned the said Composite Scheme of Amalgamation, with effect from the Appointed Date of April 1, 2015. Subsequent to the financial year under review, the Composite Scheme of Amalgamation became effective on May 21, 2016. A record date would be accordingly fixed for issuance of equity shares to BSIL shareholders in the approved share swap ratio of seven equity shares of Rs.2 each in the Company for every ten equity shares of Rs.10 each held in BSIL.
Some significant orders received in the electro-mechanical projects business during the year 2016, included Delhi Metro, Gurugram and Noida; Power Grid Corporation, Karaikal and Tumkur; Sugam Vanijya Holdings, Chennai; Omkar Realtors, Mumbai; Cancer Hospital, Lucknow; Apollo Tyres, Chennai and Vadodara; RBS Dev Centre, Bengaluru; Tata Steel, Jamshedpur; Manipal Hospital, Bengaluru; Lakeshore Hospital, Kochi; Mars International, Pune; Indiabulls, Jodhpur; Lodha Developers, Mumbai; Pradhama Hospitals, Visakhapatnam; and Cummins India, Pune.
During the year 2016, the Company announced the launch of Blue Star VRF IV Plus, the country's first Made in India', 100% inverter VRF system which is well suited for the varying climatic conditions across the country. Blue Star's 4th generation VRF IV Plus has several unique advantages, over and above the requisite features, including 100% inverter compressors which is the latest global technology, 100% cooling capacity delivered even at 43C, non-stop cooling even at a peak ambient temperature of 56C, highest energy efficiency, and is designed to operate across a wide voltage range. The VRF IV Plus is manufactured at the Company's modern state-of-the-art Dadra plant. Blue Star VRF IV Plus has been well received by customers, and several orders received for this product during the year further strengthened its foothold in the fast-growing VRF market. Segments such as industrial, marriage/banquet halls, showrooms and offices witnessed enhanced demand during the review period. Some of the notable orders won during the year were from Ashoka University, Haryana; Hewlett Packard, Bengaluru; Estancia IT Park, Chennai; Sutherland, Secunderabad; Kalyan Jewellers; Ginger, Nagpur; HCL, Pune; Delhi Public School, Gandhidham; ThyssenKrupp, Pune and South City Projects, Kolkata.
During the year 2016, Blue Star forayed into allied products such as air coolers and air purifiers to leverage its equity in the residential segment. It launched 5 models of air purifiers including models with HEPA filter with ioniser technology and plasma technology, for spaces varying from 200 sq ft to 400 sq ft. With regard to air coolers, Blue Star introduced 3 models catering to price conscious customers in non-humid areas of North and Central India for spaces ranging from 100 sq ft to 300 sq ft.
During the year 2016, Blue Star added its presence in 5 countries viz, Kenya, Sudan, Vietnam, Iran and Tanzania. The Company participated extensively in international exhibitions such as Big 5 in Dubai, Big Show in Oman and Middle East VRF Conference in Dubai as well as in significant trade shows in other countries, which has helped in increased networking opportunities and enhanced brand visibility. It also published print ads in key trade magazines in the UAE.
During FY16, Blue Star Infotech Ltd (BSIL), an associate investee company sold its IT business to monetise and generate substantial value for its shareholders. Having sold off the operating IT business, BSIL was left with a substantial cash corpus and a healthy lease rental-bearing commercial office property. Separately, the Boards and Shareholders of BSIL and Blue Star approved a scheme for merging BSIL and its residual Indian subsidiary, Blue Star Infotech Business Intelligence & Analytics Private Ltd (BSIBIA) with Blue Star to align Group resources. In April 2016, the Honourable High Court of Bombay approved the scheme for amalgamating BSIL and BSIBIA with Blue Star, with April 1, 2015 as the appointed date. As a result of this amalgamation, the FY16 financial statements of Blue Star include nine months of BSIL's IT operations as well as the sale proceeds of the IT business.
During the year 2016, Blue Star acquired a 51% stake in Oman Electro Mechanical Contracting Co LLC (OEMC), a 100% step subsidiary of W J Towell & Co LLC, to form a joint venture entity called Blue Star Oman Electro-Mechanical Company LLC (Blue Star Oman).
During FY16, Blue Star Infotech Ltd (BSIL), an associate investee company sold its IT business to monetise and generate substantial value for its shareholders. Having sold off the operating IT business, BSIL was left with a substantial cash corpus and a healthy lease rental-bearing commercial office property. Separately, the Boards and Shareholders of BSIL and Blue Star approved a scheme for merging BSIL and its residual Indian subsidiary, Blue Star Infotech Business Intelligence & Analytics Private Ltd (BSIBIA) with Blue Star to align Group resources. In April 2016, the Honourable High Court of Bombay approved the scheme for amalgamating BSIL and BSIBIA with Blue Star, with April 1, 2015 as the appointed date. As a result of this amalgamation, the FY16 financial statements of Blue Star include nine months of BSIL's IT operations as well as the sale proceeds of the IT business.
During the year 2017, the Company allotted 53,91,383, fully paid up equity shares of Rs 2 each, to the shareholders of Blue Star Infotech Limited, pursuant to the Composite Scheme of Amalgamation of Blue Star Infotech Limited and Blue Star Infotech Business Intelligence & Analytics Private Limited with the Company.
During the year 2017, the Company made an initial investment of Rs 5 crores in the share capital of its wholly owned subsidiary, Blue Star International FZCO, in Dubai Airport Freezone, a free trade zone in UAE to consolidate its international business ownership. Blue Star International FZCO, incorporated on April 18, 2017, is a wholly owned subsidiary of Blue Star Limited, operating in the Dubai Airport Freezone, a free trade zone in the UAE.
In the central plant equipment segment, the company consolidated its position in the VRF segment with the VRF IV plus introduced. Significant introductions during the review period included Inverter Ducted Systems which help maintain precise internal conditions and offer power savings up to 20%, and the VRF Sprint with simplified pre-piping which offers ease of installation and service, making it an ideal choice in small towns. A configured series of screw chillers was introduced to meet customised requisites, with respect to capacity efficiency and other technical parameters. Blue Star launched strategic initiatives to enhance the equity of central air conditioning products as well as to manage and motivate channel partners. Specific programmes targeting architects, interior designers and consultants were pursued during the year 2017.
During the year 2017, the unitary products segment launched a new range of contemporary and stylish room air conditioners for the residential segment, which comprises the largest range of inverter split air conditioners. In the fast-growing inverter split air conditioners category, Blue Star has launched precision inverter air conditioners, which enable setting the temperature in steps of 0.5oC and 0.1oC with the display in decimals, which is a first in the country. Improved operational efficiency across all functions as well as enhanced manufacturing and supply chain management resulted in healthy margins in the room air conditioners business.
In the commercial refrigeration products business, the Company introduced new models of deep freezers in the curved glass-top category, along with a new range of visi coolers during FY17. Sales of deep freezers and bottle coolers grew well, with enhanced demand from the ice cream, dairy and frozen food segments. Significant orders were booked from co-operative players such as Amul, Patna Diary and The Orissa State Cooperative Milk Producers' Federation (Omfed) as well as from private customers like Havmor, Creambell, Hatsun, McCain, Dinshaw's, Lazza and Hangyo during the year. The market continued to witness enhanced demand for display freezers across businesses due to the expansion of frozen products and ice cream businesses, thereby driving growth for glass-top freezers.
During the year 2017, the commercial refrigeration business entered two new segments; namely, the professional kitchen equipment space by introducing reach-in chillers and freezers as well as under-counter chillers and freezers; and the healthcare refrigeration market with the launch of blood bank refrigerators, pharmacy-use refrigerators, low temperature deep freezers and ultra-low temperature deep freezers. Sales of bottled water dispensers grew well as the Company enhanced engagement with retailers. Storage water coolers also performed well with a surge in demand from the education and manufacturing segments. Blue Star storage water coolers with in-built water purifiers met with good resonance from the market.
In the cold chain business, traditional segments like pharmaceuticals and ice cream contributed significantly, with several leading players investing in cold rooms for their warehouses and distribution points across the country. The Company's customer list includes prominent pharmaceutical majors like Sun Pharma, Gland Pharma, Mylan, Dr Reddy's, GlaxoSmithKline, and Sanofi, as well as ice cream majors such as Amul, Creambell and Mother Dairy. The quick service restaurants segment witnessed mixed results, with some multi-national chains undergoing restructuring of their business models for India. Blue Star continues to enjoy a preferred partner status with most of these food chains. Despite a challenging scenario, the Company has gained a major share of business from fast food chains such as Jubilant Foodworks, Burger King, Carls Jr, TGIF, Hardcastle, Sbarro, Lite Bite, Nando's and Au Bon Pain during the year 2017.
During the year 2017, the Company expanded its product line in the adjacent category of cooling with the launch of air coolers in limited quantities.
In FY17, the Company launched 5 models of air purifiers during the festive season with high-end premium variants.
During the year 2017, the Company entered the residential water purifier business with the launch of a range of stylish, differentiated and premium products. About 3 million units sold every year are electric, namely RO, UV, RO+UV and its variants.In FY 2017, the Company launched a range of 13 models, including colour variants, perhaps the largest by any new entrant in the category. These purifiers are highly differentiated and offer attractive features such as hot and cold water, touch sensors, electronic dispensing and filter change alerts. Out of the 13 models, 11 of them offer double-layered RO+UV protection to ensure that the water is absolutely safe and pure. As regards to distribution, Blue Star water purifiers are available in 80 towns with over 135 channel distributors including e-commerce channels and modern trade. The products have met with a very encouraging response in the market.
During the year 2017, the Non-Destructive Testing business received good demand from steel bar manufacturers for supply of imported electronics integrated with locally designed and manufactured mechanics in the professional electronics and industrial segment. This business also exported ultrasonic systems with locally designed and manufactured mechanics to Canada. The Testing Machines business had success with customized plant growth chambers supplied to agricultural universities. The Data Communication business gained traction with significant sales of video surveillance equipment to the Armed Forces, for infrastructure such as court buildings as well as city surveillance. The sales of data and transaction security products for banks and financial institutions grew significantly during the year. The Test and Measuring Instruments business, which mainly deals with radio frequency, microwave as well as avionics test and measuring equipment, booked significant orders from the defence, space and aerospace sectors. Oscillographic recorders and phase noise measuring systems witnessed enhanced demand from the defence and space segments. The Healthcare Systems business registered good growth, with notable orders booked for CT scanners, patient monitors and colour doppler ultrasound systems.
In FY 2017, the Company's Dadra Plant added the latest cutting-edge technology of the fibre laser machine to replace the conventional turret punch press for processing of sheet metal components. The existing powder coating plant was upgraded with modern powder coating technology to enhance process quality and productivity. The testing facilities of the assembly lines were also advanced, with the new inspection testing standards in purview.
During the year 2017, a new range of energy-efficient, configured or mix-and-match chillers was introduced, which was received well by the market for its Wada plant. This factory also recorded a new milestone in production and billing across all product lines. The Wada Plant invested considerably in technology upgradation, which is essential for de-skilling in functions such as gas cutting and welding, resulting in quality and productivity enhancement.
During the year 2017, the Global Product Sales business received good order inflow for a range of unitary products from various distributors as well as OEM customers in the International Business Group. The VRF IV Plus, which recently received the ESMA certification for the UAE market, met with an encouraging response. Blue Star's tank chiller has also received this certification. The Company also booked orders from the re-export market through its Singapore distributor.
During the year 2017, the Company participated in international exhibitions across the globe such as Hotel Asia Exhibition in Maldives, Climate Abu Dhabi Expo in Abu Dhabi, Iran HVACR Exhibition in Iran, Big 5 in Dubai, HVACR Southeast Asia in Indonesia as well as Saudi HVACR Expo in Saudi Arabia, to showcase its wide range of cooling and refrigeration products, and provide a platform for its stakeholders to interact with consumers. The Company was also part of networking events in Sri Lanka, Maldives and Oman, apart from organising events in Qatar and Oman with its partners. Further, Blue Star also published print advertisements in leading newspapers and key trade magazines in the Middle East during the review period.
During the year 2017, the Company entered into engineering facility management, which covers a wide range of operation and maintenance services to ensure efficient functioning of electro-mechanical utilities in the air conditioning and refrigeration service.
In January 2018, BSE shifted Blue Star shares to Group A from Group B comprising top 200 companies based on several factors like market capitalization, trading volumes and numbers, track records, profits, dividends, shareholding patterns, and qualitative aspects including governance.
In FY18, the Company launched 100 new AC models including 40 highly energy-efficient inverter split ACs. This stellar array ranges from 0.75 to 4.5 tons across 2-star and 3-star split ACs and as well as 3-star and 5-star inverter split ACs. Besides, the Company also launched a new smart customer-centric mobile application, which ensures enhanced comfort and offers personalisation at its best, in addition to its capability to remotely monitor and control the machine. This facility allows consumers to personalise their AC profile, group the ACs for better control, optimise settings as well as integrate this mobile application with home automation systems.
In FY 2018, the commercial refrigeration products business witnessed good growth during the year. Deep freezers witnessed enhanced sales, propelled by a rise in demand from dairy, ice cream and food processing segments such as Havmor, Creambell, Amul and Hatsun, amongst others. The new models of varied capacities of glass-top and curved glass-top deep freezers introduced during FY17 gained traction among the frozen products and ice cream segments. Kitchen refrigeration products grew well with increase in channel strength and gained sizeable orders from the hospitality segment. The medical refrigeration products also saw an uptake of orders from science and research institutions. Ultra-low temperature freezers were supplied to IIT, Mumbai and Kharagpur, Vedanta Cancer Institute, Anthem Bioscience, Lambda Research, and Institute of Liver & Biliary Sciences. Storage water coolers performed well, backed by demand from industrial canteens and educational institutions. The sale of bottled water dispensers witnessed good progression with augmented penetration into the retail market.
In air purifiers, the Company launched two additional models during the festive season with high-end premium variants, taking the overall count to 10 models. These new machines have a High Efficiency Particulate Air (HEPA) filter, which is equipped with ionizer and plasma technologies, for spaces varying from 200 sq ft to 650 sq ft.
During the year 2018, Blue Star made significant progress in the residential water purifier business with a range of stylish and differentiated products across price points ranging from Rs 7900 to Rs 44900. The market for pure drinking water has been on the rise mainly due to deterioration in the quality of water, resulting in a spurt in waterborne diseases. The Company also launched a range of commercial water purifiers to cater to offices, restaurants, clinics, and other commercial establishments.
Blue Star won the 'MEP Contractor of the Year' award at Construction Week India 2018 Awards for the third time at the 8th edition of the Construction Week India 2018 Awards. Blue Star Customer Service Group won the Gold Plus' award at the CII-EXIM Bank Awards for Business Excellence and was also commended with the Gold Plus' award at the 26th Quality Summit 2018.
Blue Star International FZCO has, on August 15, 2018, formed a subsidiary company in the mainland UAE under the name Blue Star Systems and Solutions LLC.
As on 31 March 2019,the company has 4 subsidiaries and 2 associate companies under its roof.
In year 2021, the Company made progress in its e-commerce led distribution strategy for the Water Purifiers business, which expanded its product portfolio to add a new series of products in the RO/RO+UV range in the entry/mid-level segment including an aggressively priced product range for e-commerce platforms. It launched new vaccine storage products and solutions such as vaccine transporters and ice lined refrigerators which received good acceptance from Healthcare and Pharmaceutical industry driven by the vaccine inoculation program. It launched a range with alkaline water plus added minerals with an emphasis on good health and improving immunity. It launched a range of commercial RO+UF as well as commercial UV water purifiers targeted at existing water cooler customers of Blue Star as well as offices, restaurants, clinics, and other commercial establishments. In addition, it launched India's first point-of-use instant UV LED purifier, which offers pure water instantly without waiting for the warm up time of the UV lamp, as this model is powered by an eco-friendly non-mercury UV LED.
In FY 2021, an extended range of AHRI-certified configured screw chillers was introduced. 44 new models of water cooled screw chillers in the capacity range of 400TR to 600TR, and 64 new models of air cooled screw chillers in the capacity range of 400TR to 550TR, were launched to cater to large central air conditioning applications, which have enhanced the Company's market share. Quality Control Order (QCO) compliant range of air cooled and water cooled packaged air conditioners were designed and developed using R410A refrigerant. A new range of side discharge VRF systems up to 16 HP was rolled out to cater to light commercial applications in a cost effective manner. A complete range of 3-star and 5-star room air conditioners with specific focus on cost-competitive inverter model series was launched. The Company developed their own designs for indoor units and started manufacturing them, and ventured into vertical integration and reducing dependence on vendors. Further, inverter units with the Company's own drive were developed. A new range of water coolers with touch-free water dispensing mechanism was launched. Water purifiers with high-recovery RO membrane technology were introduced to meet upcoming regulations. Products and solutions with Virus Deactivation Technology (VDT) were developed for residential and commercial air conditioners. Room and ducted air conditioners were launched with antimicrobial filters with Livinguard technology. Room and ducted air conditioners were designed and developed with UVC germicidal lamps integrated with indoor units. Treated fresh air units were developed to augment fresh air ventilation in commercial applications.
In FY 2021, Company launched Star Kart,' a digital transformation initiative for its Star League Dealers, which comprised a digital transformation project initiated by the Company called Star Kart'.
In FY 2022, the Company installed Chilled Water Circuit HVAC Plant towards MEP work contract at Sands Infra, Kochi, It installed Condenser Water Circuit HVAC Plant towards MEP work contract at Sands Infra, Kochi. It installed Condenser pump and piping work at TCS, Pune. Ducting work was done on completion of HVAC project at CEAT, Nagpur & HVAC project at CEAT's tyre manufacturing facility at Nagpur. On completion of an HVAC project, the Company installed heat recovery units on the terrace of Tata Consultancy Services (TCS), Pune.
In 2022, the Company enhanced its Refrigeration business in the UAE for whom it has installed more than 100 cold rooms. The Dadra Plant put in place many new installations such as: an Oxygen Generator to ensure a continual supply of industrial oxygen and reduction in the dependency on vendors; vertical storage racks in paint shops for better space utilisation; a low-pressure compressor for capacity enhancement; and an acoustic enclosure for the JDM fin press machine to reduce the decibel level in the surrounding area. Besides, beam detectors were installed across the shop floor for safety. Numerous initiatives towards upgrading and automating of the existing systems were also undertaken. The plant at Kala Amb has commissioned a JDM-make, fifth coil fin line for in-house manufacturing of IDU heat exchangers. Intelligent application of LEAN/MOST practices has led to efficiencies in production such as improvement in the cycle time of split ACs on the assembly lines for ongoing processes. It also resulted in the enhancement of capacity and productivity improvements for new assembly lines such as for Indoor units. An Oxygen Generator to ensure a continual supply of industrial oxygen and reduce dependency on vendors, was installed at the HP Plants.
During year 2022, the Wada Plant initiated some major infrastructure development projects including 18,000 sq. m. of roof replacement; redevelopment of existing internal road of 12,000 sq m; and installation of an oxygen generation plant for captive consumption. The Plant installed fourth Turret Punching machine from Amada, Japan, in the fabrication department, for undertaking punching operations on sheet metal used in the assembly of condensing units and chillers.
During year 2022, Company completed installation work on a new manufacturing facility at Wada which would cater to the production of the Company's Commercial Refrigeration products and solutions, in particular deep freezers and water coolers. It inaugurated first-of-its-kind Customer Experience Centre,' built on an area of 1000 sq ft. and also inaugurated a new contemporary office at Thane, the Blue Star Innovation Centre. It inaugurated Star Engineering & Electronics new first-of-a-kind Customer Experience Centre for Non-Destructive Testing systems at Thane, Maharashtra. It launched nearly 50 models across the spectrum of inverter and fixed-speed Split ACs and Window ACs. A High Recovery Reverse Osmosis range was launched which was aimed at reducing water wastage even while performing an efficient RO purification process. The Commercial Refrigeration business witnessed consistent growth with its wide range of products and solutions, which includes deep freezers, bottle coolers, visi coolers/freezers, water coolers/dispensers, kitchen, medical, and supermarket refrigeration equipment, and modular cold rooms.
During year 2022, a joint venture company, Fine Organic Industries (Thailand) Co., Ltd. incorporated in May 31, 2021. Further, on November 11, 2021, the Board approved termination of Joint Venture Agreement with Adcotech GmbH for the Company i.e. FineADD Ingredients GmbH subject to completion of applicable regulatory formalities.
In FY 2023, the Company inaugurated a world-class innovation centre in Thane. Its wholly owned subsidiary, Blue Star Engineering
& Electronics Limited, commissioned a medical diagnostic equipment refurbishment facility at Bhiwandi, Maharashtra. The Company doubled its production capacity of deep freezers and water coolers with its new world-class manufacturing facility at Wada, a second unit alongside its existing factory in Wada. Through its subsidiary, the Company commenced commercial production of room ACs at Sri City in Jan'23. It launched highly energy-efficient refrigeration units with inverter technology for Modular Cold Rooms; it developed a new range of energy efficient hot and cold ACs in the 1.5TR and 2.0TR capacities which are 3.5 to 4 times more energy efficient than
conventional heat convectors; launched a range of Inverter Heat Pumps and Cool Only models of Concealed Split ACs; launched Centrifugal Chillers, manufactured in-house, to cater to mega infrastructure projects.
Blue Star Ltd
Company History
Blue Star Limited was incorporated in December 20th; 1985 and has a network of 31 offices, 7 modern manufacturing facilities and 4,040 channel partners. It has manufacturing facilities at Thane, Dadra, Bharuch, Himachal and Wada which use manufacturing equipment to ensure that the products have consistent quality and reliability.
The Company offers India's widest ranges of air conditioning and commercial refrigeration products, as well as a comprehensive range of air purifiers, air coolers, water purifiers, cold chain equipment and specialty products. It fulfills the cooling and refrigeration requirements of a large number of corporate and commercial as well as residential customers. Leveraging on its project execution capabilities, it offers turnkey solutions in MEP (Mechanical, Electrical, Plumbing and Firefighting) contracting for Buildings & Factories, Infrastructure, and Heavy Industry projects. Blue Star's other businesses include marketing, solution design and maintenance of imported professional electronic equipment and services, as well as industrial products and systems, under the aegis of Blue Star Engineering & Electronics Limited (Blue Star E&E), a wholly owned subsidiary of the Company. On the global front, Blue Star exports its products to around 19 countries in the Middle East, African, SAARC, and ASEAN regions.
The Company was founded in the year 1943 by Mohan T. Advani. The company began as a modest 3-member team engaged in reconditioning of air conditioners and refrigerators. Within three years, the company secured the agency for US-based Melchoir Armstrong Dessau's air conditioning equipment. In the year 1947, the company was selected by Worthington, the US leader in air conditioning, as their India based partner.
In the year 1949, the proprietorship company set their sights on bigger expansion, took on shareholders and became Blue Star Engineering Company Pvt Ltd. The company also diversified and took up agencies for Material Testing Machines and Business Machines. In 1970, the Company took up the all-India distributorship of Hewlett-Packard products.
In the year 1977, Blue Star set up a joint venture with Al Shirawi in Dubai. An Industrial Division was set up in the year 1978, to complement their airconditioning projects and undertake turnkey industrial projects. Bharuch factory was set up in the year 1980. Also, they set up a software export unit at Seepz, Mumbai in 1983. In the year 1984, they made collaborations with York International of USA for central air conditioning equipment. Within three years, they made joint ventures with Motorola and Yokogawa.
In the year 1988, the made manufacturing collaboration with Mitsubishi. An advanced manufacturing facility was set up at Dadra in 1997, in technical collaboration with Rheem, USA, to enhance manufacturing competency.
The company set up a wholly owned subsidiary company under the name Blue Star Design & Engineering Ltd in November 2003 which provide offshore product design and project engineering services to the global manufacturing and specialized Architecture, Engineering and Construction sectors. In the next year, they sold 975000 equity shares of Blue Star Design & Engineering Ltd, constituting 50% of their holding, to Synergy Realtors And Services Pvt Ltd and ceased to be a holding company.
The cooling products segment increased their manufacturing capacity for room airconditioners substantially with a new plant in Himachal Pradesh that went into production in May 2005. In addition, a modern cold room panel manufacturing facility was commissioned in October 2005. Also, the first phase of construction of a fourth plant at Kala Amb was completed and production commenced in May 2005.
The company completed the first phase of construction in their fifth plant in Wada, Maharashtra and commenced their production in March 2008. Also, the company strengthened their projects business through the strategic acquisition of the business of Naseer Electricals Pvt Ltd, a leading electrical contracting firm in January 2008. The company is in the process of amalgamation of Admo Holdings Pvt. Ltd, Sunag Investments Pvt Ltd, Sunadhad Investments Pvt Ltd and Mohan T Advani Finance Pvt. Ltd with the company.
In July 2008, the company was awarded an order from Delhi Metro Rail Corporation of Rs 104 crore for providing air conditioning solutions to 7 metros stations. Also, Airport Authority of India has awarded an order of Rs 8.1 crore for the total air conditioning works and building management system at their new integrated terminal building of Aurangabad airport.
As on March 31, 2015, Blue Star Limited has two wholly owned subsidiaries; namely, Blue Star Engineering & Electronics Limited (formerly known as Blue Star Electro-Mechanical Limited) and Blue Star Design & Engineering Limited.
During the year under review, as a part of the corporate restructuring exercise, the name of this subsidiary was changed from Blue Star Electro-Mechanical Limited to Blue Star Engineering & Electronics Limited, pursuant to approval granted by the Ministry of Corporate Affairs, vide fresh certificate of incorporation dated February 27, 2015.
The Company obtained approval of the members by way of a postal ballot on March 11, 2015 for the sale and transfer of its Professional Electronics and Industrial Systems undertaking to its wholly owned subsidiary, Blue Star Engineering & Electronics Limited at a fair price of Rs.110.50 crores, against consideration of issue and allotment of its equity shares by Blue Star Engineering & Electronics Limited to the Company. Subsequently, a Business Purchase Agreement dated March 13, 2015 was duly executed in this regard, in terms of which the transfer of the said undertaking was consummated on March 31, 2015, upon issue and allotment of 2,84,50,052 fully paid up equity shares of Rs.2 each at a premium of Rs.36.84 per share by Blue Star Engineering & Electronics Limited to the Company.
During the year under review, the Bombay High Court vide its order dated December 18, 2015 had sanctioned the Scheme of Amalgamation of Blue Star Design and Engineering Limited with Blue Star Engineering & Electronics Limited and their respective shareholders and creditors with effect from Appointed Date of February 1, 2015. This amalgamation took effect from January 29, 2016 and as a consequence, Blue Star Design and Engineering Limited has been wound up.
During the financial year, the Company had acquired 50% voting rights in Oman Electro Mechanical Contracting Co LLC, a company registered under the Commercial Companies Law of Oman, which was a 100% subsidiary of W J Towell & Co LLC. This entity was thereafter renamed as Blue Star Oman Electro-Mechanical Company LLC.
During the year, as a part of the Blue Star Group's strategic corporate restructuring, Blue Star Infotech Limited (BSIL) sold its IT business undertaking to Infogain India Private Limited and divested its shareholding in its three overseas subsidiaries to Infogain Corporation, USA. In addition, at its meeting held on September 29, 2015, the Board of Directors had approved the Composite Scheme of Amalgamation of BSIL and Blue Star Infotech Business Intelligence & Analytics Private Limited (BSIBIA), a subsidiary of BSIL, with the Company and their respective Shareholders and Creditors, subject to applicable approvals from the relevant authorities and sanction by the High Court of Judicature at Mumbai. The Bombay High Court vide its order dated April 16, 2016, sanctioned the said Composite Scheme of Amalgamation, with effect from the Appointed Date of April 1, 2015. Subsequent to the financial year under review, the Composite Scheme of Amalgamation became effective on May 21, 2016. A record date would be accordingly fixed for issuance of equity shares to BSIL shareholders in the approved share swap ratio of seven equity shares of Rs.2 each in the Company for every ten equity shares of Rs.10 each held in BSIL.
Some significant orders received in the electro-mechanical projects business during the year 2016, included Delhi Metro, Gurugram and Noida; Power Grid Corporation, Karaikal and Tumkur; Sugam Vanijya Holdings, Chennai; Omkar Realtors, Mumbai; Cancer Hospital, Lucknow; Apollo Tyres, Chennai and Vadodara; RBS Dev Centre, Bengaluru; Tata Steel, Jamshedpur; Manipal Hospital, Bengaluru; Lakeshore Hospital, Kochi; Mars International, Pune; Indiabulls, Jodhpur; Lodha Developers, Mumbai; Pradhama Hospitals, Visakhapatnam; and Cummins India, Pune.
During the year 2016, the Company announced the launch of Blue Star VRF IV Plus, the country's first Made in India', 100% inverter VRF system which is well suited for the varying climatic conditions across the country. Blue Star's 4th generation VRF IV Plus has several unique advantages, over and above the requisite features, including 100% inverter compressors which is the latest global technology, 100% cooling capacity delivered even at 43C, non-stop cooling even at a peak ambient temperature of 56C, highest energy efficiency, and is designed to operate across a wide voltage range. The VRF IV Plus is manufactured at the Company's modern state-of-the-art Dadra plant. Blue Star VRF IV Plus has been well received by customers, and several orders received for this product during the year further strengthened its foothold in the fast-growing VRF market. Segments such as industrial, marriage/banquet halls, showrooms and offices witnessed enhanced demand during the review period. Some of the notable orders won during the year were from Ashoka University, Haryana; Hewlett Packard, Bengaluru; Estancia IT Park, Chennai; Sutherland, Secunderabad; Kalyan Jewellers; Ginger, Nagpur; HCL, Pune; Delhi Public School, Gandhidham; ThyssenKrupp, Pune and South City Projects, Kolkata.
During the year 2016, Blue Star forayed into allied products such as air coolers and air purifiers to leverage its equity in the residential segment. It launched 5 models of air purifiers including models with HEPA filter with ioniser technology and plasma technology, for spaces varying from 200 sq ft to 400 sq ft. With regard to air coolers, Blue Star introduced 3 models catering to price conscious customers in non-humid areas of North and Central India for spaces ranging from 100 sq ft to 300 sq ft.
During the year 2016, Blue Star added its presence in 5 countries viz, Kenya, Sudan, Vietnam, Iran and Tanzania. The Company participated extensively in international exhibitions such as Big 5 in Dubai, Big Show in Oman and Middle East VRF Conference in Dubai as well as in significant trade shows in other countries, which has helped in increased networking opportunities and enhanced brand visibility. It also published print ads in key trade magazines in the UAE.
During FY16, Blue Star Infotech Ltd (BSIL), an associate investee company sold its IT business to monetise and generate substantial value for its shareholders. Having sold off the operating IT business, BSIL was left with a substantial cash corpus and a healthy lease rental-bearing commercial office property. Separately, the Boards and Shareholders of BSIL and Blue Star approved a scheme for merging BSIL and its residual Indian subsidiary, Blue Star Infotech Business Intelligence & Analytics Private Ltd (BSIBIA) with Blue Star to align Group resources. In April 2016, the Honourable High Court of Bombay approved the scheme for amalgamating BSIL and BSIBIA with Blue Star, with April 1, 2015 as the appointed date. As a result of this amalgamation, the FY16 financial statements of Blue Star include nine months of BSIL's IT operations as well as the sale proceeds of the IT business.
During the year 2016, Blue Star acquired a 51% stake in Oman Electro Mechanical Contracting Co LLC (OEMC), a 100% step subsidiary of W J Towell & Co LLC, to form a joint venture entity called Blue Star Oman Electro-Mechanical Company LLC (Blue Star Oman).
During FY16, Blue Star Infotech Ltd (BSIL), an associate investee company sold its IT business to monetise and generate substantial value for its shareholders. Having sold off the operating IT business, BSIL was left with a substantial cash corpus and a healthy lease rental-bearing commercial office property. Separately, the Boards and Shareholders of BSIL and Blue Star approved a scheme for merging BSIL and its residual Indian subsidiary, Blue Star Infotech Business Intelligence & Analytics Private Ltd (BSIBIA) with Blue Star to align Group resources. In April 2016, the Honourable High Court of Bombay approved the scheme for amalgamating BSIL and BSIBIA with Blue Star, with April 1, 2015 as the appointed date. As a result of this amalgamation, the FY16 financial statements of Blue Star include nine months of BSIL's IT operations as well as the sale proceeds of the IT business.
During the year 2017, the Company allotted 53,91,383, fully paid up equity shares of Rs 2 each, to the shareholders of Blue Star Infotech Limited, pursuant to the Composite Scheme of Amalgamation of Blue Star Infotech Limited and Blue Star Infotech Business Intelligence & Analytics Private Limited with the Company.
During the year 2017, the Company made an initial investment of Rs 5 crores in the share capital of its wholly owned subsidiary, Blue Star International FZCO, in Dubai Airport Freezone, a free trade zone in UAE to consolidate its international business ownership. Blue Star International FZCO, incorporated on April 18, 2017, is a wholly owned subsidiary of Blue Star Limited, operating in the Dubai Airport Freezone, a free trade zone in the UAE.
In the central plant equipment segment, the company consolidated its position in the VRF segment with the VRF IV plus introduced. Significant introductions during the review period included Inverter Ducted Systems which help maintain precise internal conditions and offer power savings up to 20%, and the VRF Sprint with simplified pre-piping which offers ease of installation and service, making it an ideal choice in small towns. A configured series of screw chillers was introduced to meet customised requisites, with respect to capacity efficiency and other technical parameters. Blue Star launched strategic initiatives to enhance the equity of central air conditioning products as well as to manage and motivate channel partners. Specific programmes targeting architects, interior designers and consultants were pursued during the year 2017.
During the year 2017, the unitary products segment launched a new range of contemporary and stylish room air conditioners for the residential segment, which comprises the largest range of inverter split air conditioners. In the fast-growing inverter split air conditioners category, Blue Star has launched precision inverter air conditioners, which enable setting the temperature in steps of 0.5oC and 0.1oC with the display in decimals, which is a first in the country. Improved operational efficiency across all functions as well as enhanced manufacturing and supply chain management resulted in healthy margins in the room air conditioners business.
In the commercial refrigeration products business, the Company introduced new models of deep freezers in the curved glass-top category, along with a new range of visi coolers during FY17. Sales of deep freezers and bottle coolers grew well, with enhanced demand from the ice cream, dairy and frozen food segments. Significant orders were booked from co-operative players such as Amul, Patna Diary and The Orissa State Cooperative Milk Producers' Federation (Omfed) as well as from private customers like Havmor, Creambell, Hatsun, McCain, Dinshaw's, Lazza and Hangyo during the year. The market continued to witness enhanced demand for display freezers across businesses due to the expansion of frozen products and ice cream businesses, thereby driving growth for glass-top freezers.
During the year 2017, the commercial refrigeration business entered two new segments; namely, the professional kitchen equipment space by introducing reach-in chillers and freezers as well as under-counter chillers and freezers; and the healthcare refrigeration market with the launch of blood bank refrigerators, pharmacy-use refrigerators, low temperature deep freezers and ultra-low temperature deep freezers. Sales of bottled water dispensers grew well as the Company enhanced engagement with retailers. Storage water coolers also performed well with a surge in demand from the education and manufacturing segments. Blue Star storage water coolers with in-built water purifiers met with good resonance from the market.
In the cold chain business, traditional segments like pharmaceuticals and ice cream contributed significantly, with several leading players investing in cold rooms for their warehouses and distribution points across the country. The Company's customer list includes prominent pharmaceutical majors like Sun Pharma, Gland Pharma, Mylan, Dr Reddy's, GlaxoSmithKline, and Sanofi, as well as ice cream majors such as Amul, Creambell and Mother Dairy. The quick service restaurants segment witnessed mixed results, with some multi-national chains undergoing restructuring of their business models for India. Blue Star continues to enjoy a preferred partner status with most of these food chains. Despite a challenging scenario, the Company has gained a major share of business from fast food chains such as Jubilant Foodworks, Burger King, Carls Jr, TGIF, Hardcastle, Sbarro, Lite Bite, Nando's and Au Bon Pain during the year 2017.
During the year 2017, the Company expanded its product line in the adjacent category of cooling with the launch of air coolers in limited quantities.
In FY17, the Company launched 5 models of air purifiers during the festive season with high-end premium variants.
During the year 2017, the Company entered the residential water purifier business with the launch of a range of stylish, differentiated and premium products. About 3 million units sold every year are electric, namely RO, UV, RO+UV and its variants.In FY 2017, the Company launched a range of 13 models, including colour variants, perhaps the largest by any new entrant in the category. These purifiers are highly differentiated and offer attractive features such as hot and cold water, touch sensors, electronic dispensing and filter change alerts. Out of the 13 models, 11 of them offer double-layered RO+UV protection to ensure that the water is absolutely safe and pure. As regards to distribution, Blue Star water purifiers are available in 80 towns with over 135 channel distributors including e-commerce channels and modern trade. The products have met with a very encouraging response in the market.
During the year 2017, the Non-Destructive Testing business received good demand from steel bar manufacturers for supply of imported electronics integrated with locally designed and manufactured mechanics in the professional electronics and industrial segment. This business also exported ultrasonic systems with locally designed and manufactured mechanics to Canada. The Testing Machines business had success with customized plant growth chambers supplied to agricultural universities. The Data Communication business gained traction with significant sales of video surveillance equipment to the Armed Forces, for infrastructure such as court buildings as well as city surveillance. The sales of data and transaction security products for banks and financial institutions grew significantly during the year. The Test and Measuring Instruments business, which mainly deals with radio frequency, microwave as well as avionics test and measuring equipment, booked significant orders from the defence, space and aerospace sectors. Oscillographic recorders and phase noise measuring systems witnessed enhanced demand from the defence and space segments. The Healthcare Systems business registered good growth, with notable orders booked for CT scanners, patient monitors and colour doppler ultrasound systems.
In FY 2017, the Company's Dadra Plant added the latest cutting-edge technology of the fibre laser machine to replace the conventional turret punch press for processing of sheet metal components. The existing powder coating plant was upgraded with modern powder coating technology to enhance process quality and productivity. The testing facilities of the assembly lines were also advanced, with the new inspection testing standards in purview.
During the year 2017, a new range of energy-efficient, configured or mix-and-match chillers was introduced, which was received well by the market for its Wada plant. This factory also recorded a new milestone in production and billing across all product lines. The Wada Plant invested considerably in technology upgradation, which is essential for de-skilling in functions such as gas cutting and welding, resulting in quality and productivity enhancement.
During the year 2017, the Global Product Sales business received good order inflow for a range of unitary products from various distributors as well as OEM customers in the International Business Group. The VRF IV Plus, which recently received the ESMA certification for the UAE market, met with an encouraging response. Blue Star's tank chiller has also received this certification. The Company also booked orders from the re-export market through its Singapore distributor.
During the year 2017, the Company participated in international exhibitions across the globe such as Hotel Asia Exhibition in Maldives, Climate Abu Dhabi Expo in Abu Dhabi, Iran HVACR Exhibition in Iran, Big 5 in Dubai, HVACR Southeast Asia in Indonesia as well as Saudi HVACR Expo in Saudi Arabia, to showcase its wide range of cooling and refrigeration products, and provide a platform for its stakeholders to interact with consumers. The Company was also part of networking events in Sri Lanka, Maldives and Oman, apart from organising events in Qatar and Oman with its partners. Further, Blue Star also published print advertisements in leading newspapers and key trade magazines in the Middle East during the review period.
During the year 2017, the Company entered into engineering facility management, which covers a wide range of operation and maintenance services to ensure efficient functioning of electro-mechanical utilities in the air conditioning and refrigeration service.
In January 2018, BSE shifted Blue Star shares to Group A from Group B comprising top 200 companies based on several factors like market capitalization, trading volumes and numbers, track records, profits, dividends, shareholding patterns, and qualitative aspects including governance.
In FY18, the Company launched 100 new AC models including 40 highly energy-efficient inverter split ACs. This stellar array ranges from 0.75 to 4.5 tons across 2-star and 3-star split ACs and as well as 3-star and 5-star inverter split ACs. Besides, the Company also launched a new smart customer-centric mobile application, which ensures enhanced comfort and offers personalisation at its best, in addition to its capability to remotely monitor and control the machine. This facility allows consumers to personalise their AC profile, group the ACs for better control, optimise settings as well as integrate this mobile application with home automation systems.
In FY 2018, the commercial refrigeration products business witnessed good growth during the year. Deep freezers witnessed enhanced sales, propelled by a rise in demand from dairy, ice cream and food processing segments such as Havmor, Creambell, Amul and Hatsun, amongst others. The new models of varied capacities of glass-top and curved glass-top deep freezers introduced during FY17 gained traction among the frozen products and ice cream segments. Kitchen refrigeration products grew well with increase in channel strength and gained sizeable orders from the hospitality segment. The medical refrigeration products also saw an uptake of orders from science and research institutions. Ultra-low temperature freezers were supplied to IIT, Mumbai and Kharagpur, Vedanta Cancer Institute, Anthem Bioscience, Lambda Research, and Institute of Liver & Biliary Sciences. Storage water coolers performed well, backed by demand from industrial canteens and educational institutions. The sale of bottled water dispensers witnessed good progression with augmented penetration into the retail market.
In air purifiers, the Company launched two additional models during the festive season with high-end premium variants, taking the overall count to 10 models. These new machines have a High Efficiency Particulate Air (HEPA) filter, which is equipped with ionizer and plasma technologies, for spaces varying from 200 sq ft to 650 sq ft.
During the year 2018, Blue Star made significant progress in the residential water purifier business with a range of stylish and differentiated products across price points ranging from Rs 7900 to Rs 44900. The market for pure drinking water has been on the rise mainly due to deterioration in the quality of water, resulting in a spurt in waterborne diseases. The Company also launched a range of commercial water purifiers to cater to offices, restaurants, clinics, and other commercial establishments.
Blue Star won the 'MEP Contractor of the Year' award at Construction Week India 2018 Awards for the third time at the 8th edition of the Construction Week India 2018 Awards. Blue Star Customer Service Group won the Gold Plus' award at the CII-EXIM Bank Awards for Business Excellence and was also commended with the Gold Plus' award at the 26th Quality Summit 2018.
Blue Star International FZCO has, on August 15, 2018, formed a subsidiary company in the mainland UAE under the name Blue Star Systems and Solutions LLC.
As on 31 March 2019,the company has 4 subsidiaries and 2 associate companies under its roof.
In year 2021, the Company made progress in its e-commerce led distribution strategy for the Water Purifiers business, which expanded its product portfolio to add a new series of products in the RO/RO+UV range in the entry/mid-level segment including an aggressively priced product range for e-commerce platforms. It launched new vaccine storage products and solutions such as vaccine transporters and ice lined refrigerators which received good acceptance from Healthcare and Pharmaceutical industry driven by the vaccine inoculation program. It launched a range with alkaline water plus added minerals with an emphasis on good health and improving immunity. It launched a range of commercial RO+UF as well as commercial UV water purifiers targeted at existing water cooler customers of Blue Star as well as offices, restaurants, clinics, and other commercial establishments. In addition, it launched India's first point-of-use instant UV LED purifier, which offers pure water instantly without waiting for the warm up time of the UV lamp, as this model is powered by an eco-friendly non-mercury UV LED.
In FY 2021, an extended range of AHRI-certified configured screw chillers was introduced. 44 new models of water cooled screw chillers in the capacity range of 400TR to 600TR, and 64 new models of air cooled screw chillers in the capacity range of 400TR to 550TR, were launched to cater to large central air conditioning applications, which have enhanced the Company's market share. Quality Control Order (QCO) compliant range of air cooled and water cooled packaged air conditioners were designed and developed using R410A refrigerant. A new range of side discharge VRF systems up to 16 HP was rolled out to cater to light commercial applications in a cost effective manner. A complete range of 3-star and 5-star room air conditioners with specific focus on cost-competitive inverter model series was launched. The Company developed their own designs for indoor units and started manufacturing them, and ventured into vertical integration and reducing dependence on vendors. Further, inverter units with the Company's own drive were developed. A new range of water coolers with touch-free water dispensing mechanism was launched. Water purifiers with high-recovery RO membrane technology were introduced to meet upcoming regulations. Products and solutions with Virus Deactivation Technology (VDT) were developed for residential and commercial air conditioners. Room and ducted air conditioners were launched with antimicrobial filters with Livinguard technology. Room and ducted air conditioners were designed and developed with UVC germicidal lamps integrated with indoor units. Treated fresh air units were developed to augment fresh air ventilation in commercial applications.
In FY 2021, Company launched Star Kart,' a digital transformation initiative for its Star League Dealers, which comprised a digital transformation project initiated by the Company called Star Kart'.
In FY 2022, the Company installed Chilled Water Circuit HVAC Plant towards MEP work contract at Sands Infra, Kochi, It installed Condenser Water Circuit HVAC Plant towards MEP work contract at Sands Infra, Kochi. It installed Condenser pump and piping work at TCS, Pune. Ducting work was done on completion of HVAC project at CEAT, Nagpur & HVAC project at CEAT's tyre manufacturing facility at Nagpur. On completion of an HVAC project, the Company installed heat recovery units on the terrace of Tata Consultancy Services (TCS), Pune.
In 2022, the Company enhanced its Refrigeration business in the UAE for whom it has installed more than 100 cold rooms. The Dadra Plant put in place many new installations such as: an Oxygen Generator to ensure a continual supply of industrial oxygen and reduction in the dependency on vendors; vertical storage racks in paint shops for better space utilisation; a low-pressure compressor for capacity enhancement; and an acoustic enclosure for the JDM fin press machine to reduce the decibel level in the surrounding area. Besides, beam detectors were installed across the shop floor for safety. Numerous initiatives towards upgrading and automating of the existing systems were also undertaken. The plant at Kala Amb has commissioned a JDM-make, fifth coil fin line for in-house manufacturing of IDU heat exchangers. Intelligent application of LEAN/MOST practices has led to efficiencies in production such as improvement in the cycle time of split ACs on the assembly lines for ongoing processes. It also resulted in the enhancement of capacity and productivity improvements for new assembly lines such as for Indoor units. An Oxygen Generator to ensure a continual supply of industrial oxygen and reduce dependency on vendors, was installed at the HP Plants.
During year 2022, the Wada Plant initiated some major infrastructure development projects including 18,000 sq. m. of roof replacement; redevelopment of existing internal road of 12,000 sq m; and installation of an oxygen generation plant for captive consumption. The Plant installed fourth Turret Punching machine from Amada, Japan, in the fabrication department, for undertaking punching operations on sheet metal used in the assembly of condensing units and chillers.
During year 2022, Company completed installation work on a new manufacturing facility at Wada which would cater to the production of the Company's Commercial Refrigeration products and solutions, in particular deep freezers and water coolers. It inaugurated first-of-its-kind Customer Experience Centre,' built on an area of 1000 sq ft. and also inaugurated a new contemporary office at Thane, the Blue Star Innovation Centre. It inaugurated Star Engineering & Electronics new first-of-a-kind Customer Experience Centre for Non-Destructive Testing systems at Thane, Maharashtra. It launched nearly 50 models across the spectrum of inverter and fixed-speed Split ACs and Window ACs. A High Recovery Reverse Osmosis range was launched which was aimed at reducing water wastage even while performing an efficient RO purification process. The Commercial Refrigeration business witnessed consistent growth with its wide range of products and solutions, which includes deep freezers, bottle coolers, visi coolers/freezers, water coolers/dispensers, kitchen, medical, and supermarket refrigeration equipment, and modular cold rooms.
During year 2022, a joint venture company, Fine Organic Industries (Thailand) Co., Ltd. incorporated in May 31, 2021. Further, on November 11, 2021, the Board approved termination of Joint Venture Agreement with Adcotech GmbH for the Company i.e. FineADD Ingredients GmbH subject to completion of applicable regulatory formalities.
In FY 2023, the Company inaugurated a world-class innovation centre in Thane. Its wholly owned subsidiary, Blue Star Engineering
& Electronics Limited, commissioned a medical diagnostic equipment refurbishment facility at Bhiwandi, Maharashtra. The Company doubled its production capacity of deep freezers and water coolers with its new world-class manufacturing facility at Wada, a second unit alongside its existing factory in Wada. Through its subsidiary, the Company commenced commercial production of room ACs at Sri City in Jan'23. It launched highly energy-efficient refrigeration units with inverter technology for Modular Cold Rooms; it developed a new range of energy efficient hot and cold ACs in the 1.5TR and 2.0TR capacities which are 3.5 to 4 times more energy efficient than
conventional heat convectors; launched a range of Inverter Heat Pumps and Cool Only models of Concealed Split ACs; launched Centrifugal Chillers, manufactured in-house, to cater to mega infrastructure projects.
Blue Star Ltd
Directors Reports
BOARD'S REPORT
To the Members,
The Directors are pleased to present the 75th Annual Report, together with
the audited financial statements for the financial year ended March 31,2023.
COMPANY OVERVIEW
Your Company offers one of India's widest ranges of air conditioning and commercial
refrigeration & air-conditioning products, as well as a comprehensive range of air
purifiers, air coolers, water purifiers, cold chain equipment and specialty products. It
fulfils the cooling, refrigeration & air-conditioning requirements of a large number
of corporate, commercial as well as residential customers.
Leveraging on its project execution capabilities, your Company offers turnkey solutions
in MEp (Mechanical, electrical, plumbing and Fire-fighting) contracting for Buildings,
Factories, data Centres, Infrastructure, Heavy Industry and Water distribution projects.
the Company's integrated business model of a Manufacturer, Contractor and after-sales
service provider enables it to offer end-to-end solutions to its customers, a factor that
has proved to be a significant differentiator in the marketplace.
FINANCIAL HIGHLIGHTS
The financial statements of the Company are prepared in accordance with the applicable
provisions of the Companies act, 2013 (the 'act') including accounting standards as
specified in Section 133 of the act, read with the Companies (accounts) Rules, 2014, and
amendments thereof. The consolidated and standalone financial highlights of the Company
for the financial year ended March 31,2023, are summarised as follows:
|
Consolidated |
Standalone |
Particulars |
For the year ended |
For the year ended |
|
March 31, 2023 |
March 31, 2022 |
March 31, 2023 |
March 31, 2022 |
Revenue from operations |
7,977.32 |
6,064.08 |
7,353.13 |
5,395.49 |
Total Income |
8,008.19 |
6,099.80 |
7,382.96 |
5,431.59 |
Total Expenses |
7,624.02 |
5,849.99 |
7,049.17 |
5,235.84 |
Profit before share of profit of Joint Venture |
384.17 |
249.81 |
NA |
NA |
Profit before tax |
555.38 |
250.90 |
504.60 |
195.75 |
Income tax |
154.69 |
82.90 |
138.02 |
68.01 |
Profit after tax |
400.69 |
168.00 |
366.58 |
127.74 |
OPERATING RESULTS
after two consecutive years disrupted by the pandemic, the year under review witnessed
complete restoration of normalcy and, demand for all our products and services surged. The
sentiments in the Indian economy were positive despite the geo-political uncertainties,
rising interest rates both globally and in India and a depreciating currency which made
imports costlier. Capex investments by both the public and the private sectors continued
to be encouraging. Consequently, all the sectors that the Company operates in witnessed
healthy growth and enabled the Company to end the year on a positive note and a robust
order book. Your Company continues to stay focused on its mission to grow faster than the
market, profitability improvement and efficient utilization of capital, while continuing
to invest in manufacturing capacities, R&D and expansion of international footprint.
On a consolidated basis, revenue from operations for the current financial year grew
31.6% to Rs. 7,977.32 crores as compared to Rs. 6,064.08 crores in the previous financial
year. During the year under review, the Company sold a freehold land parcel at Thane and
earned a profit of Rs. 170.81 crores which has been reported as an exceptional item. Net
profit for the current financial year including the profit earned on sale of the land
parcel at Thane, grew 138.5% to Rs. 400.69 crores as compared to Rs. 168 crores in the
last financial year. On a standalone basis, revenue from operations of the Company grew
36.3% to Rs. 7,353.13 crores as compared to Rs. 5,395.49 crores in the previous year. Your
Company's standalone Net Profit after Tax grew 187% to Rs. 366.58 crores as compared to
Rs. 127.74 crores for the previous year. Likewise, the standalone profit includes the
profit earned on sale of the land parcel at Thane.
Your Company's consolidated Total Income in the financial year crossed Rs. 8,000
crores. ah segments performed exceedingly well and generated record revenue and profits.
Your Company and its subsidiaries (Group) operate in three business segments: (i)
Electro-Mechanical Projects and Commercial Air Conditioning Systems; (ii) Unitary
Products; and
(iii) Professional Electronics and Industrial Systems. Performance of the Group in the
above-mentioned segments during the year under review is as stated below:
I. Electro-Mechanical Projects and Commercial
Air Conditioning Systems
a. Electro-Mechanical Projects Business
With the onset of construction and capex cycle, order inflows from commercial building,
factories, data centers and infrastructure sector such as metro, water distribution and
railway electrification sectors picked up. Government's commitment to augment social
sector infrastructure such as airports, metro, railway network, water supply and hospitals
continued to fuel growth opportunities resulting in inflow of tenders in the
infrastructure sector. During the year under review, your Company booked its first order
for railway electrification and received its largest ever order for an integrated data
center project.
b. Commercial Air Conditioning Systems
During the year under review, a healthy flow of opportunities across all the segments
that your Company operates in coupled with the revival of demand from the retail,
manufacturing, healthcare, and entertainment segments enabled growth for the commercial
air conditioning business. Your Company gained market share in all product categories and
continued to maintain its market leadership in Conventional and Inverter ducted Air
Conditioning systems as well as scroll Chillers and the second position in the VRFs and
screw Chillers. demand from the government, industrial, healthcare and hospitality sectors
coupled with continued focus on channel expansion across tier 2, 3 and 4 towns enabled
growth in revenue during the year.
c. International Business
The Company witnessed growth across all segments with increasing demand for our
products in the international markets in which it operates with a strong demand for our
room air conditioners and VRFs and year under review saw a healthy order book.
Revenue in this segment for the year grew by 25.3% to Rs. 4,015.63 crores as against
Rs. 3,204.49 crores in the previous year. The segment result grew 42.1% to Rs. 276.78
crores as compared to Rs. 194.82 crores in the previous year.
During the year the Company set up subsidiaries in United States of America and
Netherlands to serve American and European markets respectively.
II. Unitary Products
After two consecutive financial years in which the peak selling seasons were impacted
by the pandemic, the room air conditioners business segment witnessed a strong demand with
the new range of affordable mass-premium products being very well received by the market.
Your Company strengthened its position as one of the preferred brands with first time
buyers in Tier 3, 4 and 5 markets. Your Company offers a vast and comprehensive range of
products that are priced competitively and at the same time deliver consistent performance
and superior quality that is aligned with the Blue Star brand. The Company has diversified
its product portfolio by positioning its products in premium, affordable premium and
affordable segment. The Sri City plant of the subsidiary, Blue Star Climatech Limited
commenced its commercial production of room air conditioners in January, 2023 which shall
aid improvement in margins going forward.
In the commercial refrigeration business, your Company continued to maintain leadership
position in deep freezers, storage water coolers and modular cold rooms. A new range of
visi coolers with a wide capacity range to suit different customer needs was launched
during the year. The new manufacturing facility at Wada commenced commercial production
during the year with a new series of indigenously designed and manufactured hardtop and
glass top deep freezers.
The overall pick-up in the demand, general improvement in consumer sentiments propelled
a growth in revenue of this segment by 38.8% to Rs. 3,626.93 crores in the year under
review as against Rs. 2,612.24 crores in the previous year. The segment's results improved
to Rs. 282.31 crores in the current year as compared to Rs. 155.86 crores achieved in the
previous financial year.
III. Professional Electronics and Industrial Systems (PE&IS)
Opportunities created by the digitalization initiatives by the BFSI sector continued to
drive revenue growth in your Company's Data Security Solutions business. Additional
investments in the Healthcare sector offered good opportunities for the growth of MedTech
Solutions business. Testing Machines business also continued to witness growth with a
revival of investments in the manufacturing sector. With a wide portfolio of products and
solutions forming part of your Company's offerings, the prospects for this business
segment have been positive.
The segment revenue for the year grew by 35.3% to Rs. 334.76 crores as against Rs.
247.35 crores in the previous year. The segment result improved to Rs. 50.50 crores as
compared to Rs. 42.49 crores in the previous year.
BONUS ISSUE
The Board at its meeting held on May 4, 2023, recommended issue of Equity Bonus shares
in the proportion of 1:1 i.e. 1 (One) equity share of Rs. 2 each for every 1 (One)
existing equity share of Rs. 2 each held by the shareholders of the Company as on record
date subject to the approval of shareholders by way of Postal Ballot. The said issue of
bonus shares shall be undertaken by capitalization of sums standing to the credit of the
General reserves and/or Retained earnings and/or Securities premium account of the
Company.
DIVIDEND
The Board at its meeting held on May 4, 2023, has recommended a final dividend of Rs.
12 per equity share of Rs. 2 each on pre-bonus share capital, for the financial year ended
March 31,2023. Subject to the approval of the bonus issue by the shareholders, the
dividend shall be adjusted proportionately i.e. Rs. 6 per equity share on the increased
paid up share capital (i.e. post-bonus share capital). This dividend will be paid subject
to the approval of the members at the Annual General Meeting to be held on August 3, 2023,
to those members whose names appear in the register of members as on the record date, i.e.
July 21,2023.
The Board has adopted the Dividend Distribution Policy for the Company which can be
viewed on the website of the Company at: https://www.bluestarindia.com/media/104569/
dividend-distribution-policv.pdf
FINANCING
On a consolidated basis, finance cost for the year increased to Rs. 54.70 crores as
compared to Rs. 46.40 crores in the previous year, due to higher cost of financing and an
increase in average gross borrowings during the year.
The Company's forex cost was Rs. 5.14 crores for the year as compared to Rs. 4.94
crores in the previous year. In spite of higher volatility caused by the geo-political
factors and depreciating rupee, the cost was mitigated on account of dynamic forex risk
management practices followed by your Company.
DEPOSITS
The Company has not accepted any deposits from the public, falling within the ambit of
Section 73 of the Act, read with the Companies (Acceptance of Deposits) Rules, 2014.
CONSOLIDATED FINANCIAL STATEMENTS
As required under Regulation 34 of the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015 (the 'Listing Regulations'),
and Section 129(3) of the Act, the consolidated financial statements prepared by the
Company as per the Indian Accounting Standards (Ind AS), form part of this Annual Report.
The Consolidated Financial Statements shall also be laid at the ensuing Annual General
Meeting of the Company.
NON-CONVERTIBLE DEBENTURES
In the year 2020-21, the Company had issued 3,500 unsecured, listed, rated and
redeemable Non-Convertible Debentures (NCDs) of Rs. 10,00,000 each aggregating to Rs. 350
crores on private placement basis in two series i.e Series I and Series II of 1,750 nos.
each.
Pursuant to the embedded call option at the end of two years in the Information
Memorandum dated May 29, 2020 with respect to Series II issuance, your Company exercised
the said call option on May 31,2022 and redeemed Series II - 1,750 nos., 7.65% unsecured,
listed, rated and redeemable Non-convertible Debentures of Rs. 10,00,000/- each
aggregating to Rs. 175 crores.
There is no deviation or variation in the utilisation of proceeds of the NCDs by the
Company.
SUBSIDIARIES AND JOINT VENTURE COMPANIES
I. Subsidiary Companies:
a) Blue Star Engineering & Electronics Limited
Blue Star Engineering & Electronics Limited is a wholly owned subsidiary of the
Company. It is a material subsidiary as per the thresholds laid down under the Listing
Regulations. The company provides advanced technology products to the BFSI and Healthcare
sectors as well as turnkey engineering solutions that cater to the Industrial sector. It
is the exclusive distributor in India for many globally renowned manufacturers of
high-technology professional electronics equipment and solutions, as well as industrial
products and systems.
Revenue from operations from Blue Star Engineering & Electronics Limited for the
year ended March 31, 2023, was Rs. 349.92 crores, as against its previous year's revenue
of Rs. 265.94 crores. The subsidiary achieved a net profit of Rs. 40.27 crores for the
year under review, as against last year's net profit of Rs. 31.52 crores.
b) Blue Star Qatar WLL
Blue Star Qatar WLL is a joint venture between the Company and Al Malki Trading and
Contracting WLL, wherein the Company holds 49% of the share capital and voting rights, and
the balance is held by Al Malki Trading and Contracting WLL. The company is principally
engaged in the business of MEP contracting and maintenance in Qatar for residential,
commercial and industrial purposes.
It is a subsidiary of the Company under Section 2(87)(i) of the Act, as the Company
controls the management of this company.
The total income of this company for the year ended March 31, 2023, was Rs. 150.71
crores as compared to Rs. 284.09 crores in the previous financial year. The total income
of the company was impacted due to restriction on construction activities in the country
in the run-up to the FIFA World Cup, 2022. Net profit after tax for the year ended March
31, 2023, was Rs. 4.57 crores as compared to Rs. 5.73 crores in the previous year.
c) Blue Star International FZCO
Blue Star International FZCO is a wholly owned subsidiary of the Company, operating in
the Dubai Airport Freezone, UAE. It is responsible for the development and growth of the
Company's Global Products Sales business and Global Projects business.
This company primarily promotes the export of Blue Star's air conditioning and
commercial refrigeration products and systems and its Original Equipment Manufacturing
(OEM)/Original Design Manufacturing (ODM) business.
The consolidated total income of this company for the year ended March 31,2023, was Rs.
386.78 crores as compared to Rs. 332.76 crores in the previous financial period. On a
consolidated basis, the company has generated a profit of Rs. 4.75 crores for the year
ended March 31, 2023, as compared to a net profit of Rs. 9.26 crores in the previous year.
d) Blue Star Systems and Solutions LLC
This company is a wholly owned subsidiary of Blue Star International FZCO and is
engaged in the activities of directly selling central air conditioning equipment,
executing mid-sized HVAC projects, and offers after-sales service in the mainland UAE.
The company's total income for the year ended March 31,2023, was Rs. 47.52 crores as
compared to last year's revenue of Rs. 24.32 crores. The company incurred a loss of Rs.
7.69 crores for the year ended March 31,2023, as compared to a loss of Rs. 4.99 crores in
the last year.
e) BSL AC&R (Singapore) Pte Ltd
This company was incorporated on August 29, 2020, in Singapore as a wholly owned
subsidiary of Blue Star International FZCO to directly sell central air conditioning
equipment, execute mid-sized HVAC projects and offer after-sales service. This company
also owns a 49% stake in the joint venture, Blue Star M&E Engineering Sdn Bhd.
The company's total income for year ended March 31,2023, was Rs. 2.50 crores as
compared to last year's revenue of Rs. 2.16 crores. The company incurred a profit of Rs.
0.07 crore for the year ended March 31,2023, as compared to a loss of Rs. 0.07 crore in
the previous financial year.
f) Blue Star Climatech Limited
Blue Star Climatech Limited is as a wholly owned subsidiary of the Company to carry on
the business as manufacturers and dealers in all kinds of air conditioners, commercial
refrigeration equipment, cooling appliances and other related products.
This company has set up a state-of-the-art manufacturing facility at Sri City, and the
commercial production commenced in January, 2023. This new automated and smart factory is
equipped with the latest automation techniques and tools for its assembly line and
material handling, amongst others, as well as has extensively deployed a slew of
initiatives towards IoT and digitization.
This company lays strong emphasis on sustainability and hence has also rolled-out
numerous initiatives on this front such as installing advanced affluent treatment plant,
engaging in rain water harvesting, and installing solar power.
Revenue from operations of the company for the year ended March 31, 2023, was Rs.
139.38 crores. The subsidiary incurred a net loss of Rs. 6.87 crores for the year under
review, as against last year's net loss of Rs. 2.16 crores.
g) Blue Star North America Inc
Blue Star North America Inc was incorporated on September 22, 2022, as a wholly owned
subsidiary of the Company as a part of your Company's plans to expand its international
footprint.
The company incurred a loss of Rs. 2.99 crores.
h) Blue Star Europe B.V.
Blue Star Europe B.V. was incorporated on November 28, 2022, as a wholly owned
subsidiary of the Company, again as a part of your Company's plans to expand its
international footprint.
This company shall end its first financial period on March 31, 2024.
i) Blue Star Innovation Japan LLC
Blue Star Innovation Japan LLC was incorporated on February 10, 2023, in Japan as a
wholly owned subsidiary of the Company for the purpose of research and developments
(R&D) of refrigeration cycles, control algorithms, and control boards for residential
and commercial air conditioners and cold/hot water chillers. The setting up of the R &
D centre in Japan will significantly accelerate, broaden and sustain investment in the
technology and product development of the Company's products, which shall not only be
energy-efficient but also ozone friendly thereby contributing to the decarbonization
mission of its stakeholders the Company is yet to infuse capital in this subsidiary.
II. Joint Venture Companies:
a) Blue Star M & E Engineering Sdn Bhd
Blue star M & E Engineering sdn Bhd, a joint venture between BsL AC&R
(singapore) pte Ltd and Amcorp properties Bhd, Malaysia, has been principally engaged in
the business of HVAC contracting and maintenance in Malaysia. the operations of this joint
venture continued to be impacted by slow-down in construction amidst weak macro-economic
conditions this company's total income for the year ended March 31, 2023, was Rs. 46.07
crores as compared to Rs. 43.12 crores in the previous financial year. Net profit after
tax for the year ended March 31,2023, was Rs. 0.83 crores as compared to Rs. 2.23 crores
in the previous year.
b) Blue Star Oman Electro-Mechanical Company LLC
A joint venture between W J Towell & Co LLC and the Company, Blue Star Oman
Electro-Mechanical Company LLC was formed to principally engage in the business of MEP
contracting and maintenance in Oman.
The Board of Directors of the Company had approved a proposal to exit this Joint
Venture in FY19 due to the unattractive market potential for this business in Oman,
subject to regulatory and other compliances as may be applicable. The Company has made an
application to the Reserve Bank of India for its approval for a write-off of investment in
this Joint Venture under the provisions of the Foreign Exchange Management Act.
As required under Section 136 of the Act, the audited annual accounts, including the
consolidated financial statements of the Company and audited accounts of the subsidiary
companies, are available on the website of the Company at www.bluestarindia.com.
A copy of these documents will be made available to the members, on their request in
writing. The annual accounts will also be available for inspection by any member during
business hours through electronic mode.
A statement containing the salient features of the financial statements of the
subsidiaries and joint venture companies in Form AOC-1, as required under Rule 5 of the
Companies (Accounts) Rules, 2014, forms part of the Consolidated Financial statement.
SIGNIFICANT DEVELOPMENTS
• During the year, the Company commenced production at its new world-class
manufacturing facility at Wada for production of deep freezers and water coolers. The said
facility is fully equipped with the latest advanced manufacturing systems and imbibes
global best practices in its operations. This facility is constructed on a built-up area
of around 19,300 sq. meter and has the capacity to produce around 2,00,000 deep freezers
and 1,00,000 storage water coolers per annum.
• The Company's wholly owned subsidiary, Blue Star Climatech Limited, a strong
proponent of the Aatmanirbhar Bharat Abhiyaan, has set up a new state-of-the-art
manufacturing facility at Sri City, in Chittoor District of Andhra Pradesh which commenced
its commercial manufacturing of room air conditioners in January, 2023 with an initial
manufacturing capacity of 3 lakh units with a plan to gradually scale up production to 1.2
million units thereafter. This new automated and smart factory is equipped with the latest
automation techniques and tools for its assembly line and material handling, amongst
others, as well as has extensively deployed a slew of initiatives towards loT and
digitization. With a strong emphasis on sustainability, it has also rolled-out numerous
initiatives on this front such as installing advanced affluent treatment plant, engaging
in rain water harvesting, and installing solar power. Besides, the company being closely
associated with the Green movement, has applied for the IGBC Gold Rating for this
facility. The Sri City plant is strategically located closer to a couple of Southern
Indian sea ports which will enable speedy and efficient logistics management. In April,
2023, Blue Star Climatech Limited has also taken on a long lease another land parcel of
39.06 acres at Sri City.
• During the year under review, the Company sold a freehold land parcel at Thane
to channelize cashflow into the growth and expansion of its business operations. Net
profit of Rs. 170.81 crores was earned on the said sale and the same has been reported as
an exceptional item.
• In an extraordinary gesture, Ashok M Advani, Chairman Emeritus & promoter of
the Company has announced a personal grant of Rs. 100 crores staggered over a period of 5
years to boost research & development activities of the Company. The purpose is to
significantly accelerate, broaden and sustain investment in the technology and product
development of its air conditioning and refrigeration products to meet the rapidly
changing needs of the Indian and international markets.
NEW INITIATIVES
During the year, the Company launched several new products. Complete range of 3-star
and 5-star inverter split room air conditioners and window air conditioners were launched
to meet the new energy-efficiency norms applicable from July, 2022. Hot and cold Inverter
split air conditioners were also introduced for the north Indian market. In commercial air
conditioning segment, Blue star was the first company to launch QCo compliant & IsI
marked complete range of ducted split and packaged air conditioners. Hot and cold range of
ceiling concealed inverter split units were also introduced to address hotel and premium
residential applications. The Company launched indigenously developed and AHRI certified
centrifugal chillers in the range of 500 TR to 1000 TR to address large infrastructure
projects. Blue star was also the first company to introduce complete range of air-cooled
and water-cooled scroll chillers meeting the BEE star labelling program. In commercial
refrigeration segment, entire range of hard top & glass top deep freezers manufactured
at Wada & Ahmedabad plants was QCo certified with IsI marking. the Company also
launched a new series of energy-efficient inverter condensing units for modular cold room
applications.
a state-of-the-art R&D Centre was also inaugurated in November, 2022 at Wada plant.
the centre houses elaborate testing facilities for chillers and commercial refrigeration
products. With AHRI certified laboratories for 440 TR air cooled chiller and 1000 TR water
cooled chiller, the facility is the largest integrated chiller facility in India. The
laboratories are also accredited by NABL as per Iso-17025. Laboratories of the Company
located at Thane, Dadra were also accredited by NABL for testing room air conditioners and
commercial air conditioners as per Indian and various international standards.
The Company has embarked upon several initiatives in the areas of technology-led
digitalisation of some key business processes, employee engagement, and internet-enabled
automation across its products and services.
The Company has always remained ahead of the curve in developing and launching products
and solutions that are not only energy-efficient, but also ozone friendly apart from being
designed for mitigating global warming, thus contributing to the decarbonization mission
of its stakeholders.
AWARDS AND RECOGNITIONS
During the year under review, the Company was felicitated with many prestigious awards
for excellence in its areas of business, and an illustrative list is given below:
• The prestigious'Golden peacock Award for Risk Management' for 2022
• 'Best Water R&D and Technological Breakthrough-domestic' award at the 15th
edition of Water Digest Awards (2021-22)
• 'Best Customer service Initiative of the Year 2022' for enhancing customers'
trust through Digital Transformation in the Electronics Category at the CX Excellence
Awards 2022
• Blue star Innovation Centre, Thane, was awarded the platinum certification by
Indian Green Building Council (IGBC) in August, 2022
• 'MEP Contractor of the Year' award by Construction Week India for the seventh
time in a row for the MEP works at the OLA Future Factory, Tamil Nadu
• Recognised for 'Design Innovation in Building'at Autodesk Imagine Awards
• Wada Plant declared the first runner-up at the 10th Edition of
Manufacturing Today Conference & Awards
• Platinum Rating Plaque, for Green Interiors for the Blue Innovation Centre at
CII - IGBC Green Building Congress International Conference
• Best stall awards at CII Agro Tech Export, Chandigarh
• Wada Plant receives IGBC Platinum Certification under 'Green Factory Building'
category
• First runner-up award under the category of 'Innovative Refrigeration Product,
at the REFCOLD India Emerson Awards
• Customer service Group won the Platinum award and the star Championship award in
the Renovative Kaizen Category at the 44th National Kaizen Championships
organised by CII.
DIRECTORS
Retire by rotation
As required under the provisions of the Act, Rajiv R Lulla retires by rotation at the
ensuing Annual General Meeting, and being eligible, offers himself for re-appointment. The
Board recommends his re-appointment at the ensuing Annual General Meeting.
A brief profile of Rajiv R Lulla is annexed to the notice convening Annual General
Meeting.
Resignation and Appointment of Independent Director
Consequent to the resignation of Rumjhum Chatterjee with effect from April 25, 2022,
Anita Ramachandran was appointed as an Independent Director of the Company with effect
from June 13, 2022, for a period of five consecutive years till June 12, 2027.
DECLARATION BY INDEPENDENT DIRECTORS
The Company has received the necessary declarations from each of the Independent
Directors of the Company under Section 149(7) of the Act and Regulation 25 of the Listing
Regulations, confirming that they meet with the criteria of independence as laid down in
Section 149(6) of the Act, along with Rules framed thereunder and Regulation 16(1)(b) of
the Listing Regulations.
There has been no change in the circumstances affecting their status as Independent
Directors of the Company.
KEY MANAGERIAL PERSONNEL
As required under the provisions of Section 203 of the Act, the following personnel
have been designated as the Key Managerial Personnel of the Company:
Name |
Designation |
Vir S Advani |
Vice Chairman & Managing Director |
B Thiagarajan |
Managing Director |
Neeraj Basur |
Group Chief Financial Officer* |
Nikhil Sohoni |
Group Chief Financial Officer** |
Rajesh parte |
Company Secretary & Compliance Officer |
*Neeraj Basur, Group Chief Financial Officer tendered his resignation effective end of
business hours on May 31,2022.
**Nikhil Sohoni was appointed as a Group Chief Financial Officer of the Company with
effect from July 1,2022.
DIRECTORS' RESPONSIBILITY STATEMENT
Under the provisions contained in Section 134(5) of the Act, the Directors, to the best
of their knowledge and belief, confirm that:
• In the preparation of the annual accounts for the financial year ended March 31,
2023, the applicable accounting standards have been followed, along with proper
explanation relating to material departures;
• They have selected such accounting policies and applied them consistently, and
made judgments and estimates that are reasonable and prudent, to give a true and fair view
of the state of affairs of the Company as at March 31,2023, and of the profit of the
Company for the period April 1,2022 to March 31,2023;
• They have taken proper and sufficient care of the maintenance of adequate
accounting records, under the provisions of the Act for safeguarding the assets of the
Company, and for preventing and detecting fraud and other irregularities;
• They have prepared the annual accounts for the year ended March 31,2023, on a
going concern basis;
• They have laid down internal financial controls to be followed by the Company,
and such internal financial controls are adequate and are operating effectively; and
• They have devised proper systems to ensure compliance with the provisions of all
applicable laws, and that such systems are adequate and operating effectively.
MEETINGS OF THE BOARD OF DIRECTORS
During the year under review, 7 (seven) meetings of the Board of Directors were held.
The intervening gap between these meetings was within the period prescribed under the Act
and Listing Regulations. The details of the meetings and attendance of the Directors are
provided in the Corporate Governance Report.
BOARD COMMITTEES
Your Company has in place all the Committees as mandated under the provisions of the
Act and Listing Regulations. Currently, there are eight Committees of the Board, namely:
• Audit Committee
• Nomination and Remuneration Committee
• Investor Grievance cum Stakeholders' Relationship Committee
• Risk Management Committee
• Corporate Social Responsibility and Environmental, Social & Governance
Committee*
• Share Transfer Committee
• Executive Management Committee
• Debenture Committee
• The Board at its Meeting held on January 31, 2023, amended the nomenclature of
the Corporate Social Responsibility Committee to Corporate Social Responsibility and
Environmental, Social & Governance Committee and modified its terms of reference
thereby.
AUDIT COMMITTEE
The Audit Committee comprises Anil Harish (Chairman), Shailesh Haribhakti, Arvind K
Singhal, and B Thiagarajan. The composition of the Committee is in compliance with the
requirements of Section 177 of the Act and Regulation 18 of the Listing Regulations. The
terms of reference of the Committee conform with the Act and the Listing Regulations as
more particularly set out in the Corporate Governance Report, which forms a part of this
Annual Report. During the year under review, there was no instance wherein the Board had
not accepted any recommendation of the Audit Committee.
NOMINATION AND REMUNERATION COMMITTEE
Anita Ramachandran was inducted as a member of the
Nomination and Remuneration Committee with effect from June 13, 2022. Accordingly, the
Committee comprises Sam Balsara (Chairman), Dinesh N Vaswani, shailesh Haribhakti and
Anita Ramachandran.
The Committee is constituted in line with the requirements mandated by section 178 of
the act and regulation 19 of the Listing regulations. the terms of reference of the
Committee conform with the said requirements, as more particularly set out in the
Corporate Governance report, which forms a part of this annual report.
INVESTOR GRIEVANCE CUM STAKEHOLDERS' RELATIONSHIP COMMITTEE
the Investor Grievance Cum stakeholders' relationship Committee comprises Arvind K
singhal (Chairman), rajiv R Lulla, and sunaina Murthy. the Committee is constituted in
line with the requirements mandated by section 178 of the act and regulation 20 of the
Listing regulations. the terms of reference of the Committee conform with the said
requirements, as more particularly set out in the Corporate Governance report, which forms
a part of this annual report.
RISK MANAGEMENT COMMITTEE
the risk Management Committee comprises Vir s Advani (Chairman), Rajiv R Lulla, B
thiagarajan, and anil Harish. the Company has adopted a formal risk Management policy. the
Committee identifies, evaluates and assesses the risks, understands the exposure of risks,
and accordingly prepares and oversees execution of appropriate risk mitigation plans and
identification of possible opportunities. the Committee and the Board have identified
elements of risks, which, according to them, are crucial to the Company. It has identified
risk Management Units within the Company, the risk profiles of which are constantly
monitored, and the severity of risk is tracked, based on a systematic risk rating
methodology. details of these elements of risks have been covered in the Management
discussion and analysis, and Integrated report, which form part of this annual report and
in the standalone financial statement in Note 43.
CORPORATE SOCIAL RESPONSIBILITY AND ENVIRONMENTAL, SOCIAL & GOVERNANCE (CSR &
ESG) COMMITTEE
Rumjhum Chatterjee and sam Balsara ceased to be a member of the CsR & EsG Committee
with effect from April 25, 2022 and June 13, 2022 respectively. Anita Ramachandran was
inducted as a member of this Committee with effect from June 13, 2022. accordingly, the
Committee comprises B thiagarajan (Chairman), anita ramachandran, and sunaina Murthy.
the Board of directors at its Meeting held on January 31, 2023, has changed the
nomenclature of the Committee to 'Corporate social responsibility and environmental,
social and Governance Committee' and has further amended terms of reference thereof.
During the year under review, the Company was required to spend an amount of Rs. 300
lakhs towards activities as stipulated under schedule VII of the act. the Company has
spent an amount of Rs. 332.85 lakhs towards various CsR initiatives. Based on the
recommendation of CsR & EsG Committee, the Board of Directors have approved set-off of
excess CsR spent of Rs. 32.85 lakhs towards CsR obligation of FY24.
a brief outline of the CsR Policy and the initiatives undertaken by the Company on CsR
activities during the year are set out in Annexure 2 of this report as prescribed in the
Companies (Corporate social Responsibility Policy) Rules, 2014, and amendments thereof.
the CsR Policy is available on the website of the Company at:
https://www.bluestarindia.com/ media/217799/blue-star-csr-policy.pdf
Details of the other Committees of the Board are provided in the Corporate Governance
Report.
EVALUATION OF PERFORMANCE OF THE BOARD, ITS COMMITTEES AND OF DIRECTORS
the Nomination and Remuneration Committee vide Circular Resolution dated January 20,
2023, and the Board at its meeting held on January 31,2023, approved the criteria for
evaluating the Chairman, Directors, the Board, and its Committees. Accordingly, the
questionnaires were circulated seeking inputs of the Directors to evaluate governance
standards based on various parameters including structure and composition of the Board and
committees, quality of Board processes, Board culture and dynamics, effectiveness
vis-a-vis stakeholders' expectations in terms of strategic direction, and guidance to the
leadership team.
the inputs received from the Directors were deliberated upon and reviewed by the
Independent Directors at a separate meeting held on March 29, 2023. At this meeting, they
evaluated the performance of the Non-Independent Directors, the Board as well as that of
the Chairman, taking into account the views of the Executive and Non-Executive Directors.
the Board of Directors carried out an annual evaluation of the performance of the Board as
a whole, the Directors individually, and the working of the Committees of the Board. the
outcome of the evaluation was noted by the Nomination and Remuneration Committee at its
meeting held on April 26, 2023, and by the Board of Directors at its meeting held on May
4, 2023. Broadly, the Directors have expressed their satisfaction with the evaluation
process and the outcome. The Board also noted the key action points that emerged from the
process for implementation. a detailed update on the Board Evaluation is provided in the
relevant section of the Corporate Governance Report.
NOMINATION AND REMUNERATION POLICY
the Nomination and remuneration policy provides broad guidelines on appointment,
removal, retirement, qualifications, attributes, and structure of remuneration, of the
Directors, Key Managerial personnel, and senior Management personnel. It is designed to
foster a high-performance culture that enables the Company to attract, retain and motivate
the employees to achieve results. the performance of the executive directors was evaluated
and reviewed by the Nomination and remuneration Committee at its meeting on april 26,
2023. the Nomination and remuneration policy is uploaded on the Company's website at
https://www.bluestarindia.com/media/217800/ blue-star-nrc-policy.pdf
MANAGERIAL REMUNERATION
details of the ratio of the remuneration of each director to the median employee's
remuneration and other details in terms of section 197(12) of the act, read with rule 5(1)
of the Companies (appointment and remuneration of Managerial personnel) rules, 2014 and
amendments thereof are provided below:
|
I |
II |
Name of Director |
The ratio of the remuneration of each Director to the median
remuneration of the employees of the Company for the financial year |
The percentage increase in remuneration, if any, in the financial
year |
Non-Executive Directors# |
|
|
shailesh Haribhakti |
6.05x |
30% |
dinesh N Vaswani |
2.85x |
16% |
rajiv R Lulla |
3.10x |
25% |
sunaina Murthy |
2.97x |
17% |
sam Balsara |
3.10x |
23% |
anil Harish |
3.51x |
32% |
anita ramachandran* |
2.41x |
- |
arvind K singhal |
3.61x |
33% |
rumjhum Chattterjee** |
0.19x |
- |
Executive Directors |
|
|
Vir s advani |
82.47x |
32.10% |
B thiagarajan |
82.47x |
36.89% |
Group Chief Financial Officer |
|
|
Nikhil sohoni*** |
- |
- |
Company Secretary & Compliance Officer |
|
|
rajesh parte& |
- |
4.5% |
*The remuneration of Non-Executive Directors covers sitting fees and commission.
* Appointed as an Independent Director of the Company with effect from June 13,2022.
**Ceased to be the Independent Director of the Company with effect from April25,2022.
***Appointed as a Group Chief Financial Officer of the Company with effect from July
1,2022. &Appointed as Company Secretary and Compliance Officer with effect from
October 29,2021.
III. |
the percentage increase in the median remuneration of
employees in the financial year |
11.62% |
IV. |
the number of permanent employees on the rolls of Company |
2,855 |
V. |
average percentile increases already made in the salaries of
employees, other than the managerial personnel in the last |
average increase to employees other than Managerial personnel and
justification thereof |
14.21% To remain competitive in the market, to attract and retain
talent |
|
financial year and its comparison with the percentile increase in the |
average increase to Managerial personnel |
34.45% |
|
managerial remuneration and justification thereof, and point out if
there are any exceptional circumstances for increase in the managerial remuneration |
exceptional circumstances for an increase to managerial remuneration |
the average increase given in financial year 2022-23 was based on the
outcome of compensation and benefits benchmarking to align remuneration of Wholetime
directors to market median. |
VI. |
affirmation that the remuneration is as per the remuneration policy of
the Company |
the Company affirms that the remuneration is as per the
Nomination and remuneration policy. |
The Non-Executive Directors of the Company are paid sitting fees and commission as per
the statutory provisions and within the limits approved by the members. the ratio of
remuneration and percentage change for Non-executive directors' remuneration is therefore
not considered for the purposes above. the details of the remuneration of Non-executive
directors are provided in the Corporate Governance Report.
CORPORATE GOVERNANCE
The Company is committed to maintaining the highest standards of corporate governance
and continues to be compliant with the requirements of corporate governance as enshrined
in the Listing regulations. the report on corporate governance together with a certificate
from the statutory Auditors of the Company, confirming compliance with corporate
governance norms as stipulated in the Listing regulations, forms a part of this annual
report.
VIGIL MECHANISM
Your Company is committed to conducting its business with the highest standards of
ethics, integrity, and transparency across its operations, in compliance with the
applicable laws and regulations. In line with a strong commitment to governance and
compliance, the Company has instituted a robust Vigil Mechanism framework encompassing
various elements and components in an integrated manner.
The Vigil Mechanism structure at Blue star is based on the Coso 2017 ERM framework
governing risk, compliance, and controls. embedded in the Vigil Mechanism structure are
three lines of defence. the first line of defence comprises key management controls, viz.,
financial controls, governance policies, and internal control measures at the process
owner level. the second line of defence is addressed by an assurance from risk management
and compliance procedures. the third line of defence is provided through the work done by
the internal and the statutory auditors.
Governance policies, internal controls, stakeholders'engagement, enterprise risk
management, compliance, and the internal and statutory audit, are key components of Blue
star's vigil mechanism. they are interwoven in the vigil mechanism system to enable
constant interplays to drive home the assurance of best practices and creation of value
for all the stakeholders of the Company.
As a part of its governance policies, the Company has in place a whistle blower policy
to enable the directors, employees of the Company and its subsidiaries to report concerns
of any unethical behaviour, unacceptable and improper practices, or suspected fraud. the
policy has also been uploaded on its website. an ethics Committee has been constituted,
comprising the Group Chief Financial officer, Chief Human resources officer, and Company
secretary & Compliance officer (ethics officer) to administer this policy. the Company
has also adopted a robust Governance, risk and Compliance Framework that enables a
seamless integration of processes and components around the Company's governance, risk and
compliance objectives.
the Company was declared winner of the Golden peacock award for risk Management in 2022
thereby reaffirming external validation of the robustness of the risk management practices
followed by it.
The Whistle blower Policy is uploaded on the Company's website at:
https://www.bluestarindia.com/media/271525/ whistle-blower-policy.pdf
the Audit Committee reviews on a quarterly basis, whistle blower and other complaints,
if any, and oversees the implementation of corrective actions wherever necessary.
the Company has also adopted a Code of Conduct which is available on the website of the
Company at: https://www.bluestarindia.com/media/271526/code-of- conduct.pdf
the Governance, Risk and Compliance Framework is uploaded on the Company's website at:
https://www.bluestarindia.com/media/335126/governance- risk-compliance-framework
website.pdf
INTERNAL CONTROL SYSTEMS
the Company has established an internal control system commensurate with the size,
scale, and complexity of its operations.
to enhance the standards of controls and governance, the Company has adopted the Coso
2013 framework to ensure that robust internal financial controls exist concerning
operations, financial reporting, and compliance.
significant features of the Company's internal control system are:
• an independent firm of Chartered accountants manages the Internal audit function
in line with best-in-class governance practices. It reviews and reports to the audit
Committee about compliance with internal controls, the efficiency and effectiveness of
operations as well as key process risks.
• the audit Committee periodically reviews internal audit plans, significant audit
findings, and adequacy of internal controls.
• systematic self-certification of adherence to key internal controls, as part of
control self-assurance by process owners, monitors, and reviewers.
• adherence with a comprehensive information security policy and continuous
upgrades of the Company's It systems for strengthening automated controls.
• appropriate segregation of duties and usage of technology for continuous
controls monitoring and enhanced controls assurance.
During the year, the internal controls were tested and found effective, as a part of
the Management's control testing initiative.
accordingly, the Board, with the concurrence of the audit Committee and the auditors
believe that the Company's Internal Financial Controls were adequate and operating
effectively for the financial year ended March 31,2023.
COMPLIANCE WITH SECRETARIAL STANDARDS
The Company has complied with the provisions of secretarial standards on Meetings of
the Board of directors (ss-1) and on General Meetings (ss-2).
LOANS, GUARANTEES AND INVESTMENTS
details of loans, guarantees and investments covered under the provisions of section
186 of the act, as may be applicable, are given in the standalone financial statement as
per Note 8 -10.
CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
ah the related party transactions are approved by the audit Committee. All related
party transactions that were entered into during the financial year were on an arm's
length basis and in the ordinary course of business.
there are no material transactions with any related party as defined under section
2(76) of the Act and regulation 2(zb) of the Listing regulations. Because of this,
disclosure in Form AoC-2 has not been provided. The details of transactions with the
related parties are provided in the standalone financial statement in Note 39.
A policy governing the related party transactions was amended by the Board at its
meeting held on February 2, 2022, in line with amendments in the Listing regulations, and
the same has been uploaded on the Company's website at
https://www.bluestarindia.com/media/78799/policy-for- transaction-with-related-parties.pdf
HUMAN RESOURCES
The Company made a concerted effort in acquiring the right talent in a timely manner
across its businesses which was the pronounced need of the hour. opportunities for talent
mobility ensured that employees are able to experience cross-functional roles with the
expected growth avenues. Enhanced employee experience through upskilling, avenues for
free-flowing exchange of ideas across departments and competency-based training of
managers helped in more meaningful engagement of the staff in their respective roles,
fueling innovation in some quarters. High potential employees were mapped for succession
for aligned opportunities and application-based training in the right skill-sets,
resulting in higher responsiveness to meet the pressing business challenges. skill-based
training through a learning management system, iLearn as well as through the Academy of
Technical & Functional excellence was a focus across management levels through the
year under review. Business- aligned training initiatives with well-designed outcomes
helped talent to rise to the occasion to meet business requisites in a highly challenging
market environment.
Work profiles have been mapped to a methodical work plan in line with the environment
in which maximum time required to be spent for optimal delivery of the work profile. These
include Work from Establishment, Work from Field, Work from site and Work from Home; and
work executed in this planned manner ensured meeting the deliverables well. thus, this
resulted in enhanced employee productivity. there is more flexibility weaved in the work
routine in the Company to meet better work-life integration and this was highly
appreciated by employees. the Company stayed invested in employee listening which led to
roll out of employee-friendly policies and processes, aided by the use of the right
technology. More transparency, measurement, analytics, and reporting by HR was pursued
during the year. Many employee engagement initiatives focused on holistic well being of
employees, including a portal for mental well being- MindMatters- which is a medium to
seek online support from trained mental health professionals anonymously as per one's
comfort and ease. the Company was certified as a Great place to Work for the second time
with an enhanced trust Index. For the year under review, the 'Most preferred Manufacturing
Workplace' Award was received from team Marksmen, and also, as per Glassdoor review, the
Company remained in the top position for the last two quarters in a row against
competition. Gender diversity has been a subject of much prominence with avenues built in
the organisation for professional training, development and systematic growth of deserving
women professionals. HR professionals were put through a well crafted development
programme to remain data driven, experience led, and business focused, further building
their competencies in their crucial roles. All these systematic People initiatives helped
the Company stay ahead of the curve despite the myriad of continuous, external market
challenges.
PARTICULARS OF EMPLOYEES
Particulars of employees as required under Rule 5(2) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, are required to be annexed to the
Board's Report. the Annual Report excluding the aforesaid information is being sent to all
the members of the Company and others entitled thereto. Any member interested in obtaining
the said particulars may write to the Company Secretary of the Company.
DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND
REDRESSAL) ACT, 2013
the Company has zero-tolerance for sexual harassment at the workplace and has adopted a
policy on prevention, prohibition, and redressal of the same, in line with the provisions
of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal)
Act, 2013, and the Rules thereunder.
All employees (permanent, contractual, temporary, and trainees) are covered under this
Policy.
the Company has duly constituted Internal Complaints Committees in line with the
provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013, to redress complaints received regarding sexual harassment. the
Company organises workshops and awareness programs at regular intervals for sensitising
the employees with the provisions of the said Act. the Company received 1 (one) complaint
and disposed of 1 (one) complaint during the year 2022-23.
ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO
the Company incurred a total expenditure of Rs. 73.89 crores on research and
development for the year as against Rs. 67.21 crores in the previous year.
During the year, the Company recorded foreign exchange earnings from the export of its
products, commission, and other income, aggregating to Rs. 280.07 crores as against Rs.
242.34 crores in the previous year.
the foreign exchange outflow stood at Rs. 1,599.99 crores as compared to Rs. 1,354.66
crores in the previous year.
the information on Energy Conservation, technology Absorption and Foreign Exchange
Earnings and Outgo, as required under Section 134(3)(m) of the Act, read with Rule 8 of
the Companies (Accounts) Rules, 2014, is annexed herewith as Annexure 1.
MANAGEMENT DISCUSSION AND ANALYSIS
the Management Discussion and Analysis for the year under review, as stipulated under
Regulation 34 of Listing Regulations, forms a part of this Annual Report.
BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT
In compliance with Regulation 34 of the Listing Regulations, the Business
Responsibility and Sustainability Report describing sustainability initiatives undertaken
by the Company during the year under review is provided in a separate section forming part
of this Annual Report.
INTEGRATED REPORTING
Your Company is amongst the top 500 listed companies in the country in terms of market
capitalisation and has accordingly adopted Integrated Reporting describing initiatives
undertaken
by the Company for enhancing stakeholders' value in the long term. The report on
Integrated Reporting is provided in a separate section forming part of this Annual Report.
STATUTORY AUDITORS
The Company's existing Statutory Auditors, M/s Deloitte Haskins & Sells LLP,
Chartered Accountants, were appointed by the Members at the 70th Annual General
Meeting (AGM) of the Company, for a period of 5 years, to hold office until the conclusion
of the 75th AGM to be held for FY 2022-23. The period under review was the
fifth year of the audit by M/s Deloitte Haskins & Sells LLP in the Company.
The Board of Directors at its meeting held on May 4, 2023, has recommended
re-appointment of M/s Deloitte Haskins & Sells LLP as Statutory Auditors of the
Company for a second term of five consecutive years from conclusion of the 75th
AGM until the conclusion of the 80th AGM of the Company to be held for FY
2027-28.
AUDITOR'S REPORT
The Board has duly reviewed the Statutory Auditor's Report on the financial statements.
There is no qualification, reservation, or adverse remark given by the Auditors in their
report.
COST AUDITORS
In terms of the provisions of Section 148 of the Act, read with the Companies (Cost
Records and Audit) Rules, 2014, the Board of Directors had, on the recommendation of the
Audit Committee, appointed M/s Narasimha Murthy & Co, Cost Accountants, Hyderabad, as
the Cost Auditors, to conduct the cost audit for the financial year ended March 31,2023.
As required under the Act, the remuneration payable to the cost auditor is required to
be placed before the members in a general meeting for their ratification. Accordingly, a
resolution seeking members' ratification for the remuneration payable to Cost Auditors,
forms part of the Notice convening the Annual General Meeting.
SECRETARIAL AUDITORS
In terms of the provisions of Section 204 of the Act, read with Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014, the Board had appointed M/s N L
Bhatia & Associates, Practicing Company Secretaries, as the Secretarial Auditor of the
Company for conducting the secretarial audit of your Company for the financial year ended
March 31,2023.
The Secretarial Audit Report given by M/s N L Bhatia & Associates, Practicing
Company Secretaries, has been provided in Annexure 3 to this Report. The Secretarial Audit
Report does not contain any qualification, reservation, or adverse remark. Further, as
required under Regulation 24A of the Listing Regulations, the Secretarial Audit Report of
Blue Star Engineering & Electronics Limited, the material unlisted Subsidiary, is also
provided in Annexure 3A to this Report.
INTERNAL AUDITORS
In terms of the provisions of Section 138 of the Act read with Companies (Account)
Rules, 2014, the Company has appointed M/s Grant Thornton Bharat LLP, Chartered
Accountants, as the internal auditors.
REPORTING OF FRAUDS BY AUDITORS
During the year under review, none of the auditors, viz., statutory auditors, cost
auditors, and secretarial auditors, have reported to the Audit Committee, under Section
143(12) of the Act, any instances of fraud committed against the Company by its officers
or employees, the details of which would need to be mentioned in the Board's Report.
ANNUAL RETURN
The annual return of the Company has been uploaded on the Company's website at:
https://www.bluestarindia.com/ media/335106/fy23-mgt-7-annual-return.pdf
RESERVES
During the financial year, there was no amount proposed to be transferred to the
reserves.
PROCEEDINGS UNDER INSOLVENCY AND BANKRUPTCY CODE, 2016
There are no proceedings, either filed by the Company or against the Company, pending
under the Insolvency and Bankruptcy Code, 2016 as amended, before the National Company Law
Tribunal or other Courts as on March 31,2023.
OTHER DISCLOSURES
• The Company has complied with the applicable Secretarial Standards issued by the
Institute of Company Secretaries of India, relating to Meetings of the Board, Committees,
and General Meetings which have mandatory application.
• Except as provided in the Report, no material changes, and commitments affecting
the financial position of the Company, have occurred between the end of the financial year
under review and the date of this report.
• The Company has prepared and maintained the cost accounts and records as
specified by the Central Government under Section 148(1) of the Act.
• There were no significant and material orders passed by the regulators or courts
or tribunals impacting the going concern status of your Company and its operations in the
future.
• Your Company has not issued any Employee Stock Options.
• Your Company has listed its Commercial paper on National stock exchange of India
Ltd.
• Your Company has not issued any sweat equity shares.
• There has been no change in the nature of business of your Company.
• the Company has not made any one-time settlement for loans taken from the Banks
or Financial Institutions, and hence the details of difference between amount of the
valuation done at the time of one time settlement and the valuation done while taking loan
from the Banks or Financial Institutions along with the reasons thereof is not applicable.
• there was no revision of financial statements and Board's Report of the Company
during the year under review.
ACKNOWLEDGEMENTS
The Directors place on record their sincere appreciation for the assistance, guidance,
and co-operation provided by the Government of India and other regulatory authorities. the
directors thank the financial institutions and banks associated with the Company for their
support as well. the employees are instrumental for the Company scaling new heights year
after year, and their commitment and contribution are deeply acknowledged. shareholders'
involvement is greatly valued. the directors look forward to your continuing support.
For and on behalf of the Board of directors
|
Shailesh Haribhakti |
Date : May 4, 2023 |
Chairman |
Place : Mumbai |
(Din: 00007347) |