About
Linde India Ltd
Linde India Limited, a member of Linde Plc. is a leading global industrial gases and engineering company in India with sales of $31 billion. The company is engaged in manufacture of industrial and medical gases and construction of cryogenic and non-cryogenic air separation plants. Its business has two broad segments, viz. Gases and Related Products and Project Engineering in line with the operating model of the Linde Plc Group. Presently, it own and operate 33 production facilities and filling stations across the country, including Indias largest air separation plant at Jamshedpur.
Linde India Ltd was incorporated in January 24th, 1935 with the name Indian Oxygen and Acetylene Company. The company was promoted by BOC Group UK, as a private limited company. The company was converted into a public limited company in January 1958. In the year 1989, the company name was changed into Indian Oxygen Ltd and in February 1995, the company got their present name BOC India Ltd.
In September 1, 1998, the company commissioned the plant at Jamshedpur in Jharkhand. In February 2001, the company entered into a strategic alliance with Bharat Petroleum Corporation (BPCL) for distribution of Liquefied Petroleum Gas (LPG). The company's Contracts Division has successfully designed and commissioned a pilot Helium recovery Plant at Bakreshwar in West Bengal, to extract Helium from geo-thermal springs.
In August 1, 2003, the company commissioned 225 tpd Air Separation Unit at Jamshedpur for meeting the additional gases requirement of Tata Steel. During the year 2004-05, two prestigious projects viz 2x55 tpd Vaccum Pressure Swing Adsorption plants for Kochi Refineries and compressed air facilities for National Aerospace Laboratory were commissioned.
In August 2004, a new world-class compression facility was commissioned at Bangalore in Karnataka. In November 2004, the company entered into a long-term gas supply agreement with Jindal Vijaynagar Steel Limited (JVSL) for supply of gaseous oxygen and nitrogen to them under a 15-year supply contract. A New liquid compression plant at Taloja Special Gases site has been commissioned in February 2005.
In March 2006, the company commissioned their new state of the art 65 tpd Air Separation Unit at Medak near Hyderabad. In June 2006, the company has signed a long-term gas supply contract with JSW Steel Ltd for supply of over 3,000 tonnes per day of gaseous oxygen, nitrogen and argon. For this purpose, the company is setting up an onsite Air Separation Unit at JSW steel works at Bellary in Karnataka. In addition, the plant will also produce liquid products to meet the growing demand from customers in Southern India.
In September 2006, the Linde AG acquires the ownership of The BOC Group plc, UK, the holding company under the scheme of arrangement approved by the courts in UK. In August 2007, the company has singed a contract with GKN Sinter Metals Ltd for supply 420 Nm3 of nitrogen per hour to their Works at Pimpri, Pune for which the company is in the process of installing an onsite nitrogen generator at their Pimpri Works. They also signed a contract with Electrosteel Castings Ltd for supply of 35 tons per day of oxygen to their Works at Khardah in Kolkata, for which the company is in the process of installing an onsite oxygen generator at their Khardah Works.
In October 2007, the company's Project Engineering Division has won two contracts from Steel Authority of India Ltd (SAIL) aggregating to Rs 318 crore for setting up of two Air Separation Units at their units namely Rourkela Steel Plant and IISCO Steel Plant. In May 2008, the company has commenced their production in Air Separation Unit at the Rourkela steel works of Adhunik Metaliks Ltd., which has the capacity of 100 tonnes per day.
The company is in the process of setting up a merchant Air Separation Unit in the State of Himachal Pradesh as a part of their growth strategy to penetrate the markets in North India. The Air Separation Unit is expected to be commissioned in mid 2009.
During the year 2012, the Company entered into an agreement for taking over the assets and gases business of Uttam Gases, comprising Uttam Air Products and Uttam Special Gases, one of the prominent players in the healthcare segment in North India.
During the year, the project engineering division successfully commissioned a 2550 tonnes per day ASU at Jamshedpur for supply of gases to Tata Steel pursuant to a long-term contract with them. This plant is the largest ASU in India and is also the largest ASU of the Linde Group in South and East Asia. The division also commissioned a merchant ASU at Taloja having capacity of 450 tonnes per day of merchant products and a 1270 NM3 per hour VPSA Oxygen Plant for Vishnu Chemicals at Vizag for the Gases Division of the Company.
The Members are aware that pursuant to the special resolution passed by them through postal ballot and e-voting on 6 February 2013 and consequent upon the approval of the Central Government, the name of the Company was changed from BOC India Limited' to Linde India Limited' as per the fresh Certificate of Incorporation issued by the Registrar of Companies, West Bengal with effect from 18 February 2013.
During the year 2013, the Project Engineering Division executed several projects involving air separation plants, nitrogen plants, Pressure Reducing Stations (PRS), Compressor Air Stations in steel industry both in public and private sectors, including in overseas markets. The highlights of the Division's overseas performance was the successful supply of a 2000 tpd ASU to PT Linde Indonesia at Cilegon, Indonesia which was commissioned during the year for supply of gases to POSCO Steel works. This project was the division's first large export order, which was executed in a seamless manner along with Linde Engineering, Munich. Besides, PED has also commissioned a 64 tpd Air Separation Unit for Ceylon Oxygen Ltd. at Colombo in Sri Lanka. In the Indian markets, PED commissioned a Compressed Air System Project at SAIL - Bokaro, Nitrogen Plant Augmentation Projects at HPCL, Vizag, HPCL, Mumbai. Other than these projects, the Division has also completed execution of nitrogen plant at MRPL, Mangalore and BPCL, Dibrugarh. Besides, several nitrogen plant projects like ONGC Petro, Dahej and GAIL Pata, etc., are at different stages of execution. The Division has maintained its leadership in cryogenic nitrogen plants as well as hydrogen Pressure Swing Adsorption (PSA) plants. Commissioning activities have also started for 600 tpd Air Separation Plant at Bhushan Power and Steel, Rengali, Odisha. Besides, the Division is also constructing 2 x 1250 tpd ASU for NMDC, a 220-tpd oxygen plant for Abul Khair Steel Melting Ltd, Bangladesh, a 1000 tpd ASU for Bhushan Steel at Meramandali in Odisha. The execution of these and several other projects is progressing well.
During the year 2014, the Project Engineering Division has expanded its global reach during the year with a number of export orders under execution including nitrogen generator revamp for PT. Indo Rama Ventures (Indonesia), liquid nitrogen plant sale (UNIT 50) to Medipharm East Africa Ltd. (Nairobi). The division also managed to recover fixed costs by providing engineering supervision and commissioning services to Linde Engineering Taiwan.
During the year 2014, the Company commissioned its 2X853 tpd ASUs at SAIL Rourkela works. The Hyderabad 65 tpd ASU was not operational following an optimisation programme with product being outsourced from other plants.
During the year 2014, the Company created differentiation in its product and service offerings by launch of 230 bar oxygen and argon cylinders in key market zones such as Bangalore, Pune and Dahej.
During the year 2016, the Project Engineering Division (PED) completed major portion of the supplies for a captive 2200 tpd ASU for JSW Steel at Dolvi, which is expected to be commissioned by early 2018. The Division is in final stages of executing the ASU project at Rupganj for Linde Bangladesh Ltd.
The strategic development for the Company during the year 2018 was the successful completion of the business combination between Linde AG, the ultimate holding company of the Company with Praxair, Inc. on 31 October 2018. In this respect, a legally binding Business Combination Agreement had been signed between Linde AG and Praxair, Inc. on 1 June 2017. With completion of the global merger on 31 October 2018, Linde pic, a company incorporated in Ireland has become the new holding company of both Linde AG and Praxair, Inc. and as such Linde pic is now the new ultimate holding company of your Company. During the year, as part of the approval process from various anti-trust authorities across the globe for the aforesaid business combination, Linde AG and Praxair, Inc. had in January 2018 applied to the Competition Commission of India (CCI) seeking approval for the business combination in India, pursuant to which, the CCI issued its clearance letter dated 7 September 2018 to Linde AG and Praxair, Inc. approving the proposed business combination between Linde AG and Praxair, Inc. subject to divestment of certain assets controlled by them in India. Accordingly, the Company is required to make divestiture of JSW-2 1800 tpd ASU situated at Bellary, the Company's 50% shareholding in Bellary Oxygen Company Pvt. Ltd., Hyderabad Cylinder Tilling Station (excluding the Nitrous Oxide facility) and the Chennai Cylinder Tilling Station as a part of the divestment mandated by the CCI. The Board after detailed deliberations in this regard and after considering potential benefits of the business combination and the various legal implications thereof, subject to shareholders' approval pursuant to Section 180(1) (a) of the Companies Act, 2013, granted it's in principle approval for the divestment of the aforesaid assets and also appointed an independent financial advisor for assisting Linde India in execution and carve out of the aforesaid divestment assets within the timeline set out in the CCI order.
During the year 2018, the original long-term gas supply contract with Tata Steel in respect of the 1290 tonnes per day air separation unit at the customer's steel works in Jamshedpur was renewed for a further period of 10 years with effect from 1 July 2018.
During the year 2018, the Company took appropriate action on war footing to carry out repair of the equipments as well as replacement of the Booster Air Compressor of the Air Separation Units (ASU) in the gases and related product segments. During the year under review, barring the breakdown of the aforesaid ASU, most of the onsite plants performed well with specific power as per or better than the plan and achieved reliability of nearly 99%.
During the year 2018, the Company launched Linde's patented LIV cylinders for medical oxygen in select cities, which is getting very good response in the markets. The Company has also launched ENTONOX - an anesthetics gas, which is very useful during natural childbirth and also short-term pain relief in a range of medical procedures.
During the year 2018, the Company implemented several measures to improve efficiency of the distribution function such as phasing out of low capacity tankers, introduction of 7KL tankers with flow meter for medical supplies, with the aim of reducing cost of delivery and improving billing accuracy.
During the year 2018, the Project Engineering Division (PED) division won fresh orders of over Rs. 4,000 million, which mainly include large value orders for supply of cryogenic nitrogen plants with associated IA/PA system on turnkey basis. Apart from the refineries in India, the Division was also able to get export order from a customer in Bangladesh for supplying a cryogenic oxygen plant (IMPACT 3MH model). In addition, the Division has also received an order from the refinery sector for supplying a VPSA oxygen plant.
During the year 2018, the Project Engineering Division (PED) division successfully commissioned 2200 tpd ASU for JSW Steel Ltd. at their Dolvi site in Maharashtra, completed supplies for 33 tpd merchant ASU for Linde Malaysia at Bintulu and several cryogenic nitrogen plants for customers in refinery sector in India and overseas, besides, Adani Mundra Port Terminal.During the year, on 24 October 2018, pursuant to the applicable regulations of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 as amended, The BOC Group Ltd. (The Acquirer) along with Praxair, Inc. and Linde Holdings Netherlands B.V. as persons acting in concert with the Acquirer made a public announcement for Open Offer to the public shareholders of the Company for acquisition of up to 2,13,21,056 equity shares (i.e. 25% of the paid-up share capital of the Company) held by them at an offer price of Rs. 276.09 excluding interest. The mandatory Open Offer was triggered by announcement made by Linde AG and Praxair, Inc. in connection with the merger of equals between the two companies under a new holding company, Linde pic in the year 2016. The Acquirer along with the persons acting in concert subsequently made a Detailed Public Statement to the public shareholders of the Company in terms of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, inter alia, expressing its intention to make a voluntary delisting offer to all the public shareholders of the Company. The BOC Group Ltd. along with promoter group of the Company holding 6,39,63,167 equity shares of Rs. 10/- each aggregating to 75% of the paid-up equity share capital of the Company conveyed their intention to voluntarily delist the equity shares of the Company from the BSE Ltd. and the National Stock Exchange of India Ltd. in accordance with SEBI (Delisting of Equity Shares) Regulations, 2009. The Promoter Group's proposal for voluntary delisting offer was considered by the Board of Directors of the Company and later approved by way of a special resolution passed by the public shareholders of the Company by postal ballot. The special resolution authorized The BOC Group Ltd. to acquire up to 2,13,21,056 equity shares (i.e. 25% of the paid-up share capital of the Company) held by the public shareholders of the Company either by itself or along with any member of the promoter group as person acting in concert in accordance with the provisions of SEBI (De-listing of Equity Shares) Regulations, 2009. The public shareholders holding equity shares of the Company were invited to submit bids through a reverse book building mechanism, which commenced on 15 January and closed on 21 January 2019. Following the expiry of the bid period, the offer price discovered in terms of the SEBI Delisting Regulations was Rs. 2,025/-, which was rejected by the BOC Group Ltd. and the person acting in concert. Following this, the BOC Group Ltd. published necessary Post Offer Public Announcement for failure of the Delisting Offer and a Corrigendum to the same in newspapers for information of the shareholders of the Company. Accordingly, the Acquirer did not acquire any equity shares tendered by the public shareholders pursuant to the De-listing Offer and the equity shares of the Company continue to remain listed on the stock exchanges. In view of the failure of the voluntary delisting offer, the Open Offer process has commenced again and the Acquirer and the persons acting in concert have filed a draft letter of offer with SEBI as per regulation 5A of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The Acquirer would take further steps for the mandatory Open Offer under these regulations after considering comments of the SEBI in this regard.
As on 31 December 2018, the company had three loan facilities by way of external commercial borrowings (ECB) aggregating to Rs. 6,277.76 million from Linde AG. The facilities were executed mainly for funding of large air separation units (ASU) at Tata Steel Jamshedpur (2,550 tpd ASU), SAIL Rourkela (2X853 tpd ASU) and Tata Steel Kalinganagar (2X1200 tpd scale plants). All the three facilities are fully drawn down and fully hedged both with regard to the principal and interest payments. During the year, the Company made principal repayment to the tune of Rs. 2,554.76 million against these ECBs. During the year, Rs. 100 million was repaid to Linde Engineering India Pvt. Ltd. resulting in a total outstanding of Rs. 2,400 million at the year-end.
During the 2019,the company has completed the divestment of its South Region Divestment Business as per the business transfer agreement signed with Air Water India Pvt Ltd. The South Region Divestment Business was divested on a slump sale and 'as is where is basis' for an aggregate sale consideration of Rs 13800 million.
As on 31 December 2019,the company has one joint venture company,namely Bellary Oxygen Company Pvt Ltd.
During the year 2019,the company made full repayment of loan facilities by way of External Commercial Borrowings(ECBs) aggregating to Rs 6277.76 million from Linde AG through its divestment proceeds and internal accruals.The facilities were executed mainly for funding of large air separation units at Tata Steel Jamshedpur,SAIL Rourkela and Tata Steel Kalinganagar. The company also repaid two USD denominated term loan facility availed from Citibank aggregating to USD 23.28 million and Rupee term loan of Rs 600 million out of divestment proceeds from the South Region Divestment Business. The company also repaid a Rupee term loan of Rs 1000 million from Linde Engineering India Pvt Ltd in May 2020.
As on 31 December 2020,the company has two joint venture companies namely Bellary Oxygen Company Pvt Ltd and Linde South Asia Services Pvt Ltd.
The Board of Directors of the Company at its meeting held on 24 March 2020, approved the execution of a Joint Venture and Shareholders Agreement ('JV&SHA') with Praxair India Private Ltd. and LSAS Services Private Ltd. Pursuant to execution of the JV&SHA, your Company holds 2,000,000 equity shares in LSAS Services Private Ltd. of Rs.10 each, being 50% of the total issued and paid up equity share capital of LSAS Services Private Ltd. with the remaining 50% being held by Praxair India Private Ltd. In view of this, LSAS Services Private Ltd. became a Joint Venture Company of your Company with effect from 24 March 2020.
The Board of Directors of the Company had also approved of Linde India Ltd. entering into an O&M Services Agreement with Joint Venture Company, under which, the Joint Venture Company will render Operation and Management Services to both the joint venture partners for their respective functions including Procurement, SHEQ, Human Resources, Finance, IT, Legal, Administration, Business Development, Onsite account management, Sales & Marketing, Product Management, etc. on an arms' length basis. The name of the JV company, LSAS Services Private Ltd. was changed to Linde South Asia Services Private Ltd. w.e.f. 26 August 2020.
As on 31 December 2020,the company had ZERO outstanding borrowings.
The approval of the shareholders for the divestment of the Belloxy Divestment Business to Inox Air Products Pvt Ltd was obtained on 20 February 2020. However, in view of Inox AP's inability to acquire the said business, the Company had informed the same to the Hon'ble Competition Commission of India, seeking extension of the 'Hold Separate arrangement' for the balance tenure of the Gas Supply Agreement up to 14 November 2021. The CCI in its response directed the Company to update it on the divestment status, while accepting the Company's proposal for extension of Hold Separate Arrangement. The Company has subsequently accepted a binding offer from JSW Steel Ltd. for purchase of the 855 tpd plant, which is pending, as it is subject to the approval of Inox AP as per the Shareholder Agreement between Linde India Ltd. and Inox Air Products Private Ltd.
With a view to prevent the spread of Covid-19, countrywide lockdown was imposed by the Government of India e?ective from 25 March 2020. Several countries across the globe had to resort to similar lockdowns for extended periods resulting in a grave disruption to humanity as well as economic activities across the globe. As the lockdown in India was extended for prolonged period till 1 June 2020, the economy had to face a very challenging times with uncertainties and complexities arising out of Covid-19.
The company has on 09 February 2021,sold and disposed of land and building pertaining to its closed factory(packaged gases plant) in Diamond Harbour Road, Kolkata for an aggregate consideration of Rs 300 crore.The operation of the aforesaid factory were earlier shifted to Howrah.
As on 31 December 2021, the Company had two joint ventures, Bellary Oxygen Company Private Ltd. and Linde South Asia Services Private Ltd. (formerly known as LSAS Services Private Ltd.).
During the year 2021, the Company's joint venture, Bellary Oxygen Company Private Ltd. accepted JSW Steel Ltd.'s offer for purchase of the 855 tonnes per day Air Separation Unit and other related assets owned by it, which formed part of the Belloxy Divestment. On the expiry of the gas supply contract with JSW Steel Ltd. on 14 November 2021, Bellary Oxygen Company Private Ltd. signed and executed the Asset Sale Agreement with JSW Steel Ltd. and has received the consideration amount of Rs. 500 million for the transaction. The joint venture company has since handed over possession of the 855 tpd ASU and other related assets to JSW Steel Ltd. As a consequence of the above, the Hold Separate Arrangement in respect of the Belloxy Divestment came to an end. The Company thereafter filed a closure report of the Belloxy Divestment Business with CCI. The CCI in its order dated 1 February 2022 took note of the closure report and has directed the parties for informing about the liquidation of the aforesaid joint venture company.
During the year 2021, the Project Engineering Division commissioned several projects, which included compressed air and nitrogen plant package for HPCL Mumbai Refinery, HMEL Bhatinda nitrogen plant chain-1, BORL oxygen VPSA, KIC Metalick Durgapur oxygen VPSA, JSW Vasind N2 & H2 plant and Meghana ghat 100 tpd ASU.
In 2021, the Company acquired from HPS Gases Ltd., Vadodara its entire packaged gases business along with certain distribution assets with effect from 1 November 2021 for an aggregate cash consideration of Rs. 275 million.
Linde India Ltd
Chairman Speech
Dear Shareholders,
I am indeed honoured and delighted to communicate with you as the newly appointed
Chairman of Linde India Ltd. As this marks my first correspondence to shareholders since
assuming office, I would like to extend my heartfelt gratitude to each of you for your
unwavering support and trust in our Company. Your commitment has been vital in driving our
continued growth and success.
As we embark on a new financial year, it is essential to reflect on the global economic
landscape in 2022 and the progress of the Indian economy in FY 2023-24.
The year 2022 witnessed a global economy grappling with various challenges. One
significant factor was the ongoing conflict between Russia and Ukraine, which began in
February 2022 and had far-reaching implications. Geopolitical tensions in several regions
caused disruptions in supply chains, resulting in increased energy prices and inflation
worldwide. These circumstances posed unique challenges to economies across the globe, and
India was not exempt from their impact.
However, amidst these challenges, I am pleased to share that the Indian economy has
made remarkable progress in FY 2023-24. We have seen significant improvement in the
economic landscape, marked by increased investments across sectors. This positive trend
reflects renewed confidence in the Indian market, paving the way for a promising future.
India's GDP grew impressively by 7.2% in FY 2023-24, surpassing market expectations and
the RBI's estimate of 7%. This positions India among the world's fastest-growing major
economies. The estimated real GDP for FY22-23, measured at constant prices, is
approximately 160.06 lakh crore.
These figures testify to the resilience and potential of the Indian economy. Despite
challenges, we have witnessed robust growth, showcasing the strength and dynamism of
emerging India.
Review of Performance
During the year under review, Regional Director - Eastern Region, MCA, approved our
application to change our Financial Year from a calendar year to a uniform FY. The current
FY will be for 15 months, from 1 January 2022 to 31 March 2023. Going forward, our FY will
be from 1 April to 31 March.
I am pleased to present the key highlights of our financial performance for the 15
months period ended on 31 March 2023. During this period, Linde India achieved remarkable
results, demonstrating strong growth and financial resilience. Our total revenues from
operations stood at Rs. 31,355 million, marking a substantial increase compared to the
previous financial year's figure of
Rs. 21,120 million, reflecting an impressive growth rate of 48.5% compared to FY 2021.
The growth was driven by both our Gases and Project Engineering divisions. Gases
revenues witnessed a significant surge, growing by
33.3% from Rs. 16,611 million to Rs. 22,144 million. This growth was attributed to
higher demand for merchant liquid, increased gas consumption by the steel sector, and
enhanced business in helium and special products. Our Project Engineering Division
delivered exceptional performance, with revenues doubling from Rs. 4,509 million to Rs.
9,211 million during the 15 months period.
In terms of profitability, we achieved earnings before interest, depreciation and
amortization (EBITDA) of Rs. 8,729 million, indicating a growth rate of 45.2% compared to
FY 2021's figure of Rs. 6,013 million. Our focus on operational efficiency and effective
cost management contributed to this positive outcome. Profit after tax (PAT) for the
period under review amounted to Rs. 5,358 million, slightly surpassing the previous year's
figure of
Rs. 5,139 million. It is worth mentioning that the PAT for FY 2021 included a pre-tax
exceptional profit of Rs. 2,944 million from the sale of land in Kolkata.
The strong financial performance of Linde India during this period underscores our
commitment to sustainable growth and delivering value to our shareholders. We are
confident that our robust order book, particularly in the steel, refineries and
electronics sectors, positions us well for future success.
Environment Responsibility
Linde India is committed to environmental sustainability and has made significant
progress in various areas. We have implemented energy intensity reduction initiatives,
resulting in a remarkable 9% reduction in energy intensity compared to the previous year.
Additionally, we continue to monitor and reduce water intensity, achieving a commendable
12% reduction in water consumption intensity.
In terms of greenhouse gas (GHG) emissions, we have undertaken several initiatives
aligned with our global decarbonisation target. This year, we achieved a notable 15%
reduction in scope 1 and 2 GHG intensity compared to the previous year.
Waste management practices at all Linde India sites comply with state and central
pollution control norms. We segregate and store hazardous and non-hazardous waste
separately and dispose them off through pollution control-approved recyclers. The Company
recently made a strategic investment in Avaada MHYavat Pvt. Ltd., FP Solar Shakti Pvt.
Ltd. and FPEL Surya Pvt. Ltd. The primary objective of these investments is to gain access
to renewable power procurement under a captive mechanism. By utilising this mechanism, we
aim to secure renewable power at lower tariffs, leading to significant cost savings for
our operations. These investments align with our commitment to sustainable practices and
optimising our cost structure for the benefit of our shareholders.
In conclusion, I would like to express my sincere gratitude for your continued support
and trust in Linde India. As we navigate the uncertainties of the global economy, we
remain steadfast in our commitment to creating long-term value for our shareholders.
Together we will embrace the opportunities that lie ahead and forge a path of growth,
resilience and success.
Warm regards,
M J Devine
Chairman
15 June 2023
  Â
Linde India Ltd
Company History
Linde India Limited, a member of Linde Plc. is a leading global industrial gases and engineering company in India with sales of $31 billion. The company is engaged in manufacture of industrial and medical gases and construction of cryogenic and non-cryogenic air separation plants. Its business has two broad segments, viz. Gases and Related Products and Project Engineering in line with the operating model of the Linde Plc Group. Presently, it own and operate 33 production facilities and filling stations across the country, including Indias largest air separation plant at Jamshedpur.
Linde India Ltd was incorporated in January 24th, 1935 with the name Indian Oxygen and Acetylene Company. The company was promoted by BOC Group UK, as a private limited company. The company was converted into a public limited company in January 1958. In the year 1989, the company name was changed into Indian Oxygen Ltd and in February 1995, the company got their present name BOC India Ltd.
In September 1, 1998, the company commissioned the plant at Jamshedpur in Jharkhand. In February 2001, the company entered into a strategic alliance with Bharat Petroleum Corporation (BPCL) for distribution of Liquefied Petroleum Gas (LPG). The company's Contracts Division has successfully designed and commissioned a pilot Helium recovery Plant at Bakreshwar in West Bengal, to extract Helium from geo-thermal springs.
In August 1, 2003, the company commissioned 225 tpd Air Separation Unit at Jamshedpur for meeting the additional gases requirement of Tata Steel. During the year 2004-05, two prestigious projects viz 2x55 tpd Vaccum Pressure Swing Adsorption plants for Kochi Refineries and compressed air facilities for National Aerospace Laboratory were commissioned.
In August 2004, a new world-class compression facility was commissioned at Bangalore in Karnataka. In November 2004, the company entered into a long-term gas supply agreement with Jindal Vijaynagar Steel Limited (JVSL) for supply of gaseous oxygen and nitrogen to them under a 15-year supply contract. A New liquid compression plant at Taloja Special Gases site has been commissioned in February 2005.
In March 2006, the company commissioned their new state of the art 65 tpd Air Separation Unit at Medak near Hyderabad. In June 2006, the company has signed a long-term gas supply contract with JSW Steel Ltd for supply of over 3,000 tonnes per day of gaseous oxygen, nitrogen and argon. For this purpose, the company is setting up an onsite Air Separation Unit at JSW steel works at Bellary in Karnataka. In addition, the plant will also produce liquid products to meet the growing demand from customers in Southern India.
In September 2006, the Linde AG acquires the ownership of The BOC Group plc, UK, the holding company under the scheme of arrangement approved by the courts in UK. In August 2007, the company has singed a contract with GKN Sinter Metals Ltd for supply 420 Nm3 of nitrogen per hour to their Works at Pimpri, Pune for which the company is in the process of installing an onsite nitrogen generator at their Pimpri Works. They also signed a contract with Electrosteel Castings Ltd for supply of 35 tons per day of oxygen to their Works at Khardah in Kolkata, for which the company is in the process of installing an onsite oxygen generator at their Khardah Works.
In October 2007, the company's Project Engineering Division has won two contracts from Steel Authority of India Ltd (SAIL) aggregating to Rs 318 crore for setting up of two Air Separation Units at their units namely Rourkela Steel Plant and IISCO Steel Plant. In May 2008, the company has commenced their production in Air Separation Unit at the Rourkela steel works of Adhunik Metaliks Ltd., which has the capacity of 100 tonnes per day.
The company is in the process of setting up a merchant Air Separation Unit in the State of Himachal Pradesh as a part of their growth strategy to penetrate the markets in North India. The Air Separation Unit is expected to be commissioned in mid 2009.
During the year 2012, the Company entered into an agreement for taking over the assets and gases business of Uttam Gases, comprising Uttam Air Products and Uttam Special Gases, one of the prominent players in the healthcare segment in North India.
During the year, the project engineering division successfully commissioned a 2550 tonnes per day ASU at Jamshedpur for supply of gases to Tata Steel pursuant to a long-term contract with them. This plant is the largest ASU in India and is also the largest ASU of the Linde Group in South and East Asia. The division also commissioned a merchant ASU at Taloja having capacity of 450 tonnes per day of merchant products and a 1270 NM3 per hour VPSA Oxygen Plant for Vishnu Chemicals at Vizag for the Gases Division of the Company.
The Members are aware that pursuant to the special resolution passed by them through postal ballot and e-voting on 6 February 2013 and consequent upon the approval of the Central Government, the name of the Company was changed from BOC India Limited' to Linde India Limited' as per the fresh Certificate of Incorporation issued by the Registrar of Companies, West Bengal with effect from 18 February 2013.
During the year 2013, the Project Engineering Division executed several projects involving air separation plants, nitrogen plants, Pressure Reducing Stations (PRS), Compressor Air Stations in steel industry both in public and private sectors, including in overseas markets. The highlights of the Division's overseas performance was the successful supply of a 2000 tpd ASU to PT Linde Indonesia at Cilegon, Indonesia which was commissioned during the year for supply of gases to POSCO Steel works. This project was the division's first large export order, which was executed in a seamless manner along with Linde Engineering, Munich. Besides, PED has also commissioned a 64 tpd Air Separation Unit for Ceylon Oxygen Ltd. at Colombo in Sri Lanka. In the Indian markets, PED commissioned a Compressed Air System Project at SAIL - Bokaro, Nitrogen Plant Augmentation Projects at HPCL, Vizag, HPCL, Mumbai. Other than these projects, the Division has also completed execution of nitrogen plant at MRPL, Mangalore and BPCL, Dibrugarh. Besides, several nitrogen plant projects like ONGC Petro, Dahej and GAIL Pata, etc., are at different stages of execution. The Division has maintained its leadership in cryogenic nitrogen plants as well as hydrogen Pressure Swing Adsorption (PSA) plants. Commissioning activities have also started for 600 tpd Air Separation Plant at Bhushan Power and Steel, Rengali, Odisha. Besides, the Division is also constructing 2 x 1250 tpd ASU for NMDC, a 220-tpd oxygen plant for Abul Khair Steel Melting Ltd, Bangladesh, a 1000 tpd ASU for Bhushan Steel at Meramandali in Odisha. The execution of these and several other projects is progressing well.
During the year 2014, the Project Engineering Division has expanded its global reach during the year with a number of export orders under execution including nitrogen generator revamp for PT. Indo Rama Ventures (Indonesia), liquid nitrogen plant sale (UNIT 50) to Medipharm East Africa Ltd. (Nairobi). The division also managed to recover fixed costs by providing engineering supervision and commissioning services to Linde Engineering Taiwan.
During the year 2014, the Company commissioned its 2X853 tpd ASUs at SAIL Rourkela works. The Hyderabad 65 tpd ASU was not operational following an optimisation programme with product being outsourced from other plants.
During the year 2014, the Company created differentiation in its product and service offerings by launch of 230 bar oxygen and argon cylinders in key market zones such as Bangalore, Pune and Dahej.
During the year 2016, the Project Engineering Division (PED) completed major portion of the supplies for a captive 2200 tpd ASU for JSW Steel at Dolvi, which is expected to be commissioned by early 2018. The Division is in final stages of executing the ASU project at Rupganj for Linde Bangladesh Ltd.
The strategic development for the Company during the year 2018 was the successful completion of the business combination between Linde AG, the ultimate holding company of the Company with Praxair, Inc. on 31 October 2018. In this respect, a legally binding Business Combination Agreement had been signed between Linde AG and Praxair, Inc. on 1 June 2017. With completion of the global merger on 31 October 2018, Linde pic, a company incorporated in Ireland has become the new holding company of both Linde AG and Praxair, Inc. and as such Linde pic is now the new ultimate holding company of your Company. During the year, as part of the approval process from various anti-trust authorities across the globe for the aforesaid business combination, Linde AG and Praxair, Inc. had in January 2018 applied to the Competition Commission of India (CCI) seeking approval for the business combination in India, pursuant to which, the CCI issued its clearance letter dated 7 September 2018 to Linde AG and Praxair, Inc. approving the proposed business combination between Linde AG and Praxair, Inc. subject to divestment of certain assets controlled by them in India. Accordingly, the Company is required to make divestiture of JSW-2 1800 tpd ASU situated at Bellary, the Company's 50% shareholding in Bellary Oxygen Company Pvt. Ltd., Hyderabad Cylinder Tilling Station (excluding the Nitrous Oxide facility) and the Chennai Cylinder Tilling Station as a part of the divestment mandated by the CCI. The Board after detailed deliberations in this regard and after considering potential benefits of the business combination and the various legal implications thereof, subject to shareholders' approval pursuant to Section 180(1) (a) of the Companies Act, 2013, granted it's in principle approval for the divestment of the aforesaid assets and also appointed an independent financial advisor for assisting Linde India in execution and carve out of the aforesaid divestment assets within the timeline set out in the CCI order.
During the year 2018, the original long-term gas supply contract with Tata Steel in respect of the 1290 tonnes per day air separation unit at the customer's steel works in Jamshedpur was renewed for a further period of 10 years with effect from 1 July 2018.
During the year 2018, the Company took appropriate action on war footing to carry out repair of the equipments as well as replacement of the Booster Air Compressor of the Air Separation Units (ASU) in the gases and related product segments. During the year under review, barring the breakdown of the aforesaid ASU, most of the onsite plants performed well with specific power as per or better than the plan and achieved reliability of nearly 99%.
During the year 2018, the Company launched Linde's patented LIV cylinders for medical oxygen in select cities, which is getting very good response in the markets. The Company has also launched ENTONOX - an anesthetics gas, which is very useful during natural childbirth and also short-term pain relief in a range of medical procedures.
During the year 2018, the Company implemented several measures to improve efficiency of the distribution function such as phasing out of low capacity tankers, introduction of 7KL tankers with flow meter for medical supplies, with the aim of reducing cost of delivery and improving billing accuracy.
During the year 2018, the Project Engineering Division (PED) division won fresh orders of over Rs. 4,000 million, which mainly include large value orders for supply of cryogenic nitrogen plants with associated IA/PA system on turnkey basis. Apart from the refineries in India, the Division was also able to get export order from a customer in Bangladesh for supplying a cryogenic oxygen plant (IMPACT 3MH model). In addition, the Division has also received an order from the refinery sector for supplying a VPSA oxygen plant.
During the year 2018, the Project Engineering Division (PED) division successfully commissioned 2200 tpd ASU for JSW Steel Ltd. at their Dolvi site in Maharashtra, completed supplies for 33 tpd merchant ASU for Linde Malaysia at Bintulu and several cryogenic nitrogen plants for customers in refinery sector in India and overseas, besides, Adani Mundra Port Terminal.During the year, on 24 October 2018, pursuant to the applicable regulations of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 as amended, The BOC Group Ltd. (The Acquirer) along with Praxair, Inc. and Linde Holdings Netherlands B.V. as persons acting in concert with the Acquirer made a public announcement for Open Offer to the public shareholders of the Company for acquisition of up to 2,13,21,056 equity shares (i.e. 25% of the paid-up share capital of the Company) held by them at an offer price of Rs. 276.09 excluding interest. The mandatory Open Offer was triggered by announcement made by Linde AG and Praxair, Inc. in connection with the merger of equals between the two companies under a new holding company, Linde pic in the year 2016. The Acquirer along with the persons acting in concert subsequently made a Detailed Public Statement to the public shareholders of the Company in terms of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, inter alia, expressing its intention to make a voluntary delisting offer to all the public shareholders of the Company. The BOC Group Ltd. along with promoter group of the Company holding 6,39,63,167 equity shares of Rs. 10/- each aggregating to 75% of the paid-up equity share capital of the Company conveyed their intention to voluntarily delist the equity shares of the Company from the BSE Ltd. and the National Stock Exchange of India Ltd. in accordance with SEBI (Delisting of Equity Shares) Regulations, 2009. The Promoter Group's proposal for voluntary delisting offer was considered by the Board of Directors of the Company and later approved by way of a special resolution passed by the public shareholders of the Company by postal ballot. The special resolution authorized The BOC Group Ltd. to acquire up to 2,13,21,056 equity shares (i.e. 25% of the paid-up share capital of the Company) held by the public shareholders of the Company either by itself or along with any member of the promoter group as person acting in concert in accordance with the provisions of SEBI (De-listing of Equity Shares) Regulations, 2009. The public shareholders holding equity shares of the Company were invited to submit bids through a reverse book building mechanism, which commenced on 15 January and closed on 21 January 2019. Following the expiry of the bid period, the offer price discovered in terms of the SEBI Delisting Regulations was Rs. 2,025/-, which was rejected by the BOC Group Ltd. and the person acting in concert. Following this, the BOC Group Ltd. published necessary Post Offer Public Announcement for failure of the Delisting Offer and a Corrigendum to the same in newspapers for information of the shareholders of the Company. Accordingly, the Acquirer did not acquire any equity shares tendered by the public shareholders pursuant to the De-listing Offer and the equity shares of the Company continue to remain listed on the stock exchanges. In view of the failure of the voluntary delisting offer, the Open Offer process has commenced again and the Acquirer and the persons acting in concert have filed a draft letter of offer with SEBI as per regulation 5A of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The Acquirer would take further steps for the mandatory Open Offer under these regulations after considering comments of the SEBI in this regard.
As on 31 December 2018, the company had three loan facilities by way of external commercial borrowings (ECB) aggregating to Rs. 6,277.76 million from Linde AG. The facilities were executed mainly for funding of large air separation units (ASU) at Tata Steel Jamshedpur (2,550 tpd ASU), SAIL Rourkela (2X853 tpd ASU) and Tata Steel Kalinganagar (2X1200 tpd scale plants). All the three facilities are fully drawn down and fully hedged both with regard to the principal and interest payments. During the year, the Company made principal repayment to the tune of Rs. 2,554.76 million against these ECBs. During the year, Rs. 100 million was repaid to Linde Engineering India Pvt. Ltd. resulting in a total outstanding of Rs. 2,400 million at the year-end.
During the 2019,the company has completed the divestment of its South Region Divestment Business as per the business transfer agreement signed with Air Water India Pvt Ltd. The South Region Divestment Business was divested on a slump sale and 'as is where is basis' for an aggregate sale consideration of Rs 13800 million.
As on 31 December 2019,the company has one joint venture company,namely Bellary Oxygen Company Pvt Ltd.
During the year 2019,the company made full repayment of loan facilities by way of External Commercial Borrowings(ECBs) aggregating to Rs 6277.76 million from Linde AG through its divestment proceeds and internal accruals.The facilities were executed mainly for funding of large air separation units at Tata Steel Jamshedpur,SAIL Rourkela and Tata Steel Kalinganagar. The company also repaid two USD denominated term loan facility availed from Citibank aggregating to USD 23.28 million and Rupee term loan of Rs 600 million out of divestment proceeds from the South Region Divestment Business. The company also repaid a Rupee term loan of Rs 1000 million from Linde Engineering India Pvt Ltd in May 2020.
As on 31 December 2020,the company has two joint venture companies namely Bellary Oxygen Company Pvt Ltd and Linde South Asia Services Pvt Ltd.
The Board of Directors of the Company at its meeting held on 24 March 2020, approved the execution of a Joint Venture and Shareholders Agreement ('JV&SHA') with Praxair India Private Ltd. and LSAS Services Private Ltd. Pursuant to execution of the JV&SHA, your Company holds 2,000,000 equity shares in LSAS Services Private Ltd. of Rs.10 each, being 50% of the total issued and paid up equity share capital of LSAS Services Private Ltd. with the remaining 50% being held by Praxair India Private Ltd. In view of this, LSAS Services Private Ltd. became a Joint Venture Company of your Company with effect from 24 March 2020.
The Board of Directors of the Company had also approved of Linde India Ltd. entering into an O&M Services Agreement with Joint Venture Company, under which, the Joint Venture Company will render Operation and Management Services to both the joint venture partners for their respective functions including Procurement, SHEQ, Human Resources, Finance, IT, Legal, Administration, Business Development, Onsite account management, Sales & Marketing, Product Management, etc. on an arms' length basis. The name of the JV company, LSAS Services Private Ltd. was changed to Linde South Asia Services Private Ltd. w.e.f. 26 August 2020.
As on 31 December 2020,the company had ZERO outstanding borrowings.
The approval of the shareholders for the divestment of the Belloxy Divestment Business to Inox Air Products Pvt Ltd was obtained on 20 February 2020. However, in view of Inox AP's inability to acquire the said business, the Company had informed the same to the Hon'ble Competition Commission of India, seeking extension of the 'Hold Separate arrangement' for the balance tenure of the Gas Supply Agreement up to 14 November 2021. The CCI in its response directed the Company to update it on the divestment status, while accepting the Company's proposal for extension of Hold Separate Arrangement. The Company has subsequently accepted a binding offer from JSW Steel Ltd. for purchase of the 855 tpd plant, which is pending, as it is subject to the approval of Inox AP as per the Shareholder Agreement between Linde India Ltd. and Inox Air Products Private Ltd.
With a view to prevent the spread of Covid-19, countrywide lockdown was imposed by the Government of India e?ective from 25 March 2020. Several countries across the globe had to resort to similar lockdowns for extended periods resulting in a grave disruption to humanity as well as economic activities across the globe. As the lockdown in India was extended for prolonged period till 1 June 2020, the economy had to face a very challenging times with uncertainties and complexities arising out of Covid-19.
The company has on 09 February 2021,sold and disposed of land and building pertaining to its closed factory(packaged gases plant) in Diamond Harbour Road, Kolkata for an aggregate consideration of Rs 300 crore.The operation of the aforesaid factory were earlier shifted to Howrah.
As on 31 December 2021, the Company had two joint ventures, Bellary Oxygen Company Private Ltd. and Linde South Asia Services Private Ltd. (formerly known as LSAS Services Private Ltd.).
During the year 2021, the Company's joint venture, Bellary Oxygen Company Private Ltd. accepted JSW Steel Ltd.'s offer for purchase of the 855 tonnes per day Air Separation Unit and other related assets owned by it, which formed part of the Belloxy Divestment. On the expiry of the gas supply contract with JSW Steel Ltd. on 14 November 2021, Bellary Oxygen Company Private Ltd. signed and executed the Asset Sale Agreement with JSW Steel Ltd. and has received the consideration amount of Rs. 500 million for the transaction. The joint venture company has since handed over possession of the 855 tpd ASU and other related assets to JSW Steel Ltd. As a consequence of the above, the Hold Separate Arrangement in respect of the Belloxy Divestment came to an end. The Company thereafter filed a closure report of the Belloxy Divestment Business with CCI. The CCI in its order dated 1 February 2022 took note of the closure report and has directed the parties for informing about the liquidation of the aforesaid joint venture company.
During the year 2021, the Project Engineering Division commissioned several projects, which included compressed air and nitrogen plant package for HPCL Mumbai Refinery, HMEL Bhatinda nitrogen plant chain-1, BORL oxygen VPSA, KIC Metalick Durgapur oxygen VPSA, JSW Vasind N2 & H2 plant and Meghana ghat 100 tpd ASU.
In 2021, the Company acquired from HPS Gases Ltd., Vadodara its entire packaged gases business along with certain distribution assets with effect from 1 November 2021 for an aggregate cash consideration of Rs. 275 million.
Linde India Ltd
Directors Reports
[Annexure - 1]
Dividend Distribution Policy
1. Preamble:
This Dividend Distribution Policy has been made pursuant to Regulation 43A of the
Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015.
2. Effective Date:
The Policy shall become effective from the date of its adoption by the Board, i.e., 11th
February 2017.
3. Definitions:
a. ‘Act' means the Companies Act, 2013 including any amendments or modifications
thereof.
b. ‘Board' means the Board of Directors of the Company.
c. ‘Company' means ‘Linde India Limited'.
d. ‘Policy' means ‘Dividend Distribution Policy'.
e. ‘Applicable law' means the Companies Act, 2013 and Rules framed thereunder, as
amended from time to time and the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015 and includes any other law or
regulations as may be applicable to the Company from time to time.
4. Declaration:
The Company shall strive to declare a steady stream of dividends to the shareholders
keeping their long term interest in mind. The dividend distribution shall be in accordance
with the applicable provisions of the Companies Act, 2013, Rules framed thereunder, SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015 and the Articles of
Association of the Company, as in force and as amended from time to time.
5. Circumstances under which the shareholders of the Company may or may not
expect dividend:
The decision regarding dividend payout is a crucial decision as it determines the
amount of profit to be distributed among shareholders of the Company and the amount of
profit to be retained in business. The Company follows policy of consistent dividend
payment to its shareholders and reasonably expects to continue declaring dividend in
future as well, unless restrained by loss/inadequacy of profits during any financial year
or any unforeseen circumstances.
6. Factors to be considered for Dividend Payout:
The Board will consider various internal and external factors, including but not
limited to the following before making any recommendation for dividend on equity shares:
a. Stability of earnings.
b. Cash flow position from operations.
c. Future capital expenditure, inorganic growth plans, etc.
d. Industry outlook and stage of business cycle for underlying businesses.
e. Leverage profile and capital adequacy metrics.
f. Overall economic / regulatory environment.
g. Interim dividend paid, if any, based on the performance during the year.
h. Past dividend trends.
i. Such other factors as the Board considers appropriate.
7. Utilization of retained earnings:
The Company would utilize its retained earnings in a manner which is beneficial for the
long term growth objectives of the business which will, inter-alia, include meeting the
Company's growth plans, debt repayments, other contingencies, etc.
8. Disclosure:
This Policy will be available on the Company's website and in the Annual Report of the
Company.
9. Authority to make alterations:
The Board of Directors of the Company may review and amend this policy from time to
time.
On Behalf of the Board
| M J Devine |
A Banerjee |
| Chairman |
Managing Director |
| DIN: 10042702 |
DIN: 08456907 |
Kolkata 23 May 2023
Annexure to Directors' Report.
[Annexure - 2]
Statement containing salient features of the financial statement of
subsidiaries/associate companies/joint ventures [FORM AOC-1]
Pursuant to first proviso to sub-section (3) of Section 129 of the Companies Act, 2013
read with Rule 5 of Companies (Accounts) Rules, 2014
Part "A": Subsidiaries: Not Applicable Part "B": Associates and
Joint Ventures
| Name of Joint Venture/Associate |
Bellary Oxygen Company Pvt. Ltd. |
Linde South Asia Services Pvt. Ltd. |
Avaada MHYavat Pvt. Ltd. |
FPEL Surya Pvt. Ltd. |
| Category (Joint Venture/ Associate) |
Joint Venture |
Joint Venture |
Associate |
Associate |
| 1. Latest Audited Balance Sheet Date |
31 March 2022 |
31 March 2022 |
31 March 2022 |
31 March 2022 |
| 2. Date on which the Joint Venture/ Associate was acquired |
22 March 2006 |
24 March 2020 |
20 April 2022 |
3 March 2023 |
| 3. Shares of Joint Venture/Associate held by the Company as on 31 March 2023 |
|
|
|
|
| No. of shares |
15,000,000 Equity Shares of Rs. 10/- each |
2,000,000 Equity Shares of Rs. 10/- each |
11,375,000 Equity Shares of Rs. 10/- each |
1,539,000 Equity Shares of Rs. 10/- each |
| Amount of investment in Joint Venture |
Rs. 150 Million |
Rs. 20 Million |
Rs. 114 Million |
Rs. 76.95 Million |
| Extent of Holding (in percentage) |
50% |
50% |
26% |
26% |
| 4. Description of how there is significant influence |
There is significant influence due to shareholding and joint control over the economic
activities of the JV Company. |
There is significant influence due to shareholding and joint control over the economic
activities of the JV Company. |
No significant influence |
No significant influence |
| 5. Reason why the Joint Venture/ Associate is not consolidated |
Not Applicable |
Not Applicable |
Considering the terms of investments company is not required to apply the equity
method of accounting |
Considering the terms of investments company is not required to apply the equity
method of accounting |
| 6. Net worth attributable to Shareholding as per latest Audited Balance Sheet |
Rs.436.85 Million |
Rs.255.30 Million |
Rs.315.56 Million |
Rs. 0.14 Million |
| 7. Profit/(Loss) for the year |
|
|
|
|
| Considered in consolidation |
NA |
Rs.86.30 Million |
NA |
NA |
| Not considered in consolidation |
Rs.82.80 Million |
Rs.86.30 Million |
NA |
NA |
On behalf of the Board
| M J Devine |
A Banerjee |
J Mehta |
N K Jumrani |
A Dhanuka |
| Chairman |
Managing Director |
Director |
Chief Financial Officer |
Company Secretary |
| DIN: 10042702 |
DIN: 08456907 |
DIN: 00033518 |
Membership No.: ACA 065258 |
Membership No.: ACS 23872 |
Kolkata
23 May 2023
Annexure to Directors' Report.
[Annexure - 3]
Particulars of Loans, Guarantees or Investments pursuant to Section 134 (3)(g) of the
Companies Act, 2013
A. Amount outstanding as on 31 March 2023:
| Particulars |
Amount (Rs. in million) |
Purpose |
| Loans given |
Nil |
- |
| Guarantees given |
Nil |
- |
| Investments made: |
|
|
| • Bellary Oxygen Co. Pvt. Ltd. |
150.00* |
Equity Investment |
| • Linde South Asia Services Pvt. Ltd. (formerly known as LSAS Services Pvt. Ltd.) |
20.00 |
Equity Investment |
| • Avaada MHYavat Pvt. Ltd. |
114.00 |
Equity Investment |
| • FPEL Surya Pvt. Ltd. |
76.95 |
Equity Investment |
| • FP Solar Shakti Pvt. Ltd. |
47.88 |
Equity Investment |
*Investment classified as Asset Held for Sale.
B. Loans, Guarantees and Investments made during the period 1 January 2022 – 31
March 2023:
| Name of the entity |
Relation |
Amount (Rs. in million) |
Particulars of loans, guarantees given or investments made |
Purpose for which the loans, guarantees and investments are proposed
to be utilized |
| Avaada MHYavat Pvt. Ltd. |
Associate |
114.00 |
Equity Investment |
Purchase of renewable power under captive mechanism, which will result
in a lower tariff and consequent cost savings. |
| FPEL Surya Pvt. Ltd. |
Associate |
76.95 |
Equity Investment |
Purchase of renewable power under captive mechanism, which will result
in a lower tariff and consequent cost savings. |
| FP Solar Shakti Pvt. Ltd. |
- |
47.88 |
Equity Investment |
Purchase of renewable power under captive mechanism, which will result
in a lower tariff and consequent cost savings. |
On behalf of the Board
| M J Devine |
A Banerjee |
| Chairman |
Managing Director |
| DIN: 10042702 |
DIN: 08456907 |
Kolkata 23 May 2023
Annexure to Directors' Report.
[Annexure - 4]
Information pursuant to Section 197(12) of the Companies Act, 2013 read with Rule 5(1)
of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
(1) Ratio of the remuneration of each Director to the median remuneration of the
employees of the Company, percentage increase in remuneration of each Director, Chief
Executive Officer, Chief Financial Officer and Company Secretary for the period 1 January
2022 – 31 March 2023:
| Median remuneration of the employees of the Company for the period 1 January 2022
– 31 March 2023 |
Rs. 1,342,982 |
| Percentage increase in the median remuneration of employees during the period 1
January 2022 – 31 March 2023 |
9.04% |
| The number of permanent employees on the rolls of the Company as on 31 March 2023 |
207 |
| Name of Director/KMP |
Remuneration (Rs. in million) |
Ratio of remuneration of each Director to median remuneration of the
employees of the Company |
% increase in remuneration during the period 1 January 2022 – 31
March 2023 |
| ? Non-Executive Directors |
|
|
|
| Mr Robert John Hughes (01.01.2022 – 13.02.2023) |
Nil |
N. A. |
N. A. |
| Ms Mannu Sanganeria |
Nil |
N. A. |
N. A. |
| Mr Michael James Devine (15.02.2023 – 31.03.2023) |
Nil |
N. A. |
N. A. |
| ? Independent Directors* |
|
|
|
| Mr Arun Balakrishnan |
3.61 |
2.69 |
47.35% |
| Mr Jyotin Mehta |
4.07 |
3.03 |
45.18% |
| Dr Shalini Sarin |
3.10 |
2.30 |
42.30% |
| ? Executive Director |
|
|
|
| Mr Abhijit Banerjee, MD |
33.12 |
24.66 |
6.00% |
| ? Key Managerial Personnel (other than MD) |
|
|
|
| Mr Anupam Saraf, CFO (01.01.2022 - 31.05.2022) |
7.06 |
N. A. |
4.00% |
| Mr Neeraj Kumar Jumrani, CFO (09.08.2022 – 31.03.2023) |
4.81 |
N. A. |
N.A. |
| Mr Pawan Marda, CS (01.01.2022 - 28.02.2023) |
13.65 |
N. A. |
4.75% |
| Mr Amit Dhanuka, CS (01.03.2023 - 31.03.2023) |
0.28 |
N. A. |
N. A. |
*Independent Directors remuneration includes sitting fees and commission paid during
the period 1 January 2022 – 31 March 2023.
(2) Average percentile increase already made in the salaries of employees other than
the managerial personnel in the last financial year and its comparison with the percentile
increase in the managerial remuneration and justification thereof and exceptional
circumstances for increase in the managerial remuneration, if any:
The average percentage increase made in the salaries of permanent employees other than
the managerial personnel during the period 1 January 2022 – 31 March 2023 was 9.05%,
whereas the increase in the managerial remuneration was 6.00%. The average increase every
year is an outcome of the Company's market competitiveness, salary benchmarking survey,
inflation and talent retention.
(3) It is hereby affirmed that the remuneration paid during the year is as per the
remuneration policy of the Company.
On behalf of the Board
| M J Devine |
A Banerjee |
| Chairman |
Managing Director |
| DIN: 10042702 |
DIN: 08456907 |
Kolkata 23 May 2023
Annexure to Directors' Report.
[Annexure - 6]
Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo
as per Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies
(Accounts) Rules, 2014
A. Conservation of Energy
(i) Steps taken or impact on conservation of energy: a) The Company continued to
optimize plant operations with a view to improve specific power in various plants on an
ongoing basis. Following are some of the actions:-
• Plant had been fine-tuned to run at higher HP column purity and temperature,
thereby bringing down waste nitrogen purity by 0.4% and power reduction by about 280kw at
Jamshedpur 2550 plant.
• During the period under review MAC-2 and 2nd intercooler were
replaced at Rourkela plant with BOO model. The new cooler is giving lesser pressure drop
and a power saving of 180kw at the plant.
• Due to increased LOX demand, JSL 421 tpd plant was operated at 78 TPD (net LOX),
which is the highest since commissioning of the plant and can be used as per demand.
b) Productivity initiatives were taken up at various sites to reduce energy consumption
such as :-
• Electric heater was discontinued, and a steam heater was taken on line at IGD500
plant which resulted in a saving of 350kw.
• Chiller was installed at the RSP-BOO plant and BAC ASV tightness class changed
from T4 to T5 resulting in a power saving of 200kw.
• During the year under review, turbine cartridge of ASU-2 at RSP-BOO plant was
replaced leading to 7KNm3/hr of more flow through BAC, thus reducing the unit's Power.
Impact to 100kw.
• Due to higher LIN demand at the plant situated in North India, specific power
was getting impacted. In order to reduce that impact, a chiller was installed which gave a
benefit of 200kw.
(ii) Steps taken by the Company for utilizing alternate sources of energy:
The Company has started sourcing of renewable energy through long term contract for 15
years for Taloja plant for nearly 50MU/ year. The Company has signed long term agreements
for renewable sourcing for its new upcoming units at Dahej, Sricity and Ludhiana for
majority of its consumption. The same has also been done for its running unit in Selaqui
starting from Q4 2023-24. Company is also installing rooftop solar in few of its sites
where feasible.
It has plans to tie up renewable sources of energy on long term basis at its Rourkela
plant sites also while exploring other sites.
(iii) Capital investment on energy conservation equipment:
a) Investment of approx. Rs. 50 million has been planned for replacement of coolers,
Vam chillers, electric chillers and turbine nozzle upgrade in the ASUs in 2023-24 once
technical feasibility is established.
b) Ongoing process of purchasing renewable energy to comply with renewable energy
obligation.
B. Technology Absorption
(i) Efforts made towards technology absorption:
The plant operations have done upgradation of its control system to meet the cyber
security requirements except for Dahej plant which is under progress. The Company is also
adding a nitrous oxide purification unit to its existing nitrous oxide production plant in
Hyderabad for use in electronic and other segments which needs this highly purified gas.
This is new technology for the Company.
(ii) Benefits derived (like product improvement, cost reduction, product development or
import substitution): The benefits from the earlier technology absorption tools are
continuing in its operating plants.
The N2O purification plant will help in adding a new product to our existing customer
and hence, is a new business area.
(iii) Information regarding imported technology (last three years):
Not Applicable
(iv) Expenditure on Research and Development:
| (a) Capital |
Nil |
| (b) Recurring |
Nil |
| Total |
Nil |
C. Foreign Exchange Earnings and Outgo Total Foreign exchange used and earned:
Total Foreign exchange used during the year was Rs. 3,529.49 million and total foreign
exchange earned during the year was Rs. 446.50 million.
On Behalf of the Board
| M J Devine |
A Banerjee |
| Chairman |
Managing Director |
| DIN: 10042702 |
DIN: 08456907 |
Kolkata
23 May 2023
  Â
Linde India Ltd
Company Background
| Incorporation Year | 1935 |
| Registered Office | Oxygen House,P 43 Taratala Road
Kolkata,West Bengal-700088 |
| Telephone | 91-33-66021600,Managing Director |
| Fax | 91-33-24014206 |
Michael J DevineAbhijit Banerjee| Company Secretary | Pawan Marda |
| Auditor | Price Waterhouse Chartered Accountants LLP |
| Face Value | 10 |
| Market Lot | 1 |
| Listing | BSE,Kolkata,MSEI ,NSE, |
| Registrar | Link Intime India Pvt Ltd
Room No 502 & 503 ,5 Th floor ,Vaishno Chamber ,Kolkata-700001 |
Linde India Ltd
Company Management
| Director Name | Director Designation | Year |
|---|
| Arun Balakrishnan | Non-Exec. & Independent Dir. | 2023 |
| Jyotin Mehta | Non-Exec. & Independent Dir. | 2023 |
| Pawan Marda | Company Sec. & Compli. Officer | 2023 |
| Shalini Sarin | Non-Exec. & Independent Dir. | 2023 |
| Abhijit Banerjee | Managing Director | 2023 |
| Michael J Devine | Chairman (Non-Executive) | 2023 |
| Mannu Sanganeria | Director | 2023 |
Linde India Ltd
Listing Information
| Listing Information |
|---|
| BSE_500 |
| BSE_200 |
| BSEDOLLEX |
| CNX500 |
| BSEOIL |
| BSEMID |
| CNX_MNC |
| BSEALLCAP |
| BSEMETERIA |
| MID150 |
| LMI250 |
| MSL400 |
| NFTYLM250 |
| NFTYMC150 |
| NFTYMSC400 |
| NF500M5025 |
| NFTYINDMFG |
| NFTYTOTMKT |
| NFMC150M50 |
Linde India Ltd
Finished Product
| Product Name | Unit | Installed
Capacity | Production
Quantity | Sales
Quantity | Sales
Value |
|---|
| Sale of Products | NA | 0 | 0 | 0 | 1893.758 |
| Vessels, Plants & Accessories | NA | 0 | 0 | 0 | 935.499 |
| Sale of Services | NA | 0 | 0 | 0 | 304.543 |
| Other Operating revenues | NA | 0 | 0 | 0 | 1.332 |
| Interest Income on Finance Lea | NA | 0 | 0 | 0 | 0.388 |
| Gases-Air Separation Unit | CuM | 0 | 0 | 0 | 0 |
| Gases-Other Cylinder | CuM | 0 | 0 | 0 | 0 |
| Air Separation/Cryogenic Eqpt. | No | 0 | 0 | 0 | 0 |
| Others | NA | 0 | 0 | 0 | 0 |