About
ABB India Ltd
ABB India Ltd (Formerly Known as ABB Ltd) is one of the world's leading engineering companies, which helps customers to use electrical power effectively and to increase industrial productivity. The Company has extensive installed base for manufacturing and a countrywide marketing and service presence. They have served utility and industry customers with complete range of engineering, products, solutions and services in areas like Automation and Power Technology. They operate nearly 14 manufacturing plants in India and serving customers through the presence with more than 18 marketing offices, 8 service centers, 3 logistics warehouses and a network of over 800 channel partners.
The Company segments includes: power systems, which offers turnkey systems and services for transmission and distributions for power grid and power plants, instrumentation, control and balance of power plants; power products, which manufactures, engineers, supplies key components to transmit and distribute electricity, and also produces transformers, high and medium voltage switchgears, circuit breakers, capacitors, distribution relays; process automation, which provides integrated solutions and served oil and gas, power, chemicals and pharmaceuticals, pulps and paper, metals and minerals, marine and turbo charging industries; automation products, which provides motors, variable speed drives, low voltage products, instrumentation and power electronics; Others consists of robotics systems.
ABB India Ltd was incorporated on December 24, 1949 as Hindustan Electric Company Ltd. In September 24, 1965, the name of the company was changed to Hindustan Brown Boveri Ltd. In the year 1989, Asea Ltd was amalgamated with the company with effect from January 1, 1989 and the company changed their name to Asea Brown Boveri Ltd with effect from October 13, 1989. In the year 1995, Flakt India Ltd was amalgamated with the company with effect from October 5, 1995.
During the year 1994-95, ABB Zurich and Daimler-Benz AG, Germany established a joint venture company, namely 'ABB Daimler-Benz Transportation AG' (Adtranz) in Germany. Also, a subsidiary of Adtranz was incorporated in India namely, 'ABB Daimler-Benz Transportation Ltd' which took over the Transportation Business of the company with effect from January 1, 1996. In the year 1999, the power generation business was de-merged and transferred to ABB Alstom Power India Ltd with effect from April 1, 1999. The name of the company was changed to ABB Ltd with effect from April 16, 2003.
In the year 2004, the company introduced new range of wiring accessories including switches, regulators and sockets in the Indian market. They made major expansions in their installed capacity of Motors and Other Machines, Switchgear of all types, Turbochargers, Transformers, Electronic Control and Supply Units for Variable Speed Drives and Other applications Power Capacitors of all types. In July 12, 2004, the company divested their Control Valves Business to Kent Introl Pvt Ltd. They added several new products under Power Technologies and Automation Technologies divisions.
In the year 2005, the company won the first major equipment order for 765 KV extra-high voltage (EHV) transformers and shunt reactors from the National Thermal Power Corporation (NTPC) and Power Grid Corporation of India Ltd. They established a technology center in Nasik for medium voltage power technologies cater to the fast developing power distribution sector. In the year 2006, they entered into an MoU with IIT Delhi
In 2007, the company received an order worth Rs 186 crore for integrated power distribution management system. In September 2007, the company won an order Rs 933 million from KHD Humboldt Wedag GmbH, Germany, for providing a turnkey electrics and automation solution for a 5000 TPD capacity green-field cement plant at Katrana in Jordan. Also, the company was awarded a turnkey contract worth Rs 186 crores by Karnataka Power Transmission Corporation Ltd for implementing an integrated Network Manager SCADA/ EMS/DMS (Supervisory Control and Data Acquisition, Energy Management System, Distribution Management System) solution.
In October 2007, the company received orders worth Rs 512 crore from JSW and their associated companies, for providing turnkey power and automation solutions for their steel and power plant projects. In February 2008, the company was awarded orders worth Rs 330 crore for providing turnkey substation solutions and a range of power products to Powergrid Corporation of India Ltd (PGCIL) as part of their efforts to strengthen the transmission grid across the country.
In June 2008, the company won orders worth Rs 295 crore for providing power solution for JSW Energy for their upcoming thermal power plant in Ratnagiri. In July 2008, the company won an order of Rs 312 crore for design, supply, installation, testing and commissioning of electrical products and systems for a new terminal T3 at Indira Gandhi International Airport in Delhi, India. Also, they won orders worth Rs 455 crore from Vedanta Aluminium Ltd for providing automation and power products, systems and solutions for expansion of their aluminium smelter plant at Jharsuguda in Orissa.
In December 2009, the company won an order worth Rs 506 crore from Bangalore Metro Rail Corporation Ltd for providing power solutions for a planned metro network in Bangalore. In March 2010, the company won orders worth $22 from Haryana Vidyut Prasaran Nigam Limited (HVPNL), a state-owned power utility in northern India for providing four turnkey substations for the regional grid.
In October 2010, the company acquired the business of Metsys Engineering and Consultancy Pvt Ltd (Metsys), based in Bangalore, a private limited company engaged in providing engineering services/consultancy and optimized solutions to OEMs/End customers mainly in Metal industry, for a total consideration of Rs 84.6 million.
In May 2011, the company entered into an agreement with ABB Global Industries and services Ltd, to purchase and acquire the assets and liabilities of three businesses, namely Transformer Insulation - Boards and Components,Low Voltage Breakers and Switches and Vacuum Interrupters for an aggregate consideration of Rs 40,000 lakh on a slump sale basis with effect from April 01, 2011.
In August 2011, the company won orders worth INR161 million to supply turnkey power and automation solution for three photovoltaic solar power plants with a combined capacity of 11 megawatts (MW) in India. Also, they won an order worth around USD 1 billion from the Dutch-German network operator TenneT on a power link for transmitting high voltage direct current (HVDC), which will connect the offshore wind in the North Sea to the grid on the German mainland. In December 2011, the company won an order worth about Rs 175 crore from Powergrid Corporation of India Ltd to supply equipment for the Champa transmission substation in the central Indian state of Chhattisgarh.
The company acquired 100% equity shares of Baldor Electric India Pvt Ltd, Pune, from Baldor Holdings Inc, USA and Baldor Electric Switzerland AG, Switzerland for a total consideration of Rs 3390 lakh. Baldor became a wholly owned subsidiary of the company with effect from December 1, 2011.
In 2012, the company wins Rs.75 crore order in India to power metro for pink city Jaipur(Rajasthan). The company also wins Rs 175 crore order to strengthen Western India's Power Grid.
In 2013, the company inaugurates two new manufacturing plants for power products in India. During the year the company's name was changed name from ABB Ltd. to ABB India Ltd. During 2014, the company set up a substation in Southern India to help meet growing power demand. The company also commissions world record voltage circuit breaker during the year under review. The company wins Rs. 334 Crore orders to boost power capacity and strengthen during the year. The company also wins power products orders worth Rs. 310 crore in India during the year under review.
In 2015, the company won an order worth Rs 256 crore from Ceylon Electricity Board (CEB), Sri Lanka. During the year, the company also won an order of Rs 90 crore from Techno Electric and Engineering Company (Techno). During the year, the company launches freehome - Making home automation easier than ever. The company also wins Rs.125 crore order to upgrade three substations in agricultural belt. The company during the year also secured orders worth Rs 119 crore to provide plant electrification, automation and substation solutions for solar power plants. During the year under review, the company also introduced the first 800 kilovolt (kV) converter transformer which is manufactured at their Vadodara facility in Gujarat.
On 5 April 2016, ABB India announced that it has signed a memorandum of understanding with the Indian Institute of Technology Madras (IITM) to enter a technical cooperation to build microgrids as well as joint R&D in the field of rural electrification, utilization of natural non-fossil resources, battery energy storage and their connection to loads and main grid. IITM and ABB will jointly work to design, build and supply equipment for up to two such microgrids in rural areas. Along with ABB equipment, the microgrid will enable homes to be fitted with energy efficient DC devices like LED bulbs, TV, Cell phone charges, Brushless DC motor based fans, specially designed by IITM. The project shall be managed by IITM till the transfer of the installations to the local distribution utility (DISCOM).
On 1 September 2016, ABB India inaugurated a new solar inverter manufacturing facility in Bengaluru. The facility is set to double the solar inverter manufacturing capacity of the company. On 14 September 2016, ABB India announced that it has commissioned a state-of-the-art solution for shore-to-ship power supply for ships at the V.O.Chidambaranar Port, formerly the Tuticorin Port. This solution expands the scope of the green agenda beyond renewable power to technology, which will enable ships docking at a port to plug for power instead of running on polluting diesel generators and using expensive power.
On 7 October 2016, ABB India announced that it has developed, manufactured and energized a 1,200-kilovolt (kV) ultrahigh voltage power transformer to support India's plans to build a 1,200 kV transmission system, supplementing the existing 400 kV and 800 kV transmission grid as demand for electricity increases. This 1.2 million volt transformer represents the highest alternating current voltage level in the world and is installed at the national test station at Bina, Madhya Pradesh in Central India, as part of a collaborative initiative by the country's central transmission utility, Power Grid Corporation of India Limited (POWERGRID). The transformer was manufactured and tested at ABB's facility in Vadodara.
On 5 December 2016, ABB India announced that it has signed an MoU with NITTTR to establish a first of its kind SCoE for teachers, students and industry engineers to develop a deeper understanding of the underlying multi-physics and design principles for the manufacturing of various best in class electro-mechanical equipment in India. The electro-mechanical equipment industry is a critical element in the success of the proposed exponential growth in the Indian power sector and needs to reach a quality level among the best in class to become a manufacturing hub of global repute.
On 21 March 2017, ABB India announced that it has restored and modernized the critical 1,035 MW Sharavathi hydropower plant in Karnataka, which approximately accounts for 25 percent of the state utility Karnataka Power Corporation's power generation.
On 4 May 2017, ABB India inaugurated two new facilities that support the nation's digital transformation, energy saving technology and rise in industrial productivity. In Bengaluru, ABB India launched India's first digitalized remote service center for its energy saving drives solutions and added a new production line for digitalized low voltage drives. The ABB remote service center will provide 24x7 access to information and support on drives installed at customer facilities for predictive maintenance and condition monitoring for all industries including power, cement, oil and gas, metals, food & beverage and many other applications. The new center is the third of its kind in the ABB global footprint and is now fully activated in India. It will support customer installations in India and around the world.
On 30 August 2017, ABB India announced that it has surpassed the 5 GW milestone for the supply of solar inverters in India. Inverters are the heart of solar installations and ABB pioneered inverter production in the country in 2012.
On 10 January 2017, ABB India announced that it has won a mega Rs 4350 crore project from Power Grid Corporation of India Limited to deliver a transmission link that will have the capacity to bring reliable electricity to more than 80 million people. The Raigarh-Pugalur 800 kilovolt (kV) ultrahigh-voltage direct current (UHVDC) system will connect Raigarh in Central India to Pugalur in the southern state of Tamil Nadu. The 1,830 kilometer (km) link will be among the longest in the world.
On 19 January 2018, ABB India inaugurated a new factory for the production of power distribution products in Nashik in Maharashtra. The best in class smart facility will be export focused. This factory is the only one in the ABB universe to manufacture certain categories of products and supply across the globe. The factory will manufacture outdoor products for substations like live tank vacuum-circuit breaker, auto reclosers and indoor ones like gas-insulated switchgear. The reclosers are used on overhead power distribution systems to detect and interrupt momentary faults and to improve uptime of the system. The gas-insulated switchgear (GIS), which occupy upto 45 percent less space than air insulated switchgears, freeing up space for power distribution and is very popular across industrial sectors like steel, cement, marine and also in distribution networks due to its high reliability and safety.
On 15 February 2018, ABB India announced the installation of an electric-vehicle fast charging station at NITI Aayog in the national capital. ABB's 50kW fast charging station can provide a full charge to an electric vehicle in only 30 minutes.
On 27 March 2018, ABB India inaugurated one of the first smart factories in Bangalore for the production of electrical protection and connection solutions. The facility will be located on the existing factory premises of Nelamangala in Bangalore, the start-up and IT capital of India. The smart factory, which is part of ABB's manufacturing 19-acre Nelamangala campus, will house the production line for the entire range of ABB's protection and connection business, which helps to protect power systems from surges and enables a reliable power supply for various installations. The Bangalore facility will manufacture ABB's range of air and molded case circuit breakers, electronic and thermal relays, contactors, pilot devices and ABB's latest range of plug and play low-voltage circuit breaker, Emax 2. The products are key in optimizing resources, reducing energy and life-cycle costs and boosting the productivity of industrial installations across sectors like process industries (cement, textile, chemicals, and metals), marine, data centers and automotive.
During the FY2019,the Bengaluru Bench of National Company Law Tribunal vide order dated November 27, 2019, sanctioned the Scheme of Arrangement between the Company, ABB Power Products and Systems India Limited (APPSIL) and respective shareholders & creditors involving the demerger of the power grids business of the Company to APPSIL under the provisions of Sections 230 - 232 and other applicable provisions of the Companies Act, 2013 (Scheme). The Scheme has become effective December 1, 2019. Pursuant to the sanctioned Scheme, APPSIL has allotted equity shares to the shareholders of the Company on December 24, 2019. Consequently as per the Scheme, the entire investment of Rs 1,00,000 (50,000 equity shares of Rs 2/- each) held by the Company and its nominee shareholders stand cancelled. Accordingly APPSIL ceased to be a Subsidiary of the Company. As per approved Scheme of Arrangement, APPSIL has allotted the equity shares to the eligible members of the Company and these equity shares have been listed In BSE Limited and National Stock Exchange of India Limited.
ABB Motion business recognized as wind generator manufacturing company - 2019' by India Wind Energy Forum. The company Won the 2019 Working Mother and Avtar Award for being among the best 100 companies for women in India.
During the FY2020, the Company has sold Company's Solar Inverter Business as a going concern on slump sale basis to a wholly owned Indian Subsidiary of Italian Company, FIMER S.p.A viz, 'Marici Solar India Private Limited', for a total value of Rs 105.63 Crore by way of Business Transfer Agreement (BTA) which was effective April 1, 2020.
The company bagged the coveted 'Technology of the YearGenerator' 2020 Award from India Wind Energy Forum (IWEF).
The COVID -19 pandemic is rapidly spreading throughout the world ABB's plants and offices were under nationwide lockdown since March 24, 2020. Effective middle of May 2020 as per the directives of Ministry of Home Affairs(MHA) wherein some relaxation was announced, the Company opened up its manufacturing activities in its locations across the country with 50% to 60% capacities after putting in place the due safety precautions and standard norms and processes prescribed by the MHA and the respective State Governments.
Effective January 1, 2021, Erstwhile Industrial Automation segment has been renamed as Process Automation.
In FY'21, Company secured first order for the supply of 25kV GIS for first Semi-High Speed Rail project in India. It commissioned air insulated switchgear (AIS) for Kanpur Metro, low voltage switchgears for Kolkata Metro. New sustainable products such as eco-efficient switchgears,
energy efficient smart meters, highest efficiency level IE5 motors were launched in 2021.
In 2021, the Faridabad facility which ramped up manufacturing of low voltage motors, was powered by 100% renewable energy. It completed the demerger of the Power Grids business.
During the year 2022, the Company sold investment into its wholly owned subsidiary, Turbocharging Industries and Services India Private Limited (TISPL), and resultant has ceased to be a wholly owned subsidiary of the Company. Energy efficiency projects were commissioned with specialized drives and motors from JW Marriott to Wonder Cement. In 2022, new products launched included specialized products like flame proof motors for explosive atmospheres and smart electric metering and energy monitoring solutions. The Company enhanced productivity into Smart Power Division by expanding the manufacturing facility with with ABB Cobots. The Digital Substation Products and Digital Systems Factory was opened in Vadodara, Gujarat in 2022. ABB Measurement & Analytics also opened their first Smart Instrumentation Factory in Bengaluru, to support the manufacturing hub.
The Company commissioned latest technology Breakers for largest software Software Manufacturing Companies; low Voltage Building Products in Hyderabad, Low voltage Electrical Switchgear & Panels to an IT Park & Low-Rise Apartment in NCR; ABB Make 25kV GIS became operational in 2022 for Phase I of service operations in Pune; installed 11kV Eco-GIS solution at premier fertilizer organization in Gujarat and installed ABB RMUs for India's flagship Highway in 2022.
ABB India Ltd
Company History
ABB India Ltd (Formerly Known as ABB Ltd) is one of the world's leading engineering companies, which helps customers to use electrical power effectively and to increase industrial productivity. The Company has extensive installed base for manufacturing and a countrywide marketing and service presence. They have served utility and industry customers with complete range of engineering, products, solutions and services in areas like Automation and Power Technology. They operate nearly 14 manufacturing plants in India and serving customers through the presence with more than 18 marketing offices, 8 service centers, 3 logistics warehouses and a network of over 800 channel partners.
The Company segments includes: power systems, which offers turnkey systems and services for transmission and distributions for power grid and power plants, instrumentation, control and balance of power plants; power products, which manufactures, engineers, supplies key components to transmit and distribute electricity, and also produces transformers, high and medium voltage switchgears, circuit breakers, capacitors, distribution relays; process automation, which provides integrated solutions and served oil and gas, power, chemicals and pharmaceuticals, pulps and paper, metals and minerals, marine and turbo charging industries; automation products, which provides motors, variable speed drives, low voltage products, instrumentation and power electronics; Others consists of robotics systems.
ABB India Ltd was incorporated on December 24, 1949 as Hindustan Electric Company Ltd. In September 24, 1965, the name of the company was changed to Hindustan Brown Boveri Ltd. In the year 1989, Asea Ltd was amalgamated with the company with effect from January 1, 1989 and the company changed their name to Asea Brown Boveri Ltd with effect from October 13, 1989. In the year 1995, Flakt India Ltd was amalgamated with the company with effect from October 5, 1995.
During the year 1994-95, ABB Zurich and Daimler-Benz AG, Germany established a joint venture company, namely 'ABB Daimler-Benz Transportation AG' (Adtranz) in Germany. Also, a subsidiary of Adtranz was incorporated in India namely, 'ABB Daimler-Benz Transportation Ltd' which took over the Transportation Business of the company with effect from January 1, 1996. In the year 1999, the power generation business was de-merged and transferred to ABB Alstom Power India Ltd with effect from April 1, 1999. The name of the company was changed to ABB Ltd with effect from April 16, 2003.
In the year 2004, the company introduced new range of wiring accessories including switches, regulators and sockets in the Indian market. They made major expansions in their installed capacity of Motors and Other Machines, Switchgear of all types, Turbochargers, Transformers, Electronic Control and Supply Units for Variable Speed Drives and Other applications Power Capacitors of all types. In July 12, 2004, the company divested their Control Valves Business to Kent Introl Pvt Ltd. They added several new products under Power Technologies and Automation Technologies divisions.
In the year 2005, the company won the first major equipment order for 765 KV extra-high voltage (EHV) transformers and shunt reactors from the National Thermal Power Corporation (NTPC) and Power Grid Corporation of India Ltd. They established a technology center in Nasik for medium voltage power technologies cater to the fast developing power distribution sector. In the year 2006, they entered into an MoU with IIT Delhi
In 2007, the company received an order worth Rs 186 crore for integrated power distribution management system. In September 2007, the company won an order Rs 933 million from KHD Humboldt Wedag GmbH, Germany, for providing a turnkey electrics and automation solution for a 5000 TPD capacity green-field cement plant at Katrana in Jordan. Also, the company was awarded a turnkey contract worth Rs 186 crores by Karnataka Power Transmission Corporation Ltd for implementing an integrated Network Manager SCADA/ EMS/DMS (Supervisory Control and Data Acquisition, Energy Management System, Distribution Management System) solution.
In October 2007, the company received orders worth Rs 512 crore from JSW and their associated companies, for providing turnkey power and automation solutions for their steel and power plant projects. In February 2008, the company was awarded orders worth Rs 330 crore for providing turnkey substation solutions and a range of power products to Powergrid Corporation of India Ltd (PGCIL) as part of their efforts to strengthen the transmission grid across the country.
In June 2008, the company won orders worth Rs 295 crore for providing power solution for JSW Energy for their upcoming thermal power plant in Ratnagiri. In July 2008, the company won an order of Rs 312 crore for design, supply, installation, testing and commissioning of electrical products and systems for a new terminal T3 at Indira Gandhi International Airport in Delhi, India. Also, they won orders worth Rs 455 crore from Vedanta Aluminium Ltd for providing automation and power products, systems and solutions for expansion of their aluminium smelter plant at Jharsuguda in Orissa.
In December 2009, the company won an order worth Rs 506 crore from Bangalore Metro Rail Corporation Ltd for providing power solutions for a planned metro network in Bangalore. In March 2010, the company won orders worth $22 from Haryana Vidyut Prasaran Nigam Limited (HVPNL), a state-owned power utility in northern India for providing four turnkey substations for the regional grid.
In October 2010, the company acquired the business of Metsys Engineering and Consultancy Pvt Ltd (Metsys), based in Bangalore, a private limited company engaged in providing engineering services/consultancy and optimized solutions to OEMs/End customers mainly in Metal industry, for a total consideration of Rs 84.6 million.
In May 2011, the company entered into an agreement with ABB Global Industries and services Ltd, to purchase and acquire the assets and liabilities of three businesses, namely Transformer Insulation - Boards and Components,Low Voltage Breakers and Switches and Vacuum Interrupters for an aggregate consideration of Rs 40,000 lakh on a slump sale basis with effect from April 01, 2011.
In August 2011, the company won orders worth INR161 million to supply turnkey power and automation solution for three photovoltaic solar power plants with a combined capacity of 11 megawatts (MW) in India. Also, they won an order worth around USD 1 billion from the Dutch-German network operator TenneT on a power link for transmitting high voltage direct current (HVDC), which will connect the offshore wind in the North Sea to the grid on the German mainland. In December 2011, the company won an order worth about Rs 175 crore from Powergrid Corporation of India Ltd to supply equipment for the Champa transmission substation in the central Indian state of Chhattisgarh.
The company acquired 100% equity shares of Baldor Electric India Pvt Ltd, Pune, from Baldor Holdings Inc, USA and Baldor Electric Switzerland AG, Switzerland for a total consideration of Rs 3390 lakh. Baldor became a wholly owned subsidiary of the company with effect from December 1, 2011.
In 2012, the company wins Rs.75 crore order in India to power metro for pink city Jaipur(Rajasthan). The company also wins Rs 175 crore order to strengthen Western India's Power Grid.
In 2013, the company inaugurates two new manufacturing plants for power products in India. During the year the company's name was changed name from ABB Ltd. to ABB India Ltd. During 2014, the company set up a substation in Southern India to help meet growing power demand. The company also commissions world record voltage circuit breaker during the year under review. The company wins Rs. 334 Crore orders to boost power capacity and strengthen during the year. The company also wins power products orders worth Rs. 310 crore in India during the year under review.
In 2015, the company won an order worth Rs 256 crore from Ceylon Electricity Board (CEB), Sri Lanka. During the year, the company also won an order of Rs 90 crore from Techno Electric and Engineering Company (Techno). During the year, the company launches freehome - Making home automation easier than ever. The company also wins Rs.125 crore order to upgrade three substations in agricultural belt. The company during the year also secured orders worth Rs 119 crore to provide plant electrification, automation and substation solutions for solar power plants. During the year under review, the company also introduced the first 800 kilovolt (kV) converter transformer which is manufactured at their Vadodara facility in Gujarat.
On 5 April 2016, ABB India announced that it has signed a memorandum of understanding with the Indian Institute of Technology Madras (IITM) to enter a technical cooperation to build microgrids as well as joint R&D in the field of rural electrification, utilization of natural non-fossil resources, battery energy storage and their connection to loads and main grid. IITM and ABB will jointly work to design, build and supply equipment for up to two such microgrids in rural areas. Along with ABB equipment, the microgrid will enable homes to be fitted with energy efficient DC devices like LED bulbs, TV, Cell phone charges, Brushless DC motor based fans, specially designed by IITM. The project shall be managed by IITM till the transfer of the installations to the local distribution utility (DISCOM).
On 1 September 2016, ABB India inaugurated a new solar inverter manufacturing facility in Bengaluru. The facility is set to double the solar inverter manufacturing capacity of the company. On 14 September 2016, ABB India announced that it has commissioned a state-of-the-art solution for shore-to-ship power supply for ships at the V.O.Chidambaranar Port, formerly the Tuticorin Port. This solution expands the scope of the green agenda beyond renewable power to technology, which will enable ships docking at a port to plug for power instead of running on polluting diesel generators and using expensive power.
On 7 October 2016, ABB India announced that it has developed, manufactured and energized a 1,200-kilovolt (kV) ultrahigh voltage power transformer to support India's plans to build a 1,200 kV transmission system, supplementing the existing 400 kV and 800 kV transmission grid as demand for electricity increases. This 1.2 million volt transformer represents the highest alternating current voltage level in the world and is installed at the national test station at Bina, Madhya Pradesh in Central India, as part of a collaborative initiative by the country's central transmission utility, Power Grid Corporation of India Limited (POWERGRID). The transformer was manufactured and tested at ABB's facility in Vadodara.
On 5 December 2016, ABB India announced that it has signed an MoU with NITTTR to establish a first of its kind SCoE for teachers, students and industry engineers to develop a deeper understanding of the underlying multi-physics and design principles for the manufacturing of various best in class electro-mechanical equipment in India. The electro-mechanical equipment industry is a critical element in the success of the proposed exponential growth in the Indian power sector and needs to reach a quality level among the best in class to become a manufacturing hub of global repute.
On 21 March 2017, ABB India announced that it has restored and modernized the critical 1,035 MW Sharavathi hydropower plant in Karnataka, which approximately accounts for 25 percent of the state utility Karnataka Power Corporation's power generation.
On 4 May 2017, ABB India inaugurated two new facilities that support the nation's digital transformation, energy saving technology and rise in industrial productivity. In Bengaluru, ABB India launched India's first digitalized remote service center for its energy saving drives solutions and added a new production line for digitalized low voltage drives. The ABB remote service center will provide 24x7 access to information and support on drives installed at customer facilities for predictive maintenance and condition monitoring for all industries including power, cement, oil and gas, metals, food & beverage and many other applications. The new center is the third of its kind in the ABB global footprint and is now fully activated in India. It will support customer installations in India and around the world.
On 30 August 2017, ABB India announced that it has surpassed the 5 GW milestone for the supply of solar inverters in India. Inverters are the heart of solar installations and ABB pioneered inverter production in the country in 2012.
On 10 January 2017, ABB India announced that it has won a mega Rs 4350 crore project from Power Grid Corporation of India Limited to deliver a transmission link that will have the capacity to bring reliable electricity to more than 80 million people. The Raigarh-Pugalur 800 kilovolt (kV) ultrahigh-voltage direct current (UHVDC) system will connect Raigarh in Central India to Pugalur in the southern state of Tamil Nadu. The 1,830 kilometer (km) link will be among the longest in the world.
On 19 January 2018, ABB India inaugurated a new factory for the production of power distribution products in Nashik in Maharashtra. The best in class smart facility will be export focused. This factory is the only one in the ABB universe to manufacture certain categories of products and supply across the globe. The factory will manufacture outdoor products for substations like live tank vacuum-circuit breaker, auto reclosers and indoor ones like gas-insulated switchgear. The reclosers are used on overhead power distribution systems to detect and interrupt momentary faults and to improve uptime of the system. The gas-insulated switchgear (GIS), which occupy upto 45 percent less space than air insulated switchgears, freeing up space for power distribution and is very popular across industrial sectors like steel, cement, marine and also in distribution networks due to its high reliability and safety.
On 15 February 2018, ABB India announced the installation of an electric-vehicle fast charging station at NITI Aayog in the national capital. ABB's 50kW fast charging station can provide a full charge to an electric vehicle in only 30 minutes.
On 27 March 2018, ABB India inaugurated one of the first smart factories in Bangalore for the production of electrical protection and connection solutions. The facility will be located on the existing factory premises of Nelamangala in Bangalore, the start-up and IT capital of India. The smart factory, which is part of ABB's manufacturing 19-acre Nelamangala campus, will house the production line for the entire range of ABB's protection and connection business, which helps to protect power systems from surges and enables a reliable power supply for various installations. The Bangalore facility will manufacture ABB's range of air and molded case circuit breakers, electronic and thermal relays, contactors, pilot devices and ABB's latest range of plug and play low-voltage circuit breaker, Emax 2. The products are key in optimizing resources, reducing energy and life-cycle costs and boosting the productivity of industrial installations across sectors like process industries (cement, textile, chemicals, and metals), marine, data centers and automotive.
During the FY2019,the Bengaluru Bench of National Company Law Tribunal vide order dated November 27, 2019, sanctioned the Scheme of Arrangement between the Company, ABB Power Products and Systems India Limited (APPSIL) and respective shareholders & creditors involving the demerger of the power grids business of the Company to APPSIL under the provisions of Sections 230 - 232 and other applicable provisions of the Companies Act, 2013 (Scheme). The Scheme has become effective December 1, 2019. Pursuant to the sanctioned Scheme, APPSIL has allotted equity shares to the shareholders of the Company on December 24, 2019. Consequently as per the Scheme, the entire investment of Rs 1,00,000 (50,000 equity shares of Rs 2/- each) held by the Company and its nominee shareholders stand cancelled. Accordingly APPSIL ceased to be a Subsidiary of the Company. As per approved Scheme of Arrangement, APPSIL has allotted the equity shares to the eligible members of the Company and these equity shares have been listed In BSE Limited and National Stock Exchange of India Limited.
ABB Motion business recognized as wind generator manufacturing company - 2019' by India Wind Energy Forum. The company Won the 2019 Working Mother and Avtar Award for being among the best 100 companies for women in India.
During the FY2020, the Company has sold Company's Solar Inverter Business as a going concern on slump sale basis to a wholly owned Indian Subsidiary of Italian Company, FIMER S.p.A viz, 'Marici Solar India Private Limited', for a total value of Rs 105.63 Crore by way of Business Transfer Agreement (BTA) which was effective April 1, 2020.
The company bagged the coveted 'Technology of the YearGenerator' 2020 Award from India Wind Energy Forum (IWEF).
The COVID -19 pandemic is rapidly spreading throughout the world ABB's plants and offices were under nationwide lockdown since March 24, 2020. Effective middle of May 2020 as per the directives of Ministry of Home Affairs(MHA) wherein some relaxation was announced, the Company opened up its manufacturing activities in its locations across the country with 50% to 60% capacities after putting in place the due safety precautions and standard norms and processes prescribed by the MHA and the respective State Governments.
Effective January 1, 2021, Erstwhile Industrial Automation segment has been renamed as Process Automation.
In FY'21, Company secured first order for the supply of 25kV GIS for first Semi-High Speed Rail project in India. It commissioned air insulated switchgear (AIS) for Kanpur Metro, low voltage switchgears for Kolkata Metro. New sustainable products such as eco-efficient switchgears,
energy efficient smart meters, highest efficiency level IE5 motors were launched in 2021.
In 2021, the Faridabad facility which ramped up manufacturing of low voltage motors, was powered by 100% renewable energy. It completed the demerger of the Power Grids business.
During the year 2022, the Company sold investment into its wholly owned subsidiary, Turbocharging Industries and Services India Private Limited (TISPL), and resultant has ceased to be a wholly owned subsidiary of the Company. Energy efficiency projects were commissioned with specialized drives and motors from JW Marriott to Wonder Cement. In 2022, new products launched included specialized products like flame proof motors for explosive atmospheres and smart electric metering and energy monitoring solutions. The Company enhanced productivity into Smart Power Division by expanding the manufacturing facility with with ABB Cobots. The Digital Substation Products and Digital Systems Factory was opened in Vadodara, Gujarat in 2022. ABB Measurement & Analytics also opened their first Smart Instrumentation Factory in Bengaluru, to support the manufacturing hub.
The Company commissioned latest technology Breakers for largest software Software Manufacturing Companies; low Voltage Building Products in Hyderabad, Low voltage Electrical Switchgear & Panels to an IT Park & Low-Rise Apartment in NCR; ABB Make 25kV GIS became operational in 2022 for Phase I of service operations in Pune; installed 11kV Eco-GIS solution at premier fertilizer organization in Gujarat and installed ABB RMUs for India's flagship Highway in 2022.
ABB India Ltd
Directors Reports
Your Directors have pleasure in presenting their Seventy Second Annual Report and
Audited Accounts for the year ended December 31, 2021.
1. Financial Results:
(Rs in Crores)
| Particulars |
For the year ended |
|
December 31, 2021 |
December 31, 2020 |
| Profit before tax and exceptional items |
585.85 |
230.59 |
| Profit before tax and after exceptional items |
707.19 |
289.38 |
| Tax expense: |
|
|
| - Current tax |
176.85 |
71.71 |
| - Deferred tax |
10.63 |
(1.55) |
| Profit after tax |
519.71 |
219.22 |
| Other comprehensive income/ (loss) (net of tax) |
25.05 |
(28.18) |
| Balance brought forward from previous year |
921.17 |
834.90 |
| Amount available for appropriation |
1,465.93 |
1,025.94 |
| Demerger adjustment |
- |
- |
| Change in Accounting Policy (Net of Tax) |
- |
(3.05) |
| Appropriations: |
|
|
| Equity dividend paid |
105.95 |
101.72 |
| Tax on equity dividend paid |
- |
- |
| Balance carried forward |
1,359.98 |
921.17 |
2. Dividend:
Your Directors recommend payment of a dividend at the rate of Rs. 5.20 (Rupees Five and
paise Twenty only) per share for the year ended December 31, 2021 on 211,908,375 equity
shares of Rs 2/- each.
3. Share capital:
During the year under review, there was no change in share capital of the Company.
4. Performance review:
During the year, orders from continuing operations touched Rs 7,666 crore as against Rs
5,932 crore in the Previous Year. The year 2021 was a year of unprecedented challenges,
but the Company's agile business model helped to navigate headwinds and deliver consistent
profitable performance for the year. The order backlog at the end of the year held steady
at Rs 4,912 crore which continued to provide visibility to the future revenue streams. The
revenue from continuing operations for the Company for the year 2021 stood at Rs 6,934
crore as against Rs 5,821 crore in the previous year, reflecting a year of unprecedented
changes brought about by the pandemic. For the full year, the Company's profit before tax
stood at Rs 724crore (after accounting for net impact of 121 crore due to exceptional
items) compared to Rs 304 crore in 2020. Profit after tax for the year was Rs 532 crore as
compared to Rs 230 crore last year. On an overall basis, the catalysts for improved
profitability include efficient opex management, better mix, improved service and product
revenues, supported by a sharp focus on cost savings. The earnings per share for 2021
stood at Rs 25.13 per share as compared to 10.87 per share in 2020 for continuing
operations without Power Grids.
For detailed analysis of the performance, please refer to the Management's Discussion
and Analysis given in Annexure - A, forming part of this Report.
5. Annual Return:
The Annual Return of the Company as on December 31, 2021 in Form MGT - 7 in accordance
with Section 92(3) of the Act read with the Companies (Management and Administration)
Rules, 2014, is available on the website of the Company at: https://search.abb.com/
library/Download.aspx?DocumentlD=9AKK108466A7342&LanguageCode=en&DocumentPartld=&Action=
Launch
6. Board Meetings held during the year:
During the year, seven meetings of the Board of Directors were held and one meeting of
Independent Directors was also held. The details of the meetings are furnished in the
Corporate Governance Report.
7. Compliance on criteria of independence by the Independent Directors:
All Independent Directors of the Company have given declarations to the Company under
Section 149 (7) of the Act that, they meet the criteria of independence as provided in
Sub-Section 6 of Section 149 of the Act and also under the SEBI (Listing Obligation and
Disclosure Requirements) Regulations, 2015 (Listing Regulations) and that their names have
been included in the data bank of Independent Directors as prescribed under the Act. In
the opinion of the Board, the Independent Directors of the Company possess necessary
expertise, integrity and experience.
8. Nomination and Remuneration Policy of the Company:
The Nomination and Remuneration Policy of the Company for appointment and remuneration
of the Directors, Key Managerial Personnel (KMP) and Senior Management of the Company
along with other related matters have been provided in the Corporate Governance Report.
As and when need arises to appoint Director, KMP and Senior Management Personnel, the
Nomination and Remuneration Committee (NRC) of the Company will determine the criteria
based on the specific requirements. NRC, while recommending candidature to the Board,
takes into consideration the qualification, attributes, experience and independence of the
candidate. Director(s), KMP(s) and Senior Management Personnel appointment and
remuneration will be as per NRC Policy of the Company.
The salient features of the Nomination and Remuneration Policy of the Company has been
disclosed in the Corporate Governance Report, which is a part of this report. The said
Policy is available on the Company's website on https://new.abb.com/
indian-subcontinent/investors/documents-policies
A Statement of Disclosure of Remuneration pursuant to Section 197 of the Act read with
Rule 5(1) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014,
is given in Annexure - B, forming part of this report.
9. Dividend Distribution Policy:
As required under the Regulation 43A of the Listing Regulations, the Company has a
Policy on Dividend Distribution. This Policy can be accessed on the Company's website at
www.abb.co.in
10. Particulars of loans, guarantees or investments under Section 186 of the Act:
Your Company has not borrowed any loan or provided any guarantee and / or made any
investment within the meaning of Section 186 of the Act during the year under review.
11. Amount, if any, proposed to be transferred to Reserves:
During the year under review, the Company has not proposed to transfer any amount to
General Reserves.
12. Material changes and commitment, if any, affecting financial position of the
Company from the end of Financial Year and till the date of this Report:
There has been no material change and commitment, affecting the financial performance
of the Company that occurred between the end of the Financial Year of the Company to which
the Financial Statements relate and the date of this Report.
13. Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo:
The particulars as prescribed under Section 134 of the Act read with Rule 8 (3) of the
Companies (Accounts) Rules, 2014, relating to Conservation of Energy, Technology
Absorption, Foreign Exchange Earnings and Outgo are given in Annexure - C, forming
part of this report.
14. Risk Management Policy:
The Company has a Risk Management Policy and constituted a Risk Management Committee as
required under Listing Regulations. The Committee oversees the Risk Management process
including risk identification, impact assessment, effective implementation of the
mitigation plans, risk reporting and carries out other related activities as per the
Listing Regulations. The purpose of the Committee is to assist the Board of Directors in
fulfilling its oversight responsibilities with regard to enterprise risk management.
The details and the process of Risk Management as implemented in the Company are
provided as part of Management's Discussion and Analysis which forms part of this Report.
15. Corporate Social Responsibility (CSR) initiatives:
The Company has a Policy on Corporate Social Responsibility and has constituted a CSR
Committee as required under the Act for implementing various CSR activities. Composition
of the Committee and other details are provided in Corporate Governance Report. The
Company's focus on CSR activities are pre-dominantly in the areas of Education, Diversity
and inclusion in the fabric of society, Environment and Social Issues of the Communities.
The Company has implemented various CSR projects directly and / or through implementing
partners and the projects undertaken by the Company are in accordance with Schedule VII of
the Act. During the year under review, the Company has spent the required amount on CSR
activities.
Detailed report on CSR activities as required under the Companies (Corporate Social
Responsibility Policy) Rules, 2014 is given in Annexure - D, forming part of this
report.
16. Annual evaluation of Board, its Committees and Individual Directors:
The Board of Directors has carried out an annual evaluation of its own performance, its
Committees and Directors pursuant to the requirements of the Act and the Listing
Regulations. The Board evaluation was conducted through questionnaire designed with
qualitative parameters and feedback based on ratings.
The key parameters considered for Board evaluation for Financial Year 2021 are Board
Membership, Board's Culture and Relationships with Key Constituencies, Board
Responsibilities, Decision Making and Board Committees. During evaluation process, the
Directors have given rating of either ‘Strongly agree' / ‘Agree' on various
assessment questions for Financial Year 2021 which is very encouraging.
The performance of the committees was also evaluated after seeking inputs from the
committee members on the basis of criteria such as the composition of committees,
independence of each Committee, frequency of meetings and time allocated for discussions
at meetings, effectiveness of committee meetings, etc.
Further, the Independent Directors, at their exclusive meeting held during the year,
reviewed the performance of the Board, its Chairman and Nonexecutive Directors and other
items as stipulated under the Listing Regulations.
17. Audit Committee:
The details pertaining to composition of the Audit Committee and terms of reference are
included in the Corporate Governance Report, which forms part of this Report.
18. Sale of Company's Turbocharger Business:
Based on the decision of ABB Group globally and due to declining diesel engine market
segment in India combined with restricted access to global technology and operational
network, Turbocharger business would not be sustainable and hence felt by the Company's
management that it would be worthwhile to exit from the said business by
divesting/selling. Hence, at the Board Meeting held on December 21, 2021 based on the
recommendation of the Audit Committee, it was decided to divest/sale Company's
turbocharger business in the process automation business segment ("Turbocharger
Business") as a going concern, on a slump sale basis to a wholly owned subsidiary, to
be incorporated by the Company for consideration price of ?310 crores which was arrived
based on the average price of valuations derived by valuers appointed by the Company.
For the purpose of transfer of Company's Turbocharger Business, the Board has also
approved to incorporate a wholly owned subsidiary. Accordingly, your Company has
incorporated its wholly owned subsidiary i.e., Turbocharging Industries and Services India
Private Limited, on January 31, 2022.
19. Names of companies which have become or ceased to be Subsidiaries, joint ventures
or associate companies during the year :
During the year under review, no company has become or ceased to be Subsidiaries, joint
ventures or associate companies.
However, based on the recommendation of the Audit Committee and the Board at its
Meeting held on December 21, 2021 has approved to incorporate a wholly owned subsidiary
("WoS") and to invest ?315,00,00,000 (Rupees Three Hundred Fifteen Crores only)
in the WoS by way of equity infusion and subscription to the memorandum of association of
the WoS. Accordingly, your Company has incorporated its WoS i.e., Turbocharging Industries
and Services India Private Limited, on January 31, 2022.
20. Related Party Transactions:
The Board of Directors has adopted a policy on Related Party Transactions. The
objective is to ensure proper approval, disclosure and reporting of transactions as
applicable, between the Company and any of its related parties. All contracts or
arrangements with related parties, entered into or modified during the financial year were
at arm's length basis and in the ordinary course of the Company's business except the
transactions reported here in below:
During the financial year various lease and service agreements have been entered with
Hitachi Energy India Limited (formerly known as ABB Power Products and Systems India
Limited). These transactions fall within the definition of Related Party Transaction under
the provisions of Section 188 of the Companies Act, 2013 (the Act), requiring disclosures
to be made in Form No.AOC-2 pursuant to Section 134 of the Act read with Rule 8 of the
Companies (Accounts) Rules, 2014 which is attached as Annexure-E.
All contracts or arrangements were entered into only with prior approval of the Audit
Committee, except transactions which qualified as Omnibus transactions as permitted under
law.
The Company has appointed Ernst & Young LLP (EY) to review the approved Related
Party Transactions, to verify and ensure and confirm that the transactions carried out
were in the ordinary course of business and at arm's length basis. EY submits its Report
to the Audit Committee at its meetings on quarterly basis.
Transactions with related parties, as per the requirements of Indian Accounting
Standard 24 are disclosed in the notes to accounts annexed to the financial statements.
Your Company's Policy on Related Party Transactions, as adopted by your Board, can be
accessed on the Company's website. Link for the same is: https://new.abb.com/docs/
librariesprovider19/default- document- library/
related-party-transaction-policy.pdf?sfvrsn=2
21. Reporting of frauds:
There was no instance of fraud during the year under review, which required the
Statutory Auditors to report to the Audit Committee and/or Board under Section 143(12) of
the Act and Rules framed thereunder.
22. Transfer to Investor Education and Protection Fund:
As required under Section 124 of the Act, the unclaimed dividend amount aggregating to
Rs.32.16 lakh lying with the Company for a period of seven years pertaining to the
financial year ended on December 31, 2013, was transferred during the Financial Year 2021,
to the Investor Education and Protection Fund established by the Central Government.
23. Particulars of Employees:
The information on employee particulars as required under Section 197(12) of the Act
read with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 as amended from time to time, are given in Annexure - F, forming
part of this report. In terms of Section 136 of the Act, the Report and Financial
Statements are being sent to the Members and others entitled thereto, excluding this
Annexure. This Annexure shall be provided to Members on a specific request made in writing
to the Company. The said information is available for electronic inspection by the Members
on any working day of the Company up to the date of the 72nd Annual General Meeting.
24. Directors' Responsibility Statement:
To the best of their knowledge and belief and according to the information and
explanations obtained by them, your Directors make the following statements in terms of
Section 134(3)(c) and 134(5) of the Act, that:
(a) that in the preparation of the annual accounts, the applicable accounting standards
have been followed along with proper explanation relating to material departures;
(b) they had selected such accounting policies and applied them consistently and made
judgments and estimates that are reasonable and prudent so as to give a true and fair view
of the state of affairs of the Company at December 31, 2021 and of the profit and loss of
the Company for the year ended on that date;
(c) they have taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of the Act for safeguarding the
assets of the Company and for preventing and detecting fraud and other irregularities;
(d) they have prepared the annual accounts on a going concern basis;
(e) they have laid down internal financial controls to be followed by the Company and
that such internal financial controls are adequate and were operating effectively; and
(f) they have devised proper systems to ensure compliance with the provisions of all
applicable laws and that such systems were adequate and operating effectively.
25. Disclosure on confirmation with the Secretarial Standards:
Your Directors confirm that the applicable Secretarial Standards issued by the
Institute of Company Secretaries of India have been duly complied with.
26. Corporate Governance Report and Certificate:
As required under Regulation 34 (3) read with Schedule V (C) of the Listing
Regulations, a report on Corporate Governance and the certificate as required under
Schedule V (E) of the Listing Regulations from Messrs V. Sreedharan & Associates,
Practicing Company Secretaries, regarding compliance of conditions of Corporate Governance
are given in Annexure - G and Annexure - H respectively, forming part of
this report.
27. Business Responsibility and Sustainability Report:
As required under Regulation 34 of the Listing Regulations, the Business Responsibility
and Sustainability Report forms part of the Annual Report.
28. Whistle Blower Policy:
The Company has a Vigil Mechanism for Directors and Employees to report their concerns
about unethical behavior, actual or suspected fraud or violation of the Company's Code of
Conduct. The mechanism provides for adequate safeguards against victimization of
Director(s) and Employee(s) who avail of the mechanism.
The Whistle Blower Policy is available on Company's website at www.abb.co.in
29. Directors and Key Managerial Personnel:
Mr Jean-Christophe Deslarzes (DIN: 08064621), Chairman & Non-Executive,
Non-Independent Director resigned from the office of Chairman and Director with effect
from February 10, 2021 before the expiry of his term. Consequently, the Board of Directors
of the Company at its meeting held on February 10, 2021 appointed Ms. Maria Rosaria
Varsellona (DIN: 08892891) as Director (Non-executive and Non-independent) of the Company
effect from February 10, 2021 liable to retire by rotation and which was approved by the
Shareholders at the Annual General Meeting held on April 28, 2021.
The Board of Directors of the Company at their meeting held on February 10, 2021
appointed Mr Morten Wierod (DIN: 08753868), Non-Executive Non-Independent Director as
Chairman of the Board of Directors of the Company.
Ms. Gopika Pant (DIN: 00388675) was appointed as Independent Director by the Board of
Directors effect from April 27, 2021 for term of three consecutive years effective April
27, 2021 and which was approved by the shareholders through postal ballot on June 26,
2021.
Mr Darius E Udwadia (DIN: 00009755), Independent Director resigned effect from April
28, 2021 and Ms. Maria Rosaria Varsellona (DIN: 08892891), Nonexecutive Non-independent
Director resigned effective March 31, 2022.
Subject to approval of the shareholders, Mr. Sanjeev Sharma (DIN: 07362344), was
re-appointed as Managing Director on June 11, 2021 by the Board of Directors for a term of
five consecutive years effect from January 1, 2022. Accordingly, the proposal for his
re-appointment is included in the Notice of Annual General Meeting for approval of the
Shareholders of the Company.
The Board of Directors of the Company at its meeting held on February 10, 2022
appointed Ms Carolina Yvonne Granat (DIN: 09477744), as Director (Non-executive and
Non-independent) of the Company with effect from April, 1, 2022, liable to retire by
rotation, subject to approval of the Shareholders. Accordingly, the proposal for her
appointment is included in the Notice of Annual General Meeting for approval of the
Shareholders of the Company. Necessary Notice under Section 160 of the Act has been
received from Members proposing the candidature of the aforesaid Director of the Company.
In accordance with the provisions of the Act read with Article 157 of the Articles of
Association of the Company, Mr. Morten Wierod, Director, will retire by rotation at the
ensuing Annual General Meeting of the Company, and being eligible, offers himself for
re-appointment.
Due to unfortunate demise of Mr. B Gururaj, Company Secretary of the Company, on April
12, 2021, Mr. Sunil L Naik (ACS 15414) was appointed as the Company Secretary and
Compliance Officer of the Company by the Board of Directors effect from October 6, 2021.
Consequent to the resignation of Mr. Naik on December 21, 2021, Mr. Trivikram Guda (ACS
17685) was appointed by the Board as the Company Secretary of the Company who will be a
Key Managerial Personnel and Compliance Officer of the Company effect from December 22,
2021.
Apart from aforesaid changes there are no changes in Directors and Key Managerial
Personnel of the Company. Details of Directors, Key Managerial Personnel and composition
of various Committees of the Board are provided in the Corporate Governance Report forming
part of this report.
As on date, Mr. Sanjeev Sharma (DIN: 07362344), Managing Director, Mr. T.K. Sridhar,
Chief Financial Officer, and Mr. Trivikram Guda, Company Secretary are the Key Managerial
Personnel of the Company.
30. Deposits:
During the year under review, your Company did not accept any deposit within the
meaning of the provisions of Chapter V - Acceptance of Deposits by Companies, of the Act
read with the Companies (Acceptance of Deposits) Rules, 2014.
31. Significant and Material Orders Passed by the Regulators or Courts or Tribunals
impacting the going concern status of the Company:
There has been no significant and material order passed by the Regulators or Courts or
Tribunals impacting the going concern status and Company's operations.
32. Internal Control Systems and their adequacy:
The details on Internal Control Systems and their adequacy are provided in the
Management's Discussion and Analysis which forms part of this Report.
33. Disclosure as per the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013:
The Company has zero tolerance towards sexual harassment at the workplace and has
adopted a policy on prevention, prohibition and redressal of sexual harassment at
workplace in line with the provisions of the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013 and the Rules thereunder. As required
under law, an Internal Committee has been constituted for reporting and conducting inquiry
into the complaints made by the victim on the harassments at the work place. During the
year 2021, one complaint of sexual harassment was received, which is under investigation.
Except the case mentioned herein, there is no other complaint of sexual harassment pending
as at the date of this report.
34. Statutory Auditors:
M/s. B S R & Co. LLP, Chartered Accountants (Firm Registration
No.101248W/W-100022), were appointed as Statutory Auditors of the Company at the 67th AGM
held on May 9, 2017, to hold office till the conclusion of the ensuing 72nd AGM.
M/s. B S R & Co. LLP, Chartered Accountants are eligible to be re-appointed for a
further term of 5 (five) years, in terms of provisions of Sections 139 and 141 of the Act.
Accordingly, the Board of Directors of the Company at their meeting held on February
10, 2022 on the recommendation of the Audit Committee and subject to the approval of the
shareholders of the Company at the ensuing AGM, have approved the re-appointment of M/s. B
S R & Co. LLP, Chartered Accountants (Firm Registration No. 101248W/W-100022), as the
Statutory Auditors, for a further period of 5 (five) years from the conclusion of the 72nd
AGM.
The Company has received written consent and certificate of eligibility in accordance
with Sections 139, 141 and other applicable provisions of the Act and Rules issued
thereunder, from M/s. B S R & Co. LLP. They have confirmed to hold a valid certificate
issued by the Peer Review Board of the Institute of Chartered Accountants of India (ICAI)
as required under the Listing Regulations.
The Auditors have issued an unmodified opinion on the Financial Statements, for the
financial year ended December 31, 2021. The said Auditors' Report(s) for the financial
year ended December 31, 2021 on the financial statements of the Company forms part of this
Annual Report.
35. Cost Auditor:
In terms of the provisions of Section 148 of the Act read with the Companies (Cost
Records and Audit) Rules, 2014 as amended from time to time, the Board of Directors, on
the recommendation of the Audit Committee, has appointed Messrs Ashwin Solanki &
Associates, Cost Accountants (Registration No: 100392) as Cost Auditor of the Company, for
the financial year ending December 31, 2022, on a remuneration as mentioned in the Notice
convening the 72nd Annual General Meeting for conducting the audit of the cost records
maintained by the Company.
A Certificate from Messrs Ashwin Solanki & Associates, Cost Accountants has been
received to the effect that their appointment as Cost Auditor of the Company, if made,
would be in accordance with the limits specified under Section 141 of the Act and Rules
framed thereunder.
A resolution seeking Members' approval for remuneration payable to Cost Auditor forms
part of the Notice of the 72nd Annual General Meeting of the Company and same is
recommended for your consideration.
Cost Audit and Compliance reports for the year 2020 were filed with the Registrar of
Companies, within the prescribed time limit.
36. Insolvency and Bankruptcy Code, 2016:
During the financial year, neither any application nor any proceeding is initiated
against the Company under the Insolvency and Bankruptcy Code, 2016.
37. Settlements with Banks or Financial Institutions:
During the financial year no settlements were made by the Company with any Banks or
Financial Institutions.
38. Secretarial Audit:
Pursuant to provisions of Section 204 of the Act read with Rule 9 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 and amendments thereto
and SEBI Listing Regulations, your Company engaged the services of Messrs BMP & Co.
LLP, Company Secretaries, Bengaluru, to conduct the Secretarial Audit of the Company for
the financial year ended December 31, 2021. The Secretarial Audit Report along with their
observations is given in Annexure- I, forming part of this report.
39. Change of Registered Office:
Effective October 6, 2021, your Company's Registered Office address is updated as
"Disha - 3rd Floor, Plot No. 5 & 6, 2nd Stage, Peenya Industrial Area IV, Peenya,
Bengaluru - 560 058, Karnataka".
40. Acknowledgements:
The Board of Directors take this opportunity to thank the Company's parent company,
customers, members, suppliers, bankers, associates, Central and State Governments and
employees at all levels for their support and co-operation extended to the Company during
the year.
|
For and on behalf of the Board |
|
Morten Wierod |
|
Chairman |
|
DIN: 08753868 |
| Place: Bengaluru |
|
| Date: February 10, 2022 |
|