Mar 31, 2023
Your Directors are pleased to present the Thirteenth (13th) Annual Report on the business and operations of Schneider Electric Infrastructure Limited (âthe Companyâ) along with the Audited Financial Statements for the year ended March 31, 2023.
Financial Year 2022-23 |
('' in million) Financial Year 2021-22 |
|
Sales and Services |
17,771.86 |
15,303.39 |
EBITDA |
1,799.00 |
958.94 |
(As percentage of sales) |
10.12% |
6.27% |
Depreciation |
185.36 |
172.73 |
EBIT |
1,766.67 |
786.21 |
Interest, net |
530.44 |
484.89 |
Exceptional Items |
(153.03) |
26 |
Profit/(Loss) after tax |
1,236.23 |
276.22 |
Results of Operations and State of Companyâs affairs
Highlights of the Company''s financial performance for the year ended March 31, 2023 are as under:
The Operating Revenue of the Company was at '' 17,771.86 million for financial year ended on March 31, 2023, compared to '' 15,303.39 million in financial year 2021-22. The increased profit after tax for the financial year 2022-23 stood at '' 1,236.23 million compared to '' 276.22 million reported in the previous year.
The update on quarterly and annual performance is shared with the members at appropriate times through publication of results, discussions at the analyst calls and uploading it on the Company''s website.
Any other material changes and commitments
During the year under review, the Board of Directors of your Company in their meeting held on September 6, 2022, approved establishing a manufacturing unit in Kolkata to enhance the production capacity of Vacuum Interrupters & Vacuum Circuit Breakers to leverage the growth opportunities in a fast-changing business environment. The Company is on-track to commission its factory and start commercial production. The intimation in this regard with all requisite information, was submitted with the stock exchanges where shares of the Company are listed, for information to public at large.
No other material changes and commitments except as detailed above, affecting the financial position of the Company occurred during the financial year till the date of signing this report.
Dividend and Dividend Distribution Policy
Keeping in view the Company''s fund requirement for current expansion plan, your Directors have not recommended any dividend for the year ended March 31, 2023.
Your Company has formulated Dividend Distribution Policy in accordance with Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (âthe Listing Regulationsâ) and any amendments thereto, for bringing transparency in the matter of declaration of dividend and to protect the interest of investors.
The policy can be accessed on the website of the Company at https://download.schneider-electric.com/files?p enDocType = Institutional Document&p Doc Ref=Dividend Distribution 2018.
The details of reserves are provided under the note on equity in the financial statements.
During the period under review, there was no change in the capital structure of the Company. The Authorised Share Capital of the Company is '' 2,300,000,000 divided into 250,000,000 Equity Shares of ''2 each and 180,000,000 Cumulative Redeemable Preference Shares of '' 10 each.
The paid-up share capital is '' 2,198,208,070/- as on March 31, 2023, comprising of 239,104,035 equity shares of '' 2 each and 172,000,000 8% non-convertible preference shares of '' 10 each.
In accordance with Section 92(3) and 134(3)(a) of the Companies Act, 2013 (âthe Actâ) read with Rule 12 of the Companies
(Management and Administration) Rules, 2014, the annual return in the prescribed format (MGT-7) for the financial year ended March 31, 2023 is available on the website of the Company at https://infra-in.se.com/en/.
Your Company is managed and controlled by a Board comprising an optimum blend of Executive, Non-Executive and Independent Directors. The Chairperson of the Board is a Non-Executive Independent Director.
At the year ended March 31, 2023, the Board had six (6) Directors, comprising of two (2) Executive Directors, two (2) NonExecutive Non-Independent Directors and two (2) Non-Executive Independent Directors including one (1) Woman Independent Director. The complete list of Directors of the Company has been provided in the Report on Corporate Governance forming part of this Annual Report.
The year under review saw the following changes to the Board composition:
Appointment(s)/Re-appointment(s)
Based on the recommendation of the Nomination & Remuneration Committee (âNRCâ), the Board of Directors in their meeting held on May 21, 2022, approved:
⢠appointment of Mr Pravin Kumar Purang (DIN: 02533080), as an Additional Non-Executive Independent Director, for a term of three (3) years effective from May 21, 2022;
Mr. Pravin Purang bring with him over 40 years of experience in the corporate sector and has contributed to the development of SMEs, while enhancing the Indian Industries Global Competitive Positioning. Apart from leading a very successful career in the corporate sector, Mr. Purang has been actively associated with academics for more than 35 years. Amongst many other awards and recognitions, Mr. Purang has been conferred the Excellence Award for Outstanding Contribution to Procurement & SCM Function at the Annual Event, National Convention 2015, Indian Institute of Materials Management (IIMM).
⢠re-appointment of Ms. Namrata Kaul (DIN: 00994532), as an Independent Woman Director for the second and final term of three (3) years effective from November 6, 2022. Ms. Kaul was also appointed as the Chairperson of the Company effective from May 21, 2022.
Ms. Kaul possesses requisite expertise, integrity and experience (including proficiency) for appointment as an Independent Director of the Company. Basis the performance evaluation and given her professional background, experience and contributions made by her during her tenure, the NRC and Board believes that the continued association of Ms. Kaul is beneficial to the Company.
The appointment of Mr. Purang and re-appointment of Ms. Kaul were approved by the shareholders of the Company, through the
Postal Ballot conducted electronically and resolution(s) deemed to be passed on Tuesday, August 2, 2022.
Brief profiles of Mr. Purang and Ms. Kaul can be accessed at the website of the Company at https://infra-in.se.com/.
Director Retiring by Rotation
As per the provisions of the Act, Mr Amol Phatak (DIN: 09149703), Whole-Time Director of the Company is liable to retire by rotation at the ensuing Annual General Meeting (AGM) and being eligible, offers himself for re-appointment. Based on the performance evaluation and recommendation of NRC, the Board recommends his re-appointment.
Brief profile of Mr Phatak along with the disclosures required pursuant to the Listing Regulations and the Act are provided for attention of the Members in the Notice of 13th AGM.
Cessation(s)
During the financial year, the second and final term of former Independent Directors, viz. Mr Vinod Kumar Dhall, Mr. Ranjan Pant and Mr. VS. Vasudevan, concluded on the closure of business hours on May 21, 2022 and consequently they ceased to be the members on the Board and respective committees w.e.f. May 22, 2022.
Ms. Bidisha Nagaraj, resigned as the Non-Executive Director of the Company from the close of business hours on May 21, 2022.
The completion of tenure of Mr. Dhall. Mr. Vasudevan, Mr. Pant and resignation of Ms. Nagaraj were informed to the shareholders as part of the Board''s Report of financial year 2021-22.
The Board places on record its appreciation for Mr Dhall, Mr. Vasudevan, Mr Pant and Ms. Nagaraj for their invaluable contributions and guidance during their respective tenures.
Further the Board constitution witnessed following changes post closure of the financial year and till the date of this Report:
⢠Mr. Sanjay Sudhakaran resigned from the position of the Managing Director and Chief Executive Officer (âMD & CEOâ) w.e.f. June 30, 2023, for pursuing career outside the organization.
The Board places on record its appreciation for Mr. Sudhakaran for his invaluable services during his association with the Company.
⢠The Board of Directors in their meeting held on June 29, 2023, based on recommendation of NRC, approved the appointment of Mr Deepak Sharma (DIN: 10059493), as an Additional Non-Executive Non-Independent Director, effective from June 30, 2023. His appointment is subject to approval of the shareholders.
Mr. Sharma''s brief profile forms part of the Notice of 13th AGM and can also be accessed at the Company''s website.
In terms of the provisions of the Act and the Listing Regulations, NRC has identified list of core skills, expertise and competencies required for a person to possess in order to be selected as
a Board member. The NRC also focuses on the qualification and competence of the person, professional experience, the positive attributes, standards of integrity, ethical behaviour and independent judgement of the person in selecting a new Board member.
The Company has received declarations from all the Independent Directors of the Company confirming that:
a) they meet the criteria of independence prescribed under the Act and the Listing Regulations;
b) they have registered their names in the Independent Directors'' Database;
c) they are not aware of any circumstance or situation, which exists or may be reasonably anticipated, that could impair or impact their ability to discharge their duties with an objective independent judgement and without any external influence.
Key Managerial Personnel(s) (KMPs)
There has been no change in any Key Managerial Personnel of the Company during the financial year
However, post closure of the financial year, following changes were witnessed:
a) Mr. Sanjay Sudhakaran resigned as the MD & CEO of the Company effective from June 30, 2023;
b) Mr. Mayank Holani resigned as the Chief Financial Officer of the Company with effect from the close of business hours on July 13, 2023.
The Board places on record its appreciation for the services provided by them during their association with the Company.
The Company is in process of identifying a suitable successor for the above KMP positions.
The following Directors/Executives are KMPs of the Company as at the date of this report:
⢠Mr. Sanjay Sudhakaran, Managing Director and Chief Executive Officer;
⢠Mr. Amol Phatak, Whole-Time Director;
⢠Mr. Mayank Holani, Chief Financial Officer;
⢠Ms. Bhumika Sood, Company Secretary and Compliance Officer
A comprehensive update on the changes in the Directorate of the Company along with directorships held in other companies, their skills and expertise have been explicated in the Report on Corporate Governance forming part of this Annual Report.
The Board of Directors of the Company met five (5) times during the financial year 2022-23. For further details, please refer to Report on Corporate Governance, which forms a part of this Annual Report. The gap intervening between two meetings of the
Board was within the time prescribed under the Act and the Listing Regulations.
The NRC and the Board of Directors have laid down the manner in which formal annual evaluation of the performance of the Board, Committees, Individual Directors and the Chairperson has to be made (âBoard Evaluationâ).
The Board of Directors carried out an annual evaluation of its own performance, performance of the Directors individually, Chairperson, as well as the evaluation of the working of its statutory Committees through structured questionnaires, pursuant to the relevant provisions of the Act, the Listing Regulations and the Guidance Note on Board Evaluation issued by Securities & Exchange Board of India (SEBI) on January 05, 2017.
The outcome of the Board Evaluation was discussed by the NRC and the Board at their respective meetings held on May 23, 2023.
A detailed update on the Board Evaluation process and outcome is provided in the Corporate Governance Report, forming part of this Annual Report.
Policy on directorsâ appointment and remuneration
Your Company follows a compensation mix of fixed pay, benefits, and performance-based variable pay, which is paid based on the business performance and goals of the Company.
The Board on the recommendation of NRC, adopted the policy on determining the remuneration to be paid to directors, key managerial personnel and senior management personnel and criteria for appointment of directors. The said policy sets out the guiding principles for NRC to identify the persons who are qualified to become Directors and to determine the independence of Directors, while considering their appointment as Independent Directors of the Company, in terms of sub-section (3) of Section 178 of the Act and Regulation 19 read with Part D of Schedule II to the Listing Regulations.
The Policy also provides for the factors in evaluating the suitability of individual Board members with diverse background and experience that are relevant for the Company''s operations.
The policy is available on our website, at https://download.schneider-electric.com/files?p enDocType=Institutional Document&p Doc Ref=Remuneration Policy 2019.
There has been no change in the policy during the financial year under review.
We affirm that the remuneration paid to the directors, key managerial personnel and senior management is in accordance with the said remuneration policy.
The Board supervises the execution of its responsibilities by the Committees and accordingly, has constituted sub-committees to focus on specific areas. The Committees of the Board play a crucial role in our governance structure ensuring that the right
level of attention and consideration are given to specific matters. The Committee make informed decisions in line with the delegated authority.
The Board has following statutory Committees functioning in accordance with their respective roles and defined scope:
1. Audit Committee
2. Nomination and Remuneration Committee
3. Environmental, Social & Governance and Corporate Social Responsibility Committee
4. Stakeholders Relationship Committee
5. Risk Management Committee
In addition, the Board has constituted Finance and Banking Committee inter-alia to take care of the day-to-day banking operations of the Company.
An all-inclusive update on composition, terms of reference and number of meetings held for each committee are provided in the Corporate Governance Report, which forms part of this Annual Report.
During the year, all recommendations made by each of the Committees were accepted by the Board. The minutes of the meetings of all the Committees are placed before the Board for review.
The Board has laid down Trust Charter(Code of Conduct) for directors, senior executives and employees of the Company and the same can be accessed using the following link: https://download.schneider-electric.com/files?p enDocType=Institutional Document&p Doc Ref=SEIL COC. The Members of the Board annually confirm the compliance with the Code of Conduct to the Board.
In line with the requirements of the Act and the Listing Regulations, all contracts/arrangements/transactions entered into by the Company with its related parties during the year were in the ordinary course of business and on an arm''s length basis. During the financial year 2022-23, the Company has not entered into any arrangement/transaction with related parties which could be considered material in accordance with the Company''s policy on related party transactions or which is required to be reported in Form No. AOC-2 in terms of Section 134(3) (h) read with Section 188 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014.
All related party transactions were entered into with the prior approval of the Audit Committee and omnibus approval was obtained for unforeseeable transactions. A report on the transactions, specifying the nature, value and terms and conditions of the same, done during the quarter vis-a-vis the approval granted are presented to the Audit Committee on a quarterly basis for its review.
The Company''s policy on related party transactions is available on the website and can be accessed at https://download.schneider-electric.com/files?p enDocType=Institutional Document&p Doc Ref=RP Transactions 2022.
Members may refer to notes to the Financial Statements which sets out the details of the related party transactions pursuant to Ind AS.
Your Company has neither accepted nor renewed any deposits from public within the meaning of Section 73 of the Act read with Companies (Acceptance of Deposits) Rules, 2014, during the year under review and no amount of principal or interest was outstanding as on March 31, 2023.
Loans, Guarantees, Securities and Investments
During the year under review, the Company has neither extended any loan, or guarantees or provided any security on guarantees nor made any investments in terms of the provision of Section 186 of the Act.
Energy Conservation, Technology Absorption and Foreign Exchange Earnings & Outgo
The information on Conservation of Energy, Technology Absorption and Foreign Exchange Earnings & Outgo, as stipulated under Section 134(3)(m) of the Act read with Rule 8 of the Companies (Accounts) Rules, 2014, is set out in the Annexure I to this Report.
Particulars of Employees and Remuneration
The statement of disclosure pertaining to remuneration and other details as required under Section 197 of the Act read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (âRulesâ), forms part of this Report and annexed as Annexure II.
In terms of provision of Section 136 of the Act and Rule 5(2) of the Rules, the Report is being sent to the Members of the Company excluding the statement of particulars of employees as prescribed. The said information is available for inspection at the registered office of the Company up to the date of the forthcoming AGM. Any member interested in obtaining a copy of the said statement may write to the Company Secretary and the same will be furnished upon such request.
Statutory Auditors
M/s. S. N. Dhawan & Co. LLP Chartered Accountants (Firm Registration No. 000050N/N500045) were appointed as Statutory Auditors of the Company at the Tenth (10th) AGM held on September 8, 2020 to hold office for a period of five (5) years till the conclusion of the Fifteenth (15th) AGM.
The report given by the Auditors on the Financial Statements of the Company for financial year 2022-23 forms part of this Annual Report. There has been no qualification, reservation or adverse remarks given by the Auditor in their report affecting the financial position of the Company.
Further, the Auditors Report being self-explanatory does not call for any further comments from the Board of Directors.
During the year under the review, no instances of fraud have been reported by the Statutory Auditors under Section 143(12) of the Act and the rules framed thereunder neither to the Company nor to the Central Government.
The Statutory Auditors were also present virtually at the last AGM of the Company.
Cost Auditors
M/s. Shome & Banerjee, Cost Accountants, Kolkata (Firm Registration No. 000001) were appointed as the Cost Auditors, to audit the cost accounts of the Company for the financial year 2022-23.
The Company has maintained cost records in respect of the applicable products as specified by the Central Government, for the financial year ended March 31, 2023, 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, on the recommendation of the Audit Committee, reappointed M/s. Shome & Banerjee as Cost Auditors for financial year 2023-24 as well. A resolution seeking ratification of the remuneration payable to the Cost Auditors for financial year 202324 forms part of the notice of the 13th AGM.
The Company has received a certificate confirming their eligibility and consent to act as the Cost Auditors, in accordance with the limits specified under Section 141 of the Act and rules framed thereunder.
Secretarial Auditors
M/s. Sanjay Grover and Associates, Practicing Company Secretaries, were appointed as the Secretarial Auditors to conduct an audit of the secretarial records for the financial year 2022-23 as required under Section 204 of the Act and rules made thereunder. The Secretarial Audit Report does not contain any adverse remarks or disclaimer. The Secretarial Audit Report for financial year 202223 forms part of this report as Annexure III.
To maintain the independence of audit, the Company''s Management considered rotation of Secretarial Auditors for the year and evaluated few of the eminent practicing firms. Out of the shortlisted firms, the Board of Directors in its meeting held on May 23, 2023 appointed M/s. Chandrasekaran Associates, Company Secretaries, as the Secretarial Auditors for the financial year 202324. The Company has received consent from M/s. Chandrasekaran Associates, for acting as such for the year ended March 31, 2024.
Pursuant to SEBI circular no. CIR/CFD/CMO1/27/2019 dated February 8, 2019, the Company has also undertaken an audit for all applicable compliances as per the Listing Regulations and circular guidelines issued thereunder. The Annual Secretarial Compliance Report for the financial year 2022-23 has also been submitted to the Stock Exchanges within the stipulated timeline.
The former Secretarial Auditors were also present virtually at the last AGM of the Company.
Internal Auditor
The Board of Directors, based on the recommendation of the Audit Committee, appointed Mr. Vinay Kumar Awasthi as an
Internal Auditor of the Company for the financial year 2022-23, to conduct the Internal Audit on the basis of detailed Internal Audit Plan, approved by the Audit Committee.
Internal Audit and Internal Financial Control
The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations. In compliance to requirements of the Act, your Company has put in place, an independent and objective inhouse internal audit department designed to provide reasonable assurance with regards to the effectiveness and adequacy of the internal control system, processes and reliability of financial reporting. The internal audit plan is based on risk assessment, which is approved by the Audit Committee.
The in-house internal audit department, along with assistance from third party audit firms, provides audit assurance, add value to improve the Company''s end to end processes through a systematic disciplined approach, from inception, through fieldwork to final reporting.
Also, as per requirements of the Act, a detailed internal financial control framework has been documented, reviewed and updated annually. Operating effectiveness of such framework is tested on annual basis and results are presented to Board/Audit Committee. Controls self-assessments are performed by respective process owners annually for the defined controls.
The Audit Committee does a regular review of the internal audit reports submitted by the Internal Auditor and an action plan for remedial actions is put in place. The Audit Committee is continuously apprised of the action plan status. The Committee also meets the Company''s statutory auditors to ascertain, inter alia, their views on the adequacy of internal control systems in the Company and keeps the Board of Directors informed of its major observations, if any.
Basis the internal audit observations, the Company confirms that the internal financial controls were adequate and operating effectively.
Your Company considers Corporate Governance as an instrument to maximize value for all stakeholders, viz. investors, employees, shareholders, customers, suppliers, environment, and the community at large. A report on the Corporate Governance, as stipulated under Regulation 34 of the Listing Regulations, setting out the governance structure, principal activities of Board and its Committees and the policies and practices that enable the Board to fulfill its responsibilities together with a Certificate from a Practicing Company Secretary regarding compliance of the conditions of Corporate Governance, is provided under separate section in this Annual Report.
Whistle Blower Policy/ Vigil Mechanism
The Company has in place a robust vigil mechanism for reporting genuine concerns through its Whistle Blower Policy. As per the policy adopted, all complaints are reported to the Group Compliance Officer, who is independent of operating management. In line with the global practices, dedicated email IDs, a centralized database, a whistle-blower hotline, with multiple language options and a web-based portal have been created to facilitate receipt of complaints. All employees and stakeholders can register their
integrity related concerns either by calling the toll-free number or by writing on the web-based portal.
Your Company investigates such complaints speedily confidentially and in an impartial manner and take appropriate action to ensure that the requisite standards of professional and ethical conduct are always maintained. After the investigation, established cases are brought to the Schneider Electric Group Ethics Committee for decision-making. All whistle-blower cases are periodically presented and reported to the Company''s Audit Committee. The details of this process are also provided in the Report on Corporate Governance forming part of this Annual Report and the Whistle Blower Policy is available on Company''s website at https://download.schneider-electric.com/files?p enDocType = Institutional Document&p Doc Ref=Whistle Blower 2018.
It is affirmed that no personnel of the Company have been denied access to the Audit Committee.
Directorsâ Responsibility Statement
The Board of Directors, to the best of their knowledge and ability, confirm that:
a) in the preparation of the annual accounts for the financial year ended March 31,2023, the applicable accounting standards had been followed and there is no material departure from the same;
b) they have selected such accounting policies and applied them consistently and made judgements 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 the end of
the financial year on March 31, 2023 and of the profit of the Company for that period;
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) the annual accounts have been prepared 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 were adequate and operating effectively;
f) they have devised proper systems to ensure compliance with the provision of all applicable laws and that such systems were adequate and operating effectively; and
g) the Company has complied with the Secretarial Standards-1 (Meetings of Board of Directors) and Secretarial Standards-2 (General Meetings) issued and amended from time to time, by the Institute of Company Secretaries of India.
Significant and Material Orders passed by the Courts and Tribunals
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.
Subsidiaries, Joint Ventures and Associate Companies
The Company does not have any subsidiary or associate, nor has entered any joint venture with any organisation.
Building a strong risk management culture and mechanisms takes a great deal of work and effective collaboration. The Company has set up a robust risk management framework across the organization which facilitates identification, assessment, communication and management of risk in effective manner All five essential components of Committee of Sponsoring Organization (COSO) framework i.e., control environment, risk assessment, control activities, information communication and monitoring are considered while defining the control objective, as the intent is to ensure adherence to Company defined guidelines along with value addition through improvement in existing Company processes.
As one key element of the risk management framework, internal control procedures are designed to drive compliance with laws and regulations, application of policies and guidelines, effectiveness of the internal processes and timely remediation of deficiencies and reliability of financial reporting.
In compliance to requirements of the Act, your Company has also developed and implemented Risk Management Policy, emphasizing on assessment procedures for risk minimization. These procedures are periodically reviewed to ensure that the executive management controls risk through means of a properly defined framework, which is in line with best practices of current risk management.
The primary objective of our Risk Management Policy is to assess the level of impact from any such negative outcome of risks and the measures required to cover the organisation from such risks.
During the year under review, the Board of Directors, on recommendation of the Risk Management Committee, approved revision in the existing Risk Management Policy of the Company to align the same with the amended provisions of the Listing Regulations. The revised policy includes the cyber security sectoral and market risks in the list of potential risks identified by the Company and covers the detailed commodity hedging framework.
Also, in compliance to the Listing Regulations, the Board has constituted a Risk Management Committee to ensure that current Risk Management Policy achieves the objectives of operational efficiency and effectiveness, informed decision making, protection of people and assets and compliance with applicable laws and regulations. The details of the same are available in Corporate Governance Report forming part of this Annual Report.
The Risk Management Policy of the Company can be accessed using the following link: https://download.schneider-electric.com/files?p enDocType=Institutional Document&p Doc Ref=SEIL RiskPol.
Prevention of Sexual Harassment at Workplace
Your Company is committed to creating a safe and healthy work environment with zero tolerance for sexual harassment at 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 made thereunder. The essence of the policy is communicated to all employees across the organization at regular intervals through assimilation and awareness programs.
Pursuant to the above provisions, the Company has constituted Internal Complaints Committees (ICCs) for every location where it operates which have been given the responsibility to receive and address the complaints.
A brief update on these cases is reported to the Audit Committee and Board of Directors of the Company on quarterly basis.
During the year under review, one (1) complaint was reported under the said policy which was later withdrawn by the complainant and therefore, no action was taken. It was ensured by ICC that the complaint was withdrawn under free will and not under any influence or coercion. Thereafter, the case was closed.
No complaint was pending for resolution at the end of the year.
Transfer of Unclaimed Dividend & Shares in favor of Investor Education and Protection Fund (IEPF) Authority
No transfers of unpaid dividend and shares in IEPF were executed during the financial year ended March 31, 2023. However, in adherence to the provisions of section 125 of the Act, read with the IEPF Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (âIEPF Rulesâ), the shares on which dividends were not claimed and the unclaimed dividends for seven (7) consecutive years were transferred in favor of IEPF Authority, during the financial year 2019-2020, in accordance with the provisions of the
Act. As on March 31,2023, total 1,457,757 equity shares are lying with the IEPF Authority
Your Company duly followed the procedure for transfer of shares and dividends as laid under the Act, the Listing Regulations and IEPF Rules and had sent the notices to the respective shareholders who have not claimed their dividend for the last seven (7) consecutive years.
Code of Conduct for Prevention of Insider Trading
The objective of the Code of Conduct for Prevention of Insider Trading (âCodeâ) of the Company is to protect the interest of shareholders at large, prevent misuse of any unpublished price sensitive information and prevent any insider trading activity by dealing in shares of the Company by its Designated Persons. The Code adopted by the Company, in accordance with SEBI (Prohibition of Insider Trading) Regulations, 2015, as amended from time to time, is uploaded on the website of the Company and can be accessed at https://download.schneider-electric.com/ files?p enDocType=Institutional Document&p Doc Ref=Insider trading 2020.
Management Discussion and Analysis Report
Pursuant to Regulation 34 of the Listing Regulations, a detailed report on the Management Discussion and Analysis is presented in a separate section forming part of this Annual Report.
Corporate Social Responsibility
Your Company reported profits during the previous financial year, owing to which the Company was obliged to spend an earmarked amount in terms of the provisions of the Act, towards its CSR activities for the financial year 2022-23.
As part of its initiatives under CSR for the year under review, the Company has undertaken projects in the areas of Rural Electrification by providing access to electricity and mobile charging in remotest parts of the country.
Further, Schneider Electric (SE) Group (âGroupâ) was actively involved in CSR activities during the previous years and has been positively impacting lives, through healthcare, education, skilling, and livelihood providing inclusive development of our communities and developed trust with our communities. The Group also aligned its programs to contribute to UN set Sustainable Development Goals 2030 (âSDGâ).
SE believe that Access to Energy is the basic human right and is the backbone of sustainable development. The Group initiatives are diversified and fall under our focus areas of 5 Es, viz. employment, electrification, environment, education and emergency and traverse across skilling the youth of the country in the electrical and solar domains, providing access to energy to Indian hinterland, educating young minds to become ambassadors of energy and environment conservation, restoring energy infrastructure during an emergency
To carry out these social initiatives, Schneider Electric India Foundation (SEIF) was established in 2008 with a vision to empower the lives of people from a disadvantaged background. The Group has collaborated with Channel Partners and NGO Partners to successfully undertake flagship projects and create remarkable results in making a difference to the society
The Group wants everyone on our planet to have access to reliable, safe, efficient, and sustainable energy. With this over-arching vision, the Group is running several programs that are aligned to realize this vision by empowering the people from financially disadvantaged backgrounds, both in the rural and urban milieu, for inclusive growth.
To facilitate and help the youth of the country in achieving a financially stable life, SEIF has established 450 skill development centers, providing training to 2,00,000 unemployed youth including 7000 females. Additionally, 1500 trainers were also trained in the field of energy through special programs provided by these skill development centers. 1200 entrepreneurs were also supported to become self-reliant and independent by starting their journey in energy profession. Though these initiatives, the Group contributed to SDG 2 of âZero Hunger'', SDG 5 of âGender Equality'' and SDG 10 of âReduced Inequalities''.
Through its dedicated and well structed Rural Electrification program, the Group was able to benefit 40,000 households living in far flung areas of Jharkhand, Bihar, Odisha, Arunachal Pradesh, Jammu & Kashmir, Tamil Nadu and Manipur in having access to clean and safe energy solution. This was done by providing solar roof top system to schools of border villages and community health centers, portable solar lamps & solar streetlights to tribal villages and solar UPS to Hospitals in the target areas. The project impacted the community many-folds by reducing the input cost at the same time enhancing agricultural output therefore increasing the overall income. The vision of the program is aligned with SDG 7 of Affordable and clean energy''.
Working on its commitment to âAct for a climate positive worldâ, the Group through its CSR initiatives has planted more than 3 lac saplings in different cities of 15 states in India. In addition to acting as a carbon sink and contributing towards SDG 13 of âClimate Action'', the plantation activities have benefited many Farmers and Women groups from different SHG across the country.
To harness the power of all generation in building an energy and environment conscious society, the Group targeted the young minds of the country through our specially designed âConserve My Planet programâ and SHIF-Smita Programme. Under this, 90,000 school children belonging to 900 urban and 146 rural government schools of 15 different states were sensitized and certified as Green Ambassadors. Along with classroom learning the government schools were also supported with solar powered digital classroom infrastructure. Contributing to SDG 10 of âReduced Inequalities'' and working on our Group efforts towards improving the access to education in India, 500 scholarships were given to meritorious engineering and diploma graduates from underprivileged and economically weaker section of the society.
The Group is always prepared to help people affected by natural calamities or other disasters. The Group has various mechanisms and systems in place to motivate, encourage and support its employees to participate in all the above initiatives and be an agent of a positive change in the society.
In order to reflect the element of sustainability/ESG principles within the scope of CSR, the Board of Directors in its meeting held on November 3, 2022 approved changing the nomenclature of CSR Committee to Environmental, Social and Governance and Corporate Social Responsibility Committee (âESG & CSR Committeeâ).
In terms of the provisions of Section 135 of the Act and the rules framed thereunder, the ESG & CSR Committee constituted by the Board, had the following Directors as members, as at March 31, 2023:
1. Mr. Pravin Kumar Purang
2. Mr. Sanjay Sudhakaran
3. Mr. Anil Chaudhry
The statutory disclosures with respect to the ESG & CSR Committee and an Annual Report on CSR Activities forms part of this Report as Annexure IV
The Company has in place a CSR policy which can be accessed at https://download.schneider-electric.com/files?p enDocType = Institutional Document&p Doc Ref=CSR policy 2021.
Business Responsibility and Sustainability Report
Your Company is committed to fulfilling its economic, environmental and social responsibilities while conducting its business and has embedded in its core business philosophy, the vision of societal welfare and environmental protection. It is conscious of its impact on the society within which it operates, and has systems to either eliminate or control the adverse impact of its operations. In compliance with Regulation 34(2)(f) of the Listing Regulations, the Business Responsibility and Sustainability Report (BRSR) indicating the Company''s performance against the principles of the âNational Guidelines on Responsible Business Conduct'', is attached as part of the Annual Report. This would enable the Members to have an insight into environmental, social and governance initiatives of the Company.
Your Board takes this opportunity to express its deep and sincere appreciation and gratitude towards the shareholders, customers, business partners, vendors, bankers, financial institutions and academic institutions for their continuous support to the Company, during the year.
The Board also immensely thank all the Departments of Government of India, the various ministries of the state governments, the central and state electricity regulatory authorities, tax authorities, and local authorities in areas where we are operational in India, for the co-operation rendered during the year and look forward to their continued support in the future.
Finally, we place on record our appreciation for the dedicated and consistent efforts made by the employees at all levels and their families, to ensure that the Company continues to grow and excel.
On behalf of the Board of Directors, For Schneider Electric Infrastructure Limited
Namrata Kaul Chairperson DIN:00994532
Date: June 29, 2023
Mar 31, 2022
Your Directors take pleasure in presenting the 12th Annual Report on the business and operations of your Company along with the Audited Financial Statements for the year ended March 31, 2022.
Financial Year 2021 - 22 |
('' in million)) Financial Year 2020 - 21 |
|
Sales and Services |
15,303.39 |
12,971.28 |
EBITDA |
959.84 |
822.81 |
(As percentage of sales) |
6.3% |
6.3% |
Depreciation |
172.73 |
220.85 |
EBIT |
787.11 |
601.96 |
Interest, net |
484.89 |
481.95 |
Restructuring |
26 |
130.12 |
Profit/(Loss) after tax |
276.22 |
(10.11) |
Companyâs Annual Performance and State of the Affairs
The Operating Revenue of the Company was at '' 15,303.39 million for financial year ended on March 31, 2022, compared to '' 12,971.28 million in financial year 2020-21. The profit after tax in financial year 2021-22 was at '' 276.22 million compared to loss of '' 10.11 million in the previous year.
The update on quarterly and annual performance is shared with the members at appropriate times through publication of results, discussions at the analyst calls and uploading it on the Company''s website.
For further update on performance of the Company in Financial Year 2021-22, please refer to Management Discussion and Analysis Report, forming part of this Annual Report.
Any other material changes and commitments
No material changes and commitments affecting the financial position of the Company occurred during the year till the date of signing this report.
Dividend and Dividend Distribution Policy
Your Directors have not recommended any dividend for the year ended March 31, 2022.
Your Company has formulated Dividend Distribution Policy in accordance with Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (âthe Listing Regulationsâ) and any amendments thereto, for bringing transparency in the matter of declaration of dividend and to protect the interest of investors.
The policy can be accessed on the website of the Company at https://infra.schneider-electric.co.in/supervision/images/policies/ policies7LWFvGw5Nh.pdf.
The details of reserves are provided under the Note on Equity in the financial statements.
During the year, there has been no change in the Share Capital of the Company and the paid-up share capital is '' 2,19,82,08,070/-as on March 31,2022. The share capital comprises of 239,104,035 equity shares of '' 2 each and 172,000,000 8% non-convertible preference shares of '' 10 each.
In accordance with Section 92(3) of the Companies Act, 2013 (âthe Actâ), the annual return in the prescribed format is available at Company''s website at https://infra. schneider-electric.co.in/supervision/images/announcements/ announcementstakmWY8cOx.pdf.
At the year ended March 31, 2022, the Board had 10 (ten) Directors, comprising of 2 (two) Executive Directors, 4 (four) NonExecutive Directors and 4 (four) Independent Directors including 1 (one) Woman Independent Director.
The year under review saw the following changes to the Board composition:
Appointment(s)
During the year, your Board, on the recommendation of the Nomination & Remuneration Committee (âNRCâ):
⢠appointed Mr. Sanjay Sudhakaran (DIN: 00212610), as an Additional Director, Managing Director (MD) & Chief Executive Officer (CEO) of the Company for a period of 5 (five) years, effective from May 1, 2021;
⢠appointed Mr. Amol Phatak (DIN:09149703), as an Additional Non-Executive Director w.e.f. May 1, 2021; and
⢠approved change in designation of Mr. Amol Phatak from Additional Non-Executive Director to Additional Whole-Time Director of the Company, in professional capacity for a period of 3 (three) years w.e.f. August 12, 2021.
The above appointments were approved by the Members at the 11th (Eleventh) Annual General Meeting (âAGM'') of the Company held on September 14, 2021.
Directors Liable to Retire by Rotation
In accordance with the provisions of Act and the Articles of Association of the Company, Mr Arnab Roy (DIN: 02522674), Non-Executive Director, is retiring by rotation and being eligible, has offered himself for re-appointment. The Board, on the recommendation of NRC, recommends his re-appointment.
Brief profile of Mr. Roy along with the disclosures required pursuant to the Listing Regulations and the Act are provided for attention of the Members in the Notice of 12th AGM.
In case of re-appointment of Non-Executive Director, NRC and the Board takes into consideration, the performance of the Director based on the Board evaluation.
Cessation(s)
During the year under review, the following cessations took place on the Board of the Company:
⢠Mr. Bruno Bernard Dercle resigned from the position of MD & CEO of the Company w.e.f. close of business hours on April 30, 2021;
⢠Mr. Piyush Pandey resigned from the position of Whole-Time Director w.e.f. close of business hours on April 30, 2021 to take up a new role in the SE Group;
⢠Mr. Sugata Sircar Non-Executive Director resigned from the directorship of the Company effective from the close of business hours of March 31, 2022.
The resignations of Mr. Dercle and Mr. Pandey were informed to the shareholders as part of the Directors'' Report for FY 2020-21.
The Board places on record its appreciation for the valuable services rendered by Mr Dercle, Mr Pandey, and Mr. Sircar, during their respective tenures.
Further the Board constitution witnessed following changes post closure of the financial year and till the date of this Report:
⢠The second and final term of appointment for Mr. Vinod Kumar Dhall, Mr Ranjan Pant and Mr. VS. Vasudevan, Independent Directors, concluded on May 21, 2022 consequently they ceased to be the members on the Board and respective committees w.e.f. the even date.
⢠Considering the vast experience of Ms. Namrata Kaul, Independent Woman Director the Board, on the recommendation of NRC, has approved her re-appointment for the second and final term of 3 (three) years w.e.f. November 6, 2022 i.e., immediately after expiry of her first term on November 5, 2022. Her appointment is subject to the prior approval of shareholders. Ms. Namrata Kaul was also appointed as the Chairperson w.e.f. May 21, 2022.
⢠The Board of Directors in their meeting held on May 21, 2022, based on recommendation of NRC, approved the appointment of Mr Pravin Kumar Purang (DIN: 02533080), as an Additional Non-Executive Independent Director, for a term of 3 (three) years effective from May 21, 2022. His appointment is subject to approval of the shareholders.
In the opinion of the Board, all our Independent Directors possess requisite qualifications, experience, expertise and hold high standards of integrity for the purpose of Rule 8(5)(iiia) of the Companies (Accounts) Rules, 2014. In terms of provisions of the Act and the Listing Regulations, NRC has identified list of core skills, expertise and competencies required for a person to possess in order to be selected as a Board member The NRC also focuses on the qualification and competence of the person, professional experience, the positive attributes, standards of integrity, ethical behaviour and independent judgement of the person in selecting a new Board member.
The approval of the shareholders for the appointment of Mr Purang and Ms. Kaul, is being sought through Postal Ballot process pursuant to the provisions of Regulation 17(1C) of Listing Regulations, which mandates obtaining shareholders'' approval for appointment of a Director on Board, within a period of 3 months from the date of appointment or at next general meeting, whichever is earlier.
Brief profile of Ms. Kaul and Mr. Purang along with the disclosures required pursuant to the Listing Regulations and the Act are provided for attention of the Members in the Postal Ballot Notice dated June 21, 2022.
Additionally, post closure of the financial year, Ms. Bidisha Nagaraj resigned from the directorship of the Company w.e.f. close of business hours on May 21, 2022. The Board places on record its appreciation for the contribution made by Ms. Nagaraj during her association with the Company.
Declaration of Independence by Independent Directors
The Independent Directors have submitted a declaration of independence, stating that they meet the criteria of Independence provided under Section 149(6) of the Act, as amended, and Regulation 16 of the Listing Regulations. The Independent Directors have also confirmed compliance with the provisions of Rule 6 of Companies (Appointment and Qualifications of Directors) Rules, 2014, as amended, relating to inclusion of their name in the data bank of independent directors.
The Board took on record the declaration and confirmation submitted by the independent directors regarding them meeting the prescribed criteria of independence, after taking due assessment of the veracity of the same in terms of the requirements of Regulation 25 of the Listing Regulations.
Key Managerial Personnel(s) (KMPs)
During the year under review, the Company appointed Mr. Sanjay Sudhakaran as Managing Director & Chief Executive Officer and Mr Amol Phatak as Whole-Time Director, w.e.f. May 1, 2021 and August 12, 2021 respectively and designated them as KMPs under Section 203 of the Act.
Mr Bruno Bernard Dercle and Mr. Piyush Pandey relinquished their respective positions of KMP w.e.f. April 30, 2021 owing to their resignation as MD & CEO and Whole-Time Director, respectively.
The following directors/executives are KMPs of the Company as on the date of this report:
⢠Mr. Sanjay Sudhakaran, Managing Director and Chief Executive Officer;
⢠Mr. Amol Phatak, Whole-Time Director;
⢠Mr. Mayank Holani, Chief Financial Officer;
⢠Ms. Bhumika Sood, Company Secretary and Compliance Officer
The Board of Directors of the Company met 5 (five) times during the financial year 2021-22. For further details, please refer to Report on Corporate Governance, which forms part of this Annual Report. The gap intervening between two meetings of the Board was within the time prescribed under the Act and the Listing Regulations.
Performance Evaluation of Board, its Committees, Chairperson, and Individual Directors
The NRC and the Board of Directors have laid down the manner in which formal annual evaluation of the performance of the Board, Committees, individual Directors and the Chairperson has to be made (âBoard Evaluationâ).
The Board of Directors have carried out an annual evaluation of its own performance, performance of the Directors individually, Chairperson, as well as the evaluation of the working of its statutory Committees through structured questionnaires, pursuant to the provisions of the Act, Regulation 25 of the Listing Regulations and the Guidance Note on Board Evaluation issued by Securities & Exchange Board of India (SEBI) on January 05, 2017.
The outcome of the Board Evaluation was discussed by the NRC and the Board at their respective meetings held on May 21, 2022.
A detailed update on the Board Evaluation is provided in the Corporate Governance Report, forming part of this Annual Report.
Remuneration Policy
Your Company follows a compensation mix of fixed pay, benefits, and performance-based variable pay, which is paid based on the business performance and goals of the Company.
In terms of the provisions of Section 178(3) of the Act and Regulation 19 read with Part D of Schedule II to the Listing Regulations, the NRC is responsible for formulating the criteria for determining qualification, positive attributes and independence of a director. The Board has, on the recommendation of NRC, framed a policy on remuneration to be paid to directors, key managerial personnel and other employees and criteria for appointment of directors.
During the year under review, there have been no changes to the policy. The policy is available on the website of the Company at https://infra.schneider-electric.co.in/supervision/images/policies/ policiesi9nEqpDA7e.pdf.
The remuneration paid to the directors, key managerial personnel and senior management is in accordance with the said remuneration policy.
Committees of the Board
The Committees of the Board play a crucial role in our governance structure and focus on certain specific areas/activities which concerns the Company. They make informed decisions in line with the delegated authority. The Board supervises the execution of its responsibilities by the Committees.
The Board has following statutory Committees functioning in accordance with their respective roles and defined scope:
1. Audit Committee
2. Nomination and Remuneration Committee
3. Corporate Social Responsibility Committee
4. Stakeholders Relationship Committee
5. Risk Management Committee
In addition, the Board has constituted Finance and Banking Committee inter-alia to take care of the day-to-day banking operations of the Company.
Details of composition, terms of reference and number of meetings held for each Committee are provided in the Corporate Governance Report, which forms part of this Annual Report.
During the year, all recommendations made by each of the Committees were accepted by the Board. The minutes of the meetings of all the Committees are placed before the Board for review.
The Board has laid down Trust Charter (Code of Conduct) for directors, senior executives and employees of the Company and the same can be accessed using the following link:
https://infra.schneider-electric.co.in/supervision/images/
codeofconduct/codeofconductMCDYoI9ezr.pdf.
In line with the requirements of the Act and the Listing Regulations, all related party transactions entered by the Company during the year under review were on arm''s length basis and in the ordinary course of business.
During the financial year 2021-22, the shareholders at their 11th AGM have accorded approval for entering into the material related party transaction at arm''s length basis and in the ordinary course of business of the Company with Schneider Electric Sachsenwerk Gmbh in compliance with the provisions of the Act and the Listing Regulations. Accordingly, Form AOC-2 in terms of Section 134 of the Act read with Rule 8 of the Companies (Accounts) Rules, 2014, forms part of this report as Annexure I.
All related party transactions were entered into with the prior approval of the Audit Committee and omnibus approval was obtained for unforeseeable transactions. A report on the transactions, specifying the nature, value and terms and conditions of the same, done during the quarter vis-a-vis the approval granted are presented to the Audit Committee on a quarterly basis for its review.
The Company''s policy on related party transactions formulated in line with the requirements of the Act and the Listing Regulations, is available on the website and can be accessed at https:// infra.schneider-electric.co.in/supervision/images/policies/ policies9qjZJwraFK.pdf.
Your Company has neither accepted nor renewed any deposits from public within the meaning of Section 73 of the Act read with Companies (Acceptance of Deposits) Rules, 2014, during the year under review and no amount of principal or interest was outstanding as on March 31, 2022.
Loans, Guarantees, Securities and Investments
During the year under review, the Company has neither extended any loan, or guarantees or provided any security on guarantees nor made any investments in terms of the provision of Section 186 of the Act.
Energy Conservation, Technology Absorption, Foreign Exchange Earnings & Outgo
The information on Conservation of Energy, Technology Absorption and Foreign Exchange Earnings & Outgo, as stipulated under Section 134(3)(m) of the Act read with Rule 8 of the Companies (Accounts) Rules, 2014, is set out in the Annexure II to this Report.
Particulars of Employees and Remuneration
The disclosures under Section 197 of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 relating to remuneration and other details as required is appended as Annexure III to this Report.
In terms of provisions of section 136 of the Act and Rule 5(2), the Report and the Financial Statements are being sent to the members of the Company excluding the statement of particulars of employees as prescribed. The said information is available for inspection through electronic mode. Any member interested in obtaining a copy of the said statement may write to Company Secretary and the same will be furnished.
Statutory Auditors
M/s. S. N. Dhawan & Co. LLP Chartered Accountants (Firm Registration No. 000050N/N500045) were appointed as statutory auditors of the Company, for a period of 5 (Five) years, at the 10th (Tenth) AGM of the Company held on September 8, 2020 to hold office till the conclusion of the 15th (Fifteenth) AGM.
The report given by the Auditors on the Financial Statements of the Company for financial year 2021-22 forms part of this Annual Report. There has been no qualification, reservation, adverse remarks or disclaimer given by the Auditor in their report.
Further, the Auditors Report being self-explanatory does not call for any further comments from the Board of Directors.
During the year under review, no instances of fraud have been reported by the Statutory Auditors under Section 143(12) of the Act and the rules framed thereunder neither to the Company nor to the Central Government.
Cost Auditors
The Company has maintained cost records in respect of the applicable products as specified by the Central Government, for the financial year ended March 31,2021 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.
On the recommendation of the Audit Committee, the Board of Directors of the Company re-appointed M/s. Shome & Banerjee, Cost Accountants, Kolkata (Firm Registration No. 000001) as Cost Auditors of the Company, for conducting the audit of the cost records maintained by the Company for financial year 2021-22.
M/s. Shome & Banerjee have been re-appointed for financial year 2022-23 as well. A resolution seeking ratification of the remuneration payable to the Cost Auditors for financial year 202223 forms part of the notice of the 12th AGM.
A certificate from M/s. Shome & Banerjee, Cost Accountants has been received to the effect that their appointment as Cost Auditors of the Company, is in accordance with the limits specified under Section 141 of the Act and Rules framed thereunder.
The Company filed the Cost Audit Report for financial year 2020-21 with the Registrar of Companies, within the time limit prescribed under the Companies (Cost Records and Audit) Rules, 2014.
Secretarial Auditors
The Board of Directors of the Company appointed M/s. Sanjay Grover and Associates, Practicing Company Secretaries as the Secretarial Auditors to conduct an audit of the secretarial records for the financial year 2021-22 as required under Section 204 of the
Act and rules made thereunder The Secretarial Audit Report does not contain any adverse remarks or disclaimer, however, there is one observation which is self-explanatory. The Secretarial Audit Report for financial year 2021-22 is attached as Annexure IV to this Report.
The Board has re-appointed M/s. Sanjay Grover and Associates, as Secretarial Auditors for the financial year 2022-23. The Company has received consent from M/s. Sanjay Grover and Associates, for acting as the Secretarial Auditors for the financial year ending March 31, 2023.
Pursuant to SEBI circular no. CIR/CFD/CMO1/27/2019 dated February 8, 2019, the Company has also undertaken an audit for all applicable compliances as per the Listing Regulations and circular guidelines issued thereunder. The Annual Secretarial Compliance Report for the financial year 2021-22 has also been submitted to the Stock Exchanges within the stipulated timeline.
The Secretarial Auditors were also present virtually at the last AGM of the Company.
Your Company considers Corporate Governance as an instrument to maximize value for all stakeholders, viz. investors, employees, shareholders, customers, suppliers, environment and the community at large. In compliance with Regulation 34 of the Listing Regulations, a separate report on Corporate Governance setting out the governance structure, principal activities of Board and its Committees and the policies and practices that enable the Board to fulfill its responsibilities together with a Certificate from a Practicing Company Secretary regarding compliance of the conditions of Corporate Governance as stipulated under the Listing Regulations is provided under separate section in this Annual Report.
Whistle Blower Policy/ Vigil Mechanism
The Company has in place a robust vigil mechanism for reporting genuine concerns through its Whistle Blower Policy. As per the policy adopted, all complaints are reported to the Group Compliance Officer, who is independent of operating management. In line with global practices, dedicated email IDs, a centralized database, a whistle-blower hotline, with multiple language options and a web-based portal have been created to facilitate receipt of complaints. All employees and stakeholders can register their integrity related concerns either by calling the toll-free number or by writing on the web-based portal.
Your Company investigates such complaints speedily, confidentially and in an impartial manner and take appropriate action to ensure that the requisite standards of professional and ethical conduct are always maintained. After the investigation, established cases are brought to the Schneider Electric Group Ethics Committee for decision-making. All whistle-blower cases are periodically presented and reported to the Company''s Audit Committee. The details of this process are also provided in the Corporate Governance Report forming part of this Annual Report and the Whistle Blower Policy is available on Company''s website at https://infra.schneider-electric.co.in/supervision/images/policies/ policiesa7dbFIvt0Q.pdf.
Directorsâ Responsibility Statement
The Board of Directors, to the best of their knowledge and ability, confirm that:
a) in the preparation of the annual accounts for the financial year ended March 31,2022, the applicable accounting standards had been followed and there is no material departure from the same;
b) they have selected such accounting policies and applied them consistently and made judgements 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 the end of the financial year on March 31, 2022 and of the profit of the Company for that period;
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) the annual accounts have been prepared 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 were adequate and operating effectively;
f) they have devised proper systems to ensure compliance with the provision of all applicable laws and that such systems were adequate and operating effectively; and
g) the Company has complied with the Secretarial Standards-1 (Meetings of Board of Directors) and Secretarial Standards-2 (General Meetings) issued and amended from time to time, by the Institute of Company Secretaries of India.
Significant and Material Orders passed by the Courts and Tribunals
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.
Subsidiaries, Joint Ventures and Associate Companies
The Company does not have any subsidiary or associate, nor has entered into any joint venture with any organisation.
Development and Implementation of Risk Management Policy
In compliance to requirements of the Act, the Company has developed and implemented Risk Management Policy, emphasizing on assessment procedures for risk minimization. These procedures are periodically reviewed to ensure that the executive management controls risk through means of a properly defined framework, which is in line with best practices of current risk management.
Risk can be referred to as the chances of having an unexpected or negative outcome. Any action or activity that leads to loss of any type can be termed as risk. There are different types of risks that an organisation might face and needs to overcome. Risks can be classified into three types: Business Risk, Non-Business Risk and Financial Risk. The primary objective of our Risk Management
Policy is to assess the level of impact from such negative outcome and the measures required to cover the organisation from such risks.
Also, in compliance to the Listing Regulations, the Board has constituted a Risk Management Committee to ensure that current Risk Management Policy achieves the objectives of operational efficiency and effectiveness, informed decision making, protection of people and assets and compliance with applicable laws and regulations. The details of the same are available in Corporate Governance Report forming part of this Annual Report.
In terms of the amendments in the Listing Regulations, related to enhanced role and scope of the Risk Management Committee, the Board of Directors have approved and adopted the revised terms of reference of the Risk Management Committee to align them with the roles and responsibilities specified in Schedule II of the Listing Regulations.
The Risk Management Policy of the Company can be accessed using the following link: https://infra.schneider-electric.co.in/ supervision/images/policies/policiesJp6l51g8d2.pdf.
Internal Audit and Internal Financial Control
The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations. The Board appointed Mr. Anurag Bothra as Internal Auditor of the Company to conduct the Internal Audit for the financial year 2021-22. The Company has set up a robust risk management framework across the organization which facilitates identification, assessment, communication and management of risk in effective manner The audit plan for the year is based on risk assessment, which is approved by the Audit Committee.
In compliance to requirements of the Act, your Company has put in place, an independent and objective inhouse internal audit department designed to provide reasonable assurance with regards to the effectiveness and adequacy of the internal control system, processes and reliability of financial reporting.
The in-house internal audit department, along with third party audit firms, provides audit assurance and consulting activities designed to add value and improve the Company''s end to end processes through a systematic disciplined approach, from inception, through fieldwork to final reporting. All five essential components of Committee of Sponsoring Organization (COSO) framework i.e. control environment, risk assessment, control activities, information communication and monitoring are considered while defining the control objective, as the intent is to ensure adherence to Company defined guidelines along with value addition through improvement in existing Company processes.
Also, as per requirements of the Act, a detailed internal financial control framework has been documented and is reviewed and updated annually. Operating effectiveness of such framework is tested on annual basis and results are presented to Board and shared with statutory auditors. Controls self-assessments are performed by respective process owners annually for the defined controls.
The Audit Committee does a regular review of the internal audit reports submitted by the Internal Auditors and an action plan
for remedial actions is put in place. The Audit Committee is continuously apprised of the action plan status. The Committee also meets the Company''s statutory auditors to ascertain, inter alia, their views on the adequacy of internal control systems in the Company and keeps the Board of Directors informed of its major observations, if any.
On review of the internal audit observations, the Company confirms that the Internal financial controls were adequate and operating effectively.
Prevention of Sexual Harassment at Workplace
Your Company is committed to creating a safe and healthy work environment with zero tolerance for sexual harassment at 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 made thereunder. The essence of the policy is communicated to all employees across the organization at regular intervals through assimilation and awareness programs.
Pursuant to the above provisions, the Company has constituted Internal Complaints Committees (ICCs) for every location where it operates which have been given the responsibility to receive and address the complaints.
A brief update on these cases is reported to the Audit Committee and Board of Directors of the Company on quarterly basis.
During the year under review, 2 (two) complaints were reported under the said policy which were addressed diligently by the ICC and disposed off after taking appropriate actions. No complaints were pending at the end of the year.
Transfer of Unclaimed Dividend & Shares in favor of Investor Education and Protection Fund (IEPF) Authority
No transfers of unpaid dividend and shares in IEPF were executed during the financial year ended March 31, 2022. However, in adherence to the provisions of section 125 of the Act, read with Investor Education and Protection Fund (Accounting, Audit, Transfer and Refund) Rules, 2016 the (âIEPF Rulesâ), the shares on which dividends were not claimed and the unclaimed dividends for 7 (seven) consecutive years were transferred in favor of IEPF Authority, during the financial year 2019-2020, in accordance with the provisions of the Act. As on March 31, 2022, total 1458357 shares are lying with the IEPF Authority.
Your Company duly followed the procedure for transfer of shares and dividends as laid under the Act, the Listing Regulations and IEPF Rules and had sent the notices to the respective shareholders who have not claimed their dividend for the last 7 (seven) consecutive years.
Code of Conduct for Prevention of Insider Trading
The objective of the Code of Conduct for Prevention of Insider Trading (âCodeâ) of the Company is to protect the interest of shareholders at large, prevent misuse of any unpublished price
sensitive information and prevent any insider trading activity by dealing in shares of the Company by its Designated Persons. The Code adopted by the Company, in accordance with SEBI (Prohibition of Insider Trading) Regulations, 2015, as amended from time to time, is uploaded on the website of the Company and can be accessed at https://infra.schneider-electric.co.in/ supervision/imaaes/policies/policieseoWd6GApNl.pdf.
Management Discussion and Analysis Report
Pursuant to Regulation 34 of the Listing Regulations, a detailed report on the Management Discussion and Analysis is presented in a separate section forming part of this Annual Report.
Corporate Social Responsibility (CSR)
The Company is not required to spend any amount towards the mandatory CSR spend under the Act for financial year 2021-22, since the Company has been at a loss, at an average, for last 3 (three) financial years.
However, in the financial year 2021-22, the SE Group was actively involved in CSR activities. The SE Group also aligned its programs to contribute to UN set Sustainable Development Goals 2030 (âSDGâ).
In terms of the provisions of Section 135 of the Act and the rules framed thereunder, the Corporate Social Responsibility Committee constituted by the Board, had the following Directors as members, as on March 31, 2022:
1. Mr. Sanjay Sudhakaran
2. Mr. Ranjan Pant*
3. Mr. V.S. Vasudevan*
* Owing to the conclusion of final term of Mr. Ranjan Pant and Mr. V.S. Vasudevan as Independent Directors of the Company on May 21, 2022, they cease to be the members of CSR Committee from the said date. The Board in its meeting held on May 21, 2022 appointed Mr. Pravin Purang and Mr. Anil Chaudhry in addition to Mr. Sanjay Sudhakaran as members of CSR Committee effective from May 21, 2022.
The statutory disclosures with respect to the CSR Committee and an Annual Report on CSR Activities forms part of this Report as
Annexure V.
The Company has in place a CSR policy which can be accessed at httDs://infra.schneider-electric.co.in/suDervision/images/Dolicies/ Doliciestn4JOAF7cU.pdf.
Business Responsibility Report
Your Company is committed to fulfilling its economic, environmental and social responsibilities while conducting its business and has embedded in its core business philosophy, the vision of societal welfare and environmental protection. It is conscious of its impact on the society within which it operates, and has systems to either eliminate or control the adverse impact of its operations. In compliance with Regulation 34(2)(f) of the Listing Regulations, your Company has included Business Responsibility Report, as part of this Annual Report.
Your Board takes this opportunity to express its deep and sincere appreciation and gratitude towards the shareholders, customers, business partners, vendors, bankers, financial institutions and academic institutions for their consistent and encouragement to the Company, during the year.
The Board also immensely thank all the Departments of Government of India, the various ministries of the state governments, the central and state electricity regulatory authorities, tax authorities, and local authorities in areas where we are operational in India, for all the support rendered during the year and look forward to their continued support in the future.
Finally, we place on record our appreciation for the dedicated and consistent efforts made by the employees at all levels and their families, to ensure that the Company continues to grow and excel.
On behalf of the Board of Directors, For Schneider Electric Infrastructure Limited
Namrata Kaul Chairperson DIN:00994532
Date: August 2, 2022 Place: London
Mar 31, 2018
Directors'' Report
The Directors take pleasure in presenting herewith the Annual Report and Audited Accounts for the year ended March 31, 2018.
Financial Results
(Rupees in million) 12M FY 2017/18 12M FY 2016/17 |
||
Sales and Services (Net) |
13,337 |
13,770 |
EBITDA |
58 |
(993) |
(As percentage of net sales) |
0.4% |
(7.2%) |
Depreciation |
269 |
274 |
EBIT |
(211) |
(1,276) |
Interest, net |
436 |
420 |
Restructuring |
72 |
|
Profit after tax (as per financials) |
(647) |
(1,759) |
Note: Performance of the year was impacted by adverse forex movement during the year by Rs. 329 million (2018: Rs. 189 million loss vs 2017: Rs. 140 million gain) vs. last year
Further, interest cost was impacted adversely by forex due to foreign currency loan. Without forex, interest cost was in declining trend.
Dividend
No dividend has been declared by the Directors for the year ended March 31, 2018, due to losses.
1 Our Smart Products and Solutions
1.1 EcoStruxure⢠Grid
The New World of Energy built on IT/OT convergence Megatrends: 3D equation is behind the profound change in the energy world
The first D is decarbonisation and for power systems we''re talking about the impact of renewables. It is predicted that over the next 15 years, growth in variable renewable capacity will explode. The variability of renewables means that grid-tied storage will also become a reality Secondly, digitization. The internet of things has reached power systems. Billions of automated grid devices gathering and integrating energy data will change the face of the future grid and transform the job of grid operators.
The third D is decentralization as power generation models are changing and where small scale solar and storage can turn consumers into prosumers and produce energy closer to where it is used.
Your Company is a technology company in the business of innovation.
Our "advanced gridâ vision of how we will support this transformation is built on 3 pillars of innovation. It will enable world energy players to embark on a digital journey
Innovation is in the DNA of your Company and in every part of the energy ecosystem. Your Company continuously innovates connected products to extend communication and data-integration capacities. Your Company''s local control systems work across the grid right to its edge, with distributed generation and on the demand-side enabling operational and enterprise data to be fully leveraged by powerful analytics and services.
From seamless local production and integration at the grid edge, to bridging demand and supply, EcoStruxure⢠Grid increases your grid''s efficiency for sustainable networks.
Customer satisfaction is an integral part of your Company''s growth strategy. Every contact with Schneider Electric Infrastructure Limited should be a positive experience that makes all customers feel satisfied. Your Company delivers tailored customer experiences, which is fast and consistent at all touch points, to get satisfied customers. Delighting customers is #1 priority of Schneider Electric Infrastructure Limited and we continue to work to provide better experience to our customers.
1.2 Enhancing Customer Experience
Your Company is in a transformative journey to make Schneider Electric Infrastructure Limited the best in class and to deliver a WOW experience across all touch points using the following guiding principles.
- Customer Centricity: Your Company has stepped into customers'' shoes to understand their needs through customer personas.
- Offer Quality: Your Company innovates and provides premium quality products along the life cycle and is focused on improving the offer quality of products like RMU and Transformers.
- Intelligence: Your Company runs strong analytics to convert our customer voice into actionable information through CNPS transformation.
- People: Your Company has instilled customer first culture through continuous engagement and sharing best practices.
- Satisfaction to Order: Your Company continues to improve the delivery reliability, product quality and service support through structured Issue to Prevention process.
The energy transition generates significant issues that remain to be tackled, as the world sees a paradigm shift towards decentralized and intermittent renewable power The new emerging power system requires increased flexibility. Your Company has been very active in developing microgrid solutions, which inherently bring new levels of flexibility to the grid. Your Company''s innovative, advanced digital solutions and services enable utilities to operate and maintain more reliable, resilient, and efficient grids, enabling the smooth integration and management of distributed energy resources into power networks.
2 Our Strategy
As a leader in the Digital Transformation of Energy Management and Automation, Schneider Electric Infrastructure Limited is strategically positioned across the energy landscape. Your Company is at the forefront to capture the industry''s megatrends with an extensive energy management and automation offer that is delivered through complementary business models and access channels.
Driving the digital energy transition
Driving the digital transformation of our customers and partners
In addition to continuously innovating and digitizing our offers, we aim to provide the best-in-class digital experience to our customers and partners. Our digitized and dynamic sales and marketing channels, provide customers with easy access to up-to-date information on our offers and company, be it on social media, our web or our partner portals. We deliver a digitized and tailored customer service experience from the design phase to operations and maintenance. Digitization is at the core of our strategy and the company is committed to supporting the digital transformation of its customers and its partners. Your Company also wants to facilitate interaction between our partners, across the value chain, by bringing them on to one open platform and integrating them into a digitally enabled ecosystem that will eliminate current inefficiencies.
Building differentiated and complementary business models
Your Company offers a wide range of products, services and solutions. Each of these offers have different revenue growth and profitability profiles, complementing each other to fulfil our partners'' and customers'' needs. With a strategy to accelerate growth of our profitable businesses and bring improvement in our systems, we focus on selling:
- More products through our partner network offering a wide range of market-leading products supported by a superior digital customer experience. Our products offer best-in-class technology to our direct partners, such as panel builders, resellers, contractors and system integrators, who provide the ability to reach large numbers of small and medium sized customers. Our connected products, the "thingsâ of IoT, connect seamlessly to higher- level systems and software.
- More services to partners and end users to maximize the business value of their installations and optimize their processes. Your Company offers a wide range of services led by digitally enhanced field services to our large installed base and digital services providing customers with the right information at the right place and right time.
- A better system where Schneider Electric Infrastructure Limited focuses on delivering more specialized systems (equipment & projects), both through our partners or direct to end users, with tested and validated reference architectures. They provide significant opportunities to develop greater customer intimacy and stickiness through dialogue with final end-users, which in turn helps continuous innovation.
Your Company products, services, software and solutions are all combined in EcoStruxureâ¢, our open, interoperable, IoT-enabled system architecture and platform. EcoStruxure⢠delivers enhanced value around safety, reliability, efficiency, sustainability, and connectivity. EcoStruxure⢠leverages advancements in IoT, mobility, sensing, cloud, analytics and cybersecurity to deliver innovation at every level, from Connected Products, Edge Control to Apps, Analytics & Services.
We believe in the high and long-term growth potential of our business and we continuously invest to drive that growth. This investment is focused on sustained spending on research and development, as well as growing our commercial presence and skills, especially in the fields of high value-added technologies and services. Driving efficiency at all levels of your Company is an equally important focus. We continuously seek to generate savings from purchasing and manufacturing and through improving operational efficiency by reducing selling, general and administrative expenses, while maintaining best-in-class standards in environmental sustainability and social responsibility
Investing in profitable and responsible growth while driving efficiency
3 Smart Factory Initiatives 2018 - MVI
In line with Schneider Electric Hoshin Policy under Digitize/ Innovate category the following Smart Factory initiatives are planned in 2018.
Sr. No. |
Project |
Details |
1. |
Lean Digitalization System (LDS) |
Digital manufacturing management of shop floor processes with online analytics |
2. |
Q-DISC (Quality Digitized Inspection System and Control) |
Digitized inspection of quality checklist with online analytics |
3. |
3D Printer for Additive Manufacturing |
Production of non-productive parts with reduction in lead time |
4. |
Digital Versatility and Multi Skilling Tool |
Digital skill and versatility management of the operators |
5. |
Power Monitoring Expert - Resource Advisor |
Online analytics of the power consumption data in the factory |
6. |
DISS (Digital Idea and SIM Software) |
Online tracking of the SIM points integrated with LDS; digital tracking of the ideas provided and implemented |
4 Some Major Solution Business Milestones of Your Company in 2017-18
Major Orders:
Your Company has won several major orders as a key player in the turnkey project business segment.
- Sterlite Technologies Limited placed an order with Schneider Electric Infrastructure Limited for 110 kV Intake Substation along with associated transmission lines and civil works for their expansion project at Aurangabad (Maharashtra).
- Reliance Infrastructure Limited, an existing customer awarded an order for Design, Supply & Installation of SCADA compatible two numbers of E- House for Mumbai electrical distribution.
- Your Company has won an order for Installation, Testing and Commissioning of 33/11 kV S/S for Tibbia College, Delhi from BSES Yamuna Power Limited.
- Grasim Industries Limited, a Birla Group company , awarded an order for Supply, Installation, Testing & Commissioning of SCADA compatible 66/11 kV Intake Substation for their plant expansion near Vadodara (Gujarat).
- Your Company has received an order on Design, Supply and Installation of 132/11 kV Bay extension for JSW Steel plant at Salem (Tamil Nadu).
- Your Company has received an order from L&T (EESL) for Head-End System for Smart Meters in UP & Haryana. This is part of the Government of India initiative for improving energy efficiency by reducing AT&C losses.
Schneider Electric Infrastructure Limited has executed project of Design, Engineering, Supply, Installation, Testing and Commissioning of 11 kV Switchgears, Transformers and associated equipment required for providing input supply to Saint Gobain plant expansion.
Saint Gobain - Glass Manufacturing Unit (Chennai)
The project was successfully commissioned within the contractual timelines and to the complete satisfaction of customer. Saint Gobain is one of the esteemed customer of Schneider Electric Infrastructure Limited.
Wartsila - APGCL (Maibela , Assam)
Your Company has successfully completed Supply, Installation, Testing and Commissioning of 11/132 kV Transformer Extension Bay for Assam Electricity Generating Power Station. MVA generating transformers were successfully designed, manufactured supplied with complete installation, testing and commissioning at site.
5 Services Activity
Your Company listens to its customers and understands their needs. We seek to deliver the best, customized and efficient solutions while creating long-term trust. Field Services is at the heart of SEIL''s business model. Being one of the focus areas, your Company understands Services is a people''s business more than any other business. We at Field Services endeavor to help our customers to increase productivity, reliability and safety, mitigate risk, limit downtime, upgrade equipment, enhance life and cut costs thereby improving return on investment.
One of the ways we bring maintenance costs under control, is by moving from many agreements with varying costs to one service plan with one responsible provider
This makes management and budgeting easier by creating controlled and consistent costs without surprises.
The Indian power sector is plagued with mounting losses due to various inefficiencies, commercial and technical losses in electrical networks. One of the key issues and initiatives that has surfaced in the power reform is to fully utilize the capacity of generation and distribution units, including revamping of old, sick and low performing units. With increasing complexity and requirements in the electrical network, lack of permanent skilled resources on site and demand for greater reliability, customers are keen to entrust consulting, maintenance, refurbishing, retrofitting and up gradation of their systems in the hands of experts. This distinctive need of the market is served through the Services business.
Present throughout the entire life cycle of our solutions, our aim is to assist our customers to proactively plan, install, operate, optimize and renew all solutions and to define and implement the best solution evolvement, thereby improving performance and flexibility, while controlling aging infrastructures'' costs. We are quick to adapt and act with flexibility that makes it possible to capture opportunities. Adding to this personal attention, which makes us easy to work with, is our expertise in infrastructure digitization and digitized services. Our extensive digital products and systems improve management and customer experience. Offers such as Remote Monitoring Service (RMS) can anticipate threats before they become significant while ensuring that equipment and systems are running at peak efficiency
On-site maintenance and repair can lower downtime, and make spare parts readily available. Combining our personalized customer service with advanced products and expertise, especially digitization, makes our Field Services offer truly comprehensive.
Your Company''s Services cover customer needs around the complete installation lifecycle and the portfolio includes comprehensive services to improve performance of customer installation such as Asset
Management program (preventive & predictive services maintenance contract and extended diagnosis for ED equipment), On-Demand maintenance (one time maintenance, spare parts and repairs), Modernization & Upgrade (retrofit and revamp solutions) and Installation Assessment (health check). To effectively deliver this, we have a pan India presence of dedicated services and authorized service centers and specialized channel partners, who cater to all the legacy and current brands of your Company and quickly respond to customer calls.
Your Company''s strong presence in Infrastructure, Power Building, Industry and IT segments, coupled with our ability to offer services cutting across these segments, provides us a distinctive advantage to serve our customers. Capability building is key to meet diverse needs of the market viz. minimal shutdowns while doing upgrades and retrofits, scaling up and completing critical projects during short annual maintenance breaks, etc. A dedicated Services Business unit enables this capability building and as the services market matures, our focus and preparedness takes us ahead of the curve. Composition of services business and the business model employed makes it very attractive in terms of return on capital employed and enhancing customer satisfaction.
Field Services Business of your Company has set the benchmark in the country in the field of services in electrical distribution, by obtaining the BVCI''s IMS certification comprising of ISO9001:2008 & ISO14001: 2004, and also BS OHSAS 18001:2007 for maintenance services, supply of spares, design, engineering, supply, installation, testing and commissioning of retrofit solutions and MV/LV revamp projects.
Some of the major projects by Services Business in 2017-18 include:
NTPC Limited: NTPC Ltd., formerly known as National Thermal Power Corporation Limited, is an Indian Public Sector Undertaking, engaged in the business of generation of electricity and allied activities. It is the largest power company in India with an electric power generating capacity of 53,651 MW. Your Company has been awarded the project of Supply & Retrofitting of 20-year old SF6 Circuit Breaker with latest HVX Range VCB for stage II and offsite area at NTPC Kahalgaon. Project is currently in commissioning phase. The customer benefits were guaranteed spare parts support, low maintenance and life extension of switchgear by at least 10-15 years.
Reliance Industries Limited: Your Company has been awarded a huge order by Reliance Industries Limited for its various projects. One order was for the supply of 6.6 kV, 3150A switchboard for gasification plant J3 Project at SEZ area, Jamnagar and the others were for the supply of 154 MV switch gear panels for the gasification plant. Due to flash floods and rains in Jamnagar in August 2017, few major equipment earlier supplied by SEIL for J3 project were damaged. Your Company was awarded the contract for refurbishment of all damaged switchgear panels with extremely tight deadlines in order to meet the J3 project schedules. SEIL successfully refurbished the panels in record time and the project is in the last stage of hand over to RIL now,
Samsung C&T India Pvt Ltd: Your Company has been awarded an order for the Erection, Testing & Commissioning of 11 kV MV Panels and Supply, Installation, Testing & Commissioning of APFCR Panels at Samsung C&T India Private Limited. The modernization is being done at Samsung C&T factory site at Noida. This opens new opportunities for Schneider Electric Infrastructure Limited in other Capex to Opex projects and for customers it ensures peace of mind in knowing that equipment is in professional hands from supply to commissioning and has the promise of enhanced reliability and safer technology
Banaras Hindu University: Your Company has been awarded the tenth-year renewal of maintenance contract by one of the best universities in the country. The Operation and Maintenance contract of electrical installation in the Banaras Hindu University is running for more than nine years since 2007. Your Company has been providing support to operate and maintain two 33 kV Grids along with 20 substations feeding the entire campus, including hostels, a hospital and academic blocks. We have taken up 24x7 electrical O&M on both campuses. Your Company is proud to have provided an efficient and reliable service and peace of mind to the customer for the last nine years. Renewal of this important maintenance contract for the tenth year in a row establishes the confidence and trust the customer has on our services in ensuring customer satisfaction.
Vedanta Limited: Your Company has been awarded a long-term maintenance contract for the project of Operation & Maintenance activities in MBA Fields for Schneider make GIS LV/MV Switch gear, harmonic panel & PMS Panel. This includes PSS, RMUs with Breakers & Relays. This is a 3-year contract and the sites under this scope are Mangala, Bhagyam, Aishwarya well pads, EOR call out basis. The work will be done at Mangala processing terminal which is 40 kms from Barmer. The multi-year contract shows the trust of the customer and confidence in our services
Maruti Suzuki India Limited: Your Company has been awarded an order and this has been successfully executed. This is a revamp order with supply and service. The scope of the work involved supply of HT/LT panels, transformer, busduct along with installation and commissioning. This took place at MSIL plant Gurgaon. MSIL has been one of our loyal customers and we have ensured customer satisfaction for the projects executed so far
Hindustan Petroleum Corporation Limited: Hindustan Petroleum Corporation Limited is an Indian state-owned oil and natural gas company with its headquarters at Mumbai, Maharashtra. Your Company has been awarded a revamp order of Supply, Installation and Commissioning of 33 kV Panels. This included replacement of old panels. It has been one of the biggest orders for Field Services this year. This will be executed at HPCL, Visakhapatnam.
6 Human Resources
Your Company, as global specialist in energy management and automation, create connected technologies that will reshape industries, transform cities and enrich lives. We invest in technology to get the best innovation in the market and in our people because we believe ''Great People will make Schneider Electric a great company''.
Your Company truly believes that people are our most valuable assets and the most critical to our success. Thus, we need to motivate employees and promote involvement by making the most of our diversity supporting professional development, and ensuring safe, secure and healthy working conditions. Our ultimate ambition is to generate higher performance and employee engagement through world-class people practices.
To support our 2020 vision, Schneider Electric Infrastructure Limited has created a company-wide program around People Transformation called ''Step Up''. The 6 pillars of transformations that determine immediate and long-term HR priorities of Schneider Electric Infrastructure Limited are High Performance Culture, Well-being, Diversity & Inclusion, Learning, Leadership and Talent Management. Your Company keenly listens to our employees through surveys in order to understand people needs and requirements. Thus enabling us to tailor people policies and practices to meet our specific needs as an organization.
Schneider Electric Infrastructure Limited as an organization has an extremely open culture and there are various channels of communication between employees and leaders. The organization channels like Ask the CEO, CHRO, Connexion Sessions and Open Lines at Global and Country level are available for employees to share their ideas, give feedback and express their concerns.
In order to uphold the values of ethical conduct and compliance to our Principles of Responsibility we ensure all employees of the company including the newly joined employees, follow a detailed training and awareness program to familiarise themselves with the standards and expectations of ethics.
Employee Wellbeing
Schneider Electric Infrastructure Limited believes that well-being creates performance and performance generates well-being. This in turn ensures engaged and positive employees, and these work together to lead to the overall business growth of an organization. Our wellbeing programme acknowledges this and firmly places our people at the heart of our business.
Your Company has a basket of activities and programs under the well-being initiative which have been categorised under four main pillars namely Social Well Being, Mental Well Being, Physical Well Being and imparting regular tips to employees and encouraging them towards a healthy lifestyle. This is being further facilitated by:
- Ensuring overall health and wellness of our employees through regular health camps, onsite yoga, revised insurance policies
- Flexibility at work to help employee balance their work and personal lives
- Leadership involvement to encourage employees towards well-being, regular meetings
- An encouraging ambience - soothing music, energizing atmosphere, regular polls to understand employee requirements
Energy workshops were conducted for our employees to help create a sustainable high performance culture by educating employee to manage their energy more skilfully and move away from focusing on time. It also develops actionable strategies that help individuals and organizations to become more energized, focused and productive. More than 50% of our employees have participated in the program and their feedback has been phenomenal.
Fun-filled Fridays were celebrated on a fortnightly basis by an initiative ''Abba Dabba Doo, Happy Friday to You'' to create an environment of fun and frolic by celebrating birthdays, festivals, get-togethers etc. This initiative also contributed towards enhancing engagement of our employees, thus helping employee engagement score rise by 18 points.
Diversity & Inclusion
Schneider Electric Infrastructure Limited advocates Diversity as a key business imperative and inculcates it as a core value. Your Company is dedicated to women''s development as we believe a diverse workforce will give us âourâ competitive advantage. Retention of existing women talent is considered equally important as hiring new talent, as both directly arrest the major challenge of not having enough women in our sector. Accordingly, initiatives have been deployed across India.
Recruitment Strategies
Your Company has focused on mid-level / lateral hiring to hire high potential women at mid management level across different sectors. To build a robust pipeline for our women leaders we have accelerated our hiring especially at the base level. Our engagement with the campuses ensures that we are able to infuse women during their formative years. In 2017, 64% of our campus offers were women GETs & MTs. In 2017, Energy overall hired 63% of women talent.
Hiring from a diverse pool of talent and including people from different socio-economic backgrounds, is an important way of creating an inclusive culture Enabling Environment
To support our employee''s diverse lifestyle and life choices your Company has introduced several progressive policies and practices in the last few years. Day care policy was revised basis employee feedback and revision in law. Since this is a critical factor for employee retention we now have Schneider Electric Infrastructure Limited registered day care centers at subsidized rates across locations. Family Leave Policy was launched with introduction of leaves like Care Leave
i.e. 2 weeks of sick leave for self and family members and Bereavement Leave i.e. 1 week paid leave as time off for employees mourning the loss of a family member Your
Company wants to have an inclusive culture and hence it''s important for us to sensitize our employees on unconscious bias. This year your Company celebrated International Women''s Day on the theme of ''Inclusion'' and ''Gender Equality''. Various initiatives and programs on this theme were organized with an overwhelming participation from employees. Gender pay analysis was conducted to ensure that similar performance, potential and role are paid equally
Development Initiatives:
Urja: Continuing our journey, this development program aims to facilitate and accelerate the career progression of our women leaders along with enhancing their awareness on their signature strengths. In last 3 years we have covered 150 women via this program. Key potential women are also mentored by top executive leaders to support their professional growth.
Societal Commitment
Jagriti: A curriculum designed to teach school children on gender stereotyping. By touching the lives of children in schools, this program aims to tackle this problem at its roots. Your Company covered 6000 students by these learning sessions in 2016 & 2017.
The third edition of Prerna Awards was celebrated in March 2018 to recognize 3 women SME''s for their contribution towards women empowerment
Management regularly connects over coffee with women colleagues to understand the pulse of the employees and take actions on identified areas.
Diversity for us is not just about promoting gender balance - it''s about appreciating different cultures, backgrounds and generations
Learning & Development
Development of people continues to be a key area of strategic focus of your Company and our learning and development initiatives during the year are based on the 3Es approach viz ''Education, Experience and Exposure''. Thus, all organized trainings are based on development reviews held by managers addressing real and critical needs for the organization. Schneider Electric Infrastructure Limited has conducted more than 650 man-days training and covered 100% of employees. This not only includes technical skill building trainings but also interventions and workshops of change management, culture building and leadership.
All people managers were offered training on Great Feedback and Performance Coaching so as to improve their skills in managing their teams effectively. We have identified internal mentors and coaches for a pool of key talents who help young professionals, hone their skills and apply their knowledge effectively
In order to make front office team more agile and effective, team specific programs were organized for Marketing, Sales Execution and Targeted Account Managers to meet their specific development needs. Employees were also nominated by their managers for selected public program and seminars.
Internal Trainer policy is designed as a key initiative with an intent to encourage and engage internal trainers towards common organizational goal for employee development. The objective is to leverage the knowledge and experience inside Schneider Electric Infrastructure Limited in a planned and structured manner This helps internal trainers have a sense of pride for delivering trainings.
Your Company continues to promote and strengthen a culture of continuous learning at all levels through the digital learning. An intensive e-learning campaign is undertaken to create champions who drive this process. Your Company has closed the year with almost 40% of digital learning. The process has resulted in tremendous improvement in productivity and efficiency of employees.
Learning week is celebrated to dedicate a week towards employee''s learning. Various initiatives and sessions are planned with a right blend of business games, ecostruxure modules, market place and fun activities in order to enable employees have a holistic view towards learning.
Development programs like Champions Club, Ojas and Tejas help us develop leaders who can be role models for future. People who go through the development program (40-50%), receive career progression within a year
Leadership
Your Company leaders are genuine and are an inspiration to their teams. Your Company culture ensures we have accessible leaders who have exemplary skills in building teams, collaborations and businesses. Schneider Electric Infrastructure Limited Leadership Expectations and SCOPE values form the foundation of our culture and every employee is expected to live by them. Leaders are expected to not just deliver the business results but also to be a role model for our leadership expectations namely the business developer, team builder, team player, decision maker, great professional and a role model of our values.
Talent
One of the key initiatives under "Talentâ Pillar has been that of our Employer Value Proposition (EVP). These are core differentiators for us to attract and engage both internal and external talent, making Schneider Electric Infrastructure Limited their employer of choice. Your Company circulates talents between functions, entities, communities to help employees grow vertically and horizontally There are various engagement activities
Culture Workshop - In order to serve business priorities, it is very important to create an enabling culture that supports business growth and enables team to achieve business targets and strive to achieve more. Reinforcing positive behaviour, empowering teams and creating a sense of ownership are important levers of the organisation. Trust and collaboration, accountability and ownership, empowerment of teams are some of the elements that have been driven by the leaders in a focused manner
carried out throughout the year which includes leadership connect, leadership live sessions to promote leadership behaviour, celebrations, festivals, recreational, sport activities, etc. Additionally, rewards and recognition program has been strengthened, aiming to create a culture of recognition and celebrating performance at multiple levels across the organization for individuals and teams.
Your Company had an impactful presence at Innovation Summit 2018, to demonstrate the New & Intelligent Digital Solutions. Held from 19th - 20th March, 2018 at the Hotel Andaz and JW Marriot, Aero City, New Delhi, the event converged electrical operation technology and automation devices with information & communication technology onto one platform. We showcased our diverse portfolio of products and solutions in an endeavor to display our global technological innovations in the field of energy efficient products and solutions. The event proved to be a key driver in creating brand awareness, generating leads and engaging with 2000 customers, consultants, contractors, etc.
7 Key Events of the Year
Innovation Summit 2018: Showcasing Innovation & Technology Prowess
Our spectacular stall - designed in the shape of a power button - found favor with large number of visitors, many of whom stayed at our stall for long hours, inspecting all our verticals that included Utilities, Data Centers, Residential, Buildings, Services, Digital Customer Experience, etc.
Several high profile government dignitaries stopped by and took a tour of the Company stall. These included Mr Amitabh Kant, CEO, NITI Aayog. All through the conference, the booth attracted several high-profile customers, journalists, opinion makers, think tanks and industry leaders who could be seen eagerly taking a tour of the stall.
#B Responsible Indian campaign - Ecostruxure Grid Launch
Your Company has launched a campaign on the Goverment''s mission of 24x7 quality and reliable power for all through grid modernisation by creating awareness for utilities. Your Company has educated the targeted audience on the Smart Electrical Distribution Solutions; thereby empowering the power system with an efficient and reliable network. Your Company has organised series of roadshows in various cities including Delhi, Jaipur Hyderabad, Mumbai and Guwahati and invited C-Level top managers, Functional heads and other key officials from various DISCOM like APDCL, BESCOM, Tata Power MESCL, etc.
Partners Regional Outreach Programme
To extend the reach into other potential regions your Company organized various technology seminars and workshops targeting partners, resellers and contractors in different regions like Vadodara, Delhi, Mumbai,
City Next 2017 Expo
Your Company participated in the Smart Solutions at Industry Events. This exposition was aimed at bringing together all the stakeholders to discuss the challenges and opportunities in developing smart cities in India. Showcased at SEIL booth were capabilities in the areas of smart public services, urban efficiency and energy Chennai, etc. The purpose of this event was to share our technology roadmap with key partners and to show them efficient ways of improving reliability and operational efficiency.
optimization. The know how and experience gleaned from over 250 projects were showcased at the SEIL booth at the Smart City Exhibition. Our pristine booth done in green and white, complete with a command control center, was visited by over 300 attendees.
8 Finance
In recent trends, finance has been playing an important role in supporting business, customer engagement, decision making, performance management, business analytics and controlling. Synergies between processes play a critical role in business success which required a
robust process to control and bring in conformity of all the activities. The Company follows the Schneider group''s best practices of treasury, audit, reporting, taxation, financial shared services (FiSS) and credit to bring synergies with efficient utilization of resources.
9 Investor Relations
Your Company has strong belief in stakeholder engagement to build a long-term relationship and confidence. The Company is putting best efforts to ensure the accurate and timely communication of information through press releases, conference calls, investor meetings and prompt reply to all stakeholders'' queries.
Through conference calls, the management of your Company has created a platform for two-way communication to address the stakeholders and analyst queries and keep them updated on market conditions, strategies, business segments and operational performance of the Company
Your Company maintained its website and uploaded all financial results and presentation made to investors on timely manner In addition, all major developments are communicated to stock exchanges.
Your Company understands and appreciates the significance of good corporate Governance and the important role it plays in building investor confidence, improve investor protection and maximize the shareholder value.
10 Internal Audit
The Company has put in place a robust internal audit system designed to provide reasonable assurance with regard to the effectiveness and efficiency of operations, reliability of financial reporting and compliance with applicable laws and regulations. The in-house internal audit department at the Company is an independent and objective function performing assurance and consulting activities designed to add value and improve the Company processes along with providing assurance over end to end company processes.
To supplement the audit assurance provided by in-house team, the Company had also outsourced some audit work to third party audit firms. All the five essential components of control environment, risk assessment, control activities, information communication and monitoring of COSO framework are considered while defining the control objective to be audited.
The annual audit plan for the year is based on risk assessment, which is approved by the Audit Committee. The Company has set up a robust risk management and Internal Control assessment framework across the organization which facilitates identification, assessment, communication and management of risk in effective manner
As per the requirement of Companies Act 2013, a detailed internal financial control framework had been documented through the Risk and Control Matrix (RCMs) in 2015-16. Documented controls are tested annually to ensure its effectiveness. Post controls testing, a diagnostic review of the Company processesâ is completed highlighting existing risks and corresponding mitigation plans with closure of previously identified risks, in compliance with IFC guidelines.
Resignation
11 Directors and Key Managerial Personnel
Ms. Sonali Kaushik, Woman Director of the Company has resigned from the Board effective from the close of business hours on February 13, 2018, pursuant to change in her responsibilities within Schneider Group and relocation to France.
Appointment
Ms.Bidisha Nagaraj was appointed as the Woman Director of the Company effective March 7, 2018 pursuant to Section 161 and 149 (1) of Companies Act, 2013, subject to the approval of the shareholders of the Company in the Eighth Annual General Meeting. Her appointment was recommended by Nomination and Remuneration Committee and approved by the Board of Directors of the Company
Mr Bruno Bernard Dercle, has been appointed as a Professional Director designated as Managing Director and Chief Executive Officer by the Board with effect from August 1, 2018.
Re-appointment
Mr Prakash Kumar Chandraker, Managing Director and Chief Executive Officer of the Company was reappointed by the Board in its meeting held on November 13, 2017 for a period of 2 years effective from December 16, 2017 subject to the approval of shareholders in the Eighth Annual General meeting and Central Government, if required.
However, Mr Prakash Kumar Chandraker, decided to make a career move and has expressed his desire to resign w.e.f. July 31, 2018. Your Board accepted the resignation in their meeting held on May 19, 2018.
Accordingly, the proposal for re-appointment for a period from December 16, 2017 till July 31, 2018 is placed for approval of members as part of the Notice calling the Eighth Annual general Meeting.
Mr Vinod Kumar Dhall, Mr Ranjan Pant and Mr. VS. Vasudevan, Independent Directors of the Company have been re-appointed for a second and final term of 3 years effective from May 22, 2019 to May 21, 2022 i.e. after expiry of their current term on May 21, 2019 by the Board of Directors in their meeting held on July 27, 2018 pursuant to recommendation of nomination and remuneration committee.
Retirement by Rotation
In accordance with the provisions of the Companies Act, 2013 and Articles of Association of the Company, Mr. Anil Chaudhry, Director, retire by rotation and being eligible, offers himself for re-appointment. Considering the background and experience of Mr. Anil Chaudhry, the Board is of the opinion that his appointment will immensely benefit your Company. The Board recommends re-appointment of Mr Chaudhry.
Changes in Company Secretary
Mr Anil Rustgi, Company Secretary and Compliance Officer, has resigned w.e.f. July 4, 2018.
Ms. Bhumika Sood has been appointed by the Board as the Company Secretary and Compliance Officer w.e.f. July 27, 2018.
Brief particulars of the Directors to be appointed/reappointed are given elsewhere in this report and as part of Notice of the 8th Annual General Meeting.
As per declarations received, none of the Directors of the Company are disqualified for being appointed/reappointed as Directors as specified in Section 164(2) (a) and (b) of the Companies Act, 2013.
12 Criteria of Independence
The Nomination and Remuneration Committee assesses the independence of Directors at the time of appointment / re-appointment pursuant to the criteria laid down by the Company in line with the requirements of the Companies\ Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Determination of independence is being re-assessed when any new interests or relationships are disclosed by a Director.
13 Declaration by Independent Directors
The Company has received necessary declaration from each Independent Director of the Company under Section 149(7) of the Companies Act, 2013 read with Regulation 16 of SEBI (Listing Obligations and Disclosure Requirement) Regulations, 2015 that the Independent Directors of the Company meet with the criteria of their Independence as prescribed therein.
Familiarization program for Independent Directors
The Independent Directors are provided with necessary documents, reports and internal policies to enable them to familiarize with the Company''s procedures and practices. Periodic presentations are made to the Board and Board Committee Meetings on business and performance updates of the Company The details of such familiarization programs for Independent Directors are posted on the website of the Company and can be accessed at the link https://infra.schneider-electric.co.in/ investor- relations/board-of-directors.html
The Board of Directors has carried out an annual evaluation of its own performance, Board Committees and individual Directors including Chairman pursuant to the provisions of the Act and the corporate governance requirements as prescribed by Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements), Regulations 2015 (âSEBI Listing Regulationsâ). The performance of the Board was evaluated on the basis of the criteria such as the Board composition and structure, effectiveness of Board processes, information and functioning etc. The performance of the committees was evaluated on the basis of the criteria such as the composition of Committees, effectiveness of Committee meetings, etc. The Board and the Nomination and Remuneration Committee reviewed the performance of the individual Directors on the basis of the criteria such as the contribution of the individual Director to the Board and Committee meetings like preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in meetings, etc. In addition, the Chairman was also evaluated on the key aspects of his role.
14 Evaluation of the Board''s Performance
In a separate meeting of Independent Directors, p e r fo r m a n c e o f N o n - I n d e p e n d e n t D i r e c t o r s, performance of the Board as a whole and performance of the Chairman was evaluated. Performance evaluation of independent directors was done by the entire Board, excluding the Independent Director being evaluated.
The review concluded by affirming that the Board as a whole as well as all of its Members, individually and the Committees of the Board continued to display commitment to good governance, ensuring a constant improvement of processes and procedures. It was further acknowledged that every individual Member and Committee of the Board contribute its best in the overall growth of the organization.
15 Remuneration to Directors
We affirm that the remuneration paid to the Directors is as per the terms laid out in the Nomination and Remuneration Policy of the Company.
16 Policy on Remuneration to be paid to Directors, Key Managerial Personnel (KMP) and other employees and criteria for appointment of Directors
Your Company has in place Remuneration Policy for Directors, KMP and all other employees of the Company and Criteria for Appointment of Directors. The policies were adopted in line with the requirements of the Companies Act, 2013 and the Listing Agreement with the Stock Exchanges.
The Policy inter-alia, requires the Directors to be of high integrity with relevant expertise and experience so as to have a diverse Board. The Policy further lay down the positive attributes/ criteria which the Nomination and
Remuneration Committee keep in mind while recommending the candidature for the appointment as a Director
Policy on Remuneration to be paid to Directors, Key Managerial Personnel (KMP) and other employees and criteria for appointment of Directors is posted on the website of the Company and can be accessed at the link https://infra.schneider-electric.co. in/investor-relations/policies.html.
17 Committees of the Board
The Details of composition of Audit Committee and other committees of the Board of Directors along with the attendance thereof is provided in the Corporate Governance Report forming part hereof
In line with the requirements of the Companies Act, 2013 and Listing Regulations, all related party transactions are entered into, on arm''s length basis, in the ordinary course of business. Accordingly, no transactions are being reported in Form AOC-2 in terms of Section 134 of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014.
18 Related Party Transactions
Pursuant to SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, prior approval of the Audit Committee is obtained for all related party transactions. Omnibus approval is obtained for unforeseen transactions. A report on the transactions, specifying the nature, value and terms and conditions of the same, done during the quarter vis-a-vis the approval granted are presented to the Audit Committee on a quarterly basis for its review. The transactions which are likely to cross materiality threshold, as prescribed, are placed before the Members for their approval.
The Related Party Transactions Policy as approved by the Board, may be assessed at the Company''s website at the web link: https://infra.schneider-electric.co.in/pdf/ InvestorRelations/Related_Party_Transaction_Policy_ SEIL_Revised.pdf
19 Particulars of Employees
The information required pursuant to section 197(12) of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 ("the Rulesâ) in respect of employees of the Company, is annexed to this Report.
In terms of first proviso to Section 136(1) of the Companies Act, 2013, the Financial Statements are being sent to the Members and others entitled thereto, excluding the information on the employees'' particulars specified under Rule 5 (2) & (3) of the Rules. The same are available on the website of the Company viz. https://infra.schneider-electric.co.in/ and is open for inspection by the Members at the registered office of the Company during business hours on working days of the Company up to the date of the ensuing Annual General Meeting. Any member interested in obtaining a copy thereof may write to the Company Secretary
20 Directors'' Responsibility Statement
Your Directors state that:
a. in the preparation of the annual accounts for the year ended 31.03.2018, the applicable accounting standards have been followed and there are no material departures;
b. We have 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 and profit and loss of the Company as at 31.03.2018;
c. We have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act,
2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
d. We have prepared the annual accounts on a going concern basis;
e. We have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively except controls related to purchase order approval process due to a limitation of the ERP Management is in the process of taking corrective actions in this regard.
f. We have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively; and
g. the Company has complied with the Secretarial Standard-1 (Meetings of Board of Directors), Secretarial Standard-II (general meeting) issued and amended from time to time, by the Institute of Company Secretaries of India.
21 Auditors
i. Statutory Auditors
M/s S.R Batliboi& Co, LLP Chartered Accountants (ICAI Registration No. 301003E/E300005), Statutory Auditors of the Company, were appointed by the Shareholders of the Company at their 5th Annual General Meeting (AGM) held on August 11, 2015 from the conclusion of 5th Annual General Meeting up to the conclusion of the 10th Annual General Meeting.
The report given by the Auditors on the Financial Statements of the Company forms part hereof. There has been no qualification, reservation, adverse remarks or disclaimer given by the Auditor in their report on the financial statements, however on internal financial controls over financial reporting, there is a qualification with respect to approval of purchase orders process due to a limitation of the ERF3 As mentioned in the auditor''s report, this material weakness does not affect the financial statement, however management is taking corrective actions in this regard.
The observations of Statutory Auditors in their report, read with the relevant Notes to Accounts are self-explanatory and therefore, do not require any further explanation
There were no fraud transactions reported by the Statutory Auditors of the Company
ii. Cost Auditors
As per the requirement of Central Government and pursuant to Section 148 of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules,
2014 as amended from time to time, the Company has been carrying out audit of cost records. The Board of Directors on the recommendation of Audit Committee has appointed M/s. Shome & Banerjee, Cost Auditors, Kolkata (Firm Registration No. 000001) as Cost Auditors to audit the cost records of the Company for the financial year 2018-19. As required under the Companies Act, 2013, a resolution seeking members'' approval for the remuneration payable to the Cost Auditors forms part of the Notice convening the forthcoming Annual General Meeting.
iii. Secretarial Auditor and Secretarial Audit Report
The Board has appointed M/s Sanjay Grover and Associates, Practicing Company Secretaries to conduct the Secretarial Audit of the Company for the financial year 2017-18 as required under Section 204 of the Act and Rules made thereunder The Secretarial Audit Report for the financial year 2017-18 is attached as Annexure - I to the Board''s Report. The Secretarial Audit Report does not contain any qualification, reservation or adverse remark.
22 Public Deposits
The Company has neither accepted nor renewed any deposits from public within the meaning of Section 73 of the Companies Act, 2013 read with Companies (Acceptance of Deposits) Rules, 2014, during the year under review.
23 Buy back of Securities
The Company has not bought back any of its securities during the year under review.
24 Sweat Equity
The Company has not issued any Sweat Equity shares during the year under review.
25 Bonus Shares
No bonus shares were issued during the year under review.
27 Particulars of Loans, Guarantees or Investments
26 Corporate Governance
The Auditors'' Certificate certifying the Company''s compliance with the requirements of Corporate Governance in terms of the Listing Regulations, is annexed as Annexure-III and forms part of the Boards'' Report.
The Company is committed to maintain the highest standards of Corporate Governance and adhere to the same. The Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015 have strengthened the governance regime in the country. Your Company is in compliance with the governance requirements provided under the law. A separate section on Corporate Governance is annexed to this report as Annexure-II.
There are no Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013.
28 Extract of Annual Return
As provided under Section 92(3) of the Act read with Rule 12 (1) of the Companies (Management and Administration) Rules 2014, the extract of annual return is given in Annexure IV in the prescribed Form MGT-9, which forms part of this report.
29 Risk Management Policy
In compliance with the requirement of the Companies Act, 2013, the Company has put in place Risk Minimization and Assessment Procedures. In order to effectively and efficiently manage risk and address challenges, the Company has formulated Risk Management Policy
The objective of any risk identification and assessment process is to evaluate the combination of likelihood and level of negative impacts from an event. The three main components of a risk assessment are business risk, service/operational risk and external risk.
The Company manages the risk in line with current risk management best practices. This facilitates the achievement of our objectives, operational effectiveness and efficiency, protection of people and assets, informed decision-making, and compliance with applicable laws and regulations.
30 Significant & material orders passed by the regulators
During the year under review, no significant and material orders were passed by the Regulators or Courts or
Tribunals impacting the going concern status and the Company''s operations.
31 Vigil mechanism
The Vigil Mechanism of the Company in terms of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 includes a Task Force comprising senior executives of the Company. Protected disclosures can be made by a Whistle Blower through an email or dedicated telephone lines or a letter to the Task Force.
Directors'' Report
32 Material changes and commitments affecting the financial position of the company after 31st March 2018
There were no material changes and commitments affecting the financial position of the Company after 31st March, 2018.
33
Disclosure under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013
Pursuant to the provisions of the Sexual Harassment of Women at Work Place (Prevention, Prohibition and Redressal) Act, 2013 read with Rules as amended upto date, the Company has constituted Internal Complaints Committees (ICCs). ICCs have been given the responsibility to receive and address the complaints received, if any, at all locations where the Company is
present. The Company has also taken steps to create awareness about familiarization to the said policy having been put in place.
There was no instance of alleged sexual harassment reported during the year under review
34 Corporate Social Responsibility
In compliance with Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules 2014, the Company has established Corporate Social Responsibility (CSR) Committee and statutory disclosures with respect to the CSR Committee and an Annual Report on CSR Activities forms part of this Report as Annexure-V
The CSR Policy may be accessed on the Company''s website at the link https://infra.schneider-electric. co.in/pdf/InvestorRelations/corporate_social_ reponsibility_policy_SEIL_Final%2008_02_2016.pdf
35 Meetings of the Board
Five meetings of the Board of Directors were held during the period under review For further details, please refer report on Corporate Governance forming part of this Annual Report.
36 Code of conduct and ethics
The Board of the Company has adopted a Code of Conduct and Ethics for the Directors and Senior Executives of the Company. The objective of the Code is to conduct the Company''s business ethically and with responsibility, integrity, fairness, transparency and honesty. The Code sets out a broad policy for one''s conduct in dealing with the Company, fellow Directors and Employees and with the environment in which the Company operates. The Code is available on the Company''s website (https://infra.schneider-electric. co.in/pdf/Investor-Relations/SEIL-Code-of-Conduct-SEIL.pdf)
37 Conservation of energy, technology absorption and foreign exchange earnings and outgo
The particulars relating to conservation of energy, technology absorption and foreign exchange earnings and outgo, as required to be disclosed under the Companies Act, 2013 is annexed as Annexure-VI and forms part of this Report.
38 Employees Stock Option Scheme
The company has not provided any Stock Option Scheme during the year under review.
39 Business Responsibility Report (BRR)
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, mandate the inclusion of the BRR as a part of the Annual Report for top 500 listed entities, based upon market capitalization.
In compliance with the above regulations, the BRR is enclosed as Annexure- VII.
40 Acknowledgments
Your Directors would like to thank all stakeholders, namely, customers, shareholders, dealers, suppliers, bankers, employees and all other business associates for the continuous support given by them to the Company and its Management.
For and on behalf of the Board of Directors
Place: Gurugram Vinod Kumar Dhall
Date: July 27, 2018 Chairman
DIN: 02591373
Mar 31, 2017
The Directors take pleasure in presenting herewith the Annual Report and Audited Accounts for the year ended March 31, 2017.
Financial Results
(In MINR) |
||
12M FY 2016/17 |
12M FY 2015/16 |
|
Sales and Services (Net) |
12,649 |
14,026 |
EBITDA before Provision for doubtful debts and litigation |
702 |
560 |
(As percentage of net sales) |
5.5% |
4.0% |
Depreciation |
255 |
258 |
EBIT before Provision for doubtful debts and litigation |
447 |
302 |
(As percentage of net sales) |
3.5% |
2.2% |
Provision for doubtful trade receivables |
1,377 |
39 |
Provision for litigation |
271 |
0 |
EBIT |
(1,201) |
263 |
Finance costs |
325 |
428 |
Exceptional items |
72 |
17 |
Profit after tax |
(1,598) |
(182) |
Dividend
No dividend has been declared by the Directors for the year ended March 31, 2017, due to losses.
Performance Review_
Your Company began the year with a renewed focus on profitable growth and converted the external uncertain market conditions into an internal opportunity to implement profit boosting initiatives. Indian power sector has a lot of potential to grow and advance across different stages of the delivery cycle and also at the consumption end. Though the traditional markets are still recovering, there are emerging markets which show a sign of promise. The Company has realigned itself with respect to these market trends which can provide growth opportunities in these emerging segments. The Company has dynamically responded to headwinds and local policy changes and is prepared for the much awaited tax reforms in the country The Company has maintained its strategic priority towards profitable growth via prudent customer acquisition while offering a strong value proposition.
Your Company is continuously cautious and selective in term of customers while building a healthy backlog in line with our strategy. The Companyâs normal operation has improved significantly and net income before one off charges turned into positive. The recoverability of older receivables and liquidity has remained a challenge due to the market conditions. The Company has taken a one-off hit of 1,377 MINR for sticky debtors and 271 MINR for various old legal forms which turned the net income into negative.
With the market leaping towards a connected ecosystem rather than a specific standalone solution, your Company is ideally positioned to leverage its global expertise in combining IT with our proven OT to deliver completely automated and reliable solutions with augmented value and peace of mind to our customers. The investments in development and delivery of EcoStruxure⢠is a testimony to our digital and customer-centric offer strategies.
Your Companyâs deep industry experience and wide product and services portfolio has made it the customer''s premier partner of choice. With our unique positioning in the smart products and ecosystems coupled with the increasingly reliable, safe and environmentally friendly offers, we witnessed continued support from our partners and renewed confidence from customers this year Thus, we have not only secured our existing client base but also acquired industry leading projects in both government and private sectors. At every level in the organisation we remain committed towards sustainability, safety and satisfaction of customers and society in general.
Employees are the company''s most valuable assets. Our unwavering focus on employee growth and development has been a keystone in the achievement of successful feats in a highly competitive market. Multiple training programs and employee engagement initiatives with world class content and delivery modes have helped in achieving the ambition of being a dynamic and learning organisation.
Your Company is grateful towards its shareholders, customers, employees and all stakeholders for their confidence and inspiring support to grow our business from strength to strength and meet the expectations of the future.
1.0 Our Offerings
1.1 Eco Struxure⢠Grid
The New World of Energy built on IT/OT convergence
Megatrends: 3D equation behind profound change in the energy world
Firstly, decarbonisation - for power systems weâre talking about the impact of renewables. It is predicted that over the next 15 years, growth in variable renewable capacity will continue. The variability of renewables means that grid-tied storage will also become a reality
Secondly, digitisation - the internet of things has reached power systems. Millions of automated grid devices gathering and integrating energy data will change the face of the future grid and transform the job of grid operators
The third D is Decentralisation as power generation models are changing and where small scale solar and storage can turn consumers into prosumers and produce energy closer to where it is used.
Schneider Electric is a technology company in the business of innovation.
Our âadvanced gridâ vision of how we will support this transformation is built on 3 pillars of innovation. It will enable energy world players to embark on a digital journey.
At Schneider Electric, innovation is in our DNA and in every part of the energy ecosystem. We innovate in our connected products to extend communication and data-integration capacities. Our local control systems work across the grid right to its edge, with distributed generation and on the demand side enabling operational and enterprise data to be fully leveraged by powerful analytics and services.
From seamless local production and integration at the grid edge, to bridging demand and supply, EcoStruxure⢠Grid increases your gridâs efficiency for sustainable networks.
1.2 Our Smart Products for Smart Solutions
As electricity networks become more complex and less stable, the grid needs to become smarter to continue to efficiently balance supply and demand. The grid will be smart, once all users are smart grid ready and connected to the network.
- Utilities will drive Smarter Supply, to manage increasing demand, network complexity and environmental concerns
- Energy efficient companies and active end-users will drive Smarter Demand, to maximise the cost and environmental benefits from energy efficiency
- And Demand Response will efficiently link demand and supply
SMART Grid therefore combines electricity operation technology and IT infrastructure to integrate and interconnect all users (producers, operators, marketers, consumers, etc.), in order to continue to efficiently balance demand and supply over an increasingly complex network.
There is, certainly a greater need to monitor quite complex voltage grid systems than was previously the case. This expansion of monitoring will lead to an immense amount of data that must be processed.
Several systems are required for this:
- Distribution Management System (DMS): The DMS is the tool that enables the power system engineer and dispatcher to effectively and efficiently engineer plan and operate the distribution network
- Global Information System (GIS): GIS is used to show where, precisely the event took place and which region of it is affected
- Outage Management System (OMS): OMS sounds an alarm that informs the operator of the event
- Customer Information System (CIS): CIS provides the information on the utilityâs website, so that customers can find out for themselves why they have no power or how long it will take to rectify the damage
- Work Management System (WMS): WMS creates a work order with the GIS data, detailing location of substation for the people to undergo the rectification/ replacement of equipment
- Cyber Security: Security of our customersâ systems is of paramount importance and this helps provide security guidelines for customers to ensure their systems are protected from attack
In addition to the above, there is also need for additional solutions which help in establishing an efficient grid namely:
Digital Substation_
Integration of IEC61850 based IEDs into digital control systems can enable the complete substation to be unmanned with remote monitoring and control from control center
Self Healing Grid_
A self-healing grid is one capable of automatically sensing, isolating and instantaneously responding to power system disturbances, while continually optimising its own economic as well as operational performance. Smart grid self healing refers to a design concept that enables problematic elements of an electrical system to be identified, isolated, and restored, with little or no manual intervention, so as to minimise interruptions of service. Self healing is, in essence, the smart gridâs immune system
Renewable Integration_
The true smart grid should help integrate large number of distributed energy resources, mostly renewable energy sources viz. Solar and Wind. Renewable energy sources bring new challenges to grid managers, like numerous distributed sources of very different sizes located where the resource is (viz. from small kW (residential solar) to some 100s of MW (large wind farms, hydro), intermittent production (seasonal variability, day/ night cycles (solar)), and intraday variability that is difficult to forecast.
Renewable integration is one of the most important components of smart grid which stimulates new technical opportunities viz. distributed sources may allow grids to better withstand the loss of a centralised production unit or a local grid incident; islanding can become a degraded mode of operation if it is controlled; and power electronic converters bring the flexibility of software controlled machines, plus the ability to communicate, ability to operate in different modes, exchange of information with the grid management.
E-House: Factory build smart substation
With the growing needs of high reliability and availability of power, energy utilities and electro sensitive/ intensive industries need to look for innovative solutions, which are compact, mobile, reliable and safe. They also need a single responsible interlocutor to deliver a fully engineered solution with simplified and fast delivery model.
Over the past few years, the Smart Grid has been developing quickly but unevenly Recent events have made the energy equation more complex everywhere, further accelerating the need for smart grid applications helping cities to get SMART.
SMART INFRA: Smarter Grids are transforming the energy value chain
Rapid economic and social growth, in conjunction with increasing population, translates to more and more energy demand in India. This situation, coupled with strict regulations on the quality and reliability of supply mounts increasing pressure on the Indian power utilities and authorities to keep the network at the best possible state and ensure power availability round the clock.
To live up to the customer expectation and to transform power sector, by and large, Smart Grid has sufficiently transformed the entire value chain of power sector, from generation to consumption, in India, which is the fastest growing economy. We have our own socio-techno commercial challenges to deal with and we need to define âHow Smart Grid can transform Indiaâs power Infrastructure value â.
Huge investments are already being made by Government, through schemes like DDUGJY IPDS, 24x7 Power to all, 175 GW Solar, R-APDRP and National Smart Grid Mission (NSGM), on replacing the ageing infrastructure to ensure power availability round the clock.
However, with rapid growth, gap between demand and supply and aging network are putting pressure on the network and hence the chance of failure canât be completely eliminated. It is therefore necessary to deploy âInnovative and Smart technologiesâ to minimise the impact on the affected customers.
Schneider Electric, which is a global leader in the energy management, sets the benchmark for innovative and focused technologies for Utilities/ Industry/ O&G and Transport segment in India. This is why Schneider Electric has always been at the forefront of leading edge technology at every level of energy infrastructure essential for social, economical and environmental development.
One reason for Schneider Electricâs strength and resilience is our global reach matched with well developed local capabilities. With such strong initiatives, we are now one of the world leaders in fastest-growing Smart Grid segment with most robust, expendable, scalable and secure smart grid solution.
SMART RMU for Grid Management
SMART RMU is an intelligent insulated switchboard for secondary distribution networks associated to a RTU ready to use. It is insensible to environment, virtually maintenance free and easy to install and operate. Itâs a must use product for todayâs distribution automation requirement.
Condition Monitoring of MV Switchgears
Schneider Electric switchgears are safe to operate, on top of that, it is also possible to operate nearby the switchgear
This provides customers with a lot of benefits like
- Safety for equipment - a pre alarm is issued immediately (24x7), giving time to inspect/ repair faulty connection before any damage
- No business disruption
- Safety for operator
- health status assessment is done remotely (online)
- operate switchgear 10m away from it
- Reduction of fire risk
- Reduction of operational expenses (OPEX)
- No need for specific visit on-site to check cable connections, humidity circuit breaker etc
- reduction of periodic survey between 2 maintenance periods
- Reduce insurance premiums (fire risks and process loss risks are reduced)
- Extend lifetime: wear indicator helps maintenance manager to invest replacement at the right time
- Linked with Schneider Services (optional): Schneider expertise on top of online monitoring
1.3 Smart City
Introduction
As the leader in energy management and efficiency, Schneider Electric has a portfolio of solutions to optimise, integrate and improve city infrastructure, including energy, transportation, public services, water, and buildings.
Being smart and sustainable, a city in India increases its competitive advantage for economic growth, and positions the city to attract talent, business and visitors.
The âSmart Cityâ is a relatively new and hot concept and the definition is evolving and will continue to evolve. An appropriate definition that is gaining adoption and acceptance comes from Navigant Research: A Smart City is characterised by the integration of technology into a strategic approach to sustainability, citizen well-being, and economic development. Ultimately, the Smart City is about urban efficiency and doing more with less -providing differentiated services to citizens, reducing costs and generating revenue.
Schneider Electric delivers systems that provide the infrastructure for business - in energy, water and commercial buildings. Our integrated, collaborative approach enables cities to holistically manage all these systems to achieve urban efficiency today Our approach delivers the short-term, visible, measurable, low-investment results that cities need:
- up to 30% energy savings;
- up to 15% reduction of water losses;
- as well as social and economic benefits.
The solution we propose will allow the city to monitor and control multiple, disparate systems in real time. This Urban Efficiency Platform has been combined with advanced sustainability reporting tools, analytics, operational control solutions and innovative applications to provide a truly efficient âsystem of systemsâ.
Our approach for the 100 smart cities in India will have to be a highly customisable solution with a flexible and scalable open architecture. It will be applicable for both PAN city projects and Area based developments. Easy to configure web and mobile reports allow city stakeholders to monitor operational KPIs. Custom, real-time dashboards aligned directly with the cityâs needs provide visible examples of savings and success. The platform can be expanded modularly over time with immediate needs and objectives addressed during initial phases. Efficiencies and cost-savings can be leveraged to expand the platform to other areas of interest. Schneider Electric will intimately work to understand those citiesâ objectives and then collaborate to define a system architecture and road-map that delivers substantial value and urban efficiency
In a nutshell, Schneider Electricâs unique approach towards Smart City for Indian context shall be based on the city and its status. The approach will differ for Green field projects from that of Brownfield projects. Not only that, Schneiderâs solutions are geared up for Whitefield projects like developer townships of smaller scale compared to that of a city
In case of Brownfield cities, which are mostly 100 cities announced by MoUD, Schneider proposes to have Bottom to Upside approach, which means, it will make individual pillars like water electricity gas, waste, transport, etc., smart, as they all belong to different utilities. It will be difficult to synergize different departments at first go. Next level can go for Urban Efficiency Platform approach where cities can have a unified control room for all utilities.
Whereas, in case of Green field cities, we propose the approach of Unified Control Room (Integration) along with all smart verticals together to avoid any integration issues at later stage.
Schneider Electric approach towards this market is mainly through partnerships with major Infra & IT companies to make a holistic approach.
2.0 Our Strategy
Leverage the worldâs new energy challenges
The energy challenges are many: growth in energy demand, energy price increase, scarcity of natural resources, CO2 emission reduction requirements, integration of unpredictable and intermittent renewable sources of energy, increase in peaks of consumption and infrastructure growth. We have developed a wide range of products and solutions that will provide end users and consumers with significant levels of energy efficiency and savings. Our Smart Grid Solutions, delivered through the innovative Ecostuxure Grid Platform help electricity producers and distributors to improve the efficiency of their assets and to offer a better service to their consumers and build future smart cities. This also contributes to the improvement in the operation of the grid and reduction in investment in new generation capacity
Serve the increasing need for automation of our customers in key market segments_
The âMake in Indiaâ as well as rising standard of power reliability and safety is creating significant opportunities for growth. Coupled with this, large corporations are looking to improve operational efficiency across the whole enterprise, while at the same time improving security and safety of operators and the environment. The power distribution segment is undergoing a transformation to provide 24x7 power to all and improve the reliability and quality We are today offering advanced automation solutions to establish self healing grids, unmanned stations and asset management solutions.
Support the digital transformation of customers and partners
The convergence of operational technology (OT) and information technology (IT) creates many new opportunities for customers. It makes their life easier increases productivity, creates new business models that provide new value propositions for their own customers. Digitization in products and processes, is at the heart of their future growth. Through continuous innovation, we engineer products and solutions that help them unlock this potential. Schneider Electric builds native connectivity in its product offerings, delivers a range of digital services to help customersâ extract value from their data through analytics, ensures cyber security and provide a transparent user interface and the best customer experience.
Build two complementary business models:
Products and Technology Solutions
Products and solutions are complementary business models and we aim to deliver profitable growth in both. Products allow us to achieve scale and pricing power. In order to reinforce our leadership position and continue to grow, we leverage technology to offer connected, market leading products. Solutions and Services allow us to generate additional growth and profits, lower capital intensity and help reduce cyclicality. They provide significant opportunities to establish greater customer intimacy and sustainable business opportunities through dialogue with final end-users, which in turn help in our quest for continuous innovation. We have developed tested, validated and documented reference architectures for solutions in targeted end-markets, in order to facilitate smooth integration of our products and speed up project design.
Invest in profitable and responsible growth while driving efficiency
We believe in the long-term growth potential of our business, and we continuously invest in our R&D practices and to drive growth through engagement with customer and partners. The investment is focused on sustained spending in R&D, as well as on growing our commercial presence and skills, especially in the fields of high value-added technologies and services and also in facilitating engagement and involvement of customers to develop offers aimed at solving current and future challenges, including those that are country specific. In addition to the investments we make to foster growth, driving efficiency at all levels of our Company is an equally important focus of the group. We continuously seek to generate savings from purchasing and manufacturing and through improving operational efficiency by reducing selling, general and administrative expenses, while maintaining best-in-class standards in environmental sustainability and social responsibility.
3.0 Digitization Initiatives
Digitization will drive speed, efficiency, cost reduction and customer satisfaction
- Bridge SAP: Go live in April, 2016
- V FAST (Vendor Forecasting tool) drive to measure and sustain vendor forecast accuracy for standard parts
- One MM (Material Management) tool Maturity
- Extend Satellite (tool to simplify tendering and order booking process) to all switchgear products
- CNPS@FAT (Customer net promoter score at Final assembly & testing): online with iPAD application
- Online key shipment tracking
- Implementation of QR code on mySchneider App for Protection and Substation Automation Devices
- Web based tool for protection relays product selection and configuration on IPAD and mobile platforms
4.0 Customer Care Excellence (CCE)
Customer Care Excellence is at the heart of Schneider Electric strategy
Our vision is to deliver the best-in-class customer experience to all our customers across market segments.
We transform the way we engage and deliver value to our customers and partners:
- by leveraging digital to deeply understand their behaviours and needs in order to strengthen their business
- by enabling extended value creation through connected offers and services
- to enhance customer satisfaction and loyalty by acting as a competent and trusted advisor
- to provide excellent value added support across all communication channels with easy access to Schneider Electric
- and promote self-service by utilising digital technology
5.0 Energy Efficiency
At Schneider Electric Infrastructure Limited (SEIL), we believe in embedding energy efficiency in our DNA. We do this with our own internal energy management program, Schneider Energy Action (SEA). Launched in 2012, SEA aims to drive energy efficiency at Schneider Electric sites through the use of our own energy management solutions. Currently three units of SEIL, Salt Lake Works (SLW), Transformers Baroda India (TBI) and Medium Voltage India (MVI), are a part of SEA. Also, these three units are ISO 50001 certified (ISO 50001 is the international standard for energy management systems).
At SLW Kolkata, there was an increase in Specific Energy Consumption (SEC) by 19% and nominal kWh consumption by 17% in FY 2016-17. This increase was due to an electrical load expansion in the plant, on account of the start a new production line. In FY 2016-17, over INR 1.8 million were invested in energy conservation measures like installation of LED lightings, solar heater inverter AC and capacitor bank.
At TBI Vadodara, the reduction in nominal kWh consumption was close to 7% in FY 2016-17. However, the SEC increased by 2% (due to some modifications to the production processes). Major energy conservation measures that were implemented in the year were replacement of existing lighting with LEDs and upgradation of the online energy management system along with installation of new energy meters.
In FY 2016-17, at MVI Vadodara, an expansion in the existing electrical load resulted in an increase in the SEC by 10% and nominal kWh consumption by 2%. The energy conservation projects that were completed in the financial year include replacement of the existing lighting system with LEDs and installation of a roof top solar photovoltaic system for lighting.
Overall, as FY 2016-17 was a year of major expansion in load and production lines for our SEIL facilities, the nominal kWh consumption at these three facilities increased by 3%. (Baseline for all the relative figures is FY 2015-16.)
6.0 Schneider is n (2015-2020)
The company programme ''Schneider is ON'' is progressing well with most initiatives having delivered good results in 2016.
- Overall progress : very good
- Directions for each pillar were set at the start of 2016. Parameters and targets for each pillar were revisited at the beginning of the year to align with ''Schneider is On'' priorities.
Progress across the 5 pillars:
1. Do more for the customers to create more opportunities for them, and for Schneider Electric
- Key initiatives:
- Commercial transformation (EU coverage/ X-Sell/ Inside sales etc.)
- Improve project execution
- Accelerate booster business growth
- More alignment of supply chain
- Improve gross margin
- Booster businesses growth was in line with the 2016 target
2. Simplify the operations for increased efficiency that makes difference to our customers
- Key initiatives:
- Simplify operations
- Mutualise optimally for efficiency
- Streamline/ simplify processes
- Simplifying initiatives has led to a more productive and effective organisation which has driven savings through simplification that exceeded 2016 target
3. Digitise for customers, for efficiency and simplicity
- Key initiatives:
- Connect more customers and partners digitally
- Measure effectiveness through CC Net Satisfaction Score
- Enhance use of my Schneider mobile app
- Increase the number of connected assets
- Continuous focus of digitisation in the company has driven the initiative and resulted in exceeding 2016 targets
4. Innovate to support growth and surprise our customers with innovation, to make their lives simpler and better
- Key initiatives:
- More interaction between R&D and customers
- Shorter development timeline and adherence
- I4I (India for India) product development
- Greater focus on access to energy
- The Innovate pillar initiatives focused on delivering the right products and solutions to customers within optimal timeline and made good progress in sustainability targets
5. âStep Upâ people
- Key initiatives:
- Improve workforce diversity
- Introduce work place satisfaction, well-being, diversity initiatives
- Connect and engage with people
- âStep Upâ parameters have seen continuous improvement over the years and have exceeded targets for 2016
7.0 Some Major Solution Business Milestones of Your Company in 2016-17
- Tata Power E - House (Mumbai)
Your Company executed a project which included supply, transportation, installation as well as testing and commissioning of electrical installation comprising of E-House for the electrical utility Tata Power in Mumbai. E-House consisted of 33 &11kV GIS, LV panels, BBT DC system etc. The project was successfully commissioned within the contractual timelines and to the complete satisfaction of the customer
- BPCL Kochi
Schneider Electric successfully completed the SITC of 33 kV GIS panels and Ethernet switch for BPCL Kochi Refinery expansion project. The project included 90 GIS panels. Engineers India Limited was the consultant for the project. The project was successfully commissioned and became the reference for the other ongoing GIS opportunities.
- Gujrat Mineral Development Corporation
Your Company successfully commissioned the 220 kV Bay Extension job for a public sector undertaking at Bhuj (Gujarat). The project was successfully completed and handed over to the customer in May 2016.
8.0 Services Activity
Your Company listens to its customers and understands their needs. We seek to deliver the best customised efficiency solutions while creating long-term trust. Field Services is the heart of SEILâs business model. Being one of the focus areas, your Company understands Services is a peopleâs business more than any other business. We at Field Services endeavor to help our customers to increase productivity, reliability and safety, mitigate risk, limit downtime, upgrade equipment, enhance life and cut costs thereby improving return on investment.
One of the ways we bring maintenance costs under control, by moving from many agreements with varying costs to one service plan with one responsible provider This makes management and budgeting easier by creating controlled and consistent costs without surprises.
The Indian power sector is plagued with mounting losses due to various inefficiencies, commercial and technical losses in electrical networks. One of the key issues and initiatives that surfaced in the power reform is to fully utilise the capacity of generation and distribution units, including revamping of old, sick and low performing units. With increasing complexity and requirements in the electrical network, lack of permanent skilled resources at site and demand for greater reliability, customers are keen to entrust consulting, maintenance, refurbishing, retrofitting and upgrade of their systems in the hands of experts. This distinctive need of the market is served through the Services business.
Our solutions cover the entire life cycle of infrastructure installations and our aim is to assist customers to proactively plan, install, operate, optimise and renew all solutions and to define and implement the best solution thereby improving performance and flexibility, while controlling aging infrastructuresâ costs. We are quick to adapt and act with flexibility that makes it possible to capture opportunities. Adding to this personal attention, which makes us easy to work with, is our expertise in infrastructure digitisation and digitised services. Our extensive digital products and systems improve management and customer experience. Offers such as Remote Monitoring Service (RMS) can anticipate threats before they become significant while ensuring that equipment and systems are running at peak efficiency
On-site maintenance and repair can lower downtime, and make spare parts readily available. Combining our personalized customer service with advanced products and expertise, especially digitization, makes our Field Services offer truly comprehensive.
Your Company Services cover customer needs around the complete installation lifecycle and the portfolio includes âComprehensive Services to improve performance of customer installationâ such as Asset Management program (preventive and predictive services maintenance contract and extended diagnosis for ED equipment), On-Demand maintenance (one time maintenance, spare parts and repairs), Modernisation & Upgradation (retrofit and revamp solutions) and Installation Assessment (health check). To effectively deliver this, we have a pan India presence of dedicated services and authorised service centers and specialised channel partners, who cater to all the legacy and current brands of your Company and quickly respond to customer calls.
Your Company''s strong presence in Infrastructure, Power Building, Industry and IT segments, coupled with our ability to offer services cutting across these segments, provides us a distinctive advantage to serve our customers. Capability building is key to meet diverse needs of the market viz. minimal shutdowns while doing upgrades and retrofits, scaling up and completing critical projects during short annual maintenance breaks, etc. A dedicated Services Business unit enables this capability building and as the services market matures, our focus and preparedness takes us ahead of the curve. Composition of services business and the business model employed makes it very attractive in terms of Return on Capital Employed and enhancing customer satisfaction.
Field Services Business of your Company has set the benchmark in the country in the field of services in electrical distribution, by obtaining the BVCIâs IMS certification comprising of ISO9001:2008 & ISO14001:2004, and also BS OHSAS 18001:2007 for maintenance services, supply of spares, design, engineering, supply, installation, testing and commissioning of retrofit solutions and MV/LV revamp projects.
Some of the major projects by Services Business in 201617 includes:
Shipping Corporation of India and ONGC: ONGC produces around 77% of India''s crude oil (equivalent to around 30% of the country''s total demand) and around 62% of the natural gas. SCI operates and manages vessels that service both national and international lines. Your company undertook a complete project execution right from survey approvals, supply, installation upto testing work at the yard. All Schneider make components were supplied and it included Evolis breakers, Rollarc contactors, SEPAM relays suited for Marine Electrical work. This is the biggest field services order and it opens up further opportunities in Marine, Oil & Gas industries. Field Services was successful in delivering the complex industrial solution and once again proved its capability to its customer
Maruti Suzuki India Limited: Your Company has executed projects for Maruti Suzuki India Limited. On of the projects entailed Modernising of APFC system along with cabling, civil work and the second one was for upgrading the existing 11 kV HT switchgear. These orders were considered breakthrough orders for Schneider Electric. The was one of the early orders for APFC and considered to to be of high value to the company. This order was awarded from the MSIL plant in Gurgaon. Repeated orders shows the established confidence and trust of the customer on our services and our ability to ensure customer satisfaction.
Nestle India Limited: Your Company has successfully worked on the Low Voltage Modernisation project with the supply of PMCC panels for Nestle India Limited. This was the first time that PMCC panels of Schneider make were installed at Nestle Moga. This can be considered as an achievement in the PMCC panel service segment for SEIL. The modernisation has been done at Nestle Moga factory in Punjab. This opens up new opportunities for Schneider in PMCC panels and ensures high customer satisfaction.
Banaras Hindu University: Your Company has renewed the maintenance contract at Banaras Hindu University one of the best universities in the country, for the ninth year in a row. The Operation and Maintenance Contract of electrical installations at the university has been in place since 2007. We have been providing support to operate and maintain two 33 kV Grids along with 20 substations feeding entire campus, including hostels, a hospital and academic blocks. We have taken up 24/7 electrical O&M on both campuses. We are proud to provide efficient and reliable services and peace of mind to the customer for the last eight years. Renewal of this important maintenance contract establishes the confidence and trust the customer has on our services.
Steel Authority of India Limited: Your Company executed the project of supply of iPMCC which minimised the problems of communication of circuit breaker with the customer. The device is smart and can communicate the current power supply and ensure power supply as well as the control and protection of loads, it is energy efficient. The wide and complete range of the iPMCC solutions covers all continuous and critical process requirements. This was executed at the SAIL plant in Rourkela.
Mangalore Electricity Supply Company: Your Company has successfully renewed the contract with MESCOM for comprehensive preventive maintenance throughout. This also includes the maintenance experts stationed in three districts covering 301 Nos. Overhead feeders. Schneider dedicated stock to serve the customer within 36hrs ensuring the equipment down time is minimum and followed predictive maintenance approach through remote monitoring of equipment data using WSOS soft tools. This was successfully executed in Mangalore. MESCOM is our long run consistent partner for all electrical solutions
Lodha Group: It is India''s premier real estate developer having a wide range of residential and commercial projects in Mumbai and other cities in India. This project was one of Indiaâs largest residential projects of Lodha Group at Casa bella, Dombivali in Mumbai. Your Company has been awarded a comprehensive contract for 5 years from LODHA group for operation and maintenance of Schneider make PSS, HT Panels and LT Panels at Casa Rio. This order consisted of 43 substations, 40 22kV Panels and 9 LT boards. Both the supply and the service have been handled by Schneider Electric for this project.
9.0 Human Resources
âGreat people make Schneider Electric a great companyâ. An agenda around people has been built into our business strategy. Itâs the people who ensure the overall company ambition. Our people are our most valuable asset. As a global specialist in energy management and automation, we help customers to make their lives and ecosystem safe, reliable, efficient, and sustainable. Our technologies make sure âLife Is Onâ everywhere, for everyone, at every moment. Our mission is to do a great job for our customers by creating the best products and solutions and simplifying the customer experience. To achieve that, we are constantly making sure our employees develop in the right environment to deliver the best of Schneider to our customers.
There are 6 people priorities under the framework of âStep Upâ. The 6 pillars are leadership, high performance culture, talent, wellbeing, learning and diversity and inclusion. Our company keenly listens to our employees through surveys in order to understand people needs and requirements. Thus enabling us to tailor people policies and practices to meet our specific needs as an organisation. This is an ongoing practice and it helps us to constantly reinvent our practices basis the feedback from our employees. The structured strategy and policies help us to attract and retain the best talents that encourage innovation and create a congenial work environment.
We trust and empower people to drive our agenda. Our leaders are authentic and inspire their teams. Our culture, ensures we have accessible leaders who decide quickly and are exemplary in building teams, collaboration and business.
Our Leadership Expectations and SCOPE values form the foundation of our culture and every employee is expected to live by them. Our leaders are expected to not just deliver the business results but also to be a role model for our leadership expectations namely business developer team builder, team player, role model of our values, decision maker and great professionals.
Schneider as an organisation has an extremely open culture and there are open channels of communication between employees and leaders. The organisation channels like Ask the CEO, CHRO, Connexion Sessions and Open Lines at Global and Country level are available for employees to share their ideas, give feedback and express their concerns.
We also have development programs like Champions Club, Ojas and Tejas that help us to develop leaders who can be role models. People who go through the development program, within a year (40-59%) receive career progression over a year
We have accountable people who are moved by a common culture and purpose and ensure superior teamwork, with the right balance of freedom, process and speed to move from innovation to execution. They drive performance with our strong set of values. People agenda is driven by each manager where leaders are champions for some of the key initiatives that we have taken in the recent past. By adopting a common set of values in the way we work, our people drive a culture of innovation and high performance. With the strong culture, leadership behaviour empowerment and an unrelenting focus on people we have been able to keep the motivation of our employees high. This includes the culture of mentoring to inculcate high performance culture across all levels of management.
One of our key initiatives under âTalentâ pillar has been that of our Employer Value Proposition (EVP). These are core differentiators for us to attract and engage both internal and external talent, making Schneider Electric their employer of choice. We circulate talents between functions, entities, communities to help employees grow vertically and horizontally. There are various engagement activities carried out throughout the year which includes leadership connect, Leadership live sessions to promote leadership behaviour, celebrations, festivals, recreational, sport activities, etc. Additionally, Rewards and Recognition program has been reinforced, aiming to create a culture of recognition and celebrating performance at multiple levels across the organisation for individuals and teams.
In order to uphold the values of ethical conduct and compliance to our Principles of Responsibility we ensure all employees of the company including the newly joined employees, follow a detailed training and awareness program to familiarise themselves with the standards and expectations of ethics.
Employee Wellbeing
âWellbeing is not a special project, its way of life.â
Based on the fundamental premise that wellbeing creates performance and performance generates wellbeing, we have a holistic view of wellbeing (physical, mental, emotional and social) that have a positive impact on communities and environment.
Alongside our policies, interventions like yoga, guided meditation, stepathalon, blood donation camps and wellbeing labs have contributed significantly to improving our wellbeing scores by 11% over the year
We have a basket of activities under the wellbeing initiative which helps in imparting regular tips to employees and encouraging them towards a healthy lifestyle. This is being further facilitated by âEmployee Assistance Programâ, a unique way to take care of our employeeâs mental and emotional need through free and confidential counselling.
This program under the name of âSaathiâ, helps employees solve issues, both personal and work-related. We have embedded flexibility in health insurance coverage for employees which gives flexibility to employees to exercise their choice in line with their needs and family requirements.
The initiative âJoy of Giving Weekâ focuses on social wellbeing and has driven each Schneider employee to connect and support others. Joy of Giving initiative conducted between Oct 2nd to Oct 8th 2016 brought meaning to the employeeâs mindset through the act of giving dry ration to the needy as per their choice. This drive was conducted in 29 location and later this was distributed among poor homes and institutions.
âWellbeing creates performance and performance generates wellbeingâ
Diversity & Inclusion
Schneider Electric strongly advocates Diversity as a key business imperative and inculcates it as a core value. Diversity for us is not just about promoting Gender Balance - it is about appreciation of different cultures, backgrounds and generations. With the intent to integrate diversity of all forms within the culture of Schneider Electric India, we identified Gender Balance as our first priority, simply because our ratio was heavily skewed towards one gender To make speedy progress in this direction we adopted a multi-dimensional approach, because we understood that a one dimensional approach would not make us best in class.
Recruitment Strategies / Attract
Focused mid-level/ lateral hiring - We had tremendous focus to get women in the organisation at all levels. Various initiatives like Her 2nd Innings to encourage women to get back to the professional world after taking a break and Parichay, Women Referral program were initiated. Campus engagement - To build a robust pipeline for our women leaders we have accelerated our hiring especially at the base level. Our engagement with the campuses ensures that we are able to infuse women during their formative years. In 2016, 64% of our campus offers were women GETs & MTs.
âDiversity for us is not just about promoting gender balance - itâs about appreciating different cultures, backgrounds and generations.â
Enabling Environment
To support our employeeâs diverse lifestyle and life choices we have introduced several progressive policies in the last 2 years. Few of these are, flexible work policy work from home, sabbatical and surrogacy While these policies are applicable for both the genders they are especially beneficial for the retention of our women colleagues.
D&I principles are also integrated in other people processes like talent review, promotion, salary review process etc.
We want to have an inclusive culture and hence itâs important for us to sensitise our employees on unconscious bias. This year we celebrated International Womenâs Day on 8th March. The theme of this yearâs celebration was âUnconscious Biasâ. Various initiatives and programs on this theme were organised with an overwhelming participation of employees.
Development Initiatives:
Gender Workshops - Mandatory inclusion trainings for managers has helped reiterate the business case for inclusion, address unconscious biases at workplace, and understand the benefits of an inclusive team.
Urja - Continuing our 2015 journey, this development program aims to facilitate and accelerate the career progression of our women leaders along with enhancing their awareness on their signature strengths. In last 2 years we have covered 100 women leaders via this program
Societal Commitment
Progressing on our WEP commitment (Women empowerment principles) last year we worked a lot on trying to bring about changes, for an egalitarian society. Few noteworthy initiatives are:
Jagriti - A curriculum designed to teach school children on gender stereotyping. By touching the lives of children in schools, this program aims to tackle with this problem at its roots. We covered 2500 students in 2016 by these learning sessions
âDIYA is a women entrepreneurship initiative of Schneider Electric in India, which encourages bright and smart women students to seek out a career as an entrepreneur.
This is a novel way of enabling women outside of the organisation to empower themselves and SEI has already hired 10 women as SE promoter 2016 was the second consecutive year where in 2 women SMEâs were recognized by Schneider Electric India for their contribution towards women empowerment. These awards are termed as Prerna Awards.
He For She mobilisation continued to spread beyond Schneider boundaries and we gathered 15K commitment (highest among all Schneider countries).
Learning & Development
âLearning is the way to growâ
Competency development of people continues to be a key area of strategic focus for us and our Learning and Development initiatives during the year are based on the 3Es approach viz âEducation, Experience and Exposureâ. Thus, all organised trainings are based on competency reviews held by managers addressing real and critical needs for the organisation. We have conducted more than 6174 man-days training and covered more than 97% of employees. This not only includes technical skill building trainings but also interventions and workshops of change management, culture building and leadership.
Middle Level Managers are offered training on Leadership through Performance Management, so as to improve their skills in managing performance of their teams with effective feedback. We have identified internal mentors and coaches for a pool of key talents. The mentors and coaches help these young professionals, hone their skills and apply their knowledge effectively
In line with our continued efforts to improve the solutions business, Company has nominated sales and solutions engineers and managers for the Global Schneider Electric Energy and Solutions University Certification Program. Besides these programs, employees are also nominated by their managers for selected public program and seminars. In order to make front office team more agile and effective, team specific programs are organised for Marketing, Sales Execution and Targeted account managers to meet their specific development needs.
Internal Trainer policy is designed as a key initiative which has an intent to encourage and engage internal trainers towards common organisational goal for employee development. The objective is to leverage the knowledge and experience inside Schneider in a planned and structured manner. This helps internal trainers have a sense of pride for delivering trainings.
Our Company continues to promote and strengthen a culture of continuous learning at all levels through the e- learning process. An intensive e-learning campaign has been undertaken to create Champions who drive this process. The company has closed the year with more than 4 hrs of e-learning clocked per managerial staff. Reward and recognition for those who have completed the prescribed e-learning modules with maximum hours every month has acted as a big motivation to other managers to take the lead. In the process all have valued continuous improvement as a way of life which in turn has improved productivity and efficiency of employees.
Schneider Electricâs social Commitment
- In the FY 2016-17, your Company was not required to contribute to the CSR activities as mandated by the CSR law u/s 135 of Companies Act 2013, due to the losses in the preceding financial years. However as part of their social obligation to contribute to the society, your Company donated 189 end-of-useful-life desktop computers and accompanying accessories to various NGOâs and Foundations.
- The donation made by your Company would support these NGOâs in disseminating the IT skills to various beneficiaries enrolled at their centers and help them in building their own administrative capabilities and infrastructure for the better management of their programs.
Energy Rebound Acceleration Workshop
The leadership team came together and deliberated on various levers for driving and sustaining higher margin growth for the business. The team identified four key levers i.e. Customer Centricity, Value Creation, Collaboration and Innovation which will help to improve margins and profitability. A simulation based session was conducted to build the mindset of employees towards this aspect. Positive relationship and team cohesion were facilitated through interactive sessions. Post completion of the exercise, the team correlated their learning to the challenges faced in the current market and business environment so as to strengthen the possibility of thinking in a tough environment. In a nut shell, this workshop not only helped teams to widen their perspective on business, customers, opportunities but also prepared them for future challenges. The overall workshop helped to bring teams together for a better tomorrow with respect to collaboration and working together towards a common vision.
10.0 Key Events of the Year
Intelect 2017: Showcasing innovation and technology prowess
Your Company had an impactful presence at INTELECT 2017, Indiaâs first fully integrated intelligent electricity exhibition to demonstrate the New & Intelligent digital solutions. Held from 23-25th January, 2017 at the India Expo Centre, Greater Noida, the event converged electrical operation technology and automation devices with information and communication technology onto one platform.
Your Company booth was the cynosure of all eyes, not just in its visual appeal but also in the value it offered. The booth was inaugurated by Shri Piyush Goyal, Minister of State with Independent Charge for Power, Coal, New & Renewable Energy and Mines in presence of Anil Chaudhry Country President and Managing Director and Prakash Chandraker, Managing Director and Vice President, Energy BU. All through the conference, the booth attracted several high-profile customers, journalists, opinion makers, think-tanks and industry leaders who could be seen eagerly taking a tour of the stall.
Members of your Company were invited to share their opinions and perspectives at various sessions through all the three days of the conference on topics like - Future Energy Grid, Cyber Security, etc.
The event was an apt platform to showcase your Companyâs diverse portfolio of products and solutions. The event proved to be a key driver in creating brand awareness, generating leads and engaging with hundred of customers, consultants, contractors and other target segments.
Utility : 24x7 Power to allâ
Your Company has initiated a campaign targeting utilities with the objective to join the government mission of delivering 24x7 quality and reliable power by offering Smart Electrical Distribution Solutions; thereby empowering the power system with an efficient and reliable network. Your Company has organised series of road shows in various cities, to name few - Delhi, Vizag and Kolkata by inviting C-Level top managers, functional heads and other key officials in from various DISCOM like APDCL, BESCOM, Tata Power, MESCL, etc. All the workshop were attended by more than 100 people.
Schneider Electric @ Vibrant Gujarat Global Summit 2017
Your Company had a vibrant presence in the prestigious Vibrant Gujarat Global Summit held from 10-13 January 2017 in Gandhinagar, Gujarat.
The grand event was inaugurated by the Honorable Prime Minister Shri Narendra Modi and was attended by many heads of states, ambassadors of prominent countries and industrialists from India and abroad. Among the high-level figures present at the event were Indiaâs Finance Minister Shri Arun Jaitely Chief Minister of Maharashtra, Shri Devendra Fadnavis and top industrialists from India. Your company also got the unique opportunity to address the participants at the French Country Seminar on 11 January 2017.
The presentation shared your companyâs capabilities in the new world of energy like Smart Grids, Micro Grids, Renewables, Energy Efficiency, Distributed Energy Resources, Digitized products, etc. The country seminar was attended by officials from the Gujarat government, delegates from French companies, FICCI, and industrialists. Other speakers at the French Country Seminar included CEOs of French companies invited for the seminar
SEIL team engaged the participants through an attractive stall at the exhibition grounds. The stall hosted B2B meetings between your company and local entrepreneurs with a focus on Smart Cities.
Vibrant Gujarat Global Summit 2017 was attended by 30 participating countries including USA, Canada, France, Australia, Denmark, Japan, Netherlands, Singapore, Poland, Sweden, UK & UAE.
The inauguration was attended by the President of Kenya, Deputy Prime Minister of Russia, Ministers from Canada, Poland, Germany France among others.
Attendees at the meets included management and employees of the Tata Power and Reliance Infrastructure. The participants from both the organisations actively engaged in SEIL led technical sessions around Comprehensive Asset Management System; Innovative Technologies Primary Distribution Systems, Innovative Technologies Secondary Distribution Systems, Smart Grid Transformers, Renewable Integration, Demand-Response, Low Voltage Intelligent Switchgear Automatic LT network structure Mapping, AT&C losses/ LT Revenue Protection/ Analytics and many more. The interactive sessions and technology discussions impressed participants with the format and content.
Smart Cities Exhibition by Schneider Electric Infrastructure Limited
Your Company participated in the Smart Cities exhibition at one of the prestigious Industry Events. This exposition was aimed at bringing together all the stakeholders to discuss the challenges and opportunities in developing smart cities in India. Showcased at SEIL booth were capabilities in the areas of smart public services, urban efficiency and energy optimisation. The know-how and experience gathered from over 250 projects was showcased at the SEIL booth. Our booth done in green and white, complete with a command control center, was visited by over 300 attendees.
Regional Outreach Programme:
To extend the reach into potential regions, your Company participated in various technology seminars and exhibitions in these regions with the objective of targeting potential buyers. DGNP Vizag, Electromatia (Gujarat), OLF (Odisha), etc. are some examples.
Cement Day: A Technology Date
Your Company organised Technical Meet with Indexl, Rajasthan. The event showcased new technologies and solutions from SEIL which included Smart Grid, Substation Automation System, E-House. Your Company also took this opportunity to showcase SEILâs technology leadership in smart electrical distribution and to showcase our commitment towards creating a sustainable and commercially viable power distribution system and robust transmission system for power evacuation; generating capacity to meet the rising power demand and promoting renewable energy development in the state. The corporate presentation session along with product display was attended by 60 people. Customers recognised and appreciated the wide portfolio of products and solutions available to serve the needs of large cement plants.
Partner Meet and Easypact Launch
Your Company organised a partner meet on 3rd December 2016. The purpose of this event was to share our technology roadmap with key partners and to show them efficient ways of improving reliability and operational efficiency Over 70 partners attended our sessions on new offers and solutions for various segments. Your Company also launched - Easypact: new product offer. Your Company also organised an award night where SEIL awarded its partners under various award categories.
11.0 Information Systems and Technology
India is going through the biggest tax reform by rolling out of the Goods and Services Tax (GST). Schneider ERP platform has been upgraded in-line with new tax system within prescribed time lines, seamlessly migrating all the transactions to new taxation rules.
The ERP landscape simplification happened in April 2016 when we migrated out from two old SAP systems to the recent version of SAP platform which has helped significantly in implementing and stabilising the new GST specific solution.
12.0 Finance
In the recent trend, finance has been playing an important role in supporting business, customer engagement, decision making, performance management, business analytics and control. Synergies between processes play a critical role in business success which requires a robust process to control and bring in conformity of all the activities. The company follows the Schneider group''s best practices of treasury, audit, reporting, taxation, financial shared services (FiSS) and credit to bring synergies with efficient utilisation of resources.
13.0 Investor Relations
Your Company has a strong belief in stakeholder engagement and its role in building long term relationship and confidence. The company is putting best efforts to ensure accurate and timely communication of information through press releases, conference calls, investor meetings etc. and to promptly reply to all stakeholderâ queries.
Through conference calls, the management of your Company has created a platform for two-way communications that will help address the stakeholders and analyst queries and keep them updated on market conditions, strategies, business segment and operational performance of the company
Your Company has maintained its website and have uploaded all financial results and presentations made to investors on timely manner. In addition, all major developments are communicated to the stock exchanges.
You Company understands and appreciates the significance of good corporate governance and its role in building investor confidence, improving investor protection and maximising shareholder value.
14.0 Internal Audit
The in-house internal audit department is an independent unit, responsible to provide reasonable assurance with regards to the effectiveness and adequacy of the internal control system and processes. The in-house internal audit department, along with third party audit firms, provides audit assurance on the end-to-end spectrum for the area/processes of the Company It also adds value for improvement of the Company processes, through a systematic disciplined approach, from inception, through fieldwork, to final reporting, streamlined to fit in the COSO framework, to improve the effectiveness of risk management, control and governance processes.
The audit plan for the year is based on business risk and internal control assessment, which is approved by the Audit Committee and Board of Directors of the Company The Company has set up a robust risk management and Internal Control assessment framework across the organisation which facilitates identification, assessment, communication and management of risk in effective manner
As per the requirement of Companies Act 2013, for the frame work for internal control on financial reporting, the Company has developed Risk and Control Matrix (RCMs). Testingâs, post-diagnostic review of the Companyâs processes are also completed, highlighting existing riskâs and corresponding mitigation plan, with closure of previously identified risksâ, in compliance with requirements of ICFR guidelines.
15.0 Customer Satisfaction & Quality
Customer Experience is as important as products and prices and will soon become the first driver Most of the buying decisions will be made through digital before talking to any sales representative.
Everywhere in Schneider Electric, we put the Customer at the center of our decisions. We deliver tailored customer experiences, fast and consistent at all touch points, to get satisfied customers like the one below:
âI want to thank you for creating a culture where at every step, someone took ownership of my needs and did what was right to serve me. I don''t often experience such amazing customer service. These people are super stars!â - Testimonial sent to our Chairman & CEO
Our guiding principles
1. Customer Centricity: Customer Experience culture is in all employeesâ DNA. We deploy customers personas everywhere, we master customer journeys, we follow customer-centric rituals, we decide and prioritise always from the customer viewpoint.
2. Offer Quality: We innovate and provide a non-negotiable premium quality along the life cycle through offer creation, manufacturing, delivery, operations and services, we focus on a digital, tailored and predictive end-to-end experience, to fulfill customers needs.
3. Intelligence: We run strong analytics to convert our customer experience data into actionable information, to anticipate customer failures, prevent customer complaints and improve on all touch points and we propagate this customer intelligence to all teams.
4. People: We empower our teams to manage their priorities and decisions to maximise the business value for our customers, we look for superior customer driven skills when recruiting new talents and work as one team to always serve our customers first.
5. Satisfaction to Order: We deeply analyse customer experience on all touch points and leverage it to prioritise our investments and tailor our sales tactics accordingly Customer experience is recognised in our company as a strong competitive advantage.
Our Quality policy is supported by a robust Quality Management System which we improve in a continuous and rigorous manner through efficient processes and tools, in compliance with ISO9001 standard. We deploy this policy everywhere in Schneider Electric and translate these guiding principles into operational objectives for execution throughout the organisation.
16.0 Directors and Key Managerial Personnel
Appointment
Mr Arnab Roy was appointed as the Chief Financial Officer and Key Managerial Personnel of the Company effective 08.03.2017 pursuant to Section 203 and other applicable provisions of Companies Act, 2013. His appointment was recommended by Nomination and Remuneration Committee and approved by the Audit Committee and the Board of Directors of the Company
Resignation
Mr. Anurag Mantri, who was the Chief Financial Officer and Key Managerial Personnel of the Company has resigned and he was relieved from the close of business hours on 24th November, 2016.
Retirement by Rotation
In accordance with the provisions of the Companies Act, 2013 and Articles of Association of the Company, Mr Anil Chaudhry and Mr. Vivek Sarwate, Directors, retires by rotation and being eligible, offer themselves for reappointment.
Considering the background and experience of Mr Anil Chaudhry and Mr. Vivek Sarwate, the Board is of the opinion that their appointment will immensely benefit your Company. The Board recommends their re- appointment.
Brief particulars of the Directors to be appointed/ re-appointed are given elsewhere in this Report.
As per the declarations received, none of the Directors of the Company are disqualified for being appointed/ re-appointed as Directors as specified in Section 164(2)(a) and (b) of the Companies Act, 2013
17.0 Criteria of Independence
The Nomination and Remuneration Committee assesses the independence of Directors at the time of appointment / re-appointment pursuant to the criteria laid down by the Company in line with the requirements of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Determination of independence is being re-assessed when any new interests or relationships are disclosed by a Director
18.0 Declaration by Independent Directors
The Company has received necessary declaration from each Independent Director of the Company under Section 149(7) of the Companies Act, 2013 read with Regulation 16 of SEBI (Listing Obligations and Disclosure Requirement) Regulations, 2015 that the Independent Directors of the Company meet with the criteria of their Independence as prescribed therein.
Familiarization program for independent directors
The Independent Directors are provided with necessary documents, reports and internal policies to enable them to familiarise with the Companyâs procedures and practices. Periodic presentations are made to the Board and Board Committee Meetings on business and performance updates of the Company. The details of such familiarisation programs for Independent Directors are posted on the website of the Company and can be accessed at the link http://infra.schneider-electric.com/in/ investor-relations/board-of-directors.html
19.0 Evaluation of the Boardâs Performance
The Board of Directors has carried out an annual evaluation of its own performance, Board Committees and individual Directors including Chairman pursuant to the provisions of the Act and the corporate governance requirements as prescribed by Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements), Regulations 2015 (âSEBI Listing Regulationsâ). The performance of the Board was evaluated on the basis of the criteria such as the Board composition and structure, effectiveness of Board processes, information and functioning etc. The performance of the committees was evaluated on the basis of the criteria such as the composition of Committees, effectiveness of Committee meetings, etc. The Board and the Nomination and Remuneration Committee reviewed the performance of the individual Directors on the basis of the criteria such as the contribution of the individual Director to the Board and Committee meetings like preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in meetings, etc. In addition, the Chairman was also evaluated on the key aspects of his role.
In a separate meeting of Independent Directors, performance of Non-Independent Directors, performance of the Board as a whole and performance of the Chairman was evaluated. Performance evaluation of independent directors was done by the entire Board, excluding the Independent Director being evaluated.
The review concluded by affirming that the Board as a whole as well as all of its Members, individually and the Committees of the Board continued to display commitment to good governance, ensuring a constant improvement of processes and procedures. It was further acknowledged that every individual Member and Committee of the Board contribute its best in the overall growth of the organization.
20.0 Adoption of new Articles of Association
The Ministry of Corporate Affairs (MCA) notified most of the sections of the Companies Act, 2013 (âthe Actâ) which replaced the provisions of the Companies Act, 1956. The MCA also notified the rules pertaining to the further notified sections.
In order to bring the Articles of Association (AOA) of the Company in line with the provisions of the Act, the Company recommended that the members adopt a comprehensive new set of the Articles of Association of the Company (ânew articlesâ), in substitution of, and to the exclusion of, the AOA. Accordingly, the resolution to adopt the new articles was passed by Board of Directors of the Company in their meeting held on 27th July, 2017, subject to the approval of the requisite majority of shareholders of the Company in the ensuing Annual General Meeting.
The new articles are available on the website of the Company, at http://infra.schneider-electric.com/in/ investor-relations/announcements.html.
21.0 Indian Accounting Standards (Ind AS)
Your Company has adopted IND-AS with effect from April 01, 2017. The Ministry of Corporate Affairs has made New Set of Accounting Standards mandatory for different types of Companies with different compliance dates, vide notification dated 16th February, 2015 notifying the Companies (Indian Accounting Standard) Rules, 2015. Pursuant to this, effective first quarter of the Financial Year 2017-18, the reports shall be prepared in line with the requirements of IND-AS.
22.0 Remuneration to Directors
We affirm that the remuneration paid to the Directors is as per the terms laid out in the Nomination and Remuneration Policy of the Company
23.0 Policy on Remuneration to be paid to Directors, Key Managerial Personnel (KMP) and other employees and criteria for appointment of Directors
Your Company has in place Remuneration Policy for Directors, KMP and all other employees of the Company and Criteria for Appointment of Directors. The policies were adopted in line with the requirements of the Companies Act, 2013 and the Listing Agreement with the Stock Exchanges.
The Policy inter-alia, requires the Directors to be of high integrity with relevant expertise and experience so as to have a diverse Board. The Policy further lay down the positive attributes/ criteria which the Nomination and Remuneration Committee keep in mind while recommending the candidature for the appointment as a Director.
Policy on Remuneration to be paid to Directors, Key Managerial Personnel (KMP) and other employees and criteria for appointment of Directors is annexed to this Report at Annexure-I.
24.0 Committees of the Board
The Details of composition of Audit Committee and other committees of the Board of Directors along with the attendance thereof is provided in the Corporate Governance Report forming part hereof.
25.0 Related Party Transactions
In line with the requirements of the Companies Act, 2013 and Listing Regulations, all related party transactions are entered into, on armâs length basis, in the ordinary course of business. Accordingly, no transactions are being reported in Form AOC-2 in terms of Section 134 of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014.
Pursuant to SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, prior approval of the Audit Committee is obtained for all related party transactions. Omnibus approval is obtained for unforeseen transactions. A report on the transactions, specifying the nature, value and terms and conditions of the same, done during the quarter vis-a-vis the approval granted are presented to the Audit Committee on a quarterly basis for its review. The transactions which are likely to cross materiality threshold, as prescribed, are placed before the Members for their approval.
The Related Party Transactions Policy, as approved by the Board, may be assessed at the Companyâs website at the weblink: http://infra.schneider-electric.com/in/pdf/ Investor-Relations/Related_Party_Transaction_Policy_ SEIL_Revised.pdf
26.0 Particulars of Employees
The information required pursuant to section 197(12) of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 ("the Rulesâ) in respect of employees of the Company, is annexed to this Report.
In terms of first proviso to Section 136(1) of the Companies Act, 2013, the Financial Statements are being sent to the Members and others entitled thereto, excluding the information on the employees'' particulars specified under Rule 5 (2) & (3) of the Rules. The same are available on the website of the Company viz. http://infra.schneider-electric.com/in/ and is open for inspection by the Members at the registered office of the Company during business hours on working days of the Company up to the date of the ensuing Annual General Meeting. Any member interested in obtaining a copy thereof may write to the Company Secretary
27.0 Directors'' Responsibility Statement
Your Directors state that:
a. in the preparation of the annual accounts for the year ended 31.03.2017, the applicable accounting standards have been followed and there are no material departures;
b. the Directors have 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 and profit and loss of the Company as at 31.03.2017;
c. the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
d. the Directors have prepared the annual accounts on a going concern basis;
e. the Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively; and
f. the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.
28.0 Auditors
i. Statutory Auditors
The observations of Statutory Auditors in their report, read with the relevant Notes to Accounts are self-explanatory and therefore, do not require any further explanation.
M/s S.R Batliboi & Co, LLP, Chartered Accountants (ICAI Registration No. 301003E/E300005), Statutory Auditors of the Company, were appointed by the Shareholders of the Company at their 5th Annual General Meeting (AGM) held on August 11, 2015 from the conclusion of 5thAnnual General Meeting up to the conclusion of the 10th Annual General Meeting of the Company subject to ratification of appointment by the members at every Annual General Meeting.
M/s. S.R Batliboi & Co, LLP have expressed their willingness to get appointed as the Statutory Auditors of the Company and have furnished a certificate of their eligibility confirming that ratification of their appointment, if made, at the ensuing AGM, would be within the limits specified under Section 139(1) and 141 of the Companies Act, 2013 and the rules framed there under
The Report given by the Auditors on the Financial Statements of the Company forms part hereof. There have been no qualifications, reservation, adverse remarks or disclaimer given by the Auditor in their report.
There were no fraud transactions reported by the Statutory Auditors of the Company
ii. Cost Auditors
As per the requirement of Central Government and pursuant to Section 148 of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014 as amended from time to time, the Company has been carrying out audit of cost records. The Board of Directors on the recommendation of Audit Committee has appointed M/s. Shome & Banerjee, Cost Auditors, Kolkata (Firm Registration No. 000001) as Cost Auditors to audit the cost records of the Company for the financial year 2017-18. As required under the Companies Act, 2013, a resolution seeking membersâ approval for the remuneration payable to the Cost Auditors forms part of the Notice convening the forthcoming Annual General Meeting.
iii. Secretarial Auditor and Secretarial Audit Report
The Board has appointed M/s Sanjay Grover and Associates, Practicing Company Secretaries to conduct the Secretarial Audit of the Company for the financial year 2016-17 as required under Section 204 of the Act and Rules made thereunder. The Secretarial Audit Report for the financial year 2016-17 is attached as Annexure - II to the Boardâs Report. The Secretarial Audit Report does not contain any qualification, reservation or adverse remark.
29.0 Public Deposits
The Company has neither accepted nor renewed any deposits from public within the meaning of Section 73 of the Companies Act, 2013 read with Companies (Acceptance of Deposits) Rules, 2014, during the year under review.
30.0 Buy back of Securities
The Company has not bought back any of its securities during the year under review.
31.0 Sweat Equity
The Company has not issued any Sweat Equity shares during the year under review.
32.0 Bonus Shares
No bonus shares were issued during the year under review.
33.0 Corporate Governance
The Company is committed to maintain the highest standards of Corporate Governance and adhere to the same. The Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 have strengthened the governance regime in the country. Your Company is in compliance with the governance requirements provided under the law. A separate section on Corporate Governance is annexed to this report as Annexure-III.
The Auditorsâ Certificate certifying the Companyâs compliance with the requirements of Corporate Governance in terms of the Listing Regulations, is annexed as Annexure-IV and forms part of the Boardsâ Report.
34.0 Particulars of Loans, Guarantees or Investments
There are no Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013.
35.0 Extract of Annual Return
As provided under Section 92(3) of the Act read with Rule 12 (1) of the Companies (Management and Administration) Rules 2014, the extract of annual return is given in Annexure V in the prescribed Form MGT-9, which forms part of this report.
36.0 Risk Management Policy
In compliance with the requirement of the Companies Act, 2013, the Company has put in place Risk Minimization and Assessment Procedures. In order to effectively and efficiently manage risk and address challenges, the Company has formulated Risk Management Policy.
The objective of any risk identification and assessment process is to evaluate the combination of likelihood and level of negative impacts from an event. The three main components of a risk assessment are business risk, service/operational risk and external risk.
The Company manages the risk in line with current risk management best practices. This facilitates the achievement of our objectives, operational effectiveness and efficiency, protection of people and assets, informed decision-making, and compliance with applicable laws and regulations.
37.0 Significant & material orders passed by the regulators
During the year under review, no significant and material orders were passed by the Regulators or Courts or Tribunals impacting the going concern status and the Companyâs operations.
38.0 Vigil mechanism
The Vigil Mechanism of the Company in terms of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 includes a Task Force comprising senior executives of the Company. Protected disclosures can be made by a Whistle Blower through an email or dedicated telephone lines or a letter to the Task Force.
39.0 Material changes and commitments affecting the financial position of the company after 31st March 2017
There were no material changes and commitments affecting the financial position of the Company after 31st March 2017.
40.0 Disclosure under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013
Pursuant to the provisions of the Sexual Harassment of Women at Work Place (Prevention, Prohibition and Redressal) Act, 2013 read with Rules as amended upto date, the Company has constituted Internal Complaints Committees (ICCs). ICCs have been given the responsibility to receive and address the complaints received, if any, at all locations where the Company is present. The Company has also taken steps to create awareness about familiarization to the said policy having been put in place. There was no instance of alleged sexual harassment reported during the year under review.
41.0 Corporate Social Responsibility
In compliance with Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules 2014, the Company has established Corporate Social Responsibility (CSR) Committee and statutory disclosures with respect to the CSR Committee and an Annual Report on CSR Activities forms part of this Report as Annexure-VI.
The CSR Policy may be accessed on the Companyâs website at the link http://infra.schneider-electric.com/in/ pdf/Investor-Relations/corporate_social_reponsibility_ policy_SEIL_Final%2008_02_2016.pdf
42.0 Meetings of the Board
Four meetings of the Board of Directors were held during the period under review. For further details, please refer report on Corporate Governance forming part of this Annual Report.
43.0 Code of conduct and ethics
The Board of the Company has adopted a Code of Conduct and Ethics for the Directors and Senior Executives of the Company. The objective of the Code is to conduct the Companyâs business ethically and with responsibility, integrity, fairness, transparency and honesty. The Code sets out a broad policy for oneâs conduct in dealing with the Company, fellow Directors and Employees and with the environment in which the Company operates. The Code is available on the Companyâs website (http://infra.schneider-electric.com /in/pdf/Investor-Relations/SEIL-Code-of-Conduct-SEIL.pdf)
44.0 Conservation of energy, technology absorption and foreign exchange earning and outgo
The particulars relating to conservation of energy technology absorption and foreign exchange earnings and outgo, as required to be disclosed under the Companies Act, 2013 is annexed as Annexure-VII and forms part of this Report.
45.0 Employees Stock Option Scheme
The company has not provided any Stock Option Scheme during the year under review.
46.0 Acknowledgments
Your Directors would like to thank all stakeholders, namely customers, shareholders, dealers, suppliers, bankers, employees and all other business associates for the continuous support given by them to the Company and its Management.
For and on behalf of the Board of Directors
Place: New Delhi Vinod Kumar Dhall
Date: 27th July, 2017 Chairman
Mar 31, 2014
Dear members,
The Directors take pleasure in presenting herewith the Annual Report
and Audited Accounts for the year ended March 31, 2014.
Financial Results
(In MINR)
12M FY 2013/14 12M FY2012/13
Sales and Services (net) 12,156 13,104
(As percentage of net sales) -5.1% 1.1%
Interest (net) (260) (318)
Exceptional items (373) (100)
Tax expense 0 (4)
Add:
Provision for doubtful debts 665 291
Foreign exchange variation cost (net) 303 57
Separation, integration, restructuring
and other costs 11 107
Operational support - Corporate (421) 0
Provision for litigation 204 0
underlying EBITA 146 593
Dividend
No dividend has been declared by the Directors for the year ended March
31, 2014, due to inadequate profits.
Performance review
2013-2014 proved to be one of the difficult years in the recent times
for the power sector. Driven by the decrease in Capex investment, the
year witnessed a decline in the size of electrical infrastructure
market. Despite the harsh and difficult market conditions, Your
Company, through efficient management strategies and pragmatic
decision- making, managed to maintain its market leadership position in
the medium voltage electrical infrastructure sector. Order intake in
2013-2014 stood at INR 13,549 million as against INR 13,115 million
during the same period last year, translating into 3.3 percent RISE.
The Company reported sales worth INR 12,156 million as against INR
13,104 million achieved during the previous year, a 7.2 percent drop.
The recoverability of older receivables has remained a challenge due to
the tough market conditions. Still, considering the circumstances, the
Company has dealt with most of the issues admirably and also managed to
streamline the operations to improve the efficiencies.
The focus of Schneider Electric Infrastructure Limited (SEIL) remained
the same as always: Providing consumers with products and solutions
that achieve maximum efficiency with minimum energy usage. This has
helped Your Company to further strengthen its position, even in this
tough market environment. Identifying the potential of smart devices,
Your Company has also created a team - focussed on Smart City
portfolio. Smart devices with ''Smart'' solutions are going to be the
future and SEIL is already positioning itself to be the pioneer in this
segment.
During 2013-2014 SEIL''s focus was on increasing the range of offerings,
widening the market coverage, and innovation. It increased its local
presence and the range of offerings. It has been part of several highly
prestigious projects and acquired an impressive portfolio of new
clients in Advance Distribution Management System (ADMS) and Smart Grid
domain. Your Company is also known in the industry for its customer
centric approach and superior customer care. To maintain the high
quality customer care it is extremely important to have an excellent
internal collaboration. In this regard, SEIL has introduced SPICE -
Schneider Electric Platform for Information Collaboration & Efficiency.
Employees are the greatest assets of SEIL. They are the factor that
helps Your Company achieve its goals and retain its market leadership
position. It launched several training and engagement initiatives to
further enhance their competencies. The workforce remains focused on
creating value to the customers and shareholders.
In an overall tough year, Your Company''s focus remained on sustainable
and profitable growth. SEIL would like to thank the shareholders,
customers and employees for their continuous support and confidence in
the Company.
1. Our Strategy
Capturing the mega-trends
In the past year, Your Company has built on the identified trends to
become the leader of the energy efficiency. As a leader in energy
management, Schneider Electric Infrastructure Limited is at the
forefront of capturing the trends of the new energy world, in
particular those affecting its business in a significant way.
Urbanization, digitalization and industrialization are opening new
market opportunities for Schneider Electric.
Leverage the world''s new energy challenges
The world''s energy challenges are many: growth in energy demand, energy
price increases, scarcity of natural resources, CO2 emissions reduction
requirements, integration of unpredictable and intermittent renewable
sources of energy, increases in peaks of consumption and others. We
have developed a wide range of products and solutions that will provide
end users with significant levels of energy efficiency and savings. Our
Smart Grid Solutions help electricity producers and distributors to
improve the efficiency of their assets and to offer a better service to
their Consumers. This also contributes to the improvement in the
operation of the grid and the reduction in investment in new generation
capacity.
Build two complementary business models: products and solutions
Products and solutions are different and complementary business models.
And we aim to deliver profitable growth in both. In order to reinforce
our leadership positions, we continue to target growth in our products
business by creating new opportunities for distributors and direct
partners in a win-win relationship. We are also focused on growing our
solutions business by increasing our service revenues and reinforcing
project execution. Products allow us to continue to achieve scale and
pricing power in our diffused markets, while providing differentiation
through technologies that can be combined and integrated. Solutions
will allow us to generate additional growth and profits, lower capital
intensity and help reduce cyclicity. They also provide significant
opportunities for dialogue with final end-users, which in turn helps
inform our quest for continuous innovation.
Invest in profitable and responsible growth while driving efficiency
We believe in the high long-term growth potential of our business and
we continuously invest to drive that growth. This investment is focused
on sustained spending in research and development, as well as on
growing our commercial presence and skills, especially in the fields of
high value- added technologies and services.
In addition to the investments we make to foster growth, driving
efficiency at all levels of our Company is an equally important focus
of the Group. We continuously seek to generate savings from purchasing
and manufacturing and through improving operational efficiency by
reducing selling, general and administrative expenses while maintaining
best-in-class standards in environmental sustainability and social
responsibility.
2. Supply Chain Digitization Initiatives
Following actions started for Supply Chain Digitization
* One MM tool implemented for unhealthy stock calculation
* V-fast tool under implementation for improving vendor forecasting
process
* SIOP tool under implementation for end to end optimisation of sales,
inventory and operations processes
3. Digitization of Customer Care
Customer Care Excellence
Each customer interaction, be it on phone, via email or on the web is
an opportunity for us to make a difference. The customer must see us as
ONE Schneider Electric being able to provide the right support at the
right time. Customer Care is one of the key drivers of customer
satisfaction and loyalty.
Customer Care is the front office of Schneider Electric - the one stop
for all our customer queries, ranging from pre-sales support to
post-sales technical support. We ensure our customers are able to get
the required support during the life of our products and solutions.
Customer Care Excellence (CCE) program
The objective of this program is to enhance customer satisfaction and
loyalty by providing excellent and value-added support with easy access
to the right competent support person and promote self-service
utilizing digital technology.
A program led jointly with IPO (Information, Process & Organization) to
create a unique Customer Care experience dedicated to:
Our Customers: Improve customer satisfaction by providing consistent
and professional support
* One CCC phone number: single customer point of entry for all
businesses, all regions and all requests
* Round the clock availability
* Online self-service
* Profile based personalized support
Our Employees: Improve productivity and customer support thanks to CCE
technologies
* Productivity enablers
* 360 customer view
* Collaboration around multi-channel support
Our Company: Build professional, large size and efficient CCCs with
multi-languages, multi-skills, multi-request support and optimise
infrastructure investment
* Position Customer Care as a brand differentiator
* Leverage CCCs for business growth.
4. Connect, Schneider Electric''s New Company Program (2012-2014)
Your Company has adopted Schneider Electric''s new company program
Connect.
The new 3-year plan covering 2012-2014 includes four major
initiatives:
* Connect to Customers: this initiative aims at further improving the
performance of its business models in order to be a leader in products
and in solutions, and to adapt the different dimensions of the
customer''s and partner''s experience with Your Company.
* Connect Everywhere: this initiative is designed to identify key
investment areas in new geographies.
* Connect People: the target of this transformation is to create a
culture and an environment for the employee''s development and
performance through enhanced levels of engagement.
* Connect for Efficiency: this initiative includes the actions aiming
at profitable and responsible growth through industrial productivity,
process efficiency and society at large.
5. Namaste Digitization: Mapping the Zeros and Ones of "The Digital
World".
The story began with an ambition to achieve Digitization for improved
employee engagement & increased customer satisfaction. The inception of
Digitization has transformed from "bits and bytes" of ideas into
"gigabytes". Over an eight month endeavour of employee engagement, the
program turned out as a success at Energy Automation Centre India. This
brought a significant shift towards customer focus and efficiency in
business. Letters have gone from post-box to emails to computer
messages and now through Digitization to the cloud. At the onset of the
journey, the advent of Digitization brings in a new era of enhanced
Schneider Electric presence in the market and being closer to the
customer by leveraging digital services.
The start of the journey embarked with an ice-breaking session
involving 145 employees, divided in eight teams. The teams were
overwhelmed with ideas on the respective four pillars
* Strengthen our links between our offices in various locations
* Strengthen our customer service
* Optimization of our factories at Noida and Poonamalle
* Strengthen our ties with Remote Front Office teams
The team built their relationships within the 8 month time-frame, when
all roadblocks which seemed impassable at the start began to dissolve
and the finish line objective were vivid. It was an unnerving roller
coaster ride which at the end became an attractive journey with strong
connections amongst the teams and locations. The finale took place in
November 2013 with a heart throbbing experience to win whilst marching
towards a common goal of DIGITIZATION.
The judges had a tough call to announce the winners of the program,
which was one of the first to set sail in Energy Automation Business.
The organization''s vision was transformed into reality through the
execution of these projects. The odyssey of this initiative does not
end here and there are miles to go. The teams will be hand holding the
initiative to the respective functions, for further execution. This is
also an opportune time for the management to pick up relevant
initiatives for further implementation based on the business need.
6. Digitized Sales Processes
In an ever changing business environment, Worldwide, it is important to
have a system which understands the complex relationship of the
organization with its customers. Sharing information globally about our
key achievements, our customers & their projects enables in developing
a more experienced and efficient business environment. At Your Company,
this high performing environment is obtained with the help of CRM.
CRM is a management system that encompasses Pre & Post-Sales Processes.
It promotes transparent and efficient decision making and gives a
common platform to share information about the customers, projects, and
business opportunities and helps us to record historical data in terms
of the various stages an opportunity passes through. It consolidates
all commercial information and facilitates its sharing in real time. It
also helps in providing standardized formats and time efficient
automated reporting. CRM helps us understand the diversity of the
distribution channels, the long processes involved and the complexity
of the projects.
CRM system supported & hosted by Schneider Electric''s bridge Front
Office tool, has enhanced the effectiveness of the sales force by
building a common customer and sales oriented system and support
functions. This helps in tackling the opportunities better, anticipate
& understand the market, so that we address it efficiently & improve
functional & technical efficiency. It has also consolidated customer
knowledge, accelerated information flow, and unified sales processes,
thereby enhancing the sales force efficiency. Some of the key benefits
of the bFO tool that the sales force has reaped are -
* Managing opportunities from inception to finalisation.
* Account management.
* Replacement of multiple manual databases by a common workflow based
data.
* Tracking of the commitment between the sales team and the activity.
* Order closure for final reporting in activity ERP system.
* Customized reports and dashboards.
* Synthetic information & report on end-users, key accounts,
competitors, projects and offers, in order to follow up with the market
trends through specific dashboard at Country & Regional level.
* Necessary input for market assessment and market action plan
preparation and updates such as market size, channel to market,
competitor positioning, pricing trends etc.
7. Digitization within SEIL
There are 5 impact areas of Digitization, aligned to our Connect
strategy, which will help us in achieving our mission of "Making the
Digital Experience a true differentiator for our customers and
partners".
Our world''s immediate future requires upgraded urban infrastructures
that are fundamental to any city, from electricity grids to systems of
gas and water distribution, public transportation, public services,
commercial buildings, hospitals, homes, and more. This demands a rapid
shift to digitized or smart equipment in the industry, a process that
would create smarter cities, that are more efficient, sustainable and
liveable. The consequent access to real-time information will be an
opportunity for stakeholders to execute active energy efficiency. The
accomplishment of energy efficiency will impact the entire energy chain
from people to power plant and will ensure complete optimization of the
supply chain.
The efficiency of our business is clearly improved by adopting various
digital transformation elements around global processes and tools. At
SEIL, our Customer Experience Applications have been designed with
speed and business value in mind. Our global CRM solution
(salesforce.com based tool) viz., bFO helps to improve efficiency
around:
(i) Opportunity Management
(ii) Sales Force Efficiency
(iii) Account Management
(iv) Real-time Commercial Business Intelligence
(v) Collaboration Capabilities for Front Office Teams
The practise of business reviews on bFO, is going a long way in taking
data-driven informed decisions. It is imperative that bFO becomes the
DNA of our sales organization.
In addition, bFO is enabling us to ultimately drive the convergence
between customer care & support, front office, and web, in particular
with the acceleration of programs such as Customer Care Excellence. We
have deployed technologies like CTI (Computer Telephony Integration)
that are giving our customers an improved experience whenever they are
calling in our Customer Care Centres.
The management strongly believes in investing in Digitization
initiatives that can bring efficiency to our system. Apart from the
globally adopted tools and initiatives, we have locally developed tools
and solutions viz., "Remote Customer Connect". It helps to connect to
our remote customers who can get a live demo of our integrated products
& proposed solutions in our R&D labs to get more confident in our
solution offerings.
Special focus is also made on Social Media Monitoring and improving the
overall web experience for our customers at SEIL. We are also in the
process of deploying Partner Relationship Management (PRM), a web-based
portal for our intermediary channels viz., Panel Builders, System
Integrators, Consultants, etc... in order to reach out to them more
effectively and efficiently, thus improving our engagement levels.
To deliver customer focus, it is also extremely important that there is
an excellent internal collaboration. With this in mind, SEIL has
introduced SPICE - Schneider Electric Platform for Information
Collaboration & Efficiency. We are leveraging this enterprise
networking and collaboration platform to deliver seamless collaboration
experience, eliminate insulation and act as a one stop shop for
information sharing, not only connecting all employees in India but all
Schneider Electric World Countries. We will monitor the impact on
customer response and customer satisfaction to derive the maximum
mileage for a total customer focus.
We are committed to continue our journey of connecting people through
technologies but, most importantly, connecting technologies through
people!
8. Smart Infra: Smartgrid Solution for Power Utilities
Schneider Electric is a global leader in the world distribution segment
and sets the benchmark for innovative and utility focused technologies
for distribution utilities worldwide. This is why Schneider Electric
has always been at the forefront of leading edge technology at every
level of energy infrastructure essential for social, economical &
environmental development.
One reason for Schneider Electric''s strength & resilience is our global
reach matched with well- developed local capabilities. With such strong
initiatives, we are now, one of the world leaders in fastest growing
Smartgrid segment with most robust, scalable and secure Smartgrid
Solution. We also have a truly international leadership team which
gives us a real global perspective on the opportunities available. To
tap the business potential of these mega-trends in both traditional and
new markets, we organized International Conference of global utility
customers at SMART NETWORK EVENT at Paris FRANCE to understand the
utility needs and trends.
To continue building on our leading positions, we''re focusing on
innovation and technology-driven growth markets, strengthening our
solution portfolio through organic and inorganic growth in order to be
a strong local partner to our customers all around the world. This is
the very reason that Schneider Electric has acquired world''s biggest
Smartgrid Company, Telvent, to strengthen our Smartgrid offering for
Utility Segment.
Schneider Electric also reorganized its Energy Division to create an
utility segment to give more emphasis and focus to our utility
Customers.
Schneider Electric''s "Smart Infra" is providing Smartgrid Solutions and
offerings for utilities to master the challenges of network expansion,
urbanization and economics.
To achieve these strategic goals, we''re unleashing the full power of
our Integrated Technology Company while upholding our long tradition of
innovative excellence. As a pioneer in electrical engineering, we''ve
been a major force in bringing innovative and Smartgrid focused
solution, that is very much needed by our utility customers today.
It''s our pioneering spirit that''s made us the global powerhouse we are
today.
Our Smartgrid Solutions like Advanced Distribution Management System
(ADMS), Outage Management System (OMS), Geographical Information System
(GIS), Wind Generation Forecasting Solution, Automatic Metering
Infrastructure (AMI), Integration of Solar Power, Self-Healing Grids
(SHG), Building Management System (BMS), Advanced Network Planning
(ANP), Wind Farm Management, Hydro Plant Management, Microgrid
Management, Traction Management, Sub-Station Automation, Fast Load
Shedding Systems and Smart Homes are many of our businesses that are
already global market and technology leaders. We therefore have a
presence and insights into different markets that few can match, and we
can use this to achieve consistent growth and results throughout the
economic cycle. These Smartgrid Solutions coupled with Smart Field
Devices like RTU, FRTU, FPI, RMU, Auto-Reclosure, Sectionaliser and VPI
provide for a complete solutions.
Schneider Electric, has completed 50 years of strong presence in India,
is constantly contributing to develop India''s Power Infrastructure
since 1963. It has a strong focus and organizational strength to
deliver Smartgrid ready products, solutions and services, comprising of
the entire range of Network Automation, Feeder Automation, Sub-Station
Automation & Smartgrid for entire value chain of Power System.
Thanks to Your Company''s strong presence in India, which enable us to
understand the customer need, offer him the right solution, development
and support services which match & exceed customer expectation. Your
Company is actively participating in Government of India''s Smartgrid
and Renewable Programs under Ministry of Power and under Ministry of
Renewables. Schneider Electric is also member and contributing to
reputed organizations like India Smartgrid Forum (ISGF), Indian
Electricals & Electronic Manufacturer''s Association (IEEMA), Low
Voltage Direct Current Forum (LVDC).
Under Govt. of India''s Restructured Accelerated Power Development &
Reform Program (R-APDRP), Your Company has got 4 Advanced SCADA-DMS
projects for 7 cities in 4 States.
What''s more, our innovations and solutions are playing a major role in
shaping sustainable energy systems for the Indian utilities.
9. Our Smart Products for Smart Solutions
Building a smarter grid with reliable, efficient energy
How Schneider Electric Smart Grid-ready products and solutions
help balance your grid equation.
More and more people are learning to depend on energy as being integral
to their daily lives.
Meanwhile, the electricity market is changing. Every day, end users''
expectations increase in terms of reliability and quality, and they
gain greater awareness of energy''s environmental impact.
It''s an evolution. But as our reliance on electricity grows globally,
the ways in which we produce, distribute, and use energy must also
evolve. The solution will not only involve smarter demand, but also
smarter supply - and as such, a smarter grid is at the heart of the
issue.
As The Global Specialist in Energy ManagementÂ, Schneider Electric is
Smart Grid-ready, enabling the products and solutions that support and
connect the five key domains of a smarter grid:
* Flexible distribution
* Smart generation
* Demand-side management
* Efficient homes (including electric vehicles)
* Efficient enterprise (buildings, industrial facilities, and data
centres).
Our vision isn''t just to connect our Customers to the Smart Grid - but
to also connect them with each other, facilitating smarter interactions
and leading to increased energy management capabilities.
Our Smart Grid solutions include:
* Smart medium voltage (MV) / low voltage (LV) equipment.
* Sub-Station automation.
* Feeder automation.
* Enhanced distribution management solutions.
* Microgrid control.
* Volt/VAr management.
* Real-time condition monitoring.
* Electric vehicle load management.
10. Smart City
Executive summary
In less than 40 years, 70 per cent of the world''s population will
reside in our cities. This rapid migration will push both current and
future urban centres to their seams and expand industrial and
residential infrastructures beyond their breaking points. It is
estimated that cities contribute more than 70% of global greenhouse
emissions and accountable for 60-80% of global energy consumption,
contributing to environmental degradation locally, regionally and
globally.
This eye-opening fact raises important questions that must be
considered by cities around the world. Can this growth be done in a
sustainable way? Will cities be able to reduce their environmental
impact and carbon emissions? Will we be able to meet the sustainability
challenges brought on by regulation and the impact of this massive
growth? And, will we expand in ways which ensure communities are
enjoyable places to live and promote social equality?
We can answer affirmatively to these concerns, and re-design our cities
with these thoughts in mind. With the movement towards smart cities,
the urban centres we live in can become more efficient, liveable, and
sustainable in both the short and long term, thanks to involvement from
city, citizens, and businesses.
Every city can become smarter. Smart cities start with smart systems,
working for the benefit of both residents and the environment. Electric
grids, gas distribution systems, water distribution systems, public and
private transportation systems, commercial buildings, hospitals, homes
- these form the backbone of a city''s efficiency, liveability, and
sustainability. It is the improvement and integration of these critical
city systems - done in a step by- step manner  that become the
cornerstones to making a smart city a reality. The cities successfully
making the transition to ''Smart'' will be those who improve their
critical systems by combining a bottom-up, systems-centric approach
with a top-down, data-centric one.
Schneider Electric, the global specialist in energy management, has
provided solutions, software, and services for core infrastructure
systems for decades. By joining forces with local governments,
investors, industry suppliers, NGOs, utilities, planners, developers,
and global technology bellwethers, the Schneider Electric strategy
leverages the best global and local solutions to help communities
develop and execute their unique smart city vision.
Introduction
Cities are our fundamental building blocks. Throughout history, they
have served as centres of innovation, advancement, civilization, and as
facilitators of the social interaction necessary for the progress of
humankind. It is only fitting that the next evolution of how we live,
work, play, and interact is emerging within our cities. Although they
make up just 2 per cent of our world''s surface, cities hold half of the
global population, consume 75 per cent of our energy resources, and
emit 80 per cent of the carbon that is harming our environment.
Countries are recognizing that blind resource consumption is no longer
a viable option for economic and societal growth. Emissions from
buildings and activities of cities have placed them at the top of the
priority list for nations aiming to keep their geographies clean,
healthy, and liveable for generations to come. As an example, the
European Union  through the European Smart Cities and Communities
Initiative - has targeted emissions reductions in cities as critical to
its goal of reducing overall energy use by 20 per cent by 2020, and to
the development of a low carbon economy by 2050.
But the challenges to meeting those goals will only grow. By 2050,
cities will house an astounding 70 per cent of our population,
necessitating expansion and infrastructure. To accommodate this boom,
in the next 40 years we must build out the same amount of urban
capacity our ancestors took 4,000 years to create. Urban
infrastructures will need to better meet the challenges of city
environments: energy and water scarcity; pollution and emissions;
traffic congestion; crime; waste disposal; and safety risks from ageing
infrastructures. The increased mobility of our societies has created
intense competition between cities: for investment, for talent, and for
jobs.
To attract the most promising residents, companies, and organizations,
as well as promote a thriving culture, cities must achieve three
critical traits: become more efficient, more liveable, and more
sustainable. Smart cities need not be thought of as cities of the
future. They can be the cities of the present. By the end of the
current decade, many technologies critical to a smart city, including
monitoring and sensor technologies, intelligent traffic systems, and
energy management systems for buildings, will be deployed on every
continent. And while no single solution defines a smart city, the
technologies being put in place today are pieces of the smart city
puzzle.
What is a smart city?
The goals for a smart city are to enhance the quality of its citizens,
across multiple dimensions (but not limited to) such as water, energy,
transport, education, environment, mobility, waste management, housing
and economy (jobs). This will enable a smart city to become an
efficient urban center of the future, safe, secure, green and
sustainable with a well-balanced relationship between city and
government managers, business and industry, research and academia and
the common public.
The most effective definition of a smart city is a community that is
efficient, liveable, and sustainable  and these three elements go
hand-in-hand. Traditionally, the water, gas, electricity,
transportation, emergency response, buildings, hospitals, and public
services systems of a city are separate and operate in silos
independent of each other.
A truly efficient city requires not only that the performance of each
system is optimized, but also that these systems are managed in an
integrated way to better prioritize investment and maximize value.
An efficient city also starts a community on the path to become
competitive for talent, investment, and jobs by becoming more liveable.
A city must work to become a pleasant place to live, work, and play. It
must appeal to residents, commuters, and visitors alike. It must be
socially inclusive, creating opportunities for all of its residents. It
must provide innovative, meaningful services to its constituents.
Liveability plays a critical role in building the talent pool, the
housing market, and providing cultural events which can bring memorable
experiences, international attention, and investment to the community.
A sustainable community is one which reduces the environmental
consequences of urban life and is often an output of efforts to make
the city more efficient and liveable. Cities are the largest
contributors of carbon emissions; the highways, public spaces, and
buildings we rely on to live, work, and play emit the bulk of each
city''s emissions.
Implementing efficient, cleaner, and sustainable operations in all of
these areas are critical to minimizing a city''s environmental
footprint. Cities must also look at other methods of achieving
sustainability, including resource efficiency, regenerating aging
districts, ensuring robustness of systems, and incorporating design and
planning in harmony with its natural ecosystem, as opposed to simply
living in it.
Challenges ... and opportunities
The need for smart cities is evident in emerging and established
economies, with each bringing unique challenges and opportunities.
Emerging economies, such as China, Brazil, India have immediate needs
to develop smart cities, as their exponentially growing populations
have the most pressing short term needs, including flood preparedness,
prevention of blackouts, traffic congestion, crowding, and logistical
difficulties which accompany fast-paced urbanization Âwhile competing
for global attention.
From Indian context also, current government''s manifesto & aim towards
sustainable city is answer to existing challenges in this space. It is
very clear from the rising population, urbanization, power crisis &
reliability challenges, traffic congestions, unplanned infrastructure
growth that India needs Smart Cities.
The opportunity to reap the twin benefits of young demography and
urbanization is unique to India, and it is an opportunity for the
country to move more a predominantly agricultural economy to a
manufacturing economy, lift millions out of poverty, achieve economic
growth that creates jobs and reaffirm its much deserved position among
other global super powers and developed nations.
Whereas, revamping regions boast highly engaged citizens, sophisticated
and multilayered government, and deep access to investment and
technology innovation. Yet their decades-old systems are aging and
deteriorating, rarely sharing information, and often operating under
the responsibility of different departments or public jurisdictions. In
the face of rapidly industrializing new economies, these older and
established bellwethers are finding the need to compete fiercely on the
world stage for talent and investments. Financial Modelling may be
considered in case of revamping opportunities.
For example, a city struggling with traffic congestion might see a need
for a massive highway project.
But to build public support the city could choose an interim step of
deploying traffic management technologies to its existing vehicle
infrastructure.
The traditionally traffic-choked city of Mumbai, India, is one example.
Mumbai deployed real-time, adaptive traffic control systems from
Schneider Electric to optimize traffic at 253 crossings.
A central traffic management control Centre supervises and reacts to
traffic disruptions.
Cost savings combined with quality of life improvements made this smart
city programme a success for the citizens of Mumbai.
Our approach to smart cities:
Schneider Electric has implemented more than 200 smart city projects
around the globe. Schneider Electric brings world-class expertise and
many years of experience in helping cities move toward long- term
sustainability goals by improving their existing infrastructure and
driving efficiency throughout a city''s operations.
Conclusion
Cities are facing urban challenges of unprecedented scale, and will
continue to do so into the foreseeable future. As growing populations
intensify pollution, resource scarcity, crime, traffic, emissions, and
more, communities must preemptively respond and preserve the integrity,
attractiveness, and competitiveness of their cities by becoming smart.
So is the case in India.
Setting a smart city vision and effectively moving towards it with a
bottom-up, systems-based approach is critical to ensuring resource
efficiency and security, as well as maintaining socially inclusive
growth.
Many cities have already started. Government of India also has a
special focus on smart cities which is evident. The time to act is now.
Our urban population is growing rapidly. The pressure on infrastructure
will only increase. The need to reduce the impact of cities on our
environment will become more urgent. The world is changing. The move to
smart cities will ensure that it is a change for the better.
Schneider Electric infrastructure Limited, is geared up to meet the
upcoming Smart City requirements in India with global experience &
world class technologies. Your Company is working closely with all
stakeholders like Investors, Administrators, Policy Makers, Technology
Partners, Consultants etc. to shape India towards vision of Smart
Cities.
Distribution self-healing grid
Tested, Validated & Documented Architecture (TVDA)
Overview
Tested Validated Documented Architecture (TVDA) solution is an unique
approach from Schneider Electric to provide customers with a solution
which is pre-tested and ready to be implemented in customer''s
environment. These solutions reduce customer efforts for engineering,
implementation time.
Under Ground Distribution Network Self-Healing Grid: UG-SHG is a part
of underground distribution network which re-configure itself without
any need of human action to restore power supply to various parts of
the network in case of a fault.
The system automatically cuts-off the faulty section and restores the
supply to rest of network by alternate path / sources.
Today''s utility challenges
* Continuity of service and security of supply (SAISI index)
* Safety of people and assets
* Power quality
* Limited man power for network management
* Technical challenges:
* High installation and commissioning time
* No clarity on the performance and limitations of the system.
* Complex installation and commissioning. Documents are not available
for systems with components from different vendors.
Solution to above
Under Ground Distribution Network Self-Healing Grid TVDA Solution
* Pre-tested and validated
* Well engineered
* Easy to implement with minimum time and hardware
* Well documented
Principle and working
The principle of the Self-Healing Grid (SHG) automation system is to
start an automatic sequence of re-energizing the healthy part of a MV
ring after a short circuit or earth fault somewhere in the ring. The
re-energizing operations have to be performed in a minimum time (<20
seconds) with a maximum of safety and security. The System is
applicable to a network in Open Ring Architecture with one NOP. The
System can be supplied from two or more sources from same or different
sub- stations. The SHG Solution can be implemented together with SCADA
System or as a Stand Alone application.
It requires automation of RMU''s in the network to be motorised and
installed with T200 (FRTU- Automation Unit), FPI''s and VPIS &VDS
(Voltage Detection System) and Peer to Peer communication between
FRTU''s using various communication media like GPRS.
Main characteristics
* Time to restore healthy part of feeder: 20-30 seconds.
* Large number of nodes in system (up to 30) and 3 feeding points.
* Simultaneous communication with SCADA / DMS System.
* No complex engineering required: Pre-tested and validated solution.
* Adoptable to existing network components like RMU''s with minimum
modifications.
Applications
* MV Underground Distribution Network
Loop automation for over-head distribution network SHG
Over-head distribution network loop automation is a Self-Healing Grid
Solution for a part of distribution network which re-configure, itself
without any need of human action to restore power supply to various
parts of the network in case of a fault.
The system automatically cut-off the faulty section and restores the
supply to rest of the network by alternate path / sources. The system
use concept of Fault Location, Isolation and Service Restoration
(FLISR) & Fault Detection, Isolation and Restoration (FDIR).
Main characteristics
* Less time to restore healthy part of feeder
* Simultaneous communication with SCADA / DMS System
* Peer to peer communication for operation and safety
* No complex engineering required: Pre-tested and validated solution
* Adoptable to existing network components like recloser or
sectionaliser installations
* Two options: Classic loop automation and intelligent loop automation
* Over load protection during network reconfiguration
Applications
* Over-head distribution network
11. Solutions Centre Activity
The Solution Centre provides a complete range of electrical solutions
for industries and utilities, from sub-stations to power distribution
systems. Our greatest strength is in our expertise of handling projects
from concept to completion. Our teams perform design, engineering,
manufacturing and supplying products, erect and test and commission
systems and demonstrate performance parameters. We also provide
extended warranty and long term maintenance support. Our range of
offerings vary from intake / evacuation sub- station, electrical
balance of plants, electrical distribution systems, medium and low
voltage packages, customised packages for specific needs, power
distribution for infrastructure and other solutions. Solution Centre
delivers project with customer advantage of a single window management
interface backed with an efficient and competent team experienced in
engineering/ execution of various packages, specific to customer needs.
Solution Centre is committed to deliver high quality turnkey electrical
projects that are efficient, EHS compliant, safe and reliable, thus
meeting both Indian and international standards.
The Solution Centre maintains its consistency asa key player in the
project business market segments and also entered into new business
segments. The Unit has been active in various
segment viz cement, mining & metal, power-
generation, renewable, oil & gas, infrastructure
and others.
Major orders
In the Solution Business, Your Company has won several major orders as
a key player in turnkey project business segment.
* Felguera Gruas India has entrusted Your Company by placing orders for
conveyer electrics for Gangavaram Port, phase II expansion and Kakinada
Port, 6th berth. These two orders, Your Company already executing
Kaknida Port 5th berth conveyer electrics, clearly expresses FGI''s
confidence in Your Company''s solution capabilities.
* Punatshangchhu Hydroelectric Project Authority placed order for
Supply and Erection of HT & LT Switchgear and associated distribution
system for 6x182 MW hydro power plant. Your Company supported PHPA in
pre-bid and post-bid discussions in finalizing the solution.
* Engineers India Limited a/c Bharat Petroleum Corporation Limited
placed order on Your Company for supply, installation, testing and
commissioning of 33 kV GIS for Kochi Refinery through competitive
bidding.
* Lodha Developers for power distribution system of their Casa Rio &
Casa Rio Gold township projects entrusted Your Company''s products and
placed an order for supply and erection of 22 kV compact sub-stations
(RMUs).
* Tata Power Company Limited has placed order on Your Company that
included two projects, one for augmentation of 33 kV sub-station
including replacement of old 33 kV Switchgear and installing SCADA
System at Saki & Parel sub-station while second included supply and
installation of33kV&11 kV Switchgear and SCADA System for 6 nos. 33/11
kV distribution sub-station across locations in Mumbai.
* Moserbaer Engineering and Constructions in continuation of its belief
in Your Company''s project delivering capabilities placed an order for
supply, installation, testing and commissioning of 66/11 kV main
evacuation sub-station and 11/0.3 kV pooling stations with associated
cabling and other works for 50 MW Solar Power Plant at Patan, Gujarat
which Your Company has delivered in a record 3 months duration.
* Tata Steel Limited entrusted Your Company for their Gopalpur Plant
and placed order for plant distribution system included supply,
installation, testing and commissioning of 33/6.6 kV indoor
sub-station. Major supplies remained 33 kV GIS, 6.6 kV AIS, HT & LT
Cabling, LT Panels, SCADA System and Control Room Building.
* Orders also received from various customers viz Neccon Power & Infra,
SML Isuzu, Ramco Cements, Macawber Beekay etc.
Major solution business milestones in 2013-14
* Saint Gobain
Your Company executed this project of supplying, installation, testing
and commissioning of 132 kV Switch Yard along with civil works, 2 x 25
MVA Transformers, 11 kV Panels, Dry Type Transformer, 2 MVA DG Sets and
Drives for Saint Gobain for their Bhiwadi Glass Plant. Expectations
remained high, as Saint Gobain is a Global Customer. Your Company has
delivered the project maintaining world class quality and safety
standards.
* Power Grid Corporation of India Ltd.
Your Company has completed renovation and modernization activities for
Gladni (Jammu) and Udhampur sub-stations of Power Grid Corporation of
India Ltd. It included supply and replacement of existing 220 KV Bay
Equipments viz Circuit Breaker, Current Transformer, Capacitive Voltage
Transformer, PLCC system etc. Your Company has executed the project in
timely and in a professional manner.
* Punatsangchhu-II Hydroelectric Project Authority
Your Company has successfully completed the construction power work of
Punatsanchhu Hydroelectric project. The scope was supply, installation,
testing and commissioning of 4 Nos. 33/11 KV Transformer and 33 KV
indoor sub-stations.
* MoserbaerA/CKindleEngineering
Your Company has yet again demonstrated its capabilities in executing
projects swiftly and smoothly by delivering stiffly scheduled
Moserbaer''s Patan Solar Plant in extremely tight span of 3 months and
created a benchmark for itself. This project included design,
manufacturing, transportation, installation and commissioning of 6 Bays
of 66 KV Switch Yard, 25 KM of Cable Network, and 9 nos. of Inverter
Station consisting of Inverter Transformer and MV Panels. Moserbaer
felt extremely delighted with its association with Schneider Electric
for having their expectations met even in very difficult situations.
* Felgura Graus India Pvt. Ltd.
Your Company has successfully commissioned Kakinada Port 5th Berth
Conveyor Electric Package for coal handling system. Major supplies
included HT Panels, Power/ Distribution Transformers, Field Devices,
Cabling etc. This is a break through project for Your Company
considering upcoming potential in Indian Port Market, which we entered
into, with projects.
12. Services Activity
Services are the main focus area for the Company as they are the key
differentiator in driving customer delight. Our service offers cover a
wide range of products and solutions. With increasing complexity and
requirements in the Electrical Network, lack of permanent skilled
resources at site and demand for greater reliability, customers are
keen to entrust consulting, maintenance, refurbishing, retrofitting &
upgrading of their systems in the hands of experts. This distinctive
need of the market is served through the Services Business.
Broadly, Services cover customer needs around the complete installation
lifecycle and the portfolio includes "Comprehensive Services to improve
performance of Customer Installation" such as Asset Management Program
(preventive services contract, predictive services contract & extended
diagnosis for ED Equipment), On Demand Maintenance (maintenance of
equipment, spare parts & repairs), Modernization & Upgrade (retrofit &
revamp solutions) and Installation Assessment (health check). An
extensive network of service engineers & authorized Service Centers are
deployed across the country to quickly respond to Customer calls.
Schneider Electric''s strong presence in Infrastructure, Power,
Building, Industry and IT Segments coupled with our ability to offer
Services cutting across these segments provides us a distinctive
advantage to serve our Customers. Capability building is key to meet
diverse needs of the market viz. minimal shutdowns while doing upgrades
& retrofits, scaling up and completing critical projects during short
annual maintenance breaks etc. The creation of a dedicated Services
Business Unit has enabled this capability building and as the Services
Market matures, our focus & preparedness takes us ahead of the curve.
Composition of Services Business and the Business Model employed, makes
it very attractive, in terms of Return On Capital Employed and
Enhancing Customer Satisfaction.
Some of the major projects executed by Services Business in 2013-14.
* APCPDCL - Modernization of 70 Nos 33 & 11kV old Voltas Circuit
Breakers. The job involved refurbishment of complete switchboard and
augmentation of ratings from 1250 to 2000 A within same space and
target time lines/shutdowns. The fixed version CBs have been replaced
with trolley mounted CBs which are easier to maintain & service.
* Midhani - Capacity enhancement of 11/0.433 kV sub-stations by
supplying and commissioning state of the art MV & LV Switchboards along
with sandwich type LV Bus Trunking. The job was carried out in two
phases within tight shut down schedules to have minimal disruption of
power.
* NTPC Kahalgaon and Unchahar - Modernization of 63 old 11kV Russian
Air Circuit Breakers, protection scheme modernization & upgradation and
77 old 11kV Voltas SF6 Circuit Breakers with Vacuum CBs. New VCBs are
more compact compared to the existing ones and as such handling &
maintenance will be much easier going forward.
13. Human Resources
Your Company strongly believes that people are one of its most valuable
assets and therefore the Human Resource philosophy and strategy of Your
Company is structured to attract and retain the best talent that
encourages innovation and creates a work environment reflecting our
core values (Care, Connect, Challenge and Commit).
Your Company engages effectively with its employees which are critical
to building and sustaining a high-performing business and retaining
talent. Various engagement initiatives have been introduced which
included leadership connect, celebrations, festivals, recreational and
sport activities, etc. in addition, rewards and recognition programs
were initiated which were aimed at creating a culture of recognizing
and celebrating performances, at multiple levels across the
organization for individuals & teams.
In order to uphold the values of ethical conduct and compliance to our
Principles of Responsibility Your Company ensured that all employees of
the company and everyone who joined new undertook a detailed training
and awareness program to familiarize themselves with the standards and
expectations.
Your Company aligned all HR Systems and Processes such as Annual PMS,
Mid-Year Performance Reviews, Career and Competency Reviews, Escalating
People Reviews and trained all employees for effectively using the
systems. A number of webinars were conducted globally and locally to
promote awareness and knowledge to use all applications within the
system These processes helped both Employees and Managers to work
collaboratively, to work with clear objectives and measurements and to
identify their development needs.
A comprehensive system of Talent Link Performance Tool was put in place
with all HR systems in one platform. This also enables Employees to
self update their profiles to promote their mobility across the
organization. Your Company has built talent pool by recruiting fresh
Graduate Engineers from Premier Engineering Colleges & Institutes in
India and through need based lateral hiring.
Your Company took the next leap in the One Voice Survey results and
reached higher ENPS (Employee Net Promoter Score) which was a
consistent improvement from the previous year scores. The Employee
Engagement Index and Action Awareness Score have also moved up
substantially. This is a clear indication of the Employee
acknowledgment for Organizational efforts.
The Human Resources Department complemented the Business endeavor of
continued and sustainable growth by way of anticipating and planning
future manpower needs through strategic workforce planning. Strengthen
competencies in Leadership, Project Management, Smart Grid, Solutions
and Services. Strive for HR Excellence: strengthen partnership with the
business through HR competency growth and continuously improving HR
processes.
Learning and development
Competency development of people continues to be a key area of
strategic focus for us. Our learning and development initiatives during
the year, were on the three E''s approach viz ''Education, Experience and
Exposure''. Thus, all organized training sessions were based on
competency reviews held by Managers, addressing real and critical needs
for the organization. We conducted more than 2,449 man days training
and covered more than 80% of employees. This not only included
technical skill building training, but also interventions and workshops
of change management and culture building.
Senior Managers underwent Global Leadership Programs, such as
Leadership through Engagement and Execution Skills, run by
International Trainers. Several of them participated in the Global
Leadership Excellence Acceleration Program (LEAP).
Middle Level Managers were offered training on Leadership through
Performance Management, so as to improve their skills in managing
performance of their teams with effective feedback. We identified
internal mentors and coaches for a subset of key talent and allocated
mentors, who helped these young professionals, in turn hone their
skills and apply the knowledge, effectively for their own development
as well as Organizational benefit.
A selected Group of Professionals were nominated for FELIX and Edison
Corporate Programs. Edison is the most coveted Technical Certification
and Recognition Program for which few of your India Employees were
qualified during the year.
In line with our continued efforts to improve the Solutions Business,
Company has nominated sales and solutions Engineers and Managers for
the Global Schneider Electric Energy and Solutions University
Certification Program. Besides these programs, Employees were also
nominated by their Managers for select public program and seminars.
A country wide Initiative "Chart your development" was launched. We had
workshops across all regions enabling Employees to take charge of their
development. The workshop focussed on creating a mindset change, by
shifting the focus to Employee and helping them take charge of their
development. During the workshop all processes, systems, tools and
available resources, were shared along with clear roles and
responsibilities called out in their journey of development, using role
plays, games and interactive methods. This Workshop showcased a great
collaboration between Learning and Development, Talent Management and
Organization Development.
Internal Trainer Policy was designed and Internal Trainer Community
formed, this was another key initiative that was launched to encourage
and engage Internal Trainers towards common organizational goals, for
Employee Development. The objective was to leverage the knowledge and
experience inside Schneider Electric, in a planned and effective manner
and help Internal Trainers attach a sense of pride for delivering
training. The objective was also to motivate them to deliver their best
and ensure only good quality training, get delivered by trusted
Internal Faculty.
Our Company continued to promote and strengthen a culture of continuous
learning at all levels, through the e-learning process. An intensive
e-learning campaign was undertaken to create ''Champions'' who would
drive this process. The Company closed the year with more than 4 hrs.
of e-learning clocked per Employee. There was reward and recognition
for those who completed, the prescribed e-learning modules, with
maximum hours, every month which acted as a big motivation to other
Managers to take a lead. By way of encouraging Employees to enhance
their skills and knowledge, we not only created a learning environment
where everyone valued continuous improvement as a way of life, but also
improved the productivity and efficiency of our processes, by way of
application of the acquired knowledge. During the year many employees
undertook various courses online.
Principles of Responsibility (POR) deployment
POR is the reflection of our Company culture and the expression of our
commitment to sustainable development. These principles govern our
business decisions and activities every day. POR is a core document
with local content in order to be as pragmatic and realistic as
possible uniting our commitment to all our Stakeholders: Employees,
Business Partners, Shareholders, Planet & Society. It helps Schneider
Electric employees to know:
* What we must do
* What we cannot do
* What we should do
Your Company imparts POR training to all new joinees on their first day
in the organisation and refresher training to existing employees during
the year. All employees have gone thorough POR training by way of
e-learning, face to face workshop and webinar based training. To
reinforce the understanding of POR, many webinars were organized, at
various locations across the country, for white collar personnels and
face to face awareness sessions for blue collar employees in 2013.
Corporate Social Responsibility
The Company''s Corporate Social Responsibility activities reflect that
Your Company is committed not only towards profitable growth but also
towards society. Your Company is engaged in several initiatives towards
environment, health and energy saving through various programmes like
Uttarakhand Initiative and Luli week.
Uttarakhand Initiative
Last Year (June 2013), in the wake of Uttarakhand floods, SEIL pitched
in to bring back electric supply in remote regions, rendered isolated,
from grid after the natural disaster.
Your Company reached out to Uttaranchal Power Corporation Limited
(UPCL) to offer complete support in helping them restore power supply
in the region. UPCL requested for Your Company''s support in restoring
power supply in three sub- stations severely affected by torrential
rain and flood. Incessant rain and inclement weather without adequate
power supply was creating havoc on the people of the region.
In a matter of hours a crack team was put together comprising 11 of our
brave hearts who were entrusted with this critical project. Spearheaded
by our engineers - Nitin Kapoor, Parsenjit Banerjee, Satyam Patel,
Umang Alaiya and a core team of volunteers with varied skills including
Bajrul Haq Mondal, Netrpal Singh, Govind, Raju, Ashok, Nalu and Suresh
Kumar.
Between 19th June and 6th July, our team equipped with necessary
testing tools and kits went about the job systematically, restoring
power to these three sub-stations that were buried in debris, silt and
flood waters.
The road to the sub-station was completely shattered and the team had
to walk several kilometers to reach the Thatyur sub-station. The
sub-station switchyard was completely filled with mud and stone. The
operator room was completely destroyed and the control room was filled
with water. Team took help from the locals to clear the transformer,
switchyard and the control room. They were able restore power at
Thatyur substation in four days.
The exceptional support of Your Company team was appreciated by the
UPCL and the people of the Region.
Project highlights
33/11KV Sub-Station-Bhagwanpur
* Circuit Breaker & CT wiring rectified & rewired.
* Repairing of 33KV outdoor CB (make-Siemens). Testing of C&R Panel,
Transformer, Breaker & CT, (Trafo Bay-1).
* Charging of 33/11kV 10MVA Transformer 33/11KV Sub-Station - Bindal.
* Repairing of 33KV outdoor CB & Isolator.
* Testing of C&R Panel, Transformer, CB (Make-BHEL), CT & Protection
Scheme, (Trafo Bay-2).
* Charging of 33/11kV 8MVA Transformer 33/11 KV Sub-Station -Thatyur.
* Repairing of 33KV outdoor CB.
* Testing of C&R Panel, Transformer (2x3.15 MVA), CB (Make-Alstom), CT,
PT & HT Cable.
(Trafo Bay-1).
* 11KV Panel back feed from Chamba Sub-Station Rectification in CB, PT
& CT Wiring and Testing of C&R &11kV HT Panel done without help of any
drawings.
Luli Week (1st - 5th July)
Luli is an International Mobilization Campaign launched by the
Schneider Electric Youth Foundation in 1998 under aegis of Foundation
de Franc. Luli dedicates a week to put the spotlight on local
initiatives, celebrated by all Employees to support partnerships and
promote employee engagement with the Foundation. It is usually held in
the 3rd week of June across the globe. In India, Your Company
organized a week-long celebration with the focus on the common goal of
''Helping people at bottom of the pyramid to change their lives'', by
raising funds through various Employee Engagement Activities.
Like the last year, this year too it was one of the most memorable
weeks for us at Schneider Electric Infrastructure Limited and was held
between 01st-05th July, 2013 at all locations of Your Company.
The key highlights of Luli week for 2013 are:
* INR 8,93,505 funds collected through various activities.
* 21,429 Km were covered to save energy and raise fund under global
initiative - Use your leg, where employees walked and took stairs
instead of using vehicle and elevators.
* 136 Employees donated blood.
* 10 NGOs supported through organizing of sales and kind donations.
* More than 1,200 Employees participated in Luli Week.
* 30 Indoor and outdoor sports/activities organized.
* 122 Volunteered actively as Delegates and Volunteers.
Awards and Recognition
The initiative was well co-ordinated by the respective Regional and
Site Delegates who competed for the Luli Rolling Trophy titled ''LULI
CHAMPS'' initiated to mark Luli''s 12th Birthday. The winning location
for ''LULI CHAMPS'' was Schneider Electric Infrastructure Limited - Naini
location, coordinated by Site Delegate - Abhay Mishra and Abhishek
Bundelkhandi. National Level Best Communication trophy won by Pallav
Pathak, Schneider Electric Infrastructure Limited - Noida.
SEIL-Vadodara also won the prize for Best Fund Raising Unit-West.
14. Key Events of the Year
Inauguration of new manufacturing facility for Automation Product in
Chennai
Your Company has inaugurated its New Manufacturing Facility for
Automation Product in Chennai on 25th Nov, 2013. Top 25 Customers were
invited to attend this event. Tree plantation was also part of
inauguration ceremony and around 20 saplings were planted.
Customers were taken for a tour of the factory to showcase the entire
range and manufacturing processes.
This is a second facility for Automation Products in Chennai after
Noida. This facility will supplement the first automation factory in
terms of adding capacity and will be more focussed on engineering and
design, feeder automation, sub-station automation, etc
This factory is already accredited with various certifications like
ISO 9001:2008, EHS14001:2004, OHSAS 18001:2007.
Annual production capacity estimated from this facility is around 3000
Nos. of complete sub-station Automation and Protection Panels.
To give more focus to the growing customer needs, Your Company has the:
* Automation Application Lab equipped to test all ranges of SE IEDs,
IEC 61850 inter- operatability testing, sub-station Automation
configuration & validation. This lab is accessible from remote
locations as well.
* Global Training Centre to impart high-end training to Global & Indian
Customers.
* IED Repair Centre for quick resolution ensuring minimum downtime.
ELECRAMA 2014
On 8th January, Your Company had kicked off our participation at
ELECRAMA 2014 with the inauguration of our spectacular stall by Mr.
Emmanuel Babeau, Deputy CEO, in-charge of Finance & Legal Affairs and
Mr. Anil Chaudhry. Following the inauguration, a reception was held at
IEEMA VIP Lounge for the Dignitaries, after which, the team moved on to
attend the ELECRAMA Organizers'' Inaugural Ceremony.
Your Company had launched new products / solutions in the Indian Market
on the first day of ELECRAMA 2014. Mr. Prakash Chandraker and the
Marketing Team unveiled the Self-Healing Grid at the event.
Industry exhibition & conference on Transmission & Distribution sector,
New Delhi
Your Company had participated in the Conference cum Exhibition on
"Industry exhibition & conference on Transmission & Distribution
sector", on 12th - 13th February, 2014, at the India Habitat Centre,
New Delhi.
Mr. Sandeep Pathak, AGM was invited as Speaker to share his view and
discuss on the topic - "Technological Improvements in the Power
Transmission & Distribution Sector". It was attended by well known
people from the Industry
The purpose of the Conference on T&D Sector was to provide a platform
wherein the policy makers, regulators and the investors could
brainstorm & delve deeper into the issues faced by the Industry and to
identify the most effective measures and roadmap to accelerate the
investments in the Sector. Also T&D Exhibition was intended to provide
an opportunity for the Companies present in T&D Sector, to showcase
their Products & Service offerings and share their innovative
technologies with State Transmission & Distribution companies which
will assist them in implementing state-of-art technologies to handle
issues effectively.
Xperience Efficiency Yatra 2013
Your Company had participated in the celebration of Schneider Electric
India (SEI) 50 Years of existence in India by embarking upon The
50-City ''Xperience Efficiency Yatra''. Presentations by Schneider
Electric experts show casing Your Company products and solutions were
made in 50 cities. The Yatra began with an evening event in Delhi on
the evening of the 1st of October. Attended by over 300 key customers
(55% of whom were business leaders and senior management personnel) the
event saw predominant interest of customers for Your Company products
and solutions. Bengaluru was the final destination for the amazing
50-City Yatra that traversed over 20,000 kilometers in 85 days.
Board Members visit to state of art R&D Facility
Your Company''s Board Member, Mr. Vinod Kumar Dhall Chairman, Mr. Ranjan
Pant and Mr. V.S.Vasudevan Director of SEIL, had visited the state of
art R&D facility for Smart City/Smart Grid Solutions in Noida. They
were taken on a guided tour and explained in detail the process of
solutions development and testing at this facility.
Schneider Electric Infrastructure Limited (SEIL) has won the 3rd
position in Delhi Corporate Games
Your Company had participated in the Corporate Games at Siri Fort
Stadium, New Delhi. Delhi Corporate Games started in India in 2011.
This was the 3rd edition of Delhi Corporate Games in which Schneider
Electric Infrastructure Limited had participated. This tournament was
attended by National Level Players & Top Sports Athletes
Your Company has won two Bronze Medals in Table Tennis and in overall
Team Performance
Your Company has bagged the 3rd Position in Division 3 (Division where
21-50 athletes were sent) after HSBC & IRCTC, leaving behind Major
Giants like ONGC, ONGC Videsh, Punj LLoyd, etc..
Below are the two Bronze Medalist Teams from Schneider Electric
1. Vibhore Gupta & Umesh Tangnu (Men''s Double''s)
2. Shivani Joshi & Vaibhav Rathore (Mixed Double''s)
15. Information Systems and Technology
The primary IT activity during last year was to enhance IT
infrastructure, where significant investments were made to improve the
network connectivity and equip IT users with better devices.
Apart from this, various initiatives to mutualize IT operations were
launched and are progressing well.
16. Finance
In the recent trend, finance is playing an imperative role in
supporting business, decision making, performance management and
controlling. Higher volumes of transactions and growing phase required
a robust process to control and bring in conformity of all the
activities.
The Company follows the Schneider Electric Group''s best practices of
treasury for working capital management, optimising interest cost,
trade finance and forex management. As a result of focused credit
control, Your Company improved its net working capital.
The Company has strengthened its credit control function with close
monitoring over the receivables. This has helped the company to bring
down the debtors despite the tough credit conditions in the market.
The FISS (Finance Share Service) was strengthened further with
additional tools, advanced technology and expertise in order to meet
the challenges both in terms of meeting deadlines and to improve the
finance efficiency.
17. Investor Relations
Your Company has a strong belief in communicating accurate and timely
information to all shareholders; to build a long-term relation and
confidence. The Company is putting best efforts to ensure the accurate
and timely communication of information through conference calls,
investor meetings and prompt reply to all stakeholders'' queries.
Management of Your Company also communicated the market condition,
strategies, business segment and operational performance to give you
transparent picture of company''s business activities through two way
interactive conference calls.
Your Company understands and appreciates the significance to good
Corporate Governance as an important step towards building investor
confidence, improve investor protection and maximize the shareholder
value. Pursuant to Clause 49 of the Listing Agreement with Stock
Exchanges, Reports on Management Discussion and Analysis and on
Corporate Governance have been included elsewhere in this Report as
separate sections. A certificate from S.R. Batliboi & Co LLP, Chartered
Accountants, New Delhi confirming compliance with Clause 49 of the
Listing Agreement has also been included in the Annual Report.
18. Internal Audit
The in-house Internal Audit Department is responsible to provide
reasonable assurance with regard to the effectiveness and efficiency of
internal control system and processes. The in-house Internal Audit
Department at the Company is an independent and objective function
performing assurance and consulting activities, designed to add value
and improve the Company''s processes. It helps the Company accomplish
its objective by bringing a systematic, disciplined approach to
evaluate and improve the effectiveness of risk management, control and
governance processes.
In order to supplement the audit assurance provided by in-house team;
the Company had also outsourced some of the audit work to third party
audit firms. The audit firms are expected to provide audit assurance on
the end-to-end spectrum of the area/processes defined in the scope of
work agreed with them. The audit plan for the year is based on business
risk and Internal Control Assessment which is approved by the Audit
Committee and Board of Directors of the Company. The Audit Committee
does a regular review of the Audit Reports submitted by the Internal
Auditors and an action plan for remedial actions is put in place. The
Audit Committee is continuously apprised of the action plan status.
The Committee also meets the Company''s statutory auditors to ascertain,
inter alia, their views on the adequacy of internal control systems in
the Company and keeps the Board of Directors informed of its major
observations, if any.
In addition the internal audit has streamlined the audit methodology
from inception, through fieldwork, to final reporting to fit in the
COSO framework so that it is no longer incidental to our processes but
provides the foundation for all our audit work. Integrating COSO in
this manner has resulted in structured audit process, ensures that
appropriate criteria are considered in key phases of each audit, and
provides a trail to support the conclusions reached. All the five
essential components of control environment, risk assessment, control
activities, information communication and monitoring of COSO framework
are considered while defining the control objective to be audited. The
Company has set up a robust risk management and Internal Control
assessment framework across the organization. This facilitates
identification, assessment, communication and management of risk in
effective manner.
19. Customer Satisfaction & Quality
In this dynamic world, the meaning of customer satisfaction is also
changing, there is a evolution. Today customer satisfaction means
exceeding the performance as well as exceeding the emotional
expectations also. Therefore, in SEIL, we are leveraging all our
processes and resources to give a signature experience to our esteemed
Customers. We have identified a leading indicator i.e Customer Net
Promoter Score measure to track the Customer satisfaction and Customer
loyalty level. To measure the customer loyalty, SEIL has very robust
process wherein we measure the Net Promoter Score on quarterly basis.
Customer Net Promoter score is calculated based on the formula CNPS = -
{% of Promoters (rating 9 or 10 on 10 point scale) - {% of Detractors
(rating 0 to 6)} . All the detractors are engaged after the survey and
their issues causing them discomfort are resolved pro-actively. The
continues process of engaging with these Customers has enabled Your
Company to achieve more than its targeted scores for Customer
Satisfaction Level.
20. Present Status of Shareholding of Promoters
In order to achieve minimum 25% public shareholding in the Company in
terms of Rule 19(2)(b) and 19A of the Securities Contracts (Regulation)
Rules, 1957, read with Clause 40A (ii) (c) of the Listing Agreement,
Energy Grid Automation Transformers and Switchgears India Limited
(promoter) sold 7,479,178 equity shares of the Company (3.13%) in the
secondary market by way of "Offer for Sale" of shares through the Stock
exchange mechanism in the month of January, 2014.
Consequent to the said "Offer for Sale", the present shareholding of
promoter group in the Company have decreased from 78.13% to 75%.
21. Directors
At the Third Annual General Meeting of Your Company held on 01st
August, 2013, Mr. Vinod Kumar Dhall and Mr. Ranjan Pant, who retired
and at the said meeting, were re-appointed as Directors.
On 11th June, 2013, Mr. V.S.Vasudevan was appointed as Additional
Director and further appointed as Director at the Annual General
Meeting of the Company held on 01st August, 2013. Ms. Rajani Kesari who
was appointed as Additional Director w.e.f 22.05.2013 was appointed as
Director at the Annual General Meeting of the Company held on 01st
August, 2013. Mr. Javed Ahmad was appointed as Additional Director on
01.08.2013 and thereafter, resigned on 22.05.2014.
Mr. Alexander Tagger resigned from the Board, effective from 10th July,
2013.
The Board places on record its deep appreciation for the valuable
contribution made by Mr. Alexander Tagger and Mr. Javed Ahmad during
their association with the Company.
Brief Particulars of these Directors are given elsewhere in this
Report.
Mr. Anil Chaudhry, Director retire by rotation and being eligible,
offer himself for re-appointment. The Board recommends himself his re-
appointment. Considering the background and experience of Mr. Anil
Chaudhry, the Board is of the opinion that his appointment will
immensely benefit Your Company.
Particulars of employees
A statement, as required under Section 217 (2A) of the Companies Act,
1956, read with The Companies (Particulars of Employees) Rules, 1975
(as amended), is as a separate annexure which forms part of this
report. However, in terms of Section 219(1)(b)(iv) of the Companies
Act, 1956, the Report and Accounts are being sent to the shareholders
excluding the aforesaid annexure and any shareholder interested in
obtaining a copy of the said annexure may write to the Company
Secretary at the Registered Office of the Company. The company would
then send the information to the concerned shareholder(s) who seeks
such information.
Conservation of energy, technology absorption, foreign exchange
earnings and out go
The particulars, as prescribed under sub-section 1(e) of Section 217 of
the Companies Act, 1956 read with the Companies (Disclosure of
Particulars in the Report of the Board of Directors) Rules, 1988 are
given in the annexure which forms part of this report.
Directors'' responsibility statement
In compliance of Section 217 (2AA) of the Companies Act, 1956, as
amended by the Companies (Amendment) Act, 2000, the Directors of Your
Company confirm:
* that the applicable Accounting Standards have been followed in the
preparation of final accounts and that there are no material
departures.
* that such accounting policies have been selected and applied
consistently and the judgments and estimates made are reasonable and
prudent so as to give a true and fair view of the state of affairs of
Your Company as at March 31, 2014 and of the profit of your Company for
the year ended on that date.
* that proper and sufficient care has been taken for the maintenance of
adequate accounting records in accordance with the provisions of the
Companies Act, 1956 for safeguarding the assets of Your Company and for
preventing and detecting fraud and other irregularities.
* that the annual accounts have been prepared on a going concern basis.
Corporate Governance
Pursuant to Clause 49 of the Listing Agreement with Stock Exchanges,
Reports on Management Discussion and Analysis and on Corporate
Governance have been included elsewhere in this Report as separate
sections.
Auditors
The Company has received a letter from M/s. S R Batliboi & Co, LLP
retiring Auditors indicating their willingness to be reappointed as
Auditors.
For and on behalf of the Board
Place: Noida Vinod Kumar Dhall
Date: 22nd May 2014 Chairman
Mar 31, 2013
The Directors take pleasure in presenting herewith the Third Annual
Report and Audited Accounts for tNAN r ended March 31, 2013.
FANANial Results
(Rupees Million)
Year ended Year ended
31.03.2013 31.03.2012
Sales and Services (Net) 13,104.13 13,491.92
Operating Profit before interest 137.66 771.41
(As percentage of net sales) 1.1% 5.7%
Interest, net 318.34 158.47
Operating Profit after Interest (180.68) 612.94
Restructuring and relocation
costs
Exceptional items (100.00)
Profit Before Tax (280.68) 612.94
Taxation (3.91) (215.29)
Profit After Tax (284.59) 397.65
Balance brought forward from
previous year 246.56 (0.16)
Profit available for
appropriations (38.03) 397.49
Proposed Dividend 95.64
Corporate Dividend Tax 15.52
General Reserve 39.77
Balance carried forward (38.03) 246.56
Dividend
No dividend has been declared by the Directors for the year ended March
31, 2013, due to inadequate profits.
Performance Review
- Performance analysis
Despite challenging market conditions in 2012-13, Your Company has
shown resilience and a strong execution of its strategy in managing
maintaining a leadership position in the medium voltage electrical
infrastructure sector. The Infrastructure market overall has decreased
in value as investment in key sectors such as Power Generation and
Renewables have slowed down. Our orders have decreased by 7.7%. The
order Intake rested at 13115 MINR compared to 14214 MINR last year. Our
sales only decreased 2.8% thanks to a strong backlog, better execution
and customer intimacy. The Sales valued at 13104 MINR compared to 13492
MINR in the previous year.
- Performance Highlights
Your Company has strengthened its position in the Infrastructure
business as a key player with a strong portfolio of ''Smart'' products
and solutions. We have also worked for further collaboration with the
Schneider Electric Group to both widen our scope of offer, market
coverage and also apply best practices to improve efficiency and
decrease costs.
The company continued its focus on innovation, customer satisfaction,
strengthening the local manufacturing / R&D capabilities and has built
a new factory at Poonamallee, Chennai for Energy Automation. Your
Company has won several prestigious contracts in Utility, Industry
including in new segments like Transport, IT, Building etc. Your
Company is also involved in the execution of Smart Grid projects
including the prestigious project
The operating performance of the business during the year has been
stable. However, it has been impacted by separation and integration
costs incurred as a result of the legal framework we operate in, as
well as further provisioning of older receivables, whose recoverability
in the current market environment has become more challenging.
We believe we have dealt with most of the major issues, however, some
operational or separation steps may still be required as per the
governance process or legal framework, and may necessitate further
extraordinary expenses. involving an advanced distribution management
system for Temple city Puri.
During the year, the company launched several initiatives on employee
engagement, training & development, etc to further improve employee
competencies. Your Company''s energized and committed workforce is one
of the most important assets that creates values for our customers and
stake holders.
In a nutshell, the company continues to remain focused on generating
sustainable and profitable growth for its shareholders, and would
sincerely like to thank all the stake-holders, customers, and employees
for their continued support and confidence in Schneider Electric
Infrastructure Limited.
1. Our Strategy
Leverage the new energy challenges
Energy challenges are many: There is a growth in overall energy demand,
raised energy prices, scarcity of natural resources, C02 emission
reduction requirements, the integration of unpredictable and
intermittent renewable sources of energy, increases in peaks of
consumption and many other such concerns. We have developed a wide
range of Medium Voltage and Automation products and solutions that
provide managers of industrial plants, data centers, infrastructure,
homes and buildings with significant levels of energy efficiency and
savings. Our smart products, equipment, transformers, automation and
smart grid solutions help electricity producers and distributors to
improve the efficiency of their assets and to in turn, offer a better
service to their consumers. This also contributes to the improvement in
the operation of the grid and the reduction in investment in new
generation capacity.
Build two complementary business models
Products and Solutions
Products and solutions are different and complementary business models
and we aim to deliver profitable growth in both. In order to reinforce
our leadership positions, we continue to target growth in our Medium
Voltage and automation products business by creating new opportunities
for distributors and direct partners in a win-win
relationship. We are also focused on growing our solutions business by
reinforcing project execution and increasing our service revenues. We
have developed reference architectures for our energy automation
solutions in targeted end-markets in order to facilitate smooth
integration of our products and speed up project design and execution.
2. Customer Satisfaction
Customer satisfaction is an integral part of your organization''s growth
strategy. Every contact with Your Company should be a positive
experience that makes all customers, no matter who they are or where
they are located, feel understood and satisfied. This commitment is an
important differentiating factor, and customer satisfaction surveys are
regularly carried out. Customers also have access to online diagnostics
and support services including training.
3. Connect, Schneider Electric''s New Company Program (2012-2014)
Your Company has adopted Schneider Electric''s new company program
Connect. The new 3-year plan covering 2012-2014 includes four major
initiatives:
- Connect to Customers: this initiative aims at further improving the
performance of its business models in order to be a leader in products
and in solutions, and to adapt the different dimensions of the
customers and partners experience with Your Company.
- Connect Everywhere: this initiative is designed to identify key
investment areas in new geographies.
- Connect People: the target of this transformation is to create a
culture and an environment for the employee''s development and
performance through enhanced levels of engagement.
- Connect for Efficiency: this initiative includes the actions aiming
at profitable and responsible growth through industrial productivity,
process efficiency and society at large.
^ 4. Smart and Futuristic Energy Efficient Solutions that your ompany
has to offer
5 steps to make a city smart
1. Vision: setting the goal and the roadmap to get there
2. Solutions: bringing in the technology to improve the efficiency of
the urban systems
3. Integration: combining information and operations for overall city
efficiency
4. Innovation: building each city''s specific business model
5. Collaboration: driving collaboration with all stakeholders
The Challenges:
More and more people are dependent on energy as being integral to their
daily lives. It''s an evolution. Everyday end user''s expectations are
ncreasing in terms of reliability, quality of electricity supply. High
ATC losses in India are also a challenge to address in efficient ways.
Cities are where energy flows - oil and gas and electricity feed city
life. Cities need to make their energy smarter: more efficient,
reliable and green.
Solutions:
We deliver smart energy - today. Our solutions help save up to 30%
energy across the electricity and gas distribution systems through our
state-of-the-art automation solutions and real-time information
management systems.
Your organization''s energy management services integrate demand side
and supply side efficiently and help balance supply and demand across
the network.
Smart Energy Solutions for Electric Utilities:
- Advanced Distribution Management System
- Load shedding schemes
- End-to-end smart metering solutions
- Geographic Information System - ArcFM Solution
- Weather Solutions for Utilities
- Weather Solutions for Renewables
- Renewable Smart Integration
Smart Energy Solutions for Oil & Gas
- Gas Utilities Operations Control and Information Management - Ensure
reliability and safety of natural gas services, to better manage market
demand
- Oil and Gas Operations Intelligence
- Gas Device Interface
- RealTime Gas
- Gas Measurement and Analysis System
- OASyS SCADA for Oil and Gas
The Challenges:
As populations grow and cities expand, it is essential to prevent
flooding and provide clean and affordable water for consumption.
Cities are where water is not always available but where people need
it. Cities need to make their water smarter: more efficient, safe and
available.
Solutions:
- Online network optimization
- Smart Water Networks
- Operating and Monitoring solutions
- Telemetry and Remote SCADA Solutions
( The Challenges:
As cities grow and expand, so will urban transportation systems -
increasing traffic] congestion, threatening safety, wasting commuter
time and valuable fuel, and adversely impacting the environment. And
cities are where traffic flows
- cars, buses, metro-rails and trams epitomize city life. Cities need
to make mobility smarter: more efficient, reliable and green.
Solutions:
We deliver smart mobility - today. From traffic and transit management
systems that deliver real-time visibility across the entire
transportation network to efficient and safe electric vehicles
recharging infrastructure via tolling and congestion charging
solutions, we deliver up to 20% reduction of travel time and traffic
delays - to make everyday''s life faster for residents, commuters and
visitors.
Smart Mobility Solutions for Transportation
- SmartMobilrty Traffic - Reduce urban traffic congestion and improve
air quality through centralised, real-time adaptative traffic
management
- SmartMobility Tolling - The answer for effective and accurate
tolling
- SmartMobilrty Tunnel - Increase driver safety by responding quickly
and effectively to infrastructure incidents or emergency situations
- SmartMobility Traffic for highways - Increase highway safety and
improve traffic flow
- Solution for Integrated City Mobility Management - Improve citizen
mobility through operational efficiency and smart information
- SmartMobility Traveler Information - The Ultimate in Traveler
Information
The Challenges:
Citizens need ever-more information and support services from the city
government - which also needs to ensure their availability to all,
young and old, rich and poor, despite budgetary pressure. Cities and
their citizens need and expect effective public services. Public
services need to become smarter: more efficient, innovative and
available to all.
Solutions:
We deliver smart public services - today. In addition to street
lighting and security management, video surveillance and weather
intelligence systems, loads of accurate, meaningful data can be pulled
from the many urban systems and turned into useful information and
innovative services for citizens. As the Public services and safety
improve, so does life in the city, increasing its attractiveness and
competitiveness.
Smart Public Services Solutions for Airports, Transportation,
Healthcare, Security and Public Safely
The Challenges:
Operational expertise combined with real-time information management
improves efficiency of urban systems. Smart integration is about making
the sum greater than its parts. Real-time interconnected data will help
city authorities to better manage and continuously optimize their
systems, as data Hows across systems and can be fed back into them.
Integration is an essential step to ''smart''.
Solutions:
We deliver smart integration - today. Integration of operations and
information further optimizes overall city efficiency. Creating
connections between the different operating systems provides the tools,
dashboards and intelligence so that the city government can improve
city efficiency so that citizens and companies can get better
information and services. Your organization also provides solutions for
smart integration of renewable energy plants.
5. Smart Solutions for End User Segments
The Challenges:
- Reliability and Quality of power supply
- Balancing demand and supply
- Grid security
Solutions:
Your organization''s open architecture automation, sub-station solutions
with primary & secondary equipments, transformers, protection relays,
fault passage indicators etc make the grid more efficient, more
flexible and more secure.
- Improving service continuity while absorbing increasing demand and
peak loads
- Connecting and managing more green and volatile energy smartly
- Delivering better quality power while drastically reducing network
losses
- Operating the grid safely and securely
- Delivering greater visibility and decision-making tools at enterprise
level allowing to improve CAPEXandOPEX
The Challenges:
Due to physical size of operations and often extreme conditions, the
O&G industry is challenged daily with maintaining energy reliability
and availability. To ensure safety, security and reliability while
protecting its bottom line, industries need intelligent solutions to
monitor, control and optimize their assets.
Solutions:
As experts in the Oil and Gas industry, your organization provides
customized solutions which are safe and reliable and continuously
provide high levels of productivity. From innovative power distribution
solutions comprising Transformers, Switchgears, visual Monitoring,
Systems and Power supply to Scada and advanced control solution for
onshore extraction, refinery and pipeline management systems, Your
organization''s solutions are able to improve the decision making
process and deliver benefits at enterprise level. We also offer
E-houses for offshore and onshore production systems.
Oil & Gas Upstream (extraction)
- Modernization solutions
- Telemetry and Remote SCADA Solutions
- Onshore scattered oil field pump automation
- Gas Production and Operations Control and Measurement - Advanced data
management serves operations and business efficiency
- Liquids Production and Operations Control - Advanced data management
serves operations and business efficiency
- Subsea power distribution module
Oil & Gas Midstream {transportation & storage)
- Pipeline Management System
- Operating and Monitoring solutions
- PlantStruxure
- Telemetry and Remote SCADA solutions
- Fast Load shedding solutions
Oil & Gas Downstream
- Operating and Monitoring solutions
- PlantStruxure
- Energy management solutions
- Process safety solutions
- CCTV, surveillance, video analytics protection, asset management
system
^ 6. Our Smart Products for Smart Solutions
Substation Control System
- Pacis 5
Scaleable EC 61850 based Substation Control Systems 600 in service
since 2002
Feeder Automation
- FLITE & FLAIR
Fault detectors tor overhead and underground networks
-SMART RTU
Control units for MV substations and overhead switches with a high
level of integrated functions
Large RTU/Bay Control
- Modular Substation Computer for flexible operation (RTU, Bay
Controller etc.)
Medium Voltage offerings
PIX-MV, PIX-C & PIX-36
- Offerings covering the entire Medium Voltage range upto 33 kV
- Indoor switchgear applications in segments including Industries,
Utilities, Power plants
- Compact width of cubicles starting from 600 mm for 11 kV and 1000 mm
for 11 kV
» Tested and designed as per latest IEC 62271- 100 & 62271-200
- Metal-enclosed switchgear, loss of continuity category LSC 2B-PM,
tested for Internal Arc faults, qualification IAC AFLR
Ringmaster
- Touch proof/completely shielded SF6 tank
- Cable testing facility without disconnecting the cables from cable
chamber (on customer request)
- Internal arc AFLR of 21 kA 1 sec since the pressure relief device is
at the top of the tank
- Motorization within a minute and complete isolation from the remote
- Lesser gas leakage points due to moulded construction
FBX
- Up to 24 kV, 630 A, 21 kA/3sfor11 kVand 20 kA/3s for 11 kV Also,
available as 11 kV for1secfor11 kVRMU
- Up to IAC21 kA, O.lsAFL for Indoor, 0.2s AFLR for Outdoor
- Available in various versions: Compact (FBX-C), Extensible (FBX-E),
Indoor & Outdoor (IP54 protection)
- Manual or Motorized Operation.
- Switching and insulation in sealed-for-life SF6- gastank
- Continuity of service LSC2A
- Compliance to IEC 622271 -200 & local standards
- Versatile to fit most applications and also available with FRTU &
SCADA connectivity options
Gas-insulated switchgear GHA/WS
- Modular design, suitable for Single & Double Bus Bar System
- Touch proof, rapid and safe on-site assembly
- User-friendly operator interface with great variety of cable
connection options
- GIS (GHA) with no gas handling required at site makes it environment
friendly
- Hermetically sealed, gas insulated switchgear with all live parts in
protective gas area (WS)
- Rated voltage upto 40.5 kV current upto 4000A (2BB), STC upto 40 kA
for 3 sec
BIOSCO IN 10 & BIOSCO IN 16
- Tested as per EC 62271 -202
- Internal Arc tested solutions ensures public and operator safety
- Range IN10 - upto 22 kV 1000 kVA, IN 16-upto 33kV1600kVA
- HV side with RMU, LV side with ACB & MCCBs
- Oil type & Dry type Transformer with optional HT metering & LV APFC
panel
- Manufactured, assembled and tested in the factory & delivered ready
to be connected
EHouse
- Complete switchrooms comprising both MV & LV Switchgear plus other
equipment like UPS, SCADA, VSD etc
- Fully factory equipped and tested, shipped to site in transportable
sections
- Economical & FAST Site Installation, simplified commissioning
- Increased RELIABILITY, due to assembly/testing/ quality control in
factory
- Reduced exposure to fatal RISKS in unsafe areas
- Less Reduced ENGINEERING costs, cmI costs - easy repeatability
- Design engineered by the PRODUCT Specialists
MPT: Minora Power Transformers (from MVA till 100 MVA)
Miners MP oil-immersed medium voltage power transformer is dedicated to
all applications up tc 100 MVA and is designed to meet your needs. Our
broad range for Minera MP transformers includes:
- Three phase units (single phase available on request)
- Ratings up to 100 MVA, 50 or 60 Hz
- Breathing or sealed type
- A wide range of accessories
- High capacity cooling options such as ONAN, ONAF, OFAF, OFWF or
others upon request
- Standard or low noise levels
- Off-circuit tap changer (OCTC) or on load tap changer (OLTC)
Minera Oil - Immersed Distribution Transformers
Our standard range of Minera transformers is available as:
- Three phase units (single phase available on request)
- With ratings up to 4 000 kVA, 36 kV, 50/60 Hz
- With conservator or hermetically sealed type
- Ground, pad Mounted
- Naturally cooled (ONAN), air forced (ONAF) or other type of cooling
upon request
- With normal or low noise or loss levels
Tribal - Dry Type Cast Resin Transformer - C3*
Lowest ambient temperatures:
- Operation - 50C
- Storage/Transport - 50C (*C2 Thermal shock test carried out at - 50)
-E3
- Nearly Total condensation or heavy pollution or combination of both
- Abnormal level of humidity up to 95%
- According to new EC 60076 -16 Standard
-F1
Transformers subject to a fire hazard:
- Self - extinguishing transformer fire
- Restricted flarnmability required
- Limited formation of fumes
- Limited contribution with calorific energy to the source of fire
- Maximum level of partial discharges measured during special test
according to EC 60076 - 11 standard
- Resistant, Safe, versatile Economic & Compact
^ 7. Solutions Centre Activity
The Solution Centre provides a complete range of electrical solutions
for oil & gas, industries and utilities, from substations to complete
power distribution systems. Our greatest strength is in our expertise
of handling projects from the concept stage to completion. We perform
design and engineering, manufacturing and supply of products, erection,
testing and commissioning. We also provide extended warranty and long
term maintenance support. Our range of offerings vary from Intake/
evacuation sub-station, electrical balance of plants, electrical
distribution systems,
medium and low voltage packages. We also offer customised packages for
specific needs, power distribution for infrastructure and other
solutions. The Solution centre delivers projects giving the customer
the benefit of a single management interface backed with an efficient
and competent team experienced in engineering and execution of various
packages specific to customer needs. We are committed to deliver high
quality turnkey electrical projects that are efficient, EHS compliant,
safe, reliable and meet Indian and International standards.
Major Orders
In the Solution business, Schneider Electric has won several orders:
- SEPR Refractories India (a Sanit Gobain subsidiary) worth 77 MINR for
supply, installation, testing and commissioning of 110/11 kV Sub-
station with 2 nos. 16/20 MVA transformers, 2 nos. 3MVA furnace
transformer & 11 kV switchgears
- Megha Engineering and Infrastructure Limited project worth 122 MINR
involving supply, installation, testing and commissioning of eBOP for
50 MW solar thermal power plant at ananthpur, Andhra Pradesh, involving
GCB, GT, UAT, ST, 4 nos. 132 kV bays, SCADA, LT & HT switchgear,
busducts & associated earthing, lighting, cabling etc.
- Mahindra Solar One worth 76 MINR for supply, erection, testing,
commissioning and civil works of 132/33 kV switchyard for 55 MW solar
power evacuation at Phalodi, Jodhpur, including 132/33 kV, 31.5/35 MVA
power transformers
- Mahindra EPC worth 80 MINR for supply, erection, testing and
commissioning of 0.4/33 kV pooling stations and 33 kV evacuation
station for 20 MW 10 MW units at Phalodi, Jodhpur
- Linde Engineering India Private Limited a/c Engineers India Limited
worth 57 MINR for supply, erection, testing, commissioning of 3
bays 110/6.9 kV switchyard with 2 nos. 16/20 MVA transformer & 6.6 kV
switchgear at Padur, Karnataka
- Bhutan Power Corporation Limited worth 109 MINR for supply,
installation, testing and commissioning of 33/11 kV substation
including 33 kV GIS, 5 MVA Transformers & civil works at Deisel Power
House and Babesa, Thimpu.
- Tata Projects Limited worth 125 MINR for supply, installation,
testing and commissioning of 7 bays 220 kV switchyard for 1x388 MW gas
based CPP in Raigad
- Renewable Energy Generation Private Limited worth 140 MINR for
supply, installation, testing, commissioning and civil works for 2x100
MVA, 220/33 kV substation for wind farm at Paruthiyur, Tamilnadu
involving 4 nos. 220 kV bays and 12 nos. 33 kV bays.
- Mishra Dhatu Nigam Limited (under Ministry of Defence) worth 136 MINR
for supply, installation, testing and commissioning of 132 kV, 4 bays
switchyard with 2 nos. 40 MVA Transformer & 11 kV load block switching
stations
- Orders from various customers viz Refex Energy, Felguera Gruas,
IL&SF, HCL Technologies, Angre Port, Bharat Oman Refineries, Procter &
Gamble, Honda Cars etc.
Major Solution Business Milestones in 2012-13
- NTPC Ramagundam
Solution centre recorded a break through after successfully
commissioning of transmission bay
- Gita Power & Infrastructure Pvt. Ltd.
Solution Centre has successfully commissioned the transmission bay
- Moserbaer
Schneider Electric executed 3 major Moserbaer solar plants being
developed for a. Ujjawala Power, b. Responsive SUTIP & c. Chattal
Construction where the scope involved 66/11 kV main evacuation
substation and 11/0.3 kV pooling stations with associated cabling and
other works. Schneider Electric undertook the mountainous activity of
erecting and commissioning Chattel Project and successfully completed
within 15 days and Ujjawala project in 30 days.
- Mahlndra Solar One
Mahindra Solar One entrusted Schneider Electric for AC Electricals 55
MW solar plant at Jodhpur which Schneider Electric completed in
scheduled duration, meeting the customer''s expectations. The Scope
included 2x31.5/35 MVA, 132/33 kV pooling substation with civil works.
The project also included AC evacuation system for 30 MW Solar PV power
plant involving 33/0.3 kV AC evacuation substations with associated
cabling, for which Mahindra EPC placed a separate order
- Uttar Gujarat Vij Company Limited (UGVCL)
Solution Centre executed UGVCL project for conversion of over-head
power distribution network to underground power distribution network in
the area of Ambaji sub-division of Palanput - II division. The project
included Supply, Erection, Testing &
- Wipro a/c NTPC Dadri
This is the first project of NTPC into Solar power generation, Wipro
placed the order with Schneider Electric to execute 33 kV AC evacuation
system
Commissioning of 11kV distribution system involving 59 nos. 11/.415kV
substations & more than 22 kms HT cabling. The team ensured smooth
execution with all safety & quality standards maintained.
for 5 MW solar power plant & 220/33 kV and a 5 MW bay at the main
Switchyard of NTPC, Dadri.
^ 8. Services Activity
Services are a focus area for the company and a key differentiator in
driving customer delight. Our value added service offers are built
around our comprehensive basket of product and solutions. With
increasing complexity of the electrical network, lack of permanent
skilled resources at site and demand for greater reliability, customers
are keen to entrust consulting, maintenance, refurbishing, retrofitting
& upgrading of their systems in the hands of experts. This distinctive
need of the market is served through Your Company''s Services Business.
Broadly, Services cover customer needs around the complete installation
lifecycle and the portfolio includes "Comprehensive Services to improve
performance of customer installation" such as Asset Management program
(preventive services contract, predictive services contract & extended
diagnosis for ED equipment), On Demand Maintenance (maintenance of
equipment, spare parts & repairs), Modernization & Upgrade (retrofit &
revamp solutions) and Installation Assessment (health check). An
extensive network of service engineers & authorized service centers are
deployed across the country to quickly respond to customer calls.
Schneider Electric''s strong presence in Infrastructure, Power,
Building, Industry and IT segments coupled with our ability to offer
Services cutting across these segments provides us a distinctive
advantage to serve our customers. Capability building is key to meet
diverse needs of the market viz. minimal shutdowns while doing upgrades
& retrofits, scaling up and completing critical projects during short
annual maintenance
breaks etc. The creation of a dedicated Services Business Unit has
enabled in this capability building. As the Services market matures,
our focus & preparedness takes us ahead of the curve. Composition of
Services business and the business model employed makes it very
attractive in terms of Return on Capital Employed and enhancing
customer satisfaction.
Some of the major projects executed by Services Business in 2012-13
- PSPCL Bhatinda for the refurbishment of 67 nos old ASEA and Kirloskar
Circuit Breakers. The commissioning was carried out in a short span
considering the criticality of the installation in terms of DCS &
interlocking schemes and narrow shutdown timelines.
- Hotel Oberoi, Bangalore for refurbishment & upgradation of Main LT &
DG AMF Panels inclusive of all advance interlocks between EB and DG
sources. The work was carried out by carefully ensuring power supply
availability for critical feeders by providing a temporary power supply
panel.
- MESCOM-Maintenance contracts side, a prestigious annual maintenance
contract was won for 301 nos Auto Reclosures & Sectionalisers including
spares & consumables for a period of two years in Mangalore.
- Fertilizers & Chemicals Travancore (FACT) has placed an order for
replacement of old 21 nos. HT Oil Circuit Breaker panels with new
state of the art Vacuum Circuit Breaker panels at their Cochin Plant.
These panels are scheduled to be replaced in their upcoming annual
shutdown.
^ 9. Human Resources
The year 2012 was a year of actions. We spent our energy and efforts in
harmonizing and mutualizing our resources, organization and functions
for higher synergy. During the year, Your Company undertook several
successful initiatives towards strengthening its ''Employer of Choice''
positioning among new and existing talent. We completed the revamping
of our employee manual and updated our policies to ensure that we are
consistent and aligned with our Parent Organization. Over all, during
the year we reviewed and refreshed all major HR policies that included
Performance Management, Travel, Job grading and succession planning. In
continuation of our retention plan for long term engagement of vital
talent we identified key talents who were offered a deferred bonus
spread over a few years, This plan was well received and provided
employees enough challenges in terms of stretched objectives and
corresponding rewards that were linked with the concerned employees own
performance and the overall performance of the organisations for the
agreed years.
In order to uphold the values of ethical conduct and compliance to our
Principles of Responsibility Your Company ensured that all employees,
undertook a detailed training and awareness program to familiarize
themselves with the standards and expectations of the Group.
Learning and Development
The focus on learning and development of resources continued and our
Learning and Development initiatives during the year were on the three
Es approach viz ''Education, Experience and Exposure''. Thus, all
organized trainings were based on competency reviews held by managers
addressing real and critical needs for the organization. Your Company
conducted more than 6000 man days training and covered almost all
employees for various programs. This not only included technical skill
building trainings but also interventions and workshops on change
management and culture building.
Senior managers underwent Global Leadership Programs such as Leadership
through Engagement and Execution skills, several of them participated
in the Global Leadership Excellence Acceleration Program (LEAP).
Middle Level Managers were offered training on Leadership through
Performance Management, so as to improve their skills in managing
performance of their teams with effective feedback. We identified
internal mentors and coaches for a subset of key talent and allocated
mentors, who helped these young professionals, hone their skills and
apply the knowledge effectively for their and the organizations
development and benefits.
A selected group of professionals were nominated for FEUX and Edison
corporate programs. Edison is the most coveted technical certification
and recognition program for which some of your Indian employees had
qualified for the year. Career workshops were conducted for key talents
to help them understand their own competencies and preferences. This
also provided them with a chance to better understand possible
opportunities across the company and the competencies required for the
same. Employees were provided professional guidance to create their
Individual Development plans in consultations with their Managers. Your
Company provided many employees the opportunity to take up higher roles
& responsibilities by way of internal mobility. In line with our
continued efforts to improve the solutions business, Your Company has
nominated sales and solutions engineers and managers for the Global
Schneider Electric Energy and Solutions University Certification
Program. Besides these programs, employees were also nominated by their
managers for select public program and seminars.
Your Company continued to promote and strengthen a culture of
continuous learning at all levels through the e-learning process. An
intensive e-leaming campaign was undertaken to create Champions who
would drive this process. Those who completed the e-leaming modules
received awards, which were a big motivation to other managers. By way
of encouraging employees to enhance their skills and knowledge we not
only created a learning environment where everyone valued continuous
improvement as a way of life but also improved the productivity and
efficiency of our processes by way of application of the acquired
knowledge. During the year more than majority of employees undertook
various courses online.
Integration, Restructuring & HR
Your Company aligned all HR systems and processes such as Annual PMS,
Mid year Performance Reviews, Career and Competency Reviews, Escalating
People Reviews and trained all employees for effectively using the
systems. A number of webinars were conducted globally and locally to
promote awareness and knowledge to use all applications within the
system. These processes helped both employees and managers to work
collaboratively, to clear objectives and measurements and to identify
their development needs.
A new and more comprehensive system of Talent Link Performance tool was
put in place with all HR systems in one platform. This also enables
employees to self update their profiles to promote their mobility
across the organization.
Your Company took the next leap in the One Aoice Survey results and
reached high ENPS (Employee Net Promoter Score) which was a consistent
improvement from the previous year scores. The Employee engagement
score did remain the same but the Action Awareness Score moved up
substantially. This is a clear indication of the employee
acknowledgment for organizational efforts.
The attrition levels were contained and for the last one year the
attrition also continually declined. This was at a time when the
external talent market was still experiencing high attrition.
Company has a policy to bring young talents into the organization and
nurturing them for its future growth. Thirty Five Graduate Engineer
Trainees (GETs) joined the organization in July 2012 from 11 top rated
engineering institutes across the country. This includes 20% female
GETs supporting company''s vision to have balanced gender diversity in
the organization. All GETs went through a structured induction &
orientation program prior to their placement at various units.
The Company engaged Great Place to Work Institute to help assess
organization culture and engagement levels of employees. As part of the
project they conducted a survey to seek feedback from employee at
large. We recorded 80% participation from the targeted group and
received very good qualitative and quantitative data. Based on the
inferences from the same a two day leadership workshop was conducted to
identify the key priorities for creating a "GREAT PLACE TO WORK". We
are now working on executing the plan for percolating the priorities
and engaging the employee at large.
A new and more comprehensive system of HR Bridge was put in place with
all HR systems in one platform. This also enables employees to self
update their profiles to promote their mobility across the
organization.
3 Year HR strategy with specific innovative action plans put in place
in line with business plans.
The Human resources function was reorganized based on the 3 pillars
concept of the Global Business Model viz. HR Business Partners, HR
Solutions and HR Operations. HR Business Partners worked closely with
business leaders on their strategic objectives while HR solutions, who
are specialists for talent management and reward solutions and HR
Operations supported in sourcing of Talent, HR services, Payroll etc.
It is a matter of great pride that in spite of all the challenges of
transition and carved-out Your Company maintained trust and confidence
of employees throughout this phase. All employee benefits schemes like
Group Medical Insurance and Life Insurance Policies, Preventive Health
Check were reviewed during the year and extended to employees. This is
a continuous effort to get better benefits for employees at optimum
costs.
The Human Resources Department complemented the business endeavor of
continued and sustainable growth by way of anticipating and planning
future manpower needs through strategic workforce planning. Strengthen
competencies in Leadership, Project Management, Smart Grid, Solutions
and Services. Strive for HR excellence: strengthen partnership with the
business through HR Competency Growth and continuously improving HR
Processes
Principles of Responsibility (POR) Deployment
POR outline the legal and ethical principles that must guide all of us
in our work. POR is a core document with local content in order to be
as pragmatic and realistic as possible uniting our commitment to all
our stakeholders: Employees, Business Partners, Shareholders, Planet &
Society. It helps Schneider Electric employees to know:
- What we must do
- What we cannot do
- What we should do
POR was deployed across the organization during 2012. All white-collar
employees undertook an e- leaming module on POR followed by
participating in face to face workshops to have clear understanding of
POR. Many workshops were organized at various locations across country
for white collars and multiple awareness sessions were organized to
ensure all blue collar employees were well aware of the "Principles of
Responsibility" and guide themselves accordingly.
Corporate Social Responsibility
In pursuit of its Sustainable Development goals, Company is committed
to Corporate Social Responsibility (GSR). Our business units provide
pro-active support for local projects of social and cultural interest,
with continued active participation from the employees.
Blood donation camps were organized at various locations during which
employees donated blood. Appreciation was also received from Medical
Association & Lions club recognizing employees'' service towards
humanity and the nation.
Towards education outreach, company facilitated industrial visits for
engineering students and exposed them to our manufacturing process.
Many students of Engineer & Business Management courses got benefited
through their summer internship. Many of your Senior Leaders reached
out to the academia and helped the universities and Engineering
colleges in improving their curriculum as well as teaching
capabilities. More than thousand students benefited by listening and
engaging with our professionals who visited campuses across the country
with the intention of giving back to the society.
Luli Week
Luli is an international mobilization campaign launched by the
Schneider Electric Youth Foundation in 1998 under aegis of Foundation
de Franc. Luli dedicates a week to put the spotlight on local
initiatives celebrated by all employees to support partnerships and
promote employee engagement with the foundation. It is usually held in
the 3rd week of June across the globe.
In India, Your Company organized a week-long
celebration with the focus on the common goal of ''Helping people at
bottom of the pyramid to change their lives'', by raising funds through
various employee engagement activities. It was one of the most
memorable weeks for us at Schneider Electric Infrastructure Limited and
was held between 11th -15th June, 2012 at all locations of Your
Company.
The key highlights of Luli week for 2012 are:
- 122 Employees donated blood
- 8 NGOs supported through organization of sales and kind donations.
- More than 1050 Employees participated in Luli Week
- 40lndcorandoutdoorsports/activitiesorganized
- 102 Volunteered actively as delegates and volunteers
The initiative was well coordinated by the respective regional and site
delegates who competed for the Luli Rolling Trophy titled ''LUU CHAMPS''
initiated to mark Luli''s 11 th Birthday. The winning location was
Schneider Electric Infrastructure Limited - Kolkata location,
coordinated by Site Delegate Sharad Aggarwal, Gaganendra Thakur and
Sabysachi Mahapatara. The National Level Second Prize for Local
Communication won by Pallav Pathak, Schneider Electric Infrastructure
Limited - Noida. SEIL-Vadodara also won the Second prize for Best Site
for supporting Luli Week.
10. Various Key Events of the Year
Board Members Visit to state-of-the-art R&D Facility
Your Company''s Board Member, Mr. Vinod Kumar Dhall, Chairman and Mr.
Ranjan Pant, Director of SEIL, had visited the state of art R&D
facility for Smart City/Smart Grid Solutions in Noida. They were taken
on a guided tour and explained in detail the process of solutions
development and testing at this facility.
Technical Day (Customer Meet) at Vadodara Facility
Your Company had organized a Customer Meet at its Vadodara Facility on
26th Feb, 2013. The main focus of the event was to enhance and create
deeper relationships and partnerships by showcasing the global
technological innovations in the field of energy efficient products &
solutions. There were close to 100 customers flown down from across
India. Influencers, Decision Makers and Senior Management from
organizations such as NTPC, CESC, HPCL, Tata Power, IOCL, L&T and
Reliance Infrastructure, etc were at the event. The event was
effectively used as a platform to showcase Solar, LV Equipment and
Energy Management Service offers.
Customers were taken for Factory tour in second half of the day and
shown the various products on shop floor of Equipment and Transformer
Factories. There was a separate Live demo area was created to
demonstrate the different products and solutions like TVDA, Pacis,
RMUs, GIS, etc.
4th Annual Conference on Smart Grids in India, New Delhi
Your Company participated in the 4th Annual Conference on Smart Grids
in India (Upcoming Projects: Issues and Opportunities) on FEB 27th &
28th, at the Imperial Hotel, New Delhi, organised by Powerline. The
mission of this conference was to highlight the proposed smart grid
pilot projects, discuss key issues and challenges as well as potential
solutions and strategies. The conference also showcased the most
appropriate technologies and noteworthy projects.
Seminar - Revamping Gurgaon''s Electricity Sector, Gurgaon
Your Company participated in the conference on REVAMPING GURGAON''S
ELECTRICITY SECTOR (Towards Private Participation, Smart Grids and
Solar), on FEB 20th at The Palms, Sushant Lok-I, Gurgaon, organised by
Gurgaon
First. Schneider Electric was the lead sponsors for this event, with a
good visibility of the brand on the podium, conference area and other
strategic locations.
Product Launch - PREMSET
Your Company has launched the revolutionary MV Switchgear, Shielded
Solid Insulation System type PREMSET in Mumbai, followed by Vadodara,
Delhi and Pune. The feature and benefits of Premset were explained in
detail by different leaders and about its unique 2SIS Technology,
Safety, Low Maintenance, extremely Compact dimensions, flexibility &
modularity. They also explained lucidly and the Premset applications
for market segments
like Buildings, data centers, Hotels, Hospitals etc. were made clear.
The event was attended by more than 700 target customers in all cities
from different cross section of business community i.e. Consultants
from Buildings & Industry, End users - Builders, Industry, and Utility,
etc. appreciated this breakthrough innovation from Schneider Electric.
Smartelec Conference
In its continuous effort to promote and encourage development of Smart
Product & Solution, GETCO organized a Smart grid conference named
"Smartelec 2013"
The objective of this two day conference was to come up with
brainstorming ideas, views & thoughts to be presented by experts of
Power sector.
GETCO invited technological papers by industry experts; academia &
consultants.
Mr. Sandeep Pathak, submitted a paper on "Decentralized Serf Healing
Solution for Distribution Grid Automation - A step ahead for Indian
Utilities". It was a proud moment that his paper got selected and was
presented in this conference in the presence of the major influencers
of the industry and more than 500 customers.
Mr. Sandeep Pathak also presented a paper on "Smart Grid" at Gridtech
2013.
PCIC2013
Petroleum & Chemical Industry Conference (PCIQ is the premier European
forum for the exchange of experience in the practical application of
electricity and instrumentation in the petroleum, chemical and
pharmaceutical industries, including all upstream and downstream
activities.
A RAJESH of your organization, in his paper, at the 10th PCIC
international conference, introduced an Intelligent load shedding
application
implemented in an oil & gas refinery by your organization to the
audience. This is a truly modem, fully interoperable, EC 61850
compliant application that provides fast and optimum load shedding with
a built-in powerful prediction approach to manage the larger
sub-networks. Unlike conventional approach where the aim is to shed the
loads, this solution is aimed at supplying the critical loads based on
the real time topology, analogs, operating conditions & dynamic
priority settings.
11. Information Systems and Technology
The primary IT activity during the last year has been carve-out of the
IT infrastructure and applications of Areva T&D (now Alstom T&D)
between Alstom and Schneider Electric, subsequent to the transfer of
the Distribution business.. This project has been successfully
completed, and the separated IT infrastructure of the de-merged entity,
SEIL is fully operational.
12. Finance
Finance is a very vital function for the operations of Your Company. In
complement to strong historical practices, Schneider Electric Global
tools and processes are implemented in combination with energetic and
enthusiastic staff to achieve optimum efficiency of this function.
Following Schneider Electric guidelines, certain Finance functions like
treasury, audit, reporting, taxation, finance shared services, credit,
were mutualised across all Schneider Electric entities in India to
follow uniform practices and to bring cost effectiveness across a
larger scale. This has resulted into reduction in cost with efficient
utilisation of resources, and better skills, taking advantage of best
practices.
In terms of further strengthening the internal control environment, the
Key Internal Control (KIC) process
established last year has started giving good results in making sure
all internal control guidelines are continuously followed, regularly
monitored by Management, and policies updated as and when necessary.
The FiSS (Finance Shared Service - formerly called FSSC) has matured
well during the year and handled transactional finance activities more
efficiently. More tools were implemented for smooth and efficient
processing of transactions. More focus was given for training of
employees on system, processes, and controls which resulted into
efficient functioning, with the view of expanding the scope of its
activrtiesm in relation with integration with the best practices of the
Schneider Electric Group.
^ 1 3. Investor Relations
Last year was a momentous year for Your Company as it held its first
AGM and also published its first annual report, after being listed in
March 2012. The management of Your Company are appreciative of the
fact that need for information and communication among shareholders
will be high considering the fact that Your Company got listed quite
recently. Your Company made all efforts in this regards by making sure
to have a strong investor relations function in place. Senior
Executives of the Company held investor conference call based
interactive sessions to discuss the progress and performance of the
Company. This is in keeping with our intention to be transparent to the
investing community and to keep them abreast of the appropriate and
material information on a timely basis.
14. Internal Audit
Your Company has in place, a system of internal audit designed to
provide reasonable assurance with regard to the effectiveness and
efficiency of operations, reliability of financial reporting and
compliance with applicable laws and regulations. The in-house internal
audit department of Your Company is an independent and objective
function performing assurance and consulting activities designed to add
value and improve the Company processes. It helps Your Company to
accomplish its objectives by bringing a systematic and disciplined
approach to evaluate and improve the effectiveness of risk management,
control and governance processes. The audit team maintains an
independent status within the Company. In order to supplement the audit
assurance provided by in-house team; Your Company had also out sourced
some of the audit work to third party audit firms.
The deliverables of appointed audit firms expected them to provide
audit assurance on the end-to- end spectrum of the area/processes
defined in the scope of work agreed with them. The audit plan for the
year is based on business risk and Internal Control assessment which is
approved by the Audit Committee and Board of Directors of the company.
The Audit Committee does a regular review of the Audit Reports
submitted by the
Internal Auditors and an action plan for remedial actions is put in
place. The Audit Committee is continuously apprised of the action plan
status. The Committee also meets the Company''s statutory auditors to
ascertain, their views on the adequacy of internal control systems in
the Company and keeps the Board of Directors informed of its major
observations, if any.
In addition the internal audit is also in the process of streamlining
audit methodology from inception, through fieldwork, to final reporting
to fit in the COSO framework so that it is no longer incidental to our
processes but provides the foundation for all our audit work.
Integrating COSO in this manner will add structure to the audit
process, ensures that appropriate criteria are considered in key phases
of each audit, and provides a trail to support the conclusions reached.
All the five essential components of control environment, risk
assessment, control activities, information communication and
monitoring of COSO framework is considered while defining the control
objective to be audited. Your Company has set up a robust risk
management and Internal Control assessment framework across the
organization. This facilitates identification, assessment,
communication and management of risk in effective manner.
15. Customer Satisfaction & Quality
During the year under review, Your Company had launched the quarterly
customer satisfaction surveys through third party customer contact
centres. The surveys were undertaken to identify unsatisfied customers,
and who were not willing to recommend the products and services of Your
Company to their friends and colleagues. Your
Company has prioritized resolving the pending issues and have done its
best to convert the unsatisfied customers to happy ones. The continuous
process of engaging with these customers has enabled Your Company to
achieve more than its targeted scores for Customer Satisfaction Level.
16. Present Status of Shareholding of Promoters
In March 2012, Energy Grid Automation Transformers and Switchgears
India Limited became the Holding Company of Your Company by acquiring
the shares aggregating 73.40% from the four promoters. The entire
shareholding of Energy Grid was held by Alstom Grid Finance BV, which
is jointly controlled by Alstom Holdings and Schneider Electric
Services International (SESI). SESI is controlled by Schneider
Electric Industries SAS.
In order to bring to a close the separation of Transmission and
Distribution business in India, ALSTOM Grid Finance BV and Schneider
Electric Singapore Re Ltd entered into a Share purchase agreement to
transfer the entire shareholding in Energy Grid Automation Transformers
and Switchgears India Limited. This resulted in the indirect
acquisition of Your Company. Hence in view of the Take over
regulations, Schneider Electric Singapore Pte Ltd ("Acquirer") and
Schneider
Electric South East Asia (HQ) Pte Ltd, Schneider Electric Services
International and Energy Grid Automation Transformers and Switchgears
India Limited, in their capacity as persons acting in concert with the
Acquirer (collectively the "PAC"), made an open offer to the minority
shareholders of Your Company. The open offer opened on January 4, 2013
and closed on January 17, 2013. Out of the 11,314,680 equity shares
which were tendered by the shareholders, "Acquirer" acquired 10,592,659
equity shares and as one of the PAC Energy Grid Automation Transformers
and Switchgears India Limited acquired 722,021 equity shares.
Consequent to the Open Offer, the present shareholding of the
acquirer/promoters have increased from 73.40% to 78.13%. However Your
Company''s management is committed to reduce the shareholding of the
promoters below 75% in terms of the Listing Guidelines.
^ 17. Directors
At the Second Annual General Meeting of Your Company held on 31st July
2012, the First Directors, who retired and at the said meeting, were
re-appointed as Directors, who holds office till the conclusion of this
meeting.
At the Board meeting held on 22nd May 2013, Ms. Rajani Kesari was
appointed as Additional Director of the Company. Mr. Olivier Blum
resigned from the Board, effective from 1st March 2013. The Board
places on record its deep appreciation for the valuable contribution
made by Mr. Olivier Blum during his association with the Company.
Brief Particulars of these Directors are given elsewhere in this
Report.
Mr. Vinod Kumar Dhall and Mr. Ranjan Pant, Directors, retire by
rotation and being eligible, offer themselves for re-appointment. The
Board recommends the re-appointment of both the
Directors. Considering the background and experience of the above
Directors, the Board is of the opinion that the appointment of
Directors as above will immensely benefit Your Company.
Particulars of Employees
A statement, as required under Section 217 (2A) of the Companies Act,
1956, read with The Companies (Particulars of Employees) Rules, 1975,
is given as a separate Annexure which forms part of this report.
Conservation of Energy, Technology Absorption, Foreign Exchange
earnings and outgo
The particulars, as prescribed under sub-section 1 (e) of Section 217
of the Companies Act, 1956 read with the Companies (Disclosure of
Particulars in the Report of the Board of Directors) Rules, 1988 are
given in the Annexure which forms part of this report.
Directors'' Responsibility Statement
In compliance of Section 217 (2AA) of the Companies Act, 1956, as
amended by the Companies (Amendment) Act, 2000, the Directors of Your
Company confirm:
- that the applicable Accounting Standards have been followed in the
preparation of final accounts and that there are no material
departures.
- that such accounting policies have been selected and applied
consistently and the judgments and estimates made are reasonable and
prudent so as to give a true and fair view of the state of affairs of
Your Company as at March 31, 2013 and of the profit of your Company for
the year ended on that date.
- that proper and sufficient care has been taken for the maintenance of
adequate accounting records in accordance with the provisions of the
Companies Act, 1956 for safeguarding the assets of Your Company and for
preventing and detecting fraud and other irregularities.
- that the annual accounts have been prepared on a going concern basis.
The explanation to the qualification made by the Auditors in their
report, is given by way of an addendum in the Annexure to the
Director''s Report
Corporate Governance
Pursuant to Clause 49 of the Listing Agreement with Stock Exchanges,
Reports on Management Discussion and Analysis and on Corporate
Governance have been included elsewhere in this Report as separate
sections.
Auditors
The Company has received a letter from M/s. S R Batliboi & Co, LLP
retiring Auditors indicating their willingness to be reappointed as
Auditors.
For and on behalf of the Board
New Delhi Vinod Kumar Dhall
22nd May 2013 Chairman
Mar 31, 2012
The Members,
The Directors take pleasure in presenting herewith the Second Annual
Report and Audited Accounts for the year ended March 31, 2012.
FINANCIAL RESULTS
(Rupees Thousands)
Year ended Year ended
31.03.2012 31.03.2011
Sales and Services (Net) 13,491.92 --
Operating Profit Pefore interest 771.41 (0.18)
(As percentage of net sales) 5.7%
Interest, net 158.47 Nil
Operating Profit after Interest 612.94 (0.18)
Restructuring and relocation costs - -
Profit on Sale of Property - -
Profit Before Tax 612.94 (0.18)
Taxation (215.29) 0.02
Profit After Tax 397.65 (0.16)
Balance brought forward from
previous year (0.16) -
Profit available for appropriations 397.49 (0.16)
Appropriations
Proposed Dividend 95.64 Nil
Corporate Dividend Tax 15.52 Nil
General Reserve 39.77 Nil
Balance carried forward 246.56 (0.16)
Dividend
Schneider Electric Infrastructure Limited was incorporated on 12th
March, 2011 and is in operation for the second year. The Directors
recommend a dividend of Rs 0.40 per share (20%) for the year ended
March 31, 2012. This will absorb INR 111.16 MINR (inclusive of Tax)
based on existing capital.
Performance Review
Schneider Electric Infrastructure Limited, a listed Indian entity of
Schneider Electric Group has market leadership and significant presence
in various domains of Infrastructure sector. Our vision is to be a
energy specialist for providing Safe, Reliable, Efficient, Productive
and Green energy through technologically advanced integrated products
and solutions for the complete value chain across Generation ,
Transmission, Distribution, Buildings and Infrastructure.
Your Company's localized manufacturing facilities comprising 6
Factories, 24 Authorised Service Centres and 17 Sales Offices help it
to design, manufacture and supply high-end technology engineered
products namely Transformers, Equipment ( AIS / GIS Panels, Special
Breakers for Furnance and critical applications, Package Substations ),
Products ( Ring Main Units, Outdoor Breakers, Auto Reclosures &
Sectionalisers and Indoor Breakers), Substation Automation Systems &
Relays, Solutions for SMART Grid and SMART City and undertake full
Turnkey solutions and services, in close proximity to its customers.
Despite challenging market conditions, 2011-12 has been significant for
your Company as it strengthened its leadership position in the
Infrastructure business as a key player with a strong portfolio of
'Smart' products and solutions. Other important developments included
listing of Schneider Electric Infrastructure Limited on premier Indian
stock exchanges, successful integration with the Schneider Electric
Group that further helped consolidate our position in the market place
and achieving customer breakthroughs in the Industry and Utilities
segments, to name a few.
1. Product Activity
Your Company's Product Activity designs, manufactures and installs a
complete range of medium voltage products (Gas insulated Ring Main
Units, Vacuum Circuit Breakers, contactors, Outdoor Porcelain clad
circuit breakers, Loco Breakers and Vacuum Interrupters) for Power
Distribution from generation in power plant to the end user. Two world
class manufacturing facilities in Vadodara and Kolkata manufacture
range of products. Both these factories are
ISO 9001:2008, ISO 14001:2004 & OHSAS 18001:2007 certified.
Your company derives benefit from the leadership position of Schneider
Electric, a world leader in Medium Voltage products since 50 years. The
Schneider Electric brand is known worldwide and recognized by the most
demanding customers. Based on this experience as world leader,
Schneider Electric has developed a large and comprehensive range of
innovative Medium Voltage devices employing vacuum, air and SF6
technology.
Transformers
Transformers are a significant part of your Company's Products
business. Your company has two state of the art transformer factories
at Naini (Uttar Pradesh) and Vadodara (Gujarat), to manufacture Oil
filled transformers. Both units are IMS ISO9001 /ISO14001 /OHSAS18001
certified.
Your company has developed a strong reference of customers for
transformers across conventional and renewables sector, state and
central utilities, independent power producers (IPP) and major
industries across India and more than 15 different countries across the
globe. Your Company's transformers and reactors enjoy high customer
confidence for highest reliability and longest life expectancy among
similar products in the market today.
Your Company also enjoys on-line linkages to the latest worldclass
technology through Schneider Electric's transformer factories around
the world, through the implementation of standardized design rules and
production technologies. It has several 'firsts' to its credit,
including the adoption of boltless core technology for increasing the
efficiency of transformers manufactured.
Major landmarks during the year
Key landmarks for transformers business during the year included new
orders, successful commissioning of projects, new products developed,
several certifications and awards, which included:
1. First water cooled LT Riser - 8 MVA Furnace Transformer developed
for Mines & Metals segment (Hindalco Industries Ltd)
2. First Buck-Boost Furnace Transformer manufactured and tested
successfully.
3. Dual ratio special Transformers designed, tested, validated and
supplied to Solar Power Sector, Cement Sector and Process Industry
4. India's first Aluminum wound transformer manufactured and passes
Dynamic Short Circuit test
5. NABL Certification for Test Lab upto 132KV- 60 MVA -1 st such
certification in India for 132 KV Distribution Transformer Test
Facility.
6. British Safety Council International Safety Award 2011
7. Greentech Safety Gold Award 2011
2. Equipment Activity
During the year, your company's Medium Voltage Switchgear Business
maintained its leading market position and also introduced and promoted
new products with improved features in the market. Major investments
were done in product upgradations and validation tests were
successfully completed. The newly introduced Indoor Switchgear with
improved features was a resounding success in the market. Several
prestigious export orders were also received from Oman, Kenya, UAE,
Bahrain, Jordan etc.
Main Products ranges in Medium Voltage:
1. Indoor Air-insulated Switchgear Panels : HWX & PIX Range Indoor
2. Gas-insulated Switchgear Panels : GHA, GMA, Wl & WS Range
3. Special application circuit breakers: VAH & VXC Range
4. Prefabricated Sub Stations & Power Houses
Research and Development
To achieve better market differentiation, significant investments and
innovations were made during the year in:
1. Development of PIX range of switchgear
2. Range extension of HWX range of switchgear
3. MV Switchgear Panels tested for Internal Arc 40kA/1 sec for
increased personnel safety.
4. Generator Circuit Breaker (GCB) cubicle developed
5. Prefabricated Substations developed for Wind and Solar markets
3. Energy Automation and Smartgrid
Protection and Substation Automation Solutions
Your Company has inherited the legacy of a pioneer in the field of
protection systems. Its range of MiCOM protective relays and PACiS
Substation Automation Systems are acknowledged market leaders. This
places your company as a front runner in the Power System Protection
and Substation Automation domains. The range of numerical Protection
Relays provides the highest level of reliability and protection and
includes simple over current relays to complex distance protection,
large generator protection, differential protection and decentralized
busbar protection, ultra fast ARC fault protection for industrial
installations.
Range of products and services:
- Power System Protection for distance, differential and directional
requirements. These include Overcurrent, Earthfault, Voltage,
Frequency, Generator & Busbar Protection Relays
- SEPAM range of Protection relays fit every application in industrial
and distribution utilities
- World leading Arc Protection Specialists IEC 61850 Platform. 50 and
200 Series
- Bay Control Units, Remote Control Devices covering RTUs, Customised
Data Concentrators and HMIs
- Modular Substation Computer for flexible operation (RTU, Bay
Controller etc.)
- Scaleable IEC 61850 based Substation Automation Systems. More than
600 worldwide in service since 2002
- Conventional Control and Relay panels
Simplified CCS Commissioning and Maintenance
- Complete services from conception to installations
- Refurbishment of Protection & Automation system and commissioning
- Annual Maintenance of Protection & Automation Systems
- Technical Training
Major Landmarks during the year
- Prestigious contract from L&T Chennai for supply of Substation
Automation & Protection for Tata Steel's Bulk Power Receiving Station
at Gulmuri for Jamshedpur Plant.
- Major SCADA order from NALCO for Substation Automation of their
switchyard at Angul plant. This Solution is under configuration and
development at the Company's Noida facility. When implemented, this
system will give SCADA solution to the Angul CPP and also give energy
availability 5 KM away at Nalco's smelter plant for better POT
utilization
- Contract for substation automation from Crompton Greaves for supply
of Substation Automation system, control and relay panels to Rajasthan
Rajya Vidyut Prasaran Nigam Limited's Nala Power & MNIT Substations in
Rajasthan.
- A high level international team from Souisap and Hengdong Hydro
projects, Vietnam, visited the Noida facility. The visit was
facilitated by Flovel Energy, who have placed a major order for
Generator Protection panels on behalf of Souisap and Hengdong.
Successful Completion of Factory Acceptance Test for Power Monitoring
System supplied to Indian Oil and Paradeep Refinery
During the year, your company's Energy Automation business has supplied
Power Monitoring System for lOCL's greenfield refinery at Paradeep This
solution is the first of its kind in Oil & Gas sector in India, with 18
Substations and over 75000 data points, 1GBPS communication backbone
with lEDs communicating on IEC61850 up to 415 V and fast Load Shedding
application. It is a major achievement that the Factory Acceptance Test
and full function demonstration of Power Monitoring functions along
with intelligent fast dynamic load shedding application, were
successfully completed.
Successful completion of Availability Test for SAS in Bhilai Steel
Plant
The Energy Automation unit successfully completed system availability
and validation Test for substation automation system at the Bhilai
Steel Plant. This has demonstrated 100% availability of the system for
the entire duration of the validation test.
Network Automation: A promising Business
The Company's Network Automation Business provides Smart Solutions to
electrical distribution utilities, Industry and Oil & Gas segments, to
help increase their operational efficiencies and minimise energy
losses. Your Company's Network Automation business offers state-of
the-art solutions in the following domains
- Smartgrid
- Smartcity
Smartgrid, by its definition, covers the entire utility and industry
automation, to increase operational efficiencies in system operations.
Solutions offered by your Company, coupled with Telvent's technologies
for electric utilities help integration into the Smartgrid. In Power
generation, Transmission, Distribution and Supply, your Company's
solutions allow utilities to make the grid operation more efficient,
more flexible and more secure.
- improve service continuity while absorbing increasing demand and peak
loads
- Connect and manage more green-and volatile energy by up to 30%
- Deliver better quality power while drastically reducing network
losses
- Deliver greater visibility and decision-making tools at entreprise
level allowing to improve CAPEX and OPEX
Telvent Energia, is the world's leading real-time IT solutions and
Smartgrid solutions company providing its Smart Solutions that range
from Energy to Infrastructure. Telvent, with over $1 Billion sales and
more than 40 years of experience in providing IT to utilities and with
over 590 utility customers worldwide, has developed a full Smartgrid
solutions suite to take an active role in the rapidly emerging smart
grid system.
With the strategic acquisition of Telvent, your company is very well
positioned to provide a complete bouquet of Smartgrid / Smartcity
offerings to Utilities, Industry and O&G segments. Following is the
brief list, but not limited to, of our Smartgrid/ Smartcity solutions
Smartgrid Offerings:
- Supervisory Control & Data Acquisition (SCADA) - "OASys"
- Advanced Distribution Management System (ADMS) - "ADMS"
- Advanced Metering infrastructure (AMI) - "Titanium"
- Meter Data Management (MDM) - "Conductor"
- Geographical Information System (GIS) - "ArcFM"
- Outage Management System (OMS) - "Responder"
- Wind Generation Forecasting Solution - "WindLogic"
- Flexible Distribution
- Remote Terminal Units (RTU) - "MiCOM C264 / Saitel 2000"
- Feeder Remote Terminal Units (FRTU) - "T200 / Saitel DR"
- Overhead Fault Passage Indicator (O-FPI) - "Flite110/116/G200"
- Underground Fault Passage Indicator (U-FPI) - "Flair 22D"
Smartcity Offerings:
- Smartgrid
- Smart Mobility
- Smart Public Sen/ices
- Smart Water
- Smart Buildings & Homes
Smartgrid Smart Mobility
- Smart Public Services
- Smart Water
- Smart Buildings & Homes
Policies & Regulations
The Government of India, is quite concerned with the present status of
our distribution utilities and has adopted various measures to boost
the operational excellence of distribution utilities by providing them
sufficient tools and mechanisms to improve energy accountability,
customer satisfaction and loss minimization.
To boost power sector reforms, Government of India, through Ministry of
Power (MoP) and Ministry of New & Renewable resources (MoNR), has
initiated various programs to deploy the Smartgrid solutions. Some of
these Initiatives, which directly influence your company's business
are:
- R-APDRP
- Smartgrid (ISGTF/ISGF)
- Grid Code for Renewable Integration
R-APDRP
The Restructured Accelerated Power Development & Reform Program
(R-APDRP) is a bold initiative by the Government of India to minimize
the AT&C losses from the current level of 30% to 15%. This initiative
is divided in Part-A, Part-B & Part-C.
Part-A
Through Part-A, all state govt, distribution utilities would be
allocated a grant to deploy IT solutions towards GIS, Consumer
indexing, Asset management, Customer care, Energy audit, Meter data
Acquisition & Distribution Management Solutions (DMS)
Your company is one of the empanelled bidders for this program as a
SCADA implementation agency (SIA) and is offering Schneider's OASys
SCADA, ADMS, RTU & FRTU solution through various tenders.
Telvent's ArcFM GIS is the most popular GIS solution being offered to
all distribution utilities through IT implementation agencies (ITIA)
Part-B
Through part-B, distribution utilities are encouraged to strengthen
their existing system to improve the reliability of the system by
deploying new devises and retrofitting existing systems
Your Company is privileged to provide complete Flexible Distribution
solution to the utilities such as Distribution Transformers, Fault
Passage Indicators, Ring Main units and Auto-reclosers.
Smartgrid (ISTF/ ISGF)
The current power situation in the country has prompted the Government
to expedite technological solutions for solving some of the
bottlenecks, particularly in the Distribution segment. In this regard,
the Ministry of Power, Government of India, launched the India Smart
Grid Task Force (ISGTF) and India Smartgrid Forum (ISGF) in May 2010.
In particular, the forum has been promoting the launch of Smart Grid
pilot projects by ISGTF and helping ISGF in drafting specifications of
the 'Low Cost Smart Meter', which is expected to
help to reduce the Aggregate Technical and Commercial (AT&C) losses in
the country.
The launch of Smartgrid in India is likely to benefit your Company
significantly. In addition to the traditional Substation Automation
solutions, the complete range of Smartgrid suite of solutions offered
by TELVENT, will strengthen your company's offerings in the Smartgrid
space.
Your Company has inherited the Smartgrid solution from Telvent is best
equipped to provide the complete Smartgrid Solutions in the following
domain
- Smart Metering (Titanium AMI & Conductor MDM)
- Renewable Integration (WindLogic DTN)
- Microgrids (PACiS & OASys SCADA)
- GIS-OMS ( ArcFM GIS & Responder QMS)
Network Automation Product & Solutions
ADMS & OASys SCADA
The Advanced Distribution Management System, together with OASysys
SCADA provides complete real time monitoring and control of
Distribution utility network upto consumer level. With smart
distribution applications like Fault Analysis, Voltage & Var Control,
Load Forecasting, Powerflow and State Estimation, it provides
tremendous flexibility to the distribution grid operator to improve the
system reliability and thus reduce Techno- commercial losses and
improve customer satisfaction.
In the recent study and analysis by Gartner, a leading business
intelligence and analysis Company, it is verified that Telvent DMS (
Now part of Schneider Electric) is world's most advanced and robust DMS
solution.
Titanium AMI & Conductor MDM
Titanium AMI is an integrated platform to deploy and manage an
integrated metering infrastructure and its related services like Meter
data Acquisition, tariff management and load profile reading, etc.
Conductor MDM acquires and handles large amount of data from AMI and
verifies the accuracy of the data. Schneider's Conductor MDM handles
the Data management, Meter commanding, Reporting and Trending and Alarm
and event Management.
ArcFM GIS & Responder OMS
ArcFM is a complete GIS Utility solution for modelling and managing
facility asset data in an enterprise system. ArcFM GIS provides tools
and applications to automate utility operations through network
analysis and tracing the task to quickly define and recall maps. ArcFM
is suitable for Electric, Gas, Telecom & Water utilities.
Responder is an outage management system that leverages ArcFM GIS to
manage trouble calls and outage incidents in web based and scalable and
configurable desktop environments.
The responder trouble calls engine uses sophisticated and interactive
prediction algorithms to determine which interruptible network device
caused an outage.
DTN Wind Generation Forecasting
Televent is the largest energy weather forcasting systems provider in
USA. 70% of wind generators in USA are users of its weather forcasting
solutions. Telvent also provides Wind Farm security solutions.
Based on the Static Vector Method (SVM) algorithm using Numerical
Weather Data Model Telvent provides high accuracy weather & wind
generation forecasts. It uses next generation artificial intelligence
techniques, which are more advanced then neural networks.
Flexible Distribution
Flexible Distribution is a complete solution comprising smart solution
and devices, to improve the distribution network reliability index
(SAIFI / SAO) and providing telemetry to upstream SCADA- DMS systems.
Flexible distribution provides solution to the following operational
concerns of the utility
- Improved continuity of service
- Loss of revenue
- Loss of maintenance cost
- Improve customer satisfaction
- Reduction in damage to electrical assets
- Reduction in regulator penalties
The main components of flexible distribution are
- Remote Terminal Unit (RTU)
- Feeder Remote Terminal Unit (FRTU)
- Fault Passage Indicator ( FPI)
4. Solutions Centre Activity
Your Company's Solutions Centre Activitys provides a complete range of
electrical solutions for industries and utilities, from substations to
power distribution systems, with proven expertise in handling projects
from concept to completion. Our range of offerings cover intake/
evacuation sub-stations, electrical balance of plant (eBoP), electrical
distribution systems, medium and low voltage packages, customised
packages for specific needs, power distribution for infrastructure,
providing extended warranty and long term maintenance support. During
the year, your company's Solution Centre maintained its leadership as a
key player in the project business market segments and also entered
into new business segments such as Cement, Mining & Metal, Powergen,
Renewables, Oil & Gas, Infrastructure and others. It notched up several
successes in commissioning of complex projects in these segments. Some
of these projects are highlighted below.
Regen Powertech
Your Comany's Solution Centre teams achieved a record by delivering
Regen Powertech's Wind based power plant ahead of the target schedule
for the project.
Daimler India
Daimler India is the second reference in the Automobile segment that
has been commissioned by the Solution Centre. This project involved
supply, installation, testing and commissioning of Sub- station with
associated cabling and SCADA system.
Moserbaer, Patan
Your Company's Solution Centre teams demonstrated a high level of
expertise with the commissioning of Moserbaer's solar PV plant at
Patan, Gujarat. To date, this is the highest capacity project
commissioned by the teams and which includes main evacuation substation
and pooling stations.
Bajaj Infrastructure
Bajaj Infrastructure's 2x45 MW power plant at 5 locations in UP has
been commissioned while residual work is in progress. This is the key
order we have executed in powergen segment. The job involved 132 kV
evacuation substation, generator transformer, HT switchboards, GCB,
SCADA and other associated supplies viz busducts, earthing etc.
Azure Power
Azure Power is the first ever Solar PV plant executed by Solution
Centre, It added 10 MW capacity to the Grid. It involved 66/11 kV main
evacuation substation and 11/0.3 kV pooling stations with associated
cabling and other works.
5. Services Activity
Krishak Bharti Cooperative Limited (KRIBHCO), India's leading
manufacturer of fertilisers, awarded a major order to your Company's
Service team for retrofitting of old NGEF MOCBs with new state of the
art VCBs, at their Hazira Facility. This is the third such order won by
the service team with this customer on circuit-breaker modernization.
In order to fit the shut down schedule of KRIBHCO, the Services team
did their best to reduce the manufacturing time and completed the work
within 108 days, almost 3 months before the target delivery date.
Restarting a 25 year old fertilizer plant
Kanpur Fertilizers & Chemicals Ltd, a Jaypee group company selected
your company thru their main contractor Siemens Ltd., to retrofit,
refurbish and restart several Reyrolle & English Electric Switchgear
panels. These equipments are more than 25 years old and Plant was
closed since 2005, This is a major landmark project and a success story
for your company, reinforcing its service capabilities and skills to
meet most of the needs of our discerning customers.
Research and Development
Research and Development is an important element of your Company's
leadership strategy. Your Company continues to invest in several R&D
programmes, including redesign to cost, across all product categories.
Your Company also benefits from the global R&D efforts of the Schneider
Group, which operates across various countries. This helps in shorter
lead time to launch latest products catering to customer requirements.
Your Company has also opened a global Automation R&D center in Noida,
to provide appropriate technology to the market place.
EHS: Environment Health and Safety
Your Company made significant efforts in improving the EHS culture
across all lines of Business and made good progress in "Health and
Safety" awareness and in implementation of EHS Standards, Operation
Instructions and Statutory Compliances.
EHS has become an integral part of your Company's everyday work
culture. EHS awareness has also been spread to customers and project
sites and suppliers, through training and necessary support.
All the units of your Company comply with essential environmental
requirements and certifications. Plantations, Blood donation camps and
other Health awareness camps were organized at various locations during
the year. Medical checkups for all employees and health checks for
specific employees who work at height and in confined space were
initiated. National Safety week celebrations and Environment day
celebrations were organized in all units of your Company.
Further more, mock drills such as fire fighting, emergency evacuation,
electric shock treatment, chemical spillage and other emergencies were
undertaken across all the manufacturing and project sites. EHS
reporting tool and event database were used to record each and every
accident and near misses. Use of seat belts in car and use of helmet in
two wheelers were made compulsory for all employees at all locations.
Sustainable Development and Continuous Improvement
Your Company's manufacturing facilities have the latest certification
for all quality management systems (ISO9001), Environment management
systems (ISO14001) and occupational health and safety (OHSAS 18001).
Your Company continues to use the Lean and Six Sigma methodologies to
foster high operational excellence.
6. Human Resources
Talent Acquisition and Retention of existing Talent
During the year, your Company undertook several successful initiatives
towards strengthening its 'employer of choice' positioning among new
and existing talent. It was among the first organisations to be in
campus of leading engineering institutions and finished campus
recruitments well within the target schedule. The 48 days of campus
visits by the management team included visits to 11 premier engineering
institutions covering leading NIITs, MSU.NJTI etc.
Further more, a retention plan was launched for long term engagement of
vital talent. This Plan was well received and provided employees enough
challenges in terms of stretched objectives and corresponding rewards
that were linked with the overall performance of the organization.
Learning and Development
Learning and Development initiatives during the year were on the three
Es approach viz 'Education, Experience and Exposure'. Thus, all
organized trainings were based on competency reviews held by managers
addressing real and critical needs for the organization.
Senior managers underwent global Leadership programmes such as
Leadership through Engagement and Execution skills, run by
international trainers. Several of them participated in the Global
Leadership Excellence Acceleration Programme (LEAP), a four part 2 days
module, at Beijing.
Middle Level Managers were offered training on Leadership through
Performance Management, so as to improve their skills in managing
performance of their teams with effective feedback.
During the year, continuing education certification programme for
Diploma Engineers was completed for the second batch. This programme
was conducted in a tie up with IIT Chennai.
Your company identified 29 young employees with ambitions to pursue
management education, as future and emerging potential talent. A
special fast track business management programme - a 3 week staggered
course in collaboration with MDI, Gurgaon was specially designed for
these young managers. The 1 st phase was in August, followed by the
second one in October 2011.
In line with our continued efforts to improve the solutions business,
your Company has nominated 60 sales and solutions engineers and
managers for the Global Schneider Electric Energy and Solutions
University certification Programme. Besides these programmes,
employees were also nominated by their managers for select public
programmes and seminars.
Your Company continued to promote and strengthen a culture of
continuous learning at all levels through the e- learning process. An
intensive e-learning campaign was undertaken to create Champions who
would drive this process. Those who completed the e-learning modules
received awards, which were a big motivation to other managers.
Merger, Integration and Restructuring & HR
- Your Company aligned all HR systems and processes such as Annual PMS,
Mid year Performance reviews, Career and Competency reviews, Escalating
People Reviews and trained all employees for effectively using the
systems. A number of webinars were conducted globally and locally to
promote awareness and knowledge to use all applications within the
system. These processes helped both employees and managers to work
collaboratively, to work with clear objectives and measurements and to
identify their development needs.
- A new and more comprehensive system of HR Bridge was put in place
with all HR systems in one platform. This also enables employees to
self update their profiles to promote their mobility across the
organization.
- To remain connected to employees, the One Voice survey was launched
to capture employee feedback and to know the climate of the
organization and measuring the engagement level each quarter. The Q1
2012 survey's EEI (Employee Engagement Index ) was 64 and the target is
to mov towards the Global Market benchmark of 81.
- Country integrations programmes were conducted at Vadodara and Noida,
with participation from all unit Managers and leaders from France.
- 5 Year HR strategy with specific innovative action plans put in place
in line with business plans.
- The Human resources function was reorgnised based on the 3 pillars
concept of the Global
business model viz. HR Business partners, HR Solutions and HR
operations. HR Business partners worked closely with business leaders
on their strategic objectives while HR solutions, who are specialists
for talent management and reward solutions and HR Operations supported
in sourcing of Talent, HR services, Payroll etc.
- In the first quarter of 2012, restructuring of the Rewards package
and aligning it with Schneider Electric India was completed after
several rounds of face to face communication with employees were held.
- It is a matter of great pride that in spite of all the challenges of
transition and carved-out your Company maintained trust and confidence
of employees throughout this phase.
Employee Benefit Programmes
All employee benefits schemes like Group medical Insurance and Life
Insurance policies, preventive health check were reviewed during the
year and extended to employees. This is a continuous effort to get
better benefits for employees at optimum costs.
HR Priorities for 2012 -13
- Continue to coach our leaders to improve engagement levels of all
employees and implement action plans capturing their feedback
- Improve the organisation's Talent Pool with specific focus on
Leadership development and diversity
- Anticipate and plan future manpower needs through strategic workforce
planning
- Strengthen competencies in Leadership, Project Management, Smart
Grid, Solutions and Services
- Strive for HR excellence: strengthen partnership with the business
through HR competency growth and continuously improving HR nrocfisses.
7. Other Key Events of the Year
Shifting to new Office
During the year, your Company shifted to a new, state of the art office
in Noida. This is an integrated facility that also accommodates the
Automation R&D and Testing. The new office is easily accessible to our
employees, customers and other stakeholders.
Principal Place of Business
Your Directors wish to inform that the Company has shifted its
Principal Place of Business to Plot No. B-12, Ground Floor, Riwari
Line, Mayapuri Industrial Area, Phase - I, New Delhi - 110064
Customer Communication
During the year, your Company undertook several initiatives to
communicate with customers, specially around its association with the
Schneider Electric brand. Its participation in ELECRAMA - 2012 (A major
event for Power Industry Customers), was a resounding success. In
addition to this, several other customer interactions at the sales and
business level were organized during the year.
8. Information Systems and Technology
Your Company continued to invest in Information Systems and Technology
to enhance business performance and improve operational excellence.
The Company continued to strengthen its IT infrastructure and IT
security through deployment of various tools and enforcement of various
policies. The Company also ensured that the business needs are
supported by investing in Network Upgrades, Mobility Solutions and
various audio visual devices.
A major focus of the IT team during the last year has been separation
of the activities from Areva T&D (now Alstom T&D), following the sale
of the
Distribution business of Areva T&D, subsequent to the demerger. Several
applications in the Finance and HR domains have been migrated to the
corresponding Schneider Electric applications. These activities have
been executed so as to ensure minimum disruption to the business
operations.
During 2012, we plan to complete the separation activities, and
initiate integration with the Schneider Electric IT systems and
processes. This is expected to be achieved by the end of the year,
following which the company will be fully aligned to the Schneider
Electric IT environment.
9. Finance
The backbone function, Finance, is fully geared to contribute to the
operations of your Company. All measures are taken to ensure accurate
and timely information as it is a prerequisite for efficient running of
your Company.
Following Schneider Electric guidelines, the Key Internal Control (KIC)
processes were established and a self evaluation of each function was
carried out at all locations to identify improvement areas of actions.
Those action plans charted for improving various levers of key internal
controls were closely monitored by the Management.
The Finance Shared Service Centre (FSSC) was established to handle
transactional finance activities which will improve the operations
efficiency. With the establishment of FSSC, the duties under different
finance processes were segregated giving better internal control. FSSC
focuses on speed, accuracy and efficient processing of transactions
with efficient tools such as intelligent scanning, workflows and
messenger communication. Training was undertaken for employees to
acquire working knowledge.
10. Investor Relations
In preparation for listing, your Company made sure to have a strong
investor relations function in place. Senior Executives of the Company
held investor conference call based interactive sessions to discuss the
progress and performance of the Company. This is in keeping with our
intention to be transparent to the investing community and to keep them
abreast of the appropriate and material information on a timely basis.
11. Customer Satisfaction & Quality
During the year under review, the units of the company launched
quarterly customer satisfaction survey through third party customer
contact centres. The survey provided inputs to identify customers who
were unsatisfied, willing not to purchase again and who didn't want to
recommend your Company to their friends and colleagues. Your Company
has put efforts on top priority to listen to such customers carefully,
resolve pending issues (if any), and doing the best to convert them
into happy customers. This initiative shall give leverage to your
Company's business growth.
Particulars of Employees
A statement, as required under Section 217(2A) of the Companies Act,
1956, read with The Companies (Particulars of Employees) Rules, 1975,
is given as a seperate Annexure which forms part of this report.
Conservation of Energy, Technology Absorption, Foreign Exchange
earnings and outgo
The particulars, as prescribed under sub-section 1 (e) of Section 217
of the Companies Act, 1956 read with the Companies (Disclosure of
Particulars in the Report of the Board of Directors) Rules, 1988 are
given in the Annexure which forms part of this report.
Directors' Responsibility Statement In compliance of Section 217(2AA)
of the Companies Act, 1956, as amended by the Companies (Amendment)
Act, 2000, the Directors of your Company confirm:
- that the applicable Accounting Standards have been followed in the
preparation of final accounts and that there are no material
departures.
- that such accounting policies have been selected and applied
consistently and the judgments and estimates made are reasonable and
prudent so as to give a true and fair view of the state of affairs of
your Company as at March 31, 2012 and of the profit of your Company for
the year ended on that date.
- that proper and sufficient care has been taken for the maintenance of
adequate accounting records in accordance with the provisions of the
Companies Act, 1956 for safeguarding the assets of your Company and for
preventing and detecting fraud and other irregularities.
- that the annual accounts have been prepared on a going concern basis.
Directors
The Company had appointed Mr. Alexandre Tagger, Mr. Olivier Blum,
Mr.Graham Johnson and Mr. Anil Chaudhry, who have been named in the
Articles of Association of the Company, as the First Directors of the
Company.
At the first Annual General Meeting of the Company held on 5th December
2011, the First Directors, who retired and at the said meeting, were
re- appointed as Directors, who holds office till the conclusion of
this meeting.
At the Board meeting held on 16th December 2011, Mr. Vinod Kumar Dhall
and Mr. Ranjan Pant were appointed as Additional Directors of the
Company and Mr. Dhall was elected as the non- executive Chairman of the
Board. At the same meeting, Mr. Prakash Kumar Chandraker was co- opted
as Additional Director and was also appointed as Managing Director of
the Company.
At the said meeting, Mr. Graham Johnson resigned from the Board. The
Board places on record its deep appreciation for the valuable
contribution made by Mr. Graham Johnson, during his association with
the Company.
At the Board Meeting held on 29th May, 2012 Mr. Alexandre Tagger was
appointed as the Whole Time Director w.e.f. 1st April, 2012. His
appointment and remuneration is subject to the approval of the Members
at the ensuing Annual General Meeting.
Brief Particulars of these Directors are given elsewhere in this
Report.
Mr. Anil Chaudhry and Mr. Olivier Blum, Directors, retire by rotation
and being eligible, offer themselves for re-appointment. The Board
recommends the re-appointment of both the Directors. Considering the
background and experience of the above Directors, the Board is of the
opinion that the appointment of Directors as above will immensely
benefit your Company.
Brief history on the incorporation of the Company and Scheme of
Arrangement for Demerger
The Company was incorporated on March 12, 2011 in the State of Gujarat
as a public limited company under the Companies Act, 1956, under the
name "Smartgrid Automation Distribution and Switchgear Limited" Company
was initially incorporated as a wholly owned subsidiary of
Areva T&D India Ltd (now known as ALSTOM T&D India Limited ) The name
of the Company was changed to "Schneider Electric Infrastructure
Limited" on December 8, 2011. By a Scheme of Arrangement, between the
Company and Areva T&D India Limited and their respective shareholders
and creditors under section 391-394 of the Companies Act, 1956, the
distribution undertaking of Areva T&D India Ltd. (Transferor) was
transferred to the Company (Transferee). The said Scheme was sanctioned
by Hon'ble High Courts of Gujarat and Delhi, on September 19, 2011 and
October 24, 2011 respectively. The certified true copies of the orders
of the Hon'ble High Courts of Gujarat and Delhi were filed with the
respective Registrar of Companies on November 26, 2011 (Effective
Date). In terms of the aforesaid Scheme the distribution business of
Areva T&D India Limited was demerged to the Company w.e.f. April 1,
2011 (Appointed Date).
In terms of the Scheme of Arrangement for demerger ("Scheme"), upon the
Scheme becoming effective (Effective Date - November 26, 2011), the
assets and liabilities of the 'distribution undertaking' as demerged
from the Transferor Company, were transferred and vested unto the
Company at the book values appearing in the books of account of the
Transferor Company as on the close of business on the date immediately
preceding the Appointed Date - April 1, 2011 and the net balance
between the book value of assets and liabilities as given below were
adjusted from the reserves in the books of the Transferor Company in
the manner specified in the Scheme. As per the terms of the Scheme,
duly sanctioned by the respective High Courts, the Company issued and
allotted 239,104,035 equity shares of Rs 2/- each fully paid to the
shareholders of Areva T&D India Limited, as on the record date of 15th
December 2011, on a proportionate basis, for every 1 (one) fully
paid-up equity share of Rs. 2 /- (Rupees two) each held in Areva T&D
India, 1 (one) fully paid-up equity shares of Rs. 2 /-(Rupees two) each
of the Company. The equity shares were listed and admitted to trading
on the Bombay Stock Exchange Limited ("BSE"), the National Stock
Exchange of India Limited ("NSE") on 20th March 2012 and The Calcutta
Stock Exchange Limited ("CSE") on 22nd March 2012.
Rs Millions Rs Millions Rs Millions
Sl.
No. Particulars Cr. Cr.
1 Net Asset 2,383.32
Represented by
Fixed assets 2,131.66
Investments 2.00
Deferred tax asset 68.29
Net working capital 2,098.,91
Loan funds (1,917.54)
2,383.32
Share capital 478.21
General reserve 1,494.86
Capital reserve 410.25
2,383.32 2,383.32
The Company's promoter's shareholding comprising of 175,492,524 number
of equity shares being 73.4 % of the equity share capital held by
ALSTOM Grid SAS, Alstom Sextant 5 SAS T&D Holding and Long & Crawford
Limited was transferred/acquired by Energy Grid Automation Transformers
and Switchgears India Limited through a block deal done at Bombay Stock
Exchange on 28th March, 2012. The present promoter holding is now with
Energy Grid Automation Transformers and Switchgears India Limited. The
entire share holding of Energy Grid Automation Transformers and
Switchgears India Limited is held by Alstom Grid Finance BV, which is
jointly controlled by
Alstom Holdings and Schneider Electric Services International (SESI).
SESI is controlled by Schneider Electric Industries SAS. Corporate
Governance Pursuant to Clause 49 of the Listing Agreement with Stock
Exchanges, Reports on Management Discussion and Analysis and on
Corporate Governance have been included elsewhere in this Report as
separate sections.
Auditors
The Company has received a letter from M/s. S R Batliboi & Co, retiring
Auditors indicating their willingness to be reappointed as Auditors.
For and on behalf of the Board
New Delhi Vinod Kumar Dhall
29th May 2012 Chairman
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