The Directors have pleasure in presenting SEVENTEENTH ANNUAL REPORT
and Audited Statements of Accounts for the year ended 31st March, 2012.
FINANCIAL HIGHLIGHTS & REVIEW OF OPERATIONS
Your Company''s financial performance for the year under review has been
encouraging and is summarized below :
(Rs.)
Consolidated Standalone
SI. Particulars Year ended Year ended Year ended Year ended
No. 31.03.2012 31.03.2011 31.03.2012 31.03.2011
1. Revenue from
operations 650,134,564 520,665,204 602,602,159 470,159,899
Other Income 98,422,002 48,048,424 101,660,233 47,982,478
Total Revenue 748,556,567 568,713,628 704,262,393 518,142,377
2. Total expenses
other than
depreciation &
finance cost 480,008,345 404,810,238 469,956,123 391,814,179
3. Profit before
depreciation
and finance
cost 268,548,222 163,903,390 234,306,270 126,328,198
4. Depreciation 62,616,830 59,085,423 45,356,595 41,804,491
5. Profit before
finance cost
and tax 205,931,392 104,817,967 188,949,675 84,523,707
6. Finance cost 115,408,729 20,071,114 77,235,012 5,122,333
7. Profit before
tax 90,522,663 84,746,853 111,714,663 79,401,374
8. Tax expenses 18,883,865 8,866,526 20,169,235 8,786,817
9. Net profit for
the period 71,638,798 75,880,327 91,545,428 70,614,557
10. Earnings per
share (EPS)
[Basic &
Diluted] 2.61 2.76 3.33 2.57
APPROPRIATION
Your Directors recommend appropriation as under : ( Rs. )
STANDALONE Year ended Year ended
31.03.2012 31.03.2011
Surplus as at end of
previous year 498,154,992 459,501,624
Add: Net profit for the year 91,545,428 70,614,557
Available for appropriation 589,700,420 530,116,181
Less: Proposed dividend 33,000,000 27,500,000
Less: Tax on dividend 5,353,425 4,461,188
Less: Transfer to General Reserve 2,288,636 -
Total Appropriation 406,420,061 31,961,188
Surplus carried forward 549,058,359 498,154,992
DIVIDEND
Your Directors recommend payment of dividend @ 12 % on the paid up
share capital of the Company, i.e. Rs. 1.20/- per equity share of Rs. 10/-
each.
OPERATIONS
The Company is primarily engaged in power generation, infrastructure
development, such as construction of bridges, hydro projects etc.
including operation and maintenance thereof, supply of materials etc.
In order to avoid duplication between the Directors'' Report and
Management Discussion and Analysis, your Directors has provided
detailed information on the operation of different business segments of
the Company, in the Management Discussion and Analysis Report.
SUBSIDIARY COMPANIES
The Company is developing several hydro electric projects in the States
of Arunachal Pradesh, Uttarakhand and Kerala, through various wholly
owned subsidiaries viz :
1. Ayyappa Hydro Power Limited
2. EDCL Power Projects Limited (Operating 7 MW Ullunkal Hydro Electric
Project)
3. EDCL - Arunachal Projects Private Limited
4. EDCL - Seppa Beyong Hydro Electric Private Limited
5. EDCL - Seppa Dunkho Hydro Electric Private Limited
6. EDCL - Seppa Jung Power Private Limited
7. EDCL - Seppa Kawa Power Private Limited
8. EDCL - Seppa Lada Hydro Electric Private Limited
9. EDCL - Seppa Marjingla Hydro Electric Private Limited
10. EDCL - Seppa Nire Hydro Electric Private Limited
11. EDCL - Seppa Pachuk Power Private Limited
12. EDCL - Seppa Riang Power Private Limited
13. EDCL - Tawang Power Private Limited
14. EDCL - Tawang Lower Tsachu Hydro Electric Private Limited
15. EDCL - Tawang Upper Tsachu Hydro Electric Private Limited
16. Eastern Ramganga Valley Hydel Projects Co. Private Limited
17. Sarju Valley Hydel Projects Co. Private Limited
12 projects are being developed in the State of Arunachal Pradesh
having an aggregate capacity of about 555 MW, which may vary and the
final capacity would be determined on finalization of Detailed Project
Report (DPR). DPR of the projects are being prepared. Approval from
most of the concerned statutory authorities has been received. Land to
be acquired for the projects has been identified. The total expenses
incurred for these projects as on 31.03.2012 is Rs. 1,444,568,515/-.
In respect of 3 projects at Uttarakhand having an aggregate capacity of
about 17 MW, revised DPR are being prepared. The total expense for the
projects in the State of Uttarakhand as on 31.03.2012 is Rs.
155,210,237/-.
In the State of Kerala, a subsidiary is executing 15 MW Karikkayam
Hydel Power Project. The project is in the final stage of completion
and generation of electricity is likely to commence in the current
financial year. The total expense for the project as on 31.03.2012 is Rs.
1,056,773,170/-.
Another subsidiary is operating the 7 MW Ullunkal Hydro Electric
Project. An application has been filed by the Company with Kerala State
Electricity Regulatory Commission (KSERC) for revision of approved
tariff which is still pending. The Power Purchase Agreement (PPA) will
be signed with the Kerala State Electricity Board (KSEB) once the order
of the KSERC is received on the said application for the revision of
the approved tariff.
The Consolidated Financial Statements (CFS) of the Company and its
subsidiaries, prepared in accordance with Accounting Standard 21 issued
by the Institute of Chartered Accountants of India, forms part of this
Annual Report. The Auditors in their Report on the CFS have commented
upon Note No. 27 (ii) in respect of Ayyappa Hydro Power Limited, where
power plant is under construction. The delay in the project has no
impact on the capital work in progress as on date and any impact
thereon due to cost overrun can only be ascertained on completion of
the project.
In line with the General Circular No. 2/2011 dated 8th February 2011
issued by the Ministry of Corporate Affairs, the Board of Directors of
your Company has passed a resolution for giving its consent for not
attaching the financial statements of subsidiaries to the Balance Sheet
of the Company for the year ended 31st March 2012. Accordingly, A
financial summary for all the subsidiaries giving the required
information is disclosed in the CFS. The accounts of the subsidiary
companies and the related information will be made available to any
shareholder seeking such information. The accounts of the subsidiary
companies are also available for inspection by any shareholder at the
Registered/Corporate Office of the Company or at the Registered Office
of the subsidiary companies.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
Pursuant to Clause 49 of the Listing Agreement with the Stock
Exchanges, the Management Discussion and Analysis Report for the year
under review, is attached as Annexure A and forms part of this Annual
Report.
CORPORATE GOVERNANCE
The Company has complied with all the mandatory requirements of
Corporate Governance, as stipulated in Clause 49 of the Listing
Agreement with the Stock Exchanges. A report on Corporate Governance
together with the Auditor''s Certificate on the compliance of
conditions of Corporate Governance is given in Annexure B and forms
part of this Report. Further, a declaration signed by the Executive
Director, affirming compliance with the Code of Conduct by all the
Board members and senior management personnel along with a Certificate
from the Executive Director (CEO) / Dy. General Manager - Commercial
(CFO) required under clause 49(V) of the Listing Agreement are also
given in Annexure B.
DIRECTORS
Mr. Amar Singh and Mr. Gouri Prasad Goenka, Directors, are liable to
retire by rotation and being eligible offer themselves for re-
appointment.
Your Board has also received Form ''DD-A'' pursuant to the Companies
(Disqualification of Directors under Section 274(l)(g) of the Companies
Act, 1956) Rules, 2003, from the aforementioned Directors confirming
that they have not incurred any disqualification under Section 274(1
)(g) of the Companies Act, 1956. Your Board recommends their
re-appointment.
DIRECTORS'' RESPONSIBILITY STATEMENT
In accordance with the provisions of Section 217(2AA) of the Companies
Act, 1956 with regard to the Directors'' Responsibility Statement, your
Board confirms that
(a) in the preparation of the annual accounts, the applicable
accounting standards have been followed and there has been no material
departures;
(b) the selected accounting policies were applied consistently and the
Directors 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 as at the end of the financial year on 31st March, 2012 and of
the Profit or Loss of the Company, for the year ended on that date.
(c) 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 the company and for
preventing and detecting fraud and other irregularities.
(d) the annual accounts have been prepared on a going concern basis.
PARTICULARS OF ENERGY CONSERVATION, ETC.
Particulars in respect of Conservation of Energy and Technology
Absorption required under Section 217(l)(e) 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 Annexure C, attached
hereto and forms part of this report. There were no foreign exchange
earning during the financial year 2011-2012, however, foreign exchange
have been used for the purposes of travelling etc. details whereof are
also given in the Annexure C.
AUDITORS
The Auditors, M/s. Lodha & Co., Chartered Accountants, vacate their
office at the conclusion of the ensuing Annual General Meeting and
being eligible offer themselves for re-appointment. They have furnished
a certificate to the effect that their proposed appointment, if made
will be in accordance with the limits specified under Section 224 (IB)
of the Companies Act, 1956. Your Board recommends their re-appointment
from the conclusion of the ensuing Annual General Meeting, till the
conclusion of the next Annual General Meeting.
COST AUDITORS
M/s. N. Radha Krishnan & Co., Cost Accountant of Kolkata has been
appointed as the Cost Auditor of your Company to conduct Cost Audit for
the Financial Year 2012-2013.
PERSONNEL
Particulars of employees, as required under Section 217(2A) of the
Companies Act, 1956 read with the Companies (Particulars of Employees)
Rules, 1975 are given in ''Annexure D'', attached hereto and forms part
of this report.
ACKNOWLEDGEMENTS
Your Directors express their sincere appreciation to the Central and
State Governments, Banks, customers, vendors and the Company''s valued
investors for their continued co-operation and support.
Your Directors also wish to acknowledge the support and valuable
contributions made by the employees, at all levels.
For and on behalf of the Board
For Energy Development Company Limited
Sd/-
Place : Kolkata Amar Singh
Date : 17th July, 2012 Chairman |