11:04 May 26, 2013  

Jyoti Ltd

HSL Code: JYOLIM   |   BSE Code: 504076  |   NSE Symbol: N.A.  |   ISIN: INE511D01012
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JYOTI LIMITED

ANNUAL REPORT 2011-2012

DIRECTOR`S REPORT

To
The Members of 
Jyoti Limited

Your Directors present this SIXTY EIGHTH ANNUAL REPORT and Audited Accounts 
for the year ended on 31st March, 2012.

FINANCIAL RESULTS                          (Rs. in Lakhs)

                                   2011-12        2010-11

Total Income                      51047.82       38666.43

Profit before Finance 
Cost and Depreciation              5486.89        4878.44

Less: Finance Cost                 3680.27        2894.84

Profit before Depreciation         1806.62        1983.60

Less: Depreciation                  690.82         451.81

Profit before Exceptional 
Items                              1115.80        1531.79

Exceptional Items                  (11.93)          10.14

Profit before Tax                  1127.73        1521.65

Provision for Taxation-  
Current Tax                              -         310.00

- Deferred Tax                      281.52          25.35

- Tax expense for 
earlier years                       102.39              -

Balance of Profit 
for the year                        743.82        1186.30

Balance brought forward 
from the previous year             2068.64        1150.89

Amount available for 
appropriation                      2812.46        2337.20

Proposed Dividend                   171.29         205.55

Tax on proposed Dividend             27.79          33.35

Transferred to General Reserve           -          29.66

Balance Profit carried to 
Balance Sheet                      2613.38        2068.64

DIVIDEND

The Directors are pleased to recommend a dividend of Rs. 1 per Equity Share 
(i.e.  10%)  (previous  year  Rs.  1.20  per  Equity  Share  i.e.  12%)  on 
1,71,28,992  Equity Shares of Rs. 10 each for the Financial Year  ended  on 
31st March, 2012.

OPERATIONS

This  was the mile-stone year for the Company as it achieved the target  of 
Rs.  500  crores  turnover  inspite of  adverse  and  challenging  economic 
conditions.

The  total  income of the Company for the financial year under  review  was 
Rs.510.48  crores  as  against  Rs. 386.66 crores  for  the  previous  year 
registering  an  increase of 32.02%. The Profit before Tax  was  Rs.  11.28 
crores and the Profit after Tax was Rs. 7.44 crores for the financial  year 
under review as against Rs. 15.22 crores and Rs. 11.86 crores  respectively 
for the previous financial year.

The  profitability of the Company during the year under review  was  mainly 
affected due to increase in overall material cost, weakening of Rupee which 
adversely  affected  import cost, scarcity of funds in the  market  due  to 
policy paralysis which increased cost of borrowing and delayed  realisation 
from customers. This problem has affected major infrastructure companies in 
India and Jyoti, being in core sector of water and power, had to face these 
difficulties.

The Company has pending orders worth Rs. 741 crores at the beginning of the 
current year i.e. 1st April, 2012.

FINANCE

During  the  year under review, the Company faced  considerable  strain  on 
liquidity front due to difficult market conditions affecting the collection 
from  the customers. The Company could get substantial and  timely  support 
from its bankers and other market players to meet this liquidity  shortage. 
It may be mentioned that while overall interest costs were going up in  the 
market,  the  Company could reduce its interest rates  on  various  banking 
facilities.  This  reduction  in interest rates was more  than  off-set  by 
increase in total borrowings. The Company has already put intensive efforts 
to  shore up collection and to reduce the borrowings so that the  Company`s 
financial leverage can again be within reasonable levels.

DIVISIONAL PERFORMANCE ENGINEERED PUMPS & PROJECTS

During  the year under review Engineered Pumps & Projects  Division  (EPPD) 
has achieved a turnover of Rs. 340 crores which is 41% growth over the last 
financial  year.  The division has manufactured and supplied  176  Nos.  of 
large  pumps for various Lift Irrigation, Water Supply and  Power  Projects 
which is 42% growth over the last financial year.

The  Power  Division of EPPD has entered into an exclusive  agreement  with 
M/s.  DMW  Corporation, Japan for manufacturing and supply  of  Circulating 
Water  Pumps and other large pumps for Thermal and Nuclear Power  Projects. 
M/s. DMW Corporation is the leading Pumps manufacturer in Japan. They  have 
supplied and commissioned more than 300 circulating water pumps and are one 
of  the leading suppliers for Nuclear Power Stations. With this  agreement, 
the  Company  would be eligible to bid for power plants  with  single  unit 
capacity of 1000 MW.

The division, during the year has successfully commissioned CW systems  for 
two units of 500 MW at Aravali Thermal Power Station and the third unit  is 
under  commissioning.  Similarly,  make up water  system  for  Adani  Power 
Maharashtra  Limited  for their 3 Rs. 660 MW Tiroda Thermal  Power  Project 
which includes make up water pump of 8000 cu. mtr/hr. and 75 mtr. head  was 
commissioned with motors of 2.2 MW along with balance of plant. Both  these 
projects were commissioned in record time as per customers` requirement.

The division has received prestigious order from M/s Marg Limited for 2 Rs. 
250 MW Thermal Power Project at Bhavnagar in Gujarat, worth Rs. 53  crores. 
This includes design, manufacturing, supply, erection & commissioning of CW 
system, make up water system and raw water system for sea water application 
in special material of construction. The division is also executing a  very 
prestigious order for Naval Dockyard along with Hindustan Construction  Co. 
Ltd.  This project is for Dry Dock de-watering along with critical  systems 
and auxiliaries. This order is valued at Rs. 85 crores.

The  division  is executing various projects in the  country  in  technical 
collaboration  with  various partners. Four irrigation projects  in  Andhra 
Pradesh  are under execution along with CKD Blansko Engineering  and  Sigma 
Group  a.s. of Czech Republic. Similarly, the prestigious order for  Sardar 
Sarovar Narmada Nigam Limited, Gujarat is under execution in  collaboration 
with Hitachi, China.

The  division  is  actively looking at establishing  itself  in  the  Power 
Transmission  and  Distribution  Sector  which  includes  Switchyards   and 
Transmission  upto 400 kV. This business is complimentary to  the  existing 
business line of the division.

The  division  has a pending order position of Rs. 546 crores  as  on  31st 
March,  2012  and expects a substantial improvement in the  next  financial 
year in view of the expected tenders in the Power and irrigation sector.

HYDEL

The  division  achieved  the turnover of Rs. 59 crores.  The  division  has 
excellent prospects in view of the major thrust being given to  development 
of renewable sources of energy by the Government. The division has  decided 
to  expand  its range from 10 MW to 50 MW and to support this  vision,  the 
division  has  signed  a  Memorandum  of  Understanding  with  CKD  Blansko 
Engineering, Czech Republic for technical support for various tenders above 
10 MW.

During the year, the division has successfully entered the higher range  of 
hydro  equipments  by bagging the prestigious order of 2 Rs.  40  MW  Koyna 
Hydro  Project in the state of Mahrashtra from IVRCL Limited. This  turbine 
has  been  designed  and  engineered by CKD  Blansko  Engineering  and  the 
stationary  components  are being manufactured by the  Company.  This  will 
improve the credentials of the division in support of their vision.

During the year, National Thermal Power Corporation Limited has been  added 
in  the list of prestigious customers of the division. NTPC has  placed  an 
order for Hydro equipments for 2 Rs. 4 MW Singrauli Project which  includes 
design,  engineering,  supply,  erection,  testing  and  commissioning   of 
turbines and generators and other electro-mechanical systems.

The division is continuing to maintain its strong presence in Indonesia  by 
receiving three prestigious orders from three different customers. Prior to 
this,  two  projects have been successfully commissioned in  Indonesia  and 
which are working satisfactorily.

The division is actively pursuing refurbishment market jobs considering its 
added  advantage of being a manufacturer of turbine, generator, H.T.  panel 
and other auxiliary equipments.

The  division has already supplied 465 Nos. of turbines till date with  the 
installed  capacity of 422 MW. With the pending order position of  Rs.  149 
crores  as  on  31st March, 2012, the division is looking  out  for  better 
growth in the years to come.

ROTATING ELECTRICAL MACHINES

During  the year under review, the division has achieved a turnover of  Rs. 
41  crores which is 23% growth over the last financial year. The number  of 
H.T.  machines manufactured during the year were 192 as compared to 116  in 
the  previous  year  which  shows an increase  of  65%.  The  division  has 
manufactured 827 L.T. machines as compared to 748 machines in the  previous 
year.

The  division  has  established itself as a reputed  manufacturer  of  Wind 
Energy  Generators of 250 kW and 750 kW. These generators are designed  for 
dual speed operations.

The  division  has enhanced its infrastructure facilities  for  testing  by 
increasing  test  bed  locations and adding dynamometer  for  type  testing 
motors  upto  2500 kW. With this, the division is planning to  improve  its 
productivity,  quality  and  service to their customers  with  a  goal  for 
sustained growth in the years to come.

The division has a pending order of Rs. 21 crores as on 31st March, 2012.

SWITCHGEAR

During  the  year  under review, the division  executed  orders  (including 
exports) worth Rs. 56 crores which is 16% growth in sales compared to  last 
year.  The Division executed major orders received from GETCO, HCPL,  CPCL, 
NCC, KOTA TPS among others.

During the year under review, the Division bagged the largest human  safety 
aspects  modification  supply and service order from GETCO  for  1650  Nos. 
panels worth Rs. 5.30 crores. The division developed 12 kV Vacuum Contactor 
and has already supplied about 140 Nos.

In the year the total order booking was of Rs. 58.05 crores, which includes 
a  major  order worth Rs. 10 crores from GETCO, Gujarat and  M/s.  Fernace, 
Delhi  worth Rs. 5.30 crores. At the year end, the division had  orders  on 
hand worth Rs. 19 crores.

As  reported  last  year, the Company has entered into  an  agreement  with 
Elemecon  Ltd.,  U.K.  for engineering and design services  to  enable  the 
division  to  manufacture 12/17.5 kV Ring Main Unit  (RMU)  and  associated 
components. This year, division has successfully developed a prototype  and 
a few samples tested, have passed all internal tests.

In  the  Financial  year  2012-13,  the division  is  expected  to  do  the 
International   Certification  testing  of  RMU  at  Italy/Germany   before 
introducing  the same in the market. The division intends to enter  in  the 
market with this product by April 2013.

With  the  continuous  thrust of the Government in the  Power  Sector,  the 
requirement of Medium Voltage Switchgear is bound to grow and the  division 
is expecting to improve its performance in the years to come.

EXPORTS

During  the  year  under review, the Company has total  exports  valued  at 
Rs.4.17  crores. The Company`s major exports are to Sultanate of  Oman  for 
Switchgear, Vietnam and Indonesia for Hydel Turbines. In the years to come, 
the  Company  is looking forward to enhancing its export  market  in  other 
countries.

PUBLIC DEPOSITS

Your Company has not accepted any deposits from the Public during the  year 
under review. 

AUDITORS` REPORT

The observations made in the Auditors` Report are self explanatory and  are 
also clarified in the Notes forming part of the Accounts and therefore,  do 
not  call  for any further comments under Section 217(3) of  the  Companies 
Act, 1956.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS 
AND OUTGO

As  required by the Companies (Disclosure of Particulars in the  Report  of 
Board   of  Directors)  Rules,  1988,  the  relevant  data  pertaining   to 
conservation of energy, technology absorption and foreign exchange earnings 
and outgo are given in Annexure-A forming part of this Report.

PARTICULARS OF EMPLOYEES

The  information required under Section 217 (2A) of the Companies  Act,1956 
and the Rules made thereunder, is given in the Annexure to this Report  and 
forms part of the 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. Any Shareholder  interested 
in  obtaining  copy of the same may write to the Company Secretary  at  the 
Registered Office.

CORPORATE GOVERNANCE

Pursuant  to Clause 49 of the Listing Agreement with the  Stock  Exchanges, 
Management Discussion and Analysis, a Report on Corporate Governance and  a 
Certificate  from the Auditors of the Company are given in  the  Annexure-B 
and Annexure-C respectively which form part of this Report.

DIRECTORS` RESPONSIBILITY STATEMENT UNDER SECTION 217(2AA) OF THE COMPANIES 
ACT, 1956

The Directors confirm that:-

(i)  In the preparation of the annual accounts, the  applicable  accounting 
standards have been followed by the Company;

(ii)  Such accounting policies have been selected and consistently  applied 
and judgements and estimates made that are reasonable and prudent so as  to 
give a true and fair view of the state of affairs of the Company as at 31st 
March,  2012  and of the Profit of the Company for the year ended  on  that 
date;

(iii)  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;

(iv) Annual accounts have been prepared on a `going - concern` basis. 

DIRECTORS

Your  Directors  are very sad to inform you about the sudden  and  untimely 
demise  of  Ms. Keki R. Patel, Wholetime Director of the  Company  on  27th 
March, 2012.

Ms.  Keki  R.  Patel  was  a Graduate  in  Commerce  and  had  considerable 
experience in the areas of General Management, Finance and Internal  Audit. 
She  had  been working with the Company for the last 34  years  in  various 
capacities.  She was serving in the Company as a Wholetime  Director  since 
30th  July,  2003. Throughout her association with the  Company,  she  made 
significant  contribution  towards the achievement of  the  objectives  and 
growth of the Company.

Your Directors appreciate the valuable services and tireless efforts put in 
by Ms. Keki R. Patel during her tenure with the Company.

We  pray  the Almighty to let her enlightened soul remain in peace  and  to 
give patience and strength to her family to bear this untimely loss.

In  accordance with the provisions of the Companies Act, 1956 and  Articles 
of Association of the Company, Dr. M. Ramamoorty and Dr. M.H. Mehta  retire 
by  rotation at the forthcoming Annual General Meeting and being  eligible, 
offer themselves for re-appointment.

Brief details about Dr. M. Ramamoorty and Dr. M.H. Mehta as required  under 
the Corporate Governance Code, are given hereunder:

Dr.  M. Ramamoorty (75) is B.E. (Hons.) from Andhra University in 1957  and 
M.E.  from  IISc, Bangalore in 1959. He obtained his MASc  and  Ph.D.  from 
Toronto  University in 1965 and 1967 respectively. In 1967, he  joined  IIT 
Kanpur  as a Faculty Member in the Electrical Engineering Department  where 
he  became Professor in 1972. He established for the first time in India  a 
graduate programme in Power Electronics at IIT, Kanpur in the year 1968. He 
has also worked with Hindustan Brown Boveri Ltd. (now M/s. ABB) as Chief of 
Research.  In  ABB,  he  was responsible for development  of  a  number  of 
prototypes in Switchgear, relays and instrumentation. He joined the Central 
Power  Research Institute (CPRI) as its first Director General in 1983.  He 
retired  from  services  in 1994. During his tenure, CPRI  became  a  well-
recognised research and testing laboratory in the Power Sector.

Dr. M. Ramamoorty took over as Director of ERDA in 1995 and left in 2006 to 
take  over  as Advisor of ERDA. He has worked as visiting  Professor  in  a 
number   of  Universities  abroad  which  include  University  of   Sydney, 
Washington State University, Worcester Polytechnic Institute, University of 
British Columbia, etc.

He is Fellow of IEEE and Indian National Academy of Engineering. He is also 
the  recipient  of number of awards which include the Vasvik  award,  Bimal 
Bose  award, Jawaharlal Nehru Birth Centenary award, Visveswariah  Memorial 
award,  Pandit  Madan  Mohan Malavya award, National  Design  award,  Power 
Engineers  National  award, IISc Alumnus award, N.P.S.C. award,  Life  Time 
Achievement  Award from IEEMA and was distinguished lecturer for Region  10 
of  IEEE.  He was also awarded "Hari Om Ashram Prerit Lecture  award"  from 
SPRERI, Vallabh Vidyanagar.

He has published more than 200 technical papers in reputed Journals and has 
been  actively associated with Power Sector for over three  decades.  Under 
his  Directorship, ERDA received many recognitions and  accreditations  and 
has become one of the few self supporting research and testing institutions 
in the country.

He has been awarded Honorary Life Membership of Society of Power  Engineers 
for his contribution to the Power Sector.

Dr. M.Ramamoorty is not a Director in any other Company.

Dr. M.H.Mehta, (70), is B.Tech and Ph.D. from IIT, Mumbai. Currently, he is 
the  Chairman  of the Science Ashram/Gujarat Life Sciences  Pvt.  Ltd.  and 
President of National Bioshield Society. He was awarded Padma Shri Award in 
2011 by the President of India.

He was a visiting Scientist at the Universities of Arizona and  California, 
in  USA.  He worked at Bhabha Atomic Research Centre from 1972 to  1976  on 
Waste  treatment  project. He worked at Gujarat State Fertilizer  Co.  Ltd. 
(GSFC), one of the largest Agro Industrial Complexes in India as  Executive 
Director. He was also Vice Chancellor of Gujarat Agriculture University  in 
2002-03.    He    has    been    an    invitee    speaker    at     leading 
institutions/Universities  in  USA,  Japan,  Sweden,  Bangladesh,   Poland, 
Australia,  etc.  He  holds 15 patents and has authored  3  books  and  150 
papers.

He  was  also  the  invitee  member  of  Steering  Committee  of   Planning 
Commission,  Govt.  of India, New Delhi. He is also the  President,  Indian 
Association  for IT in Agriculture (IAITA) and appointed as Hon.  Chairman-
National Committee for Agriculture Technologies-NRDC, New Delhi.

Dr.  M.H. Mehta is not a Member of any Committee of Directors of any  other 
Company.

AUDITORS

The  Members  are requested to appoint Statutory Auditors  at  the  ensuing 
Annual  General  Meeting  to hold office from the conclusion  of  the  said 
meeting  until  conclusion of the next Annual General  Meeting.  M/s.  V.H. 
Gandhi & Co., Chartered Accountants, Vadodara, the existing Auditors  have, 
under Section 224 (1B) of the Companies Act, 1956, furnished Certificate of 
their eligibility for re-appointment.

As  per the requirement of Central Government and pursuant to Section  233B 
of  the  Companies  Act, 1956, your Company carries out an  audit  of  cost 
records  relating  to Electric Motors and Power Driven  Pumps  every  year. 
Subject  to  the  approval  of the  Central  Government,  the  Company  has 
appointed  R.K.Patel  & Co., Cost Accountants, the existing  Cost  Auditors 
having  their  head  office  at 314,  Phoenix  Complex,  Nr.  Suraj  Plaza, 
Sayajigunj, Vadodara, as Cost Auditors to audit the cost records of  Motors 
and  Pumps of the Company for the Financial Year 2012-13 in  compliance  of 
Cost Audit Order No.52/26/CAB-2010 dated 24th January, 2012.

As  per  Cost Audit Order No.52/26/CAB-2010 dated 24th January,  2012,  the 
Company  is subject to cost audit under industry specific order and is  now 
required  to get its cost records relating to Engineering products such  as 
Generator,  Turbine,  Switch Gear and Relay Panels for the  Financial  Year 
2012-13. Subject to the approval of the Central Government, the Company has 
appointed  Y.S.Thakar & Co., Cost Accountants having their head  office  at 
SF-7,  Vrund Complex, Productivity Road, Akota,Vadodara, for  auditing  the 
cost records relating to Engineering products for the Financial Year  2012-
13.

The  Cost Audit Reports for the Financial Year 2010-11 which was due to  be 
filed  with  the Ministry of Corporate Affairs on September  27,  2011  was 
filed on 23rd September, 2011.

APPRECIATION

Your Directors place on record their appreciation for the excellent support 
the  Company has received from its employees, customers  and  shareholders. 
They  also  express their sincere thanks to the Bankers and  various  State 
Governments for the valuable support extended to the Company.

On Behalf of the Board of Directors 


Rahul N. Amin
Chairman & Managing Director

Place: Vadodara 
Date : 24th May, 2012

ANNEXURE `A` TO DIRECTORS` REPORT

Statement  containing  particulars  pursuant to  Companies  (Disclosure  of 
Particulars  in the report of Board of Directors) Rules, 1988  and  forming 
part of Directors` Report.

A. CONSERVATION OF ENERGY: Energy Conservation Measures taken:

i) T5 28W energy saver Tube Light installed in place of 40 W Tube Light.

ii)  Metal-hailed lights installed in place of high bay mercury  lights  in 
Machine shops.

iii) Old window air-conditioners replaced by new split air-conditioners for 
saving power.

iv)  Awareness  about  the need for energy conservation at  all  levels  of 
employees is being created through posters, hoardings, etc.

B. TECHNOLOGY ABSORPTION

(a) Research & Development

1. Specific core areas in which R&D was carried out by the Company:

- Medium Voltage Switchgear

- Rotating Electrical Machines (Motors and Generators)

- Hydraulic Turbines and Pumps, including Micro-Turbines

- Electronic Control System (including Automatic Voltage Regulators)

- Direct drive wind energy converter using Permanent Magnet Generator

2. Benefits derived as a result of above R&D:

Increasing technical and price competition from the overseas MNCs and also, 
to  some extent, from within the country, have been partially  overcome  by 
the internal R&D work, through up-gradation and improvement of various core 
product  designs  and processes. Every effort for cost reduction  has  been 
made  through  Value Engineering. The technical  competitiveness  has  been 
tackled through re-engineering product range extension with value  addition 
in the core products.

3. Future Plan of Action:

The  future  R&D activities will be directed towards the  consolidation  of 
existing  product range through up-gradation, addition of new  products  to 
enhance  the range with special focus on performance &  cost  effectiveness 
thus  creating  value addition by various means. Considering  the  business 
potential,  competitors` product range and market niche, new  technologies/ 
processes  and  new state-of-the-art software will be introduced  with  the 
help  of in-house R&D development or, if necessary, acquiring  technologies 
from known external sources. Increased use of advanced and latest state-of-
the-art  softwares  like  Pro/e, CFX,  ANSYS-Mechanical,  RMXprt,  Maxwell, 
Magnet  and  ThermNet  for  design/development  and  also  improvement   in 
performance parameters; alongwith cost reduction will be the top priority.

4. Expenditure on R&D:

                                               (Rs. in Lakhs)

a) Capital                                             107.72

b) Recurring                                           556.06

c) Total                                               663.78

d) Total R&D expenditure as percentage 
of total turnover                                       1.30%

(b) Technology Absorption, Adaptation and Innovation

1.   Efforts in brief, made towards technology absorption,  adaptation  and 
innovation.

a)  In the area of medium voltage switchgear, the activities were  directed 
towards  up-gradation  of  existing  switchgear  to  meet  the  latest  IEC 
Standards.  In addition, cost reduction and Retrofitting and finally  type-
testing  as  per  the latest version of IEC: 62271-100  was  continued  and 
successfully  type tested at PEHLA Test Laboratory at Ratingen and  Berlin, 
Germany.  In  addition, R&D is continuously carried out, in  the  areas  of 
applied research and use of alternative materials and processes.

b)  In the rotating machines group, major work was mainly directed  towards 
indigenous  development of larger rating motors and generators for  various 
applications in core industries. New product development and cost reduction 
in  the  existing  designs, processes and  process-time  reduction  in  the 
existing  products  are  undertaken.  New  Die  Casting  plant  for  better 
productivity and Hydraulic Dynamometer for type-testing of motors has  been 
installed.  Gearbox for testing vertical motors with dynamometer  has  been 
planned.  New  products  like  Direct-drive  Permanent  Magnet-Wind  Energy 
Generators  are  being planned. Improved version of Wind  Energy  Generator 
750kW / 200 kW 1500/1000 RPM CTFG-450Lx dual speed Wind Induction Generator 
is developed & supplied.

c)  In  the  pump  group,  the  major  effort  was  towards  consolidation, 
standardisation and extension of the existing range of pumps. Extensive use 
of  CFD Analysis software has been the thrust area to improve  efficiencies 
for all pump ranges.

d)  In the turbine group, major efforts towards design/development  related 
to  high head Francis turbine range and vertical Semi/Full  Kaplan  Turbine 
and  use  of  CFD Analysis software package  for  evaluation  of  Hydraulic 
Performance  and  use of ANSYS-Mechanical software  to  evaluate  structure 
design  of  Kaplan  and Francis Turbines enabling  cost  effective  turbine 
geometry/arrangement.

2. Benefits derived as a result of above efforts.

(a) Medium Voltage Switchgear

-  Type testing and recertification of 36kV 25kA, 1250, Amp indoor  circuit 
breakers  with VD36 panel as per IEC 62271-100 and IEC62271-200  at  PEHLA, 
Germany and ERDA.

-  Type testing and recertification of 36kV 25kA, 1250 Amp outdoor  circuit 
breaker as per IEC 62271-100 at PEHLA, Germany and ERDA.

- Development and successful type testing of 7.2kV, 400Amp 8kA Contactor.

- Development and successful type testing of 12kV, 400Amp 8kA Contactor.

-  As per latest IEC 62271-200 human safety compliance is specified in  the 
standard.  Jyoti  has supplied more than 2000 panels in past few  years  to 
support  the  customer and comply with the safety  requirement.  Jyoti  has 
developed  safety interlocks that can be installed at site to  comply  with 
the  human safety aspects. GETCO has appreciated the proposal  and  awarded 
for modification in existing1650 panels.

- Development and successful commissioning of 12kV, 1600 and 2500 Amp  40kA 
retrofit  breaker  for  NGEF MOCB type EKU-5016  and  EKU-5016  along  with 
additional feature.

(b) Rotating Electrical Machines

-  Design, development and testing of large rating, low speed,  vertical  / 
horizontal motors for Lift Irrigation Schemes.

- Improved version of Wind Energy Generators.

- Process-time reduction through modular construction of stator and  rotors 
for larger rating motors.

- Cost reduction designs through Value Engineering Analysis, of 415  Volts, 
3.3kV, 6.6kV and 11kV motors on demand.

- Design and development of larger rating, high speed, Hydel generator  for 
Indonesia.

- Design & development of larger rating generators for Hydel Application.

(c) Pumps

- 1000 VM pumps in 2 stage developed for first time for KNNL project. 

- 1400 VM pumps developed for SSNNL (largest pump developed so far)

-  300  VP axial flow pumps developed and supplied  to  Haryana  Irrigation 
Department.

(d) Turbines

The following activities have been carried out by Hydel R&D.

- New Francis turbine model (with specific speed 85) developed and included 
for high head ranges.

-  Design  and  stress  analysis of Pelton  bucket  has  been  checked  and 
methodology verified by third party.

-  Two stage closing system and governor control for guide  vane  operating 
mechanism is introduced for long penstock installations.

- Successfully designed and developed four Jet Vertical Pelton Turbine  for 
export  project. It is the first vertical multi jet Pelton turbine unit  in 
impulse turbine range.

-  Introduced and successfully tested coating for Pelton bucket to  prevent 
erosion of bucket due to silt contents in the water.

- ANSYS-Mechanical software is extensively used for structural analysis  of 
turbine components enabling material control.

-  Turbine  systems  (cooling water, drainage, dewatering  and  oil  piping 
system) are standardised.

- Turbine OPU developed for two stage closing of guide vane.

- Successfully designed, manufactured and tested DN 600 (PN36) & DN1000 (PN 
32) spherical valves.

3. Technology imported and status of absorption

(i) Vacuum Circuit Breakers from Toshiba Corporation, Japan. The technology 
has been fully absorbed for 12 kV and 36 kV Vacuum Circuit Breakers.

(ii)  SF6  prototype Ring Main Unit is under development based  on  designs 
received under technical agreement with ELMECON Ltd., U.K.

(iii)  High  head  Francis turbine model design for  head  range  upto  260 
metres.

C. Foreign Exchange Earnings and Outgo:

a) Exports (including deemed Exports)             Rs.   416.73 Lakhs

b) Total Foreign Exchange used and earned

i) Total Foreign Exchange used                    Rs. 11525.55 Lakhs

ii) Total Foreign Exchange earned                 Rs.   372.15 Lakhs

MANAGEMENT DISCUSSION AND ANALYSIS

Industry Structure and Developments

Jyoti Ltd. is a leading engineering Company offering high quality  products 
and  services  to  clients  in  India  and  in  the  international  market. 
Established  in  1943,  today Jyoti Ltd. is serving  the  vital  fields  of 
national and international economy such as:

-   Power   (Thermal,  Hydel  &  Nuclear)  Generation,   Transmission   and 
Distribution.

- Agriculture, providing irrigation through pumping systems.

- Water Supply & Sewerage Schemes.

- Defence-particularly Naval & Marine Establishments.

- Core Industries like Steel, Cement, Paper, Sugar, Fertilisers,  Chemicals 
& Petro-chemicals.

It  also undertakes turnkey contracts involving civil  and  electrification 
projects.  Mainly, it has 4 Divisions: Engineered Pumps & Project  Division 
(EPPD), Hydel Systems, Rotating Electrical Machines (REM) and Switchgear  & 
Switchboards. All Divisions are ISO 9001 certified.

The Company has achieved the record turnover of Rs. 501 crores for the year 
under review inspite of adverse and challenging economic conditions.

Opportunities and Threats

Power  is  a  strategic input and a prime mover  for  economic  and  social 
development  of  a  country.  With  increased  infrastructure  spending  by 
Government of India coupled with numerous power projects anticipated in the 
country,  your  Company foresees sustainable growth  opportunities  in  the 
years to come. The Company has a major presence in the small Hydro and Lift 
Irrigation  sectors where a stronger business potential is  anticipated  as 
the Company`s products are geared up for this sector.

With  the globalisation, new international players are making a  thrust  in 
the  Indian  market by creating additional manufacturing  capacities.  This 
would  result  in further intensification of competition leading  to  price 
pressures.

Outlook

The  Company  expects long term outlook to be positive in water  and  power 
sector  with  the  Government  addressing  specific  issues  and  fostering 
investments   to  boost  these  sectors.  The  Government  also   envisages 
significant capacity additions in the coming years thereby creating a  huge 
demand for supply of Power generation equipments.

Risk and Concerns

The  Competition  is  expected  to be  more  aggressive  leading  to  price 
pressures. Long execution period of large Irrigation Projects with extended 
cycle time of cash flows is another area of concern. Uncertainty in  Global 
economic  growth coupled with inflationary pressures is expected to  impact 
the  growth rate in India and consequently the Company`s operations. It  is 
surmised   that  sustained  investment  in  infrastructure,  stability   of 
Government  policies, increasing the productivity through latest  state-of-
art  techniques  and  processes,  better  working  capital  management  and 
efficient  inventory  control are pre-requisites for restoring  health  and 
normal growth of any industry.

Segment-wise Performance

This  is  not  applicable to the Company as there is  only  one  identified 
reportable segment.

Internal Control Systems

The   Company  is  under  process  of  strengthening  own  Internal   Audit 
Department, besides taking the help of external agency for system audit and 
for  other  aspects  of operation. Pre-audits are carried  out  in  certain 
important  areas.  There  are adequate checks  and  internal  controls  for 
compliance  of various statutory requirements. The Audit Committee  of  the 
Board of Directors reviews regularly the Internal Audit Reports.

Financial Performance and Operational Efficiency

On  the net sales of Rs. 501 Crores (31% increase over previous year),  the 
EBIDTA  margin was Rs. 52 crores and PBT margin was Rs. 11 crores.  It  was 
the milestone achievement for the Company as it crossed the sales target of 
Rs.  500 crores. However, the bottom-line was affected due to  increase  in 
overall material cost, interest and depreciation.

The  Company is in capital goods industry having EPC  contracts  undertaken 
for  large  Irrigation Projects and small to medium Hydro  Projects,  where 
erection  and commissioning of contracts, many a times, are delayed  beyond 
six  months due to various reasons beyond the Company`s control.  Secondly, 
the  Company`s  sales are much higher in last quarter of January  to  March 
(about  40%  -45%). This results into heavy amount of receivables  at  year 
end.  The  year under review has seen much higher level of  receivables  as 
there  was  considerable  delay  in collection  pattern  due  to  liquidity 
constraints  with  our customers. It is expected that this  high  level  of 
receivables  will  be brought to more reasonable level once  the  difficult 
market  situation improves in the current year. All the same,  the  Company 
has stepped up its efforts to monitor the collection aspects with regard to 
the receivables.

The Company`s R&D efforts not only drive new product development, but  also 
finding  the  ways  to  reduce the material  contents.  It  has  also  been 
endeavored to improve the products-mix so that there would be better profit 
margins.

Human Resource

The Company considers its employees as its valuable assets. The Company has 
a  total manpower of 1031 as on 31st March, 2012. The Company has  embarked 
on a transformational talent attraction, retention and development program. 
Developing  performance  oriented  culture,  succession  planning,   Mentor 
development,  creating leadership pipeline, developing high potentials  are 
few  of the HR initiatives taken which are aligned with the Business  goals 
of the Company.

The  Company is proud of its training and development programs for all  its 
employees  and has allotted a major budget to enhance competencies  of  all 
employees.

During  the  year under review, the Company continues to have  cordial  and 
harmonious  relation with employees with a number of  employee  involvement 
initiatives.

The Company is implementing various HR Initiatives like Kaizen-5S: A change 
for better, Balance Scorecard, etc. to improve the motivation levels of the 
employees  keeping in view the tough business environment and the  need  to 
retain the talent.
 
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