Triveni Egg
Triveni Egg
Triveni Egg
:::!'!'!~ INDUSTRIES L TO
CORPORATE OFFICE
8" Floor, Express Trade Towers, 15-16, Sector 16A, Noida - 201301, U.P., India
T: +91 1204308100 I F: +91 1204311010-11
W: www.trivenigroup.com
By E-filing
REF'TEIL'SE' Date' 3rd September , 2020
The Deputy General Manager The Asst. Vice President,
Department of Corporate Services, Listing Department
BSE Limited, National Stock Exchange of India Ltd.,
I st Floor, New Trading Ring, Exchange Plaza, 5th Floor,
Rotunda Building, P.J. Tower, Plot No. C/I, G Block,
Dalal Street, Fort, Bandra-Kurla Complex, Bandra (E),
MUMBAI -400 001. MUMBAI - 400051.
STOCK CODE: 532356 STOCK CODE: TRIVENI
Sub: Submission of Annual Report for FY 2019-20 along with Notice of 84th AGM of the Company
Dear Sirs,
Further to our letter dated 15t September, 2020 and pursuant to Regulations 30 and 34 of the SEBI (LODR) Regulations, 20 IS,
please find attached herewith the Annual Report of the Company for the FY 2019-20 ended on 3 15t March, 2020 along with
Notice convening the 84th Annual General Meeting ("AGM") of the Company on Monday, 28th September, 2020 at 11.00 A.M.
(1ST) through Video Conferencing (VC) / Other Audio Visual Means (OAVM).
The aforesaid documents are being dispatched electronically (through email) to those members whose email IDs are registered
with the Company/KFin Technologies Private Limited ("KFintech '), Registrar and Share Transfer Agent of the Company/the
Depositories.
The Company has appointed KFintech for providing e-voting facility (remote e-voting and e-voting at the AGM). The remote e-
voting period commences on 25tl' September, 2020 at 10.00 A.M. (1ST) and ends on 27tl1 September, 2020 at 5.00 P.M. (1ST).
The cut-off date for determining the eligibility of e-voting is 21 st September, 2020.
The said Annual Report and Notice of AGM is also being uploaded on the Company's website and can be accessed at
www.trivenigroup.com.
Thanking you,
Yours faithfully,
For Triveni Engineering & Industries Ltd.,
GEETA BHALLA
Group Vice President &
Company Secretary
Encl: As above
Copy to:
KFin Technologies Pvt. Limited National Securities Depository Central Depository Services
Selenium Tower B, Limited (India) Limited
Plot No.31-32, Gachibowli, Trade World, A Wing, Marathon Futurex, A- Wing,
Financial District, 4tll & 5th Floor, 25th Floor,
Nanakramguda, Kamala Wing Compound, NM Joshi Marg, Lower Parel,
Hyderabad-500032. Lower Parel, Mumbai-400013.
Mumbai-400 013.
Regd. Office: Deoband. District Saharan pur, Uttar Pradesh -247 554
CIN: L 15421 UP1932PLC022174
POSITIVE
APPROACH.
POWERFUL
PERFORMANCE.
Led by our strong positive outlook, we powered our way through the year to
boost revenue, ensure profitability and drive success. And we did it across
business segments and across sectors.
A DIVERSIFIED
BUSINESS PORTFOLIO
At a glance
We employ over 6,500 people (including contractual) and operate 17 facilities in India for producing Sugar, Power, Alcohol,
Industrial Gears and Gearboxes, besides providing Water and Wastewater Treatment solutions. We have integrated operations
to produce sugar, ethanol and power. We produced over 1 million tonnes of sugar and 94 million litres of alcohol, and exported
~145.34 million units of power. Our products from sugar business are sold to several industry sectors, including Food and
Beverages, Pharmaceutical, Power, Oil and Gas, and Retail. Our industrial gears and gearboxes are supplied to various industries
like Steel, Refineries, Fertilisers, Cement, Textiles, Mining, Defence etc. Our water and wastewater management solutions are
offered to large industrial and municipal sectors.
SUGAR
We are one of the largest integrated sugar 7 Sugar units in Uttar Pradesh
manufacturers in India. Multi-grade - Large, Medium and Small Crystal - Sugar, Refined Sugar,
Our association with the Sugar industry Raw Sugar, Pharmaceutical-grade Sugar
is as old as the industry itself. Food Safety System Certification (FSSC) -2000:2010 certified
3,00,000+ Associated farmers
POWER
We produce power from the co-product 6 Power plants
bagasse, a residue generated after sugarcane Power export to Uttar Pradesh Power Corporation Limited (UPPCL)
crushing, to fulfil the energy demand of our 104.5 MW grid connected co-generation capacity
plant and sell the surplus to the power grid
ALCOHOL
We manufacture Extra Neutral Alcohol, 2 distilleries with 320 Kilo Litres Per Day (KLPD) combined capacity located
which is used to produce potable alcohol and at Muzaffarnagar (MZN) and Sabitgarh (SBT)
fuel-grade ethanol at our state-of-the-art MZN distillery has flexible product manufacturing capability - Ethanol, Extra
distilleries at two locations Neutral Alcohol (ENA), Rectified Spirit (RS) and Denatured Spirit (SDS)
SBT produces high quality Ethanol
Hand Sanitizers manufacturing facility at MZN
World-class technology employed to achieve Zero Liquid Discharge (ZLD)
Highest standards of environmental norms followed from both water and
air quality perspective
GEARS
World-class Integrated manufacturing facility Largest engineered-to-order turbo gearbox manufacturer in India
India’s largest manufacturer of industrial 3 different business segments – Gears, Defence, Built to Print
high speed gears and gearboxes; Known for Defence business solutions include –
the reliability and technical excellence of our
• Above and below deck mechanical equipment
products
• P
latform level support, including propulsion design, propulsion systems,
Unmatched world-class delivery time
Auxiliary part systems and individual equipment such as pumps,
Incubated a Defence Business segment at the compressors and turbines
Mysuru facility
Currently supporting a variety of defence
solutions for the Indian Navy
WATER TREATMENT SOLUTIONS
We provide complete and sustainable water >2,000 process equipment supplied and commissioned
technology solutions across the water usage ~10,000 Million Litres Per Day (MLD) water treated through our projects &
segments equipment
Embraced every type of technology
Executed some of the largest projects in India
Providing innovative solutions to a variety of customers to meet their
technological requirements
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Annual Report 2019-20
OUR MISSION
We are committed to providing premium quality products,
innovative and sustainable solutions that create value for
our customers. We continue to look at ways we can make a
positive environmental, societal and economic difference for the
community at large. We build diverse teams and provide equal
growth opportunities to all our employees.
OUR VISIONN
We strive to maintain sustainable business growth
through continuous innovation, market development and
customer retention while creating long-term value for
all our stakeholders.
OUR VALUES
Open - We believe in open communication. We listen to our
stakeholders and respond to their suggestions.
Pro-active - We understand customers’ needs, offer new solutions
customised to their requirements and exceed their expectations.
Commitment - We are committed to our customers and live up to
promises.
Innovation - We are always willing to improve our products and
service through continuous research and development.
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KEY PERFORMANCE
FY 20 witnessed the
Company achieve
remarkable performance
across its business
segments, with several
41% 55%
Growth in Revenue Growth in Profits after
significant achievements in Operations Tax (Consolidated)
to mark a milestone year (Consolidated)
in its journey.
` 1,147.28 Crore
Outstanding Order Book
(Gears and Water Businesses)
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Annual Report 2019-20
` 995.3
Crore
~ 10,000
MLD
AA- long-term and
A1+ short-term rating
accredited by ICRA
Water Business Water Treated
Order Book as on
March 31, 2020
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STRATEGY
DRIVES POSITIVITY
We operate in a diverse and continually
changing market environment with
OUR SUGAR STRATEGY
several opportunities and challenges.
Our strategy is to keep evolving and In the Sugar and Co-product businesses, we have a
comprehensive business strategy that leverages external
responding with agility and speed opportunities while employing our internal strengths. It is a
to meet the changing needs of strategy woven into three key components:
our customers, farmers and other
stakeholders, while ensuring financial Continuously
Leveraging
the external Strengthening
stability. Our ability to rapidly align to strengthening opportunity our capabilities
our long-term matrix
key policy interventions in the industry, relationships interjected
& capacities in
with positive the co-products
while ensuring that we use resources with sugarcane
policy businesses
growers
responsibly, enables us to keep initiatives
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Annual Report 2019-20
For most part of FY 20, the Sugar industry in India was nurtured Further strengthening the Sugar business proposition
in a largely controlled and protected market environment, was our SHARING PHILOSOPHY:
pillared on: The long-standing relations we have with the sugarcane
A Minimum Selling Price (MSP) of sugar growers remain a powerful engine of growth for our Sugar
business. Our ability to partner successfully with sugarcane
Regulated monthly release mechanism of sugar
farmers and our extensive sugarcane development programme
No increase in sugarcane prices has resulted in mutual benefit – higher crush and recovery
The Government’s fiscal stimulus towards creation of for us, with maximisation of yield leading to accrual of higher
buffer stock of 4.0 million tonnes of sugar for one year from disposable income for the farmers, thus enabling the creation
August 1, 2019 to July 31, 2020, and export of 6 million tonnes of a better tomorrow.
of sugar. Export subsidy @ ` 10,448 per tonne announced Collaborating with partners and investments in technology
for sugar mills for the Sugar Season 2019-20 (Maximum in Co-products to improve efficiencies, coupled with vertical
Admissible Export Quantity – MAEQ) to lower the sugar integration in areas like capturing of CO2 and potash rich
stocks in the country granulated ash in the distilleries, would further help the
Wide Global deficit, with continuous supply shocks coming Company to improve profitability.
from major sugar producing markets such as Thailand and
On the Alcohol front, the industry witnessed several promising
large drops in production in other parts of the world
positive policy interventions by the Government of India,
including:
Scheme of interest subvention to promote the growth of
ethanol manufacturing infrastructure in the country
Implementing faster processes for speedy environmental
clearance
Fixing of higher ethanol price derived from B-heavy molasses
and directly from sugarcane juice to encourage higher
production of ethanol
We responded to these developments effectively and
expeditiously, with doubling of our manufacturing capacity. As
a key component of the agri-business value chain, we continue
to augment our presence across the Sugar and Co-product
business to contribute significantly to the rural economy across
our locations.
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COVID-19 AND
SUGAR BUSINESS
Within 72 hours of the lockdown across the country,
with our operations designated as essential commodity
manufacturing, we were able to go contactless with
over 3,00,000 farmers that we interact with, and
thousands of other people who form a part of our supply
chain. This, coupled with detailed processes for social
distancing and safety in place, allowed us to operate our
units in an environment of great safety and security for
all individuals concerned.
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Annual Report 2019-20
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OUR ENGINEERING
STRATEGY
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Annual Report 2019-20
COVID-19 AND
ENGINEERING BUSINESSES
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POSITIVITY STEERS
PERFORMANCE
A positive performance
is necessarily grounded OUR SUGAR PERFORMANCE
in a progressive
Our performance during FY 20 in the Sugar business endorses the success of our
approach. This belief positive approach and business strategy. Our ability to think forward, and to do
forms the essence of things differently, has helped us stay ahead – an edge that we strengthened further
during the year to deliver a better than market performance.
our business strategy.
The Sugar business has performed well during the year due to our continuous
It is why we remain efforts in reducing the cost of sugar production as well as the stable sugar prices.
consistently and Our focussed sugarcane development programme led to the achievement of
almost 100% high yielding and high sucrose sugarcane varieties in our factory
continuously focussed command area across all sugar units, which helped the farmers in procuring
on capturing the higher return from their farm while improving the Company’s profitability through
improved sugar recoveries. Further, having the right mix of our Co-product
positivity in the external capacities helps us to optimise our overall profitability. Our Alcohol business has
aggressively participated in all tenders issued by the Oil Marketing Companies
and internal business (OMCs) for procurement of ethanol, and has secured sizeable quantities. Both
landscape. our distilleries have operated with B-heavy molasses successfully, encouraged
by the Government policies. The performance of the co-generation power plants
continued to be excellent, with very high uptime and reliable operations.
8.74
Million Tonnes
1.01
Million Tonnes
`33,184 2,74,449
Per Metric Tonnes Tonnes
Sugarcane Crushed Sugar Production Domestic Realisation Sugar Exported
Area under sugarcane (Ha) Sugarcane crushed (LQ) Sugar produced (LQ) Recovery (%)
1,56,671
1,66,675
1,83,423
1,94,159
1,91,829
452.07
640.03
836.70
797.58
874.25
48.8
70.8
95.2
94.0
100.9
10.80
11.06
11.38
11.79
11.54*
SS SS SS SS SS SS SS SS SS SS SS SS SS SS SS SS SS SS SS SS
15-16 16-17 17-18 18-19 19-20 15-16 16-17 17-18 18-19 19-20 15-16 16-17 17-18 18-19 19-20 15-16 16-17 17-18 18-19 19-20
SS – Sugar season – Oct – Sept. * For SS 19-20, on a like-to-like basis, the comparable recovery would have been 11.97%
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Annual Report 2019-20
244.20 145.34
Million Units Million Units
Total Power Power Exported
Generation
The Gears business has a leadership position in High Speed Triveni Gears and 900 replacements of more than 80 global
Gears segment in India and enjoys a market share of more brands. There is an increasing acceptance by multinational
than 80% across all major OEMs, supplying Steam Turbines, OEMs and industries for our products for their global projects
Pumps and Compressors, FD and ID Fans. This business is – both in terms of new products as well as for providing
also supplying Gearboxes to various OEMs in Japan, Korea, refurbishment/replacement solutions. In our Water business,
China, Malaysia and Indonesia, and also in Europe (Italy, we are executing 12 Engineering Procurement Commissioning
France, Germany, and Spain), US and Latin America. In the (EPC) jobs located in Delhi, UP, Karnataka, Odisha, West Bengal,
Refurbishment business, we are one of the leading global Tamil Nadu, Rajasthan and Punjab.
players in industrial gearboxes with a fleet of over 8,500
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Corporate Overview Management Statements Statutory Reports Financial Statements
BUSINESS PROFILE
SUGAR
We are one of India’s
largest integrated sugar
manufacturers, with market
reach spanning 16 states
and a product portfolio of
premium quality Multi-
grade (Large, Medium and
Small) Crystal, Refined
and Pharmaceutical-grade
Sugar. The Company also
produced raw sugar in FY 20
for exports. We process and
produce high quality sugar at
our seven sugar mills.
With six power plants (full co-generation
plants and incidental co-generation facilities),
as well as two large distilleries, we have
integrated our sugar operations through
value addition of co-products generated
in the manufacturing of sugar. This has
helped the Company achieve financial and
operational stability for the Sugar business.
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Annual Report 2019-20
WESTERN UP
Khatauli
(refined sugar)
Deoband
(crystal sugar)
Sabitgarh
CENTRAL UP (refined sugar,
Rani Nangal Pharmaceutical
(crystal sugar) sugar)
Chandanpur EASTERN UP
(crystal sugar) Ramkola
Milak Narayanpur SUGAR (crystal sugar)
DISTILLERIES
(crystal sugar) MILLS
Muzaffarnagar
(160 KLPD)
High-quality ethanol Sabitgarh
Extra Neutral (160 KLPD)
Alcohol (ENA) High-quality
Rectified Spirit (RS) ethanol
Specially Denatured
Spirit (SDS)
All sugar units are Food Safety System Certification (FSSC) - Operating on captive feedstock from sugar units to generate
2000:2010 certified alternate revenue streams
Presence in branded sugar market through brand ‘Shagun’ 97% Ethanol sales in distillery product mix
Produce GermCare Hand sanitizers 104.5 MW grid connected co-generation capacity, located at
Supply chain relationships with leading multinational five sugar units
Beverage companies, Food and FMCG companies, Export of surplus power (60%) to Uttar Pradesh Power
Pharmaceutical companies and Confectionery producers Corporation Limited
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Annual Report 2019-20
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BUSINESS PROFILE
GEARS
A LEADING TURBO
GEARS COMPANY
The robustness and reliability of our products and solutions
can be gauged from the fact that we have supplied over
31,500 MW and 7,800 gearboxes globally to over 6,000
customers. Our lean and agile manufacturing offers
optimised lifecycle cost and maximum customisation
flexibility to our customers. Whether a customer needs a
brand new gearbox for a complex industrial process, or
service and repair of an existing installation of our make
or other makes, we provide full lifecycle support. Our
distinctive business portfolio is built on the foundations of:
Customised, robust and reliable gears solutions
designed to meet the evolving needs of customers
Focussed strategy of continuous innovation to enhance
performance and reduce lifecycle costs
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Annual Report 2019-20
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Corporate Overview Management Statements Statutory Reports Financial Statements
Specialised IPP
Applications
Refinery
Petrochemical
Low-Speed Gears
High Power and
High-Speed
(Used in Hydro
Turbines, Reciprocating
Steel
Gearboxes (Used in Pumps and
Steam Turbines, Gas Compressors, Mills Sugar
Turbines, Pumps, & Extruder Drives for
Metal, Sugar, Rubber
Blowers, ID/FD Fans
& Plastic industries, Marine Industries
and Compressors)
Marine applications)
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Annual Report 2019-20
Structured to minimise the downtime for customers and provide lifetime support, Triveni’s
service solutions encompass:
Drop-in replacements
Of gearbox and gear internals, replacements/development of spare white metal bearings, etc.
Refurbishment solutions
Across applications - Industrial, Oil and Gas - covering High-speed to Low-speed, as per AGMA,
API-613 & API-677 standards
Health monitoring
For all types of critical gearboxes - high-speed and low-speed; Also maintains inventory of
dimension-ready sites for immediate solution
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Corporate Overview Management Statements Statutory Reports Financial Statements
Our products are designed, manufactured and of engineers. Stringent customised and structured
commissioned in adherence with international QAPs are followed at every stage of the business
quality norms, such as DIN/AGMA/API/ISO supply chain to ensure total customer satisfaction.
standards, by a professional and experienced team
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Annual Report 2019-20
WHAT MAKES US
EXCEPTIONAL?
Defence Segment
The Triveni Defence business is focussed on providing
solutions to the Indian Navy and Coast Guard in line with the
Government of India’s ‘Make in India’ guidelines. Leveraging
Manufacturing Strength our technological and engineering expertise, best-in-
World-class quality assurance at our manufacturing class manufacturing infrastructure, and years of expertise
facility lends our products the market-leading ability to in supplying superior technology products, we exhibit
serve diverse customer needs across industries. unmatched levels of dynamism, professionalism and quest
for robust product development. The Defence business is
Our manufacturing STRENGTH is built on: based at Mysuru, and focusses on design, development and
Total integration of the manufacturing systems, with manufacturing of a wide range of defence products. The
in-house core processes up to 2 metre diameter and business has partnered with strategic global technology
in-house heat treatment facility majors for many of the products, not only for indigenous
High-end centres for grinding, hobbing, horizontal and manufacturing to provide competitive solutions but also to
vertical grinding, horizontal boring machines, plano- provide lifecycle support as per the strategic needs of our
milling machines, as well as vertical machining armed forces.
Powerful in-house capabilities at the CMM facility, Products that this BUSINESS deals in are:
comprising a Metallurgical Lab with Carl Zeiss Propulsion Gearboxes and other critical Gearboxes
Precision testing and assembly bay, equipped with Critical Turbo and Motor driven Pumps for sub surface and
multiple workstations and three test benches to test surface ships
gearboxes up to 90 MW capacity Gas Turbine Generators for auxiliary power for warships
Flexible manufacturing capability served through a Fin Stabilisers
multi-modal bay
Propulsion Gas Turbines Packages
Mesh capability for load gear internals ensured through
Propulsion Shafting
Flexi Mesh stand
Propulsion System Integration
Water Jets and its components
Application based EPC solutions
Solutions for Steering Systems / Stabilisers
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Corporate Overview Management Statements Statutory Reports Financial Statements
BUSINESS PROFILE
WATER TREATMENT SOLUTIONS
EFFECTIVE SOLUTIONS FOR EFFICIENT WATER MANAGEMENT
Amid escalating demand for water, and the resultant need for judicious water management and treatment,
we have emerged as a leading solutions provider for water treatment, wastewater treatment and recycling of
water, for industrial and municipal applications.
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Annual Report 2019-20
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Corporate Overview Management Statements Statutory Reports Financial Statements
Clarification
Screening and Thickening
Cost Low footprint
efficiencies Aeration
area
Systems
Oil-Water Anaerobic
Separation Digestion
Adherence Systems Systems
Minimal waste to specific
generation standards/
norms
Solid-Liquid
Filtration Bio Gas
Systems Handling
Systems
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Annual Report 2019-20
Operations and Maintenance (O&M) of water and wastewater savings, while asset management helps in minimising, or
system is critical to ensure sustainable plant operations. We even eliminating plant shutdowns, thus preventing any
provide efficient and effective O&M services, customised to interruption in operations and extending the life of the clients’
client requirements, for water and wastewater treatment mechanical equipment. O&M is also the key to deferment of
plants. Optimised operations enable significant energy expensive mechanical equipment replacement.
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Technology Edge
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Annual Report 2019-20
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Dear Shareholders,
It is with mixed emotions that I am addressing you at this critical
juncture: At the one end of the spectrum, there is a sense
of pride and accomplishment over the record performance
posted by the Company during the year, whereas at the other
end is the COVID-19 pandemic which has caught the world
under its fold, costing countless human lives and disrupting
the entire cycle of global economy. We have not faced a more
uncertain environment before, but I do believe that we have the
ability to combat the pandemic, and emerge as the winner, even
stronger than before.
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Annual Report 2019-20
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Annual Report 2019-20
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We achieved a historic high of sugar production of over one In view of the expected production of ~31 million tonnes in
million tonnes during the year. Further, Khatauli Sugar Mill, the next sugar season, exports would need to be carried on
our largest sugar mill, recorded the highest sugarcane crush unabated, and we feel that the GoI, as in the past, will support
and sugar production in the country. Three sugar mills (out of such export programme.
seven) of the Company recorded a recovery of 12% or more
during the current sugar season.
What was the main reason for turnaround in
Our excellent numbers in sugar recovery and crushing stand Water Business? Please elaborate on the factors
testimony to the success of our overall approach, and we shall that steered this positivity. What is the way
continue to sharpen our focus on our sugarcane cultivation forward?
programme to further boost efficiencies and productivity, going
As expected, post the turnaround in FY 19, the Water business
forward.
has continued to post remarkable growth, and recorded the
Our extensive sugarcane development programme remains historical highest annual turnover of ` 306 crore with PBIT
a strong pillar of our sustained growth, year on year, and we of ` 24 crore during the year under review. Our operational
shall continue to invest in it as we scale up our collaborative efficiencies showed considerable improvement in view of better
engagement with the farmers in the spirit of mutual interest. project management, and as a result of concerted initiatives
It is our focussed endeavour to facilitate the farmers to shift to improve and streamline the systems and processes.
more proactively towards new varieties of sugarcane, higher Unfortunately, the order booking is becoming lumpy due to
recoveries and more efficient operations, to enable increased uneven finalisation of tenders and thus, the order booking
productivity and incomes. Further, we have identified sugarcane during the year has been nominal. We have tendered for much
centre operational efficiency and logistics for the transportation larger projects and we believe the order booking for FY 21 from
of sugarcane as our next focus areas, with the intent of reducing this business should be back on track.
the cut-to-crush time and bring about greater cost efficiency.
Increased Government spending on water infrastructure
Our Distillery business is further powering our growth strategy under various key and flagship schemes has been a key factor
through enhanced capacities and improved efficiencies year on propelling growth in this business, and we see the focus on this
year. We have adequate captive molasses for our distilleries area continuing. The urban demand for water and wastewater
and during the year, ~33.7% of ethanol production was by using treatment plants is not likely to diminish and we shall continue
B-Heavy molasses. Subject to proper pricing, we may consider to pursue opportunities with National Mission for Clean Ganga
adding distillation capacity to produce ethanol directly from (NMCG), UP Jal Nigam, Delhi Jal Board, Bangalore Water
sugarcane juice. Supply and Sewage Board (BWSSB) and various other clients
in EPC and HAM / PPP projects. We are also exploring PPP
opportunities for STP recycling on PPP format.
What is your assessment on continuance of
thrust on export of sugar?
What are the reasons which led to an impressive
growth in the Gears business despite subdued
industrial activity, especially in the capital goods
The sugar export programme was continued by GoI in the sugar industry?
year 2019-20 through Maximum Admissible Export Quantity
(MAEQ) programme. The GoI incentivised the same by providing Our Gears business had an excellent year, with revenues higher
a lump-sum Export subsidy of ` 10,448 per tonne for exports at ` 154.2 crore and PBIT of ` 48.5 crore. Our outstanding order
up to 6 million tonnes. Subsequently, the Government also book in this business is ` 152.0 crore. As I pointed out earlier,
announced reallocation procedure for MAEQ for those mills OEM sales, refurbishment, spares and service were the areas
that had not exported or did not wish to export sugar, which led that saw significant growth, particularly in the global market.
to creation of more potential for export for others. The export Further, our foray into the Built to Print segment, wherein the
programme was reasonably successful and it is expected that Company has tied up with large OEMs globally, will help the
the exports may reach 5+ million tonnes. Apart from the initial business to expand its activities to mitigate the slowdown in
quota of 1,79,183 tonnes, we were granted additional quota of economic activities.
94,210 tonnes in two tranches.
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Annual Report 2019-20
Here again, the Government policies have played a critical role What are the projects under contemplation
in encouraging business sentiment and the ‘Make in India’ presently?
initiative, in particular, has created a multitude of opportunities
for diverse engineered products. We continue to leverage our
capabilities to actively participate in many of these indigenous
development projects. In particular, we saw significant As I mentioned earlier, we are open to enhancement in
opportunities for growth in the Defence sector, where new distillation capacity subject to viable prices being prescribed
projects are being customised for critical equipment. This for ethanol produced from B-heavy molasses and sugarcane
offers substantial value to the existing portfolio of rotating juice. The GoI is committed on higher EBP, and we feel that
equipment. We have already gained some foothold in the rationalisation in the policy and pricing will afford us an
critical turbo pumps space in the Naval Defence segment, on opportunity to participate in this programme.
which we are initially focussing.
In view of acute shortage of hand sanitizers in the aftermath
With the Prime Minister’s clarion call for ‘Atma Nirbhar Bharat’ of COVID-19, we have set up a sanitizer manufacturing facility
(Self-Reliant India), the focus on indigenous production is likely in a short span to meet the demand in the state of UP. We have
to actually get galvanised into significant new opportunities in ramped up our production and currently we are producing
the medium term, translating into new avenues of growth going 10,000 litres per day under the brand name “GermCare’,
forward. which we are marketing in various sizes. We also intend to
manufacture premium quality hand sanitizers and, in view
The COVID-19 pandemic has created unprecedented of its long-term demand, we will harness and invest in the
uncertainty, threat to life and disruption of business segment as a value-added business proposition, rooted in our
and industrial activity. What is the likely impact on sustained efforts to diversify our product portfolio as a risk
the businesses of the Company? mitigation measure.
The lockdown in the country was declared from March 25, 2020, We are looking at even smaller projects, such as ash
but our sugar factories, including distilleries and generation of granulation and capturing of CO2, to cover all possible values
power, continued to operate uninterruptedly in view of sugar in our business chain.
being an essential commodity. There were acute supply chain
challenges but with the cooperation of the State and Central In view of the outstanding performance of the
Governments, these were effectively managed. Both the Company in the year, how do you propose to
Engineering businesses closed down for a period of 3-5 weeks reward the shareholders?
but attained normal operations by the middle of May 2020.
Due to the lockdown and closure of user factories, sugar The Company believes in adequately rewarding the
demand was impacted but it is returning to normalcy as the shareholders. The Company had come out with Buyback of
lockdown restrictions are being relaxed. It is expected that shares to the extent of ` 100 crore in FY 20, and in the same
sugar consumption for SS 2019-20 may decline by around 0.5 year, in March 2020, we paid interim dividend of ` 1.1 per
million tonnes. Further, the ethanol offtake was also impacted equity share (110%). Going forward, the Board will evaluate the
but with the help of Oil Marketing Companies, we were allotted position at an appropriate time.
new depots for supply and hence, the distilleries continued to
operate at full capacity without any interruption.
35
Corporate Overview Management Statements Statutory Reports Financial Statements
MANAGEMENT DISCUSSION
AND ANALYSIS
36
Annual Report 2019-20
SUGAR BUSINESS
37
Corporate Overview Management Statements Statutory Reports Financial Statements
THE SUGAR MARKET shut down operations in UP early because of the lockdown,
Market Analysis which led to the diversion of an additional quantity of sugarcane
As a major propeller of India’s progressive agenda, the Indian to mills for crushing. The sugar production in the country, till May
sugar industry has emerged as a key driver for the nation’s 31, 2020, stood at 26.82 million tonnes, and is estimated to be
rural economic development. A decade of concerted sugarcane over 27 million tonnes in SS 2019-20. This decline in production
development and adoption of more scientific agronomical is a result of reduced output from Maharashtra and Karnataka,
practices, together with timely regulatory changes, has led to as well as the diversion of B-Heavy molasses towards ethanol
significant transformation in the Indian sugar industry over the production, which resulted in lower sugar output by around 0.5
year. It has positioned India as a leading producer of sugar in million tonnes. The diversion during this season was twice the
the world. quantity diverted during the previous season.
During SS 2019-20, sugarcane area, as reported by the FRP v/s SAP (` per Quintal)
Agriculture Department, was 52.45 lakh hectares, down by 315
320
5.51% year-on-year. The major drop was accounted by the 305 305 315
states of Maharashtra and Karnataka, which were adversely 300
280
impacted by poor water availability in the plantation period and 280
275
floods during the crucial growth stage. 275
260
240 255
Sugar Production
As on March 31, 2020, the country’s sugar output for SS 2019-20 220 230 230
stood at 23.3 million tonnes, down by 6.4 million tonnes year-on- 200
year. COVID-19 has impacted the sugar production positively, as 2015-16 2016-17 2017-18 2018-19 2019-20
38
Annual Report 2019-20
The high cost of sugarcane, and resultant higher cost of Average Monthly Domestic realisation of the Company
production of sugar, makes it difficult for Indian manufacturers (`/quintal)
to compete in the international market, and adversely affects
3,500
the sugar exports programme. Under the circumstances,
exports are viable only with Export subsidy or financial 3,400
assistance from the Government. Sugarcane price in India is 3,300
60-70% higher than that of Brazil or Thailand. 3,200
3,100
As per the Food Ministry’s data, as on May 28, 2020, sugarcane
arrears in sugar season 2019-20 stood at ` 17,134 crore on FRP 3,000
19 9 9 9 9 9 9 9 9 0 0 0
basis and ` 21,238 crore on SAP basis. Sugar prices remained r- -1 -1 l-1 g-1 p-1 ct-1 ov-1 c-1 n-2 b-2 ar-2
Ap ay Jun Ju Au Se O N De Ja Fe M
M
range bound, and in most parts of the country remained just
above the MSP, thereby impacting the capability of the mills to TEIL MSP
pay sugarcane farmers. CACP, in its recommendations to the
Government for the fixation of FRP, has strongly recommended Domestic price is more fundamentally driven by the quota
implementation of the Revenue Sharing Formula (RSF) based system, with the Government determining the quantity to be
on revenue generated from sugar and primary co-products, as supplied in a month. This is done through monthly despatch
earlier recommended by the Dr. Rangarajan Committee. Adoption quota prescribed for each sugar mill, taking into consideration
of the formula by all States is the key to long-term sustainability the consumption pattern. It allows the Government to regulate
of the Sugar sector. During the period when RSF is lower than the prices subject to MSP. The consumer demand in India is
FRP, the difference can be paid to the farmers through a Price almost consistent but institutional supplies are based on
Stabilisation Fund (PSF), which can be created by imposing tax seasonal factors and festivities.
on soft drinks / beverages, as well as dual pricing for industrial
and household sectors, that can be planned to generate extra From the above graph, it can be seen that a dip in sugar
funds and keep those under PSF. The Commission recommended prices was followed by a rise in price levels and vice versa.
setting up of a Committee to explore various possibilities for This was due to the checks by Department of Food and Public
managing the PSF. Distribution (DFPD) with regard to liquidation of stocks and
imposition of balanced monthly despatch quota for each sugar
CACP also recommended the abolition of SAP and adoption factory. Throughout the year, this variation in prices also helped
of FRP uniformly, throughout the country. In case the State in keeping under check the speculative stocks positioning by
Governments still decide to announce SAP, the difference Institutional buyers and the volume of sugar inventory in transit.
between FRP and SAP should be directly paid by the State A few deficit states, like Andhra Pradesh, Telangana and Tamil
Government to the farmers. Nadu, were well catered by supplies from the Western states of
India, whereas majority of Gujarat and Rajasthan markets were
While the Government has supported the industry with soft covered by the North Indian mills.
loans, benefits of MSP, buffer stocks, export subsidies and
incentives, the root cause - mismatch between sugarcane price Due to the lockdown imposed by the Central Government from
and sugar price - has remained unresolved. In order to bring the last week of March 2020, sugar prices have fallen to the
financial stability to the Sugar industry, key reform for linking level of Minimum Selling Price (MSP) of ` 31 per kilo from ` 32.5
sugarcane price with sugar price is essential. per kilo in February 2020. The sugar mills were unable to fulfil
their monthly sales quota allocated by the Government due
Sugar Prices to the significantly lower institutional demand in this period.
Domestic The drop in sales consequently led to pressure on the working
The average sugar price trend showed volatility during FY 20, capital requirements of sugar mills, which further negatively
with a peak of ` 3,490 per quintal in September 2019 from a impacted the sugarcane payment to farmers.
bottom of ` 3,210 per quintal in July 2019. The variation in the
domestic sugar prices was primarily due to difference in the Global
monthly release of sugar for sale between various states of International price contracts of both raw and white sugar
the country. Sugar price realisation for Triveni has always been traded mostly based on Thailand and Brazil production
much above the Minimum Selling Price (MSP) announced by estimates. After a peak of 15.78 USD cents/pound, the near-
the Government. month contract of raw sugar dipped to 10 USD cents/pound.
39
Corporate Overview Management Statements Statutory Reports Financial Statements
Likewise, white sugar plunged to USD 294 per tonne after due to drought. With shortage of packing materials and labour
touching a peak of USD 451 per tonne. at ports, there were problems in shipping sugar consignments
to export markets. This resulted in decline in the global sugar
NY 11 & London 5 Sugar Price Trend
prices. Lower demand adversely impacted the sale of both
16.50 495 sugar and ethanol, with maintenance of sugar inventory and
15.50 460 storage of ethanol emerging as major problems for integrated
14.50 425 sugar manufacturers.
13.50 390
12.50 355
Government Policies
320
The Government derives its power from the Essential
11.50
Commodities (EC) Act 1955, which gives it the authority to
10.50 285
declare policies such as the monthly sales quota mechanism
9.50 250
19 -19 -19 l-19 -19 -19 t-19 -19 -19 -20 -20 -20 -20
for individual sugar factories, the minimum selling price
r- y n u g p c v c n b r r
-Ap -Ma -Ju 1-J -Au -Se -O -No -De -Ja -Fe -Ma -Ap for sugar (MSP), the creation of a sugar buffer stock, among
1 1 1 1 1 1 1 1 1 1 1 1
others. Sugar has been declared an essential commodity as
NY 11 (Raw Sugar) (Cents/Pound) London 5 (White Sugar) (USD/MT)
it is an item of mass consumption, with sugarcane being a
highly remunerative crop that attracts and supports millions of
The most challenging part of the Surplus to Deficit price trend farmers and their families across the country. The controls with
was the transitional changes in the fundamentals, in addition respect to sugar include determining the mill-wise monthly
to some other factors like drastic price decline against short of despatch quota to maintain sugar prices, subject to MSP, in
large specs, China’s slow buying, Indian export subsidies etc. order to meet consumption demand. Other controls relate
Thailand’s varying crop estimates, El Niño effects and regional to managing a buffer between the deficit and surplus states,
carry forwards also triggered fluctuations. Thus, both raw and creating buffer stocks to mitigate higher sugar inventories,
white sugar prices have been under pressure – because of export decisions to correct surplus sugar inventory, and
global oversupply on the one hand and ramping up of India’s also to provide soft loans in challenging conditions to pay
exports on the other. White sugar’s premium also varied during the sugarcane price. The controls with respect to sugarcane
the timeframe - from a bottom as low as USD 40. During the are fixed as per FRP by the Central Government and in some
last fortnight of March 2020, the near-month contract was states, including Uttar Pradesh, the State Advised Price (SAP)
additionally under undue pressure due to COVID-19. is fixed by the State Government. Further, the Government of
India has taken several steps to increase the viability of the
The Brazilian currency traded at an all-time low and oil prices industry through optimum utilisation of the co-products and to
also remained weak during April-May 2020. Owing to the encourage several streams of revenue for the sugar mills.
demand destruction of sugar and fall in ethanol prices, Brazil
Real came down drastically. The impact of COVID-19 resulted in Typically, large inventories of sugar would have had a
lower sugar demand, stalled exports, and lower ethanol sales. devastating impact on pricing, but introduction of the MSP
The world also witnessed sharp decline in oil prices due to by the Government has prevented such a collapse. It is still
COVID-19 and various geopolitical factors. This impacted the argued by the industry association, however, that the MSP is
mix of sugarcane usage in Brazil for manufacturing of ethanol lower than the average cost of production of the country. MSP
vis-à-vis sugar, while in Thailand sugar production declined offers a base price and, for most parts of the country, the sugar
realisations are close to MSP, whereas the average realisation
for UP sugar mills for sale of crystal sugar are typically higher
The world also witnessed sharp decline than MSP, with refined sugar fetching some premium to the
crystal sugar. The introduction of Maximum Admissible Export
in oil prices due to COVID-19 and various
Quota (MAEQ), and the subsidy linked to it, encouraged the non-
geopolitical factors. This impacted the mix of coastal sugar producing states of India to actively participate
sugarcane usage in Brazil for manufacturing in the export programme. Various initiatives were also taken to
of ethanol vis-à-vis sugar, while in Thailand engage in bilateral talks with nearby countries to promote the
sugar production declined due to drought. export of sugar from India.
40
Annual Report 2019-20
In order to maintain the demand-supply balance in the country, export of sugar will be in the range of ~5.0 million tonnes, on
the Government took various timely decisions during the fiscal account of the impact of COVID-19, volatility in global sugar
under review: prices etc. Port activities also slowed down amid the COVID-19,
thus impacting exports. Concurrently, international sugar
The Cabinet Committee on Economic Affairs (CCEA) approved
prices plummeted to their lowest levels in recent years, though
creation of buffer stock of 4.0 million tonnes of sugar for one
a few exports did continue to some destinations, based on
year - from August 1, 2019 to July 31, 2020, which would
specific demand. Mills had contracted about 4.2 million tonnes
incur estimated maximum expenditure of ` 1,674 crore. The
of exports by the beginning of May, and exports are likely to
reimbursement under the scheme would be met through
quarterly payments to sugar mills, to be directly credited into resume in the coming months of 2020. As per the industry
the farmers’ account on behalf of the mills against sugarcane association, “with demand picking up, and an expected increase
price dues. in demand to refill the pipeline, which will come sooner or later,
sugar sales in the 2019-20 sugar season ending September
MAEQ - An Export Quota of 6.0 million tonnes was allocated may be around 0.5 million tonnes less than last year”. This
to all sugar mills on September 12, 2019, with export date till will reduce the annual estimated consumption to about 25
September 30, 2020. The Government notified a scheme for million tonnes, and as a result, the estimated sugar inventory
providing Export subsidy of ` 10,448 per tonne for export of as at the end of September 2020 would be approximately
sugar, covering expense on marketing cost, including handling, 11.5 million tonnes.
upgrading and other processing costs as well as costs of
international and internal transport and freight charges on With the re-opening of the country, especially markets, malls
export of sugar. All such assistance under the scheme will be and restaurants, in the coming days, sugar demand should rise
used to clear sugarcane payment dues of farmers. and reach its normal levels, thus translating into better sales.
On July 24, 2019, the GoI announced FRP of ` 2,750 per tonne However, the recovery from COVID-19 related price falls will be
for sugarcane to be purchased in SS 2019-20 – the same slow, as consumption will remain subdued and global output is
level as in SS18-19, corresponding to 10% recovery with a also estimated to rise.
premium of ` 2.75 per quintal for every 0.1% rise in recovery.
With preliminary estimates of SS 2020-21 in the range of 31
Demand-Supply Scenario to 32 million tonnes, India is expected to face another bumper
Domestic year of sugar production, where industry will need to divert
Indian Sugar Industry substantially more sugar towards ethanol production and also
The Government of India has fixed an export target of 6.0 million actively participate in the export campaign with support from
tonnes for SS 2019-20. However, it is expected that the likely the Government.
The Government of
India has fixed an
export target of 6.0
million tonnes for SS
2019-20. However, it
is expected that the
likely export of sugar
will be in the range of
~5.0 million tonnes
41
Corporate Overview Management Statements Statutory Reports Financial Statements
42
Annual Report 2019-20
The Government is proactively promoting the setting up of issued. Further, in January 2020, OMCs tendered additional 253
distillation capacities for the manufacture of ethanol for crore litres. The drastic reduction in bids is mainly attributable
blending with petrol by offering substantial subvention of to lower sugarcane production in the major ethanol producing
interest on loans required to set up distilleries, and has fixed states of Maharashtra and Karnataka. The situation was further
remunerative ethanol prices through Oil Marketing Companies aggravated by the UP Government’s decision to increase the
(OMCs). Higher ethanol prices have been fixed for ethanol reservation of molasses from 16% last year to 18%, and to
manufactured from B-heavy molasses and directly from extend this reservation to captive consumption of molasses,
sugarcane juice, to encourage higher volume production of which was not there last year.
ethanol. As per industry estimates, on an average, B-Heavy
The OMCs, on June 1, 2020, floated the third round of
molasses diverted by the Sugar industry during SS 2019-20
Expression of Interest (EoI) submission, inviting bids from
will be equivalent to at least 0.5 million tonnes of sugar.
ethanol producers for another 990 million litres of ethanol for
Demand-Supply Scenario supplies during July-November 2020.
For the marketing year (December–November) 2019-20, Oil Historical information on the ethanol requirement, contracts
Marketing Companies invited bids for 511 crore litres of ethanol, finalised and supplied by sugar companies since 2014-15 is
against which the quantity offered in the first round is approx. as under:
163 crore litres, of which LOIs for 156.5 crore litres have been
265
281
314
329
511
89
131
81
164
245
160(*)
59
111
58
143
173
66(*)
2014-15 2015-16 2016-17 2017-18 2018-19 2019-20 2014-15 2015-16 2016-17 2017-18 2018-19 2019-20 2014-15 2015-16 2016-17 2017-18 2018-19 2019-20
Government Policy A notable intervention by the Government in this area has been
The various policy initiatives undertaken by the Indian the National Biofuel Policy, announced in 2018 for accelerated
Government for ethanol blending, over the years, include: development and utilisation of biofuels in view of the current
direct and indirect subsidies to fossil fuels and distortions in
2019 energy pricing.
Fixed higher
ethanol price
2018 derived from 2002 The Policy categorises biofuels as:
National different raw EBP started
Biofuel Policy materials “Basic Biofuels” - First Generation (1G) bioethanol and
biodiesel
43
Corporate Overview Management Statements Statutory Reports Financial Statements
The Government has fixed higher price for ethanol derived of loss of power to large areas due to shut-down, reduced
from different raw materials under the EBP, for ethanol supply transmission and distribution losses, sustained local power
from December 1, 2019 to November 30, 2020, as under: supply, and employment generation. The importance of having
high efficiency grid connected co-generation power plants for
I. The price of ethanol from C-heavy molasses route increased generating exportable surplus has been well established in the
from ` 43.46 per litre to ` 43.75 per litre Indian sugar mills.
II. The price of ethanol from B-heavy molasses route increased
from ` 52.43 per litre to ` 54.27 per litre Market Analysis
The installed power generation capacity in India was 3,70,106
III. The price of ethanol from sugarcane juice/sugar/sugar MW as on March 31, 2020, of which 87,028 MW was renewable
syrup route fixed at ` 59.48 per litre power. The Government has set a target of 175 GW renewable
IV. Additionally, GST and transportation charges will also power installed capacity by the end of 2022, which includes 60
be payable, and OMCs have been advised to fix realistic GW from wind power, 100 GW from solar power, 10 GW from
transportation charges so that long-distance transportation biomass power and 5 GW from small hydropower. The all-
of ethanol is not disincentivised India potential of bagasse-based co-generation is estimated
at 7,000-7,500 MW. UP is the leading state in bagasse-based
In order to boost the country’s ethanol production, the power generation, with an installed capacity of around 1,200
Government has approved 362 projects with an investment MW. The potential of bagasse co-generation within UP is around
of ` 18,600 crore for enhancing additional ethanol production 1,500 MW from over 130 sugar mills.
capacity of 400 crore litres in the next two years. The total
ethanol production capacity would touch 755 crore litres, which Demand Drivers
will help the country achieve 20% ethanol blending with petrol, India has witnessed sharp increase in energy consumption,
by 2030. The Government is proactively pushing to augment triggered by high levels of economic growth and industrialisation,
ethanol production capacities in order to achieve successful in the past couple of decades. Power demand in the residential
10% ethanol blending by 2022 and 20% by 2030. sector has also increased. However, limited fossil fuel availability
necessitates utilisation of non-conventional fuel sources for
During the year, the Ministry of Environment also announced
power generation. Bagasse co-generation not only reduces
waiver of green clearance requirements for distilleries that
dependence on conventional fuel sources but also helps in saving
are planning to produce up to 50% more ethanol than their
precious foreign exchange by limiting the import of coal. The
nameplate capacity without increasing pollution, which will
clean energy so generated with bagasse has a favourable impact
help sugar mills to divert more molasses towards ethanol.
on climate. India’s climate action plan aims for 40% installed
THE CO-GENERATION MARKET capacity from non-fossil fuel by 2030. Using bagasse for power
Co-generation is a decentralised incremental power addition generation also leads to significant revenue generation for sugar
that has many associated benefits, such as mitigated risk mills through the sale of electricity.
44
Annual Report 2019-20
45
Corporate Overview Management Statements Statutory Reports Financial Statements
(Million Tonnes)
Units Sugar Recovery (%) Sugarcane Crushed Sugar Production
SS SS SS SS SS SS
2019-20 (*) 2018-19 2019-20 2018-19 2019-20 2018-19
Khatauli 11.67 11.67 2.47 2.12 0.29 0.25
Deoband 10.95 11.52 1.68 1.46 0.18 0.17
Ramkola 12.00 11.54 0.83 1.04 0.10 0.12
Sabitgarh 12.11 11.89 0.97 0.89 0.12 0.11
Chandanpur 12.25 12.40 0.95 0.89 0.12 0.11
Rani Nangal 11.22 12.35 1.03 0.87 0.12 0.11
Milak Narayanpur 10.83 11.50 0.81 0.71 0.09 0.08
Group 11.54 11.79 8.74 7.98 1.01 0.94
*For SS 19-20, on a like-to-like basis, the comparable recovery would have been 11.97%
The sugarcane crush in the current season has been also agronomic practices have positively impacted yields, earning
helped by extremely low diversion of sugarcane since the the confidence of about 3,00,000 sugarcane growers.
last week of March 2020 till conclusion of the season, as
The Company has been working relentlessly with sugarcane
manufacturers of jaggery and alternate sweeteners stayed
growers, encouraging and incentivising them to adopt new
away due to COVID-19.
technologies to promote efficiency and competitiveness.
The programme is also aimed at helping the Government in
Chandanpur, Milak Narayanpur and Sabitgarh units operate
achieving the goal of doubling farmers’ income by 2022.
incidental co-generation power plants and export the surplus
power to the grid. Triveni generated power export revenue of Triveni’s focus during the year remained on the following key
` 12.55 crore in FY 20 from these power plants. activities:
a) Increasing productivity considerably by using new
Organic Growth through Triveni Sugarcane Development
technologies
Programme
Triveni’s sugarcane development programme is a key propeller b) Better farm management practices, including soil testing
of its socially and financially inclusive growth strategy. The and mapping
Company works and engages continuously with farmers to
c) Improving sugarcane yield with propagation and adoption
increase farm productivity through its well-planned Sugarcane
of high sucrose varieties
Development Programme. This programme is carried out with
rigour across all the seven sugar manufacturing units. Triveni’s d) Better irrigation techniques, since sugarcane is a water-
efforts in providing high-yielding seeds and inducing better intensive crop; Improvement in productivity also provides
opportunity to save a scarce resource like water
46
Annual Report 2019-20
Cumulatively, these continuous efforts have led to significant increase in sugarcane yields from the given area under sugarcane
plantation, leading to increased sugarcane crushing. While the state of Uttar Pradesh showed a CAGR of 8.47% in sugarcane crushed
in the past five seasons, the Company achieved a CAGR of 11.24% in sugarcane crushing during the same period, underlining the
positive robustness of the Company’s strategic approach.
47
Corporate Overview Management Statements Statutory Reports Financial Statements
During the past few years, the Company’s sustained efforts (AI) in sugarcane production management, crop and soil health
have helped in increasing the varietal mix towards early monitoring, predictive crop-analysis, and also in creating a
and improved varieties of sugarcane, leading to significantly smart and digital supply chain.
enhanced recoveries. Focus on plantation of high sugared/
high yielding early varieties, such as Co-0238, Co-0118, Co- Sugar Outlook
98014, CoJ-85 and the improved CoJ-88 variety, has helped in Impact of COVID-19
transforming the varietal balance. Over the years, the Company Even after the imposition of lockdown in the country from
has succeeded in shifting the farmers from planting rejected March 25, 2020 in the wake of the outbreak of COVID-19,
varieties of cane to high yielding high sucrose varieties, sugar factories continued to operate at full capacity in view
resulting in overall improvement in the quantity and quality of of sugar being an essential commodity. The Central and State
sugarcane crushing at all the Triveni facilities. Governments worked closely together to address the initial
supply chain challenges in this period. The sugarcane crush
Besides varietal development, the Company is also working
and sugar production for the current season have ended in
on yield enhancement activities, planting by trench method,
early June 2020, and there has been no loss of production.
4-5 feet planting, single bud planting, planting by upper 1/3rd
However, the lockdown period did affect sugar consumption
portion of sugarcane, such as green manuring, intercropping
due to reduced institutional demand, resulting from closure
and deep ploughing.
of factories requiring sugar in their products (beverages,
Triveni’s extensive Soil Health Programme is focussed on regular confectioneries, sweet shops), closure of restaurants and
monitoring of the soil fertility status. The programme promotes eateries, hotels, restrictions on social gatherings etc. It is
farm holding based soil sample collection and testing, with expected that this could cause sugar consumption for SS 2019-
active participation of the farmers. Based on the soil test reports, 20 to decline by around 0.5 million tonnes.
recommendations with respect to nutrients and fertilisers
required for individual farms are given to help farmers improve The profitability of sugar mills in the country may be impacted
productivity through judicious use of high quality inputs. in FY 21 due to reduction in industrial usage of sugar, lower
demand for ethanol in the first quarter, and decline in exports
Triveni’s sugarcane development team works closely with in view of the ongoing COVID-19 crisis.
farmers, right from seed preparation to plantation, plant
protection - pest and disease control management and The exports programme for the Indian Sugar industry has also
harvesting. As part of the programme, optimising the nutrient been impacted due to decline in international sugar prices by
content in soil for farming operations is also undertaken. almost a quarter between January and April. The decline has
Farmers are being educated and persuaded about the benefits been caused mainly because large supplier nations, including
of these scientific methods through various channels, such as Brazil, are switching from ethanol to sugar due to lower global
publicity, door-to-door contact, grower interactions, etc. oil demand and low crude oil prices.
Change in Sugarcane Varietal Mix & Recovery (%)
Estimated production
100.00 12.00 During SS 2019-20, states like Maharashtra and Karnataka
90.00 11.50 faced some erratic agro-climatic conditions. While majority
80.00 of the sugarcane areas faced drought whereas during the
11.00
70.00 plantation period, in the growth stages, there were excess rains
60.00 10.50
leading to floods. Parts of Southern Maharashtra and Northern
50.00 10.00
Karnataka were completely submerged in water, which resulted
40.00 9.50 in variation in crop estimates and led to fluctuations in the
30.00
9.00 fundamental parameters driving domestic market. However,
20.00
8.50 opening stocks and sugarcane production from Uttar Pradesh
10.00
were enough to offset the odds. Considering active participation
0.00 8.00
2013-14 2014-15 2015-16 2016-17 2017-18 2018-19 2019-20 in the Government’s export campaign by the industry, SS 2019-
Early General Reject Recovery 20 is likely to close with a stock of at least 11.5 million tonnes
Year is Sugar Season (October-September) – including the impact of lower consumption due to COVID-19 -
which represents sugar consumption of around 5 months. This is
For SS 19-20, on a like-to-like basis, the comparable recovery would
have been 11.97% a higher inventory level as against normalised level of 3 months.
Going forward, the Company believes that the Sugar sector Initial crop estimates of SS 2020-21 are indicating sugar
should explore potential applications of Artificial Intelligence production in the range of 31- 32 million tonnes, with significant
48
Annual Report 2019-20
increase from Maharashtra and Karnataka. Water availability is In Thailand, sugar production in 2019-20 declined to 8.4
comfortable in most of the reservoirs, which will lure farmers million tonnes from 14.7 million tonnes a year ago, due to the
to roll back to their favourite and most remunerative crop i.e. combination of a sharp drop in area under cultivation and very
sugarcane. Estimates indicate a rise in cultivation area in the poor yields following drought. It is estimated that the sugarcane
range of 20-25%. The India Meteorological Department (IMD) crush may decline further to 60-65 million tonnes in 2020-21,
also predicted a normal monsoon for 2020, in the range of 96- as the most severe drought in four decades prevented planting
104% of normal. Also, in Uttar Pradesh, the spring planting has during a key period. However, there has been improved rainfall
been satisfactory and it will pave the way for normal crop next since March, so it is estimated that there would be only a
season. modest drop in sugar production - to 8.0 million tonnes, with
poor sugarcane prices at a time of rising prices for cassava - a
The net surplus of sugar (after exports) shall remain a major key competitor for sugarcane cultivation - estimated to have
concern and there are only two options to liquidate the surplus driven more farmers to switch between crops.
stocks: maximisation of sugar exports and optimal diversion
of B-heavy molasses and sugarcane juice/syrup for ethanol As per recent estimates, global sugar production (including
production. With lower international prices of raw sugar, despite beet sugar) in 2020-21 may rise by 15.5 million tonnes to 187.9
recent depreciation of the Indian Rupee, more support from the million tonnes - a 3-year high, which would more than offset
Government will be required by way of higher export subsidy the previous year’s drop of 13.5 million tonnes. This will be the
or increase in MSP in the domestic market. Improvement second highest output ever after the record crop of 201.9 million
in ethanol prices will also result in enhanced production of tonnes produced in 2017-18. With Brazil and India expected to
B-heavy molasses for ethanol manufacturing. produce much more sugar in the new season, world cane sugar
production is seen rising by 16.5 million tonnes in the year, to
Brazil, which had witnessed demand destruction of sugar and fall 147.6 million tonnes.
in ethanol prices, coupled with the COVID-19 impact, is projected
by recent industry estimates to see a surge in sugar production Alcohol Business Performance
to 41.5 million tonnes in 2020-21 from 31.0 million tonnes in The Company’s Alcohol business comprises two distilleries
2019-20. Due to the collapse in both crude oil prices and the with aggregate capacity of 320 Kilo Litre per Day (KLPD). These
Brazilian currency earlier this year, sugar millers could be seen state-of-the-art molasses-based distilleries in Muzaffarnagar
switching to sugar production again at the beginning of the new district and Sabitgarh Sugar unit, Bulandshahar district in
crush (45.3% sugar mix as of May 15 compared with 32.2% a U.P, are among the largest single stream molasses-based
year ago). Output in the North/Northeast region is expected to distilleries in India. These distilleries have assured access to
rise to 3.0 million tonnes, from 2.8 million tonnes last year. consistent supply of captive raw material (molasses) – C-heavy
SS 2019-20 is likely
to close with a stock
of at least 11.5
million tonnes –
including the impact
of lower consumption
due to COVID-19 –
which represents
sugar consumption
of around 5 months.
This is a higher
inventory level as
against normalised
level of 3 months.
49
Corporate Overview Management Statements Statutory Reports Financial Statements
as well as B-heavy molasses. The distillery at Muzaffarnagar has been steadily improving, and Triveni has aggressively
has a flexible manufacturing process, allowing it to produce participated in all tenders issued by the OMCs for procurement
high quality Extra Neutral Alcohol (ENA), Rectified Spirit (RS), of ethanol, securing sizeable quantities. Encouraged by the
Specially Denatured Spirit (SDS) and Ethanol, based on the Government policies, both the Company’s distilleries have
market dynamics and requirements, whereas the distillery at operated with B-heavy molasses successfully.
Sabitgarh is designed to produce only ethanol. Over the last
few years, bulk of the Muzaffarnagar distillery’s production The distillery units continued to operate efficiently and achieved
has been ethanol, for supplying to OMCs for blending in petrol. high levels of the fermentation and distillation efficiencies
The ethanol produced from the distillery is also supplied to during the year. More than 97% sales of the alcohol business
other major players in the Oil and Gas sector. The distillery at was of ethanol during the year, with the balance around 3%
Sabitgarh started production during Q1 FY 20. being ENA. The total production of the distilleries for FY 20 was
93.83 million litres, while sales stood at 84.57 million litres.
In line with the new directives and guidelines of the Government
of India regarding effluent treatment, and to ensure Zero Outlook
Liquid Discharge, the Company has set up concentrated spent Impact of COVID-19
wash (termed as SLOP) fired incineration boilers at both The operations of the distillery remained normal during the
the distilleries. Both the distilleries are in compliance of all lockdown period, and it continues to operate normally in view
pollution norms. Permission has been received in respect of of ethanol being an essential commodity. However, during
the distillery at Sabitgarh to operate for 350 days in a year, and the lockdown period, the offtake of ethanol to contractual
permission for Muzaffarnagar distillery to operate for 350 days depots was severely affected due to the much reduced petrol
is expected shortly. consumption. But it was possible, even during this period,
for the Company to work out arrangements with OMCs to
Performance Overview deliver ethanol to some distant depots, so that the distillery
Triveni has maintained steady growth in this business, on production was not affected. It is expected that with increase in
account of the increasing focus on ethanol production. Ethanol, economic activities, fuel consumption will gradually increase,
also known as fuel alcohol, is blended with petrol as a green which in turn will lead to restoration of normal offtake of
fuel. Apart from augmenting the country’s fuel self-sufficiency ethanol.
with cost advantage, it helps in reducing the carbon footprint
and results in savings of precious foreign exchange on import of Business
crude oil. As per the bio-fuel policy of the Central Government, It will take some time before normalcy is achieved in ethanol
ethanol blending is targeted at 20% by 2030, creating continued offtake, but the Company will continue to produce B-heavy and
demand from indigenous suppliers. The offtake by OMCs C-heavy molasses to produce ethanol.
50
Annual Report 2019-20
The ethanol blending programme is a key factor for the Indian Unit-wise capacities of the co-generation plants are as follows:
Sugar industry to balance its demand-supply scenario, as, in Sl. No. Name of the unit Installed capacity
lean sugar years, revenue from the distillery business helps
1. Deoband 22 MW
sustain operations. In SS 2020-21, a healthy ethanol blending
programme will help balance the higher sugar stocks. Due to 2. Khatauli - Phase 1 & Phase 2 23 MW each
the lockdown, demand from OMCs reduced and ethanol tanks 3. Sabitgarh 13.5 MW
at mills are full, which is putting operations at integrated sugar 4. Chandanpur 10 MW
plants at risk. However, the production of hand sanitizers by 5. Milak Narayanpur 13 MW
restructuring the production lines has helped to some extent,
Total 104.5 MW
and going forward, it should help in earning more revenues
from the distilleries. Performance Overview
The operation of the bagasse-based co-generation plant
Co-generation Business depends, to a large extent, on the availability of bagasse from
Triveni continues to put Sugar co-products to productive use, the sugar operations. This, in turn, depends on cane availability
thus also enhancing its revenue stream. Bagasse is a fibrous for the crush during the season and efficient operations of
residue left after crushing of sugarcane and is a key co-product the sugar factories. Higher cane availability leads to more
of the Sugar industry. Being a renewable fuel, it does not lead to season operating days, higher bagasse savings, and therefore
any net carbon dioxide addition to the atmosphere, and is thus longer operation of the co-generation plants. The power tariff
regarded as green fuel. has been significantly reduced with effect from April 1, 2019,
which is a setback for the co-generation business, and the
Triveni currently operates three grid-connected large capacity industry association has approached the Court and the matter
co-generation plants and three smaller co-generation is currently sub-judice.
capacities (incidental co-generation facilities) at its five
sugar units, namely Khatauli, Deoband, Chandanpur, Milak The Company has undertaken an extensive and focussed cane
Narayanpur and Sabitgarh units. The former three large-sized development programme in the command areas of its sugar
plants are part of the operations of co-generation, whereas units, particularly in the past few years. This has led to much
the other three small-sized plants are considered a part of the better availability of sugarcane in view of the significantly
sugar operations. Triveni’s co-generation plants at Khatauli and improved yields and corresponding increase in availability of
Deoband utilise highly efficient 87 ata / 515ºC steam cycle to bagasse.
maximise efficient usage of bagasse. After meeting the sugar
factory’s captive requirement, as well as the co-generation The performance of the co-generation plants at Khatauli
plant’s auxiliary power requirement, surplus power from and Deoband continued to be excellent during the year, with
these plants is exported to the grid. The Company has power very high uptime and reliable operations. The requirements
purchase agreements with Uttar Pradesh Power Corporation of process steam and captive power of the sugar factory
Ltd. (UPPCL) for all its co-generation facilities. operations were fully met, apart from the captive supply.
51
Corporate Overview Management Statements Statutory Reports Financial Statements
52
Annual Report 2019-20
53
Corporate Overview Management Statements Statutory Reports Financial Statements
Petrochemicals, Pipeline projects etc., the Company expects In the Loose Gears manufacturing, the Gears business
there could be demand for pumps and compressors. undertakes limited exposure and the market dynamics of this
segment is similar to the OEM segment. While there has been
During FY 20, OEM exports order booking has been slightly an increase of 42% in booking in FY 20, the turnover showed a
lower due to some of the major orders being shifted from Q4 decline of 42%, largely on account of unprecedented delays in
FY 20 to FY 21 owing to the pandemic situation. certain deliveries by the OEMs.
54
Annual Report 2019-20
BUILT TO PRINT COVID-19 across the globe, it will have an impact in the short
Gears business has partnered with global OEMs for precision term, both from order booking and delivery perspective.
manufacturing of components for wind gearboxes as well as
industrial high-speed gears, facilitating productivity growth and Sectors such as Power, Cement, Fertiliser, Petrochemicals,
enhancement of capacity utilisation. This segment offers high Steel, Paper, Sugar etc. are potential segments where the
potential for growth for exports in the medium to long term. Company expects growth in the medium to long term.
BUSINESS PERFORMANCE The Defence business is also poised to grow as the Government
The Gears business achieved a gross revenue of ` 154.2 of India has ambitious plans to spend on the country’s defence,
crore - growth of 16% over the previous year, with 27% higher especially in the naval segments. This will also augur well for
profitability. Triveni to achieve growth in the medium to long term. Built
to Print - the new segment which the Company entered in
the last couple of years for leading OEMs - is also expected
Order Booking
to achieve good growth, as the Company has been able to
manufacture quality products customised to the customers’
15% Refinery unique requirements.
30% IPP
5% In the Refurbishment segment, the Company’s foray into the
Steel/Metal international market should result in good order booking in the
5% Petro-chemical coming years.
& fertiliser
12% Cement
Sugar
20% Others
13%
The total order booking during the year was ` 156.8 crore and
the carry forward order booking at the end of the financial year
was ` 152 crore.
Impact of COVID-19
Amid the lockdown announced by the Government of India
from March 25, 2020, the Triveni Gears business suspended
its operations for four weeks, after which partial operations
commenced in adherence with the Central and State
Government guidelines, leading to complete opening in a
short span of time. However, there may be postponement of
projects by major customers owing to challenges in liquidity,
pricing pressure, challenges in supply chain and logistics etc.
There could be deferment of orders both from domestic as
well as international OEMs, which may have an impact on the
order booking as well as despatches for the current year. The
Company believes that it will take a few months to understand
the impact of the entire COVID situation on this financial year
and thereafter.
Business Outlook
Gears business is focussed on increasing the market share and
global footprint across various industrial segments through
domestic and overseas OEMs. However, due to the spread of
55
Corporate Overview Management Statements Statutory Reports Financial Statements
MARKET ANALYSIS
WATER TREATMENT SOLUTIONS With water expected to become more valuable than oil as rising
demand from people, industries and agriculture puts pressure
INDIAN WATER INDUSTRY on supplies, India could soon be staring at a water crisis, as
The Government of India’s spending on water infrastructure pointed out by various reports by multi-lateral agencies.
is increasing year-on-year under various schemes, including
specialised water and wastewater projects such as Namami The potential of water recycling to meet non-potable needs -
Gange. The State Governments are also increasing their for gardening, toilet and laundry, which accounts for at least
investments in setting up more water and wastewater 60% of domestic water use - is huge. In fact, many cities across
treatment plants, refurbishing old and broken water supply the world, such as Brisbane, Singapore, Windhoek (Namibia)
lines, and setting up water supply projects to cater to the and California’s Orange County - are recycling wastewater for
growing demand from urban customers. The Water business drinking. While the use of sewage for potable purposes is still
in general is largely split between municipal, industrial, to pick up in a big way globally, its use for non-potable purpose
commercial, agriculture and household sectors. worldwide is far more common.
The municipal sector remains the most active segment, The water sector is seen as becoming a huge opportunity
wherein substantial funds are being committed and invested on both new projects as well as Retrofitting and Operations
across the country to increase water supply through various & Maintenance (O&M) of existing capacities. The water and
means. Industrial wastewater treatment scenario in India has wastewater treatment market size is expected to grow at a
become very dynamic in the wake of the stringent environment CAGR of 5.8%, with growing urbanisation a key factor driving
norms prescribed by the Central Pollution Control Board and the market.
monitored by the National Green Tribunal (NGT). In view of
the fast depleting groundwater table, industrial wastewater 1. In view of the growing demand for Water, water recycling
treatment has become a viable alternate to meet the large is slated to become inevitable across all metros and large
industrial demand, and many regions in the country are cities in India. Over-dependence on the monsoon has been
mandating to do so. a major challenge for India to meet its water needs. Only
60% of the country receives irrigated water, while the rest
During FY 20, on account of general election and elections to of the land is dependent on monsoon rains.
major state assemblies, the overall order finalisation in the
country witnessed slowdown.
According to the
World Bank, the
current industrial
water use is about
13% of the total
freshwater in India,
and it will grow at a
rate of 4.2% per year,
rising to 228 billion
cubic metres by 2025.
56
Annual Report 2019-20
2. According to the World Bank, the current industrial water BUSINESS OPPORTUNITIES
use is about 13% of the total freshwater in India, and it will AMRUT and ‘Smart Cities’ Mission is expected to create
grow at a rate of 4.2% per year, rising to 228 billion cubic significant business opportunities for the development of
metres by 2025. basic infrastructure services in water supply and sanitation,
drainage, solid waste management and sewage treatment.
3. The per capita availability of groundwater has significantly
come down, and is likely to decline further with the “Namami Gange” programme of ` 20,000 crore will create
growing population and demand. As per the Ministry of Hybrid Annuity Model (HAM) based projects, with focus on
Water Resources, per capita water availability in 2025 and arresting the municipal and industrial waste / pollution
2050 is estimated to come down by almost 36% and 60% flowing into the rivers, along with creation of 2,500 MLD
respectively. municipal sewage treatment capacity. This programme will
also implement Zero Liquid Discharge (ZLD), with all industries
4. It is believed that in order to address the ever increasing required to instal real-time online effluent monitoring stations.
demand for water, India needs to adopt and implement
innovative solutions for more efficient water management As water availability and quality declines and pressure mounts
and wastewater recycling and reuse. on industries to build Common Effluent Treatment Plants
(CETP) and re-use water, the Triveni Water business will be
DEMAND DRIVERS focussing on CETPs, recycling and re-use projects with latest
As per estimates, only around 30% of the wastewater technologies.
generated in India’s major metropolitan cities is treated, and
the cities now face severe water shortages. The River Yamuna’s BUSINESS PERFORMANCE
22-km stretch in Delhi is barely 2% of the length of the river, Performance Overview
but contributes over 70% of the pollution load. Water scarcity Triveni Water Business (WBG) is present in both industrial
and strict regulation has led many industries to adopt cluster- and municipal segments, with focus on providing wastewater
based water-recycling systems, especially Food, Textiles, treatment solutions. It is pursuing opportunities with Namami
Pharmaceutical, Chemical and Power industries. Zero Liquid Gange (National Mission for Clean Ganga), UP Jal Nigam, Delhi
Discharge systems and wastewater recycling are becoming Jal Board, Bangalore Municipality, and various other clients
increasingly popular in India. The Company has used this in Engineering Procurement Construction (EPC) and Hybrid
technology in projects like Balotra. Annuity Model (HAM) / Public Private Partnership (PPP) projects.
WBG is also exploring PPP format for Sewage Treatment Plant
The municipal wastewater discharge has become an issue of
(STP) recycling opportunities.
critical concern for environmental and public health concern,
with necessary interventions involving introduction of high
technology and innovative waste water treatment technologies
to address the problem, since the existing systems are
inefficient, incomplete and expensive. It is, therefore, important
to adopt an integrated approach encompassing multiple
elements, such as a) minimisation and prevention, b) treatment
for reuse, and c) natural self-purification.
57
Corporate Overview Management Statements Statutory Reports Financial Statements
At present, the Water Business is executing 12 EPC jobs located Impact of COVID-19 on Business Performance
in Delhi, UP, Karnataka, Odisha, West Bengal, Tamil Nadu, Due to COVID-19 notifications from Government of India and
Rajasthan and Punjab. various State Governments, all WBG sites were shut down, and
supply chain was disrupted, resulting in loss of revenue to the
The business activities of WBG picked up during FY 20 due to extent of approximately ` 35 crore on account of the following:
the strong carry forward order book. The business recorded its
1. Several supplies were ready for despatch but could not
historical highest annual turnover of ` 305.9 crore, with PBIT
move due to lockdown
of ` 24 crore, in the year under review. The order in-take for
FY 20 was ` 39.3 crore while the carry forward order book as 2. Several supplies were ready for inspection, which had to be
on March 31, 2020 was ` 995.3 crore, including O&M orders cancelled due to lockdown
for ` 482.9 crore. The operating efficiency also improved
3. Some overseas supplies reached Jawaharlal Nehru Port
significantly during the year as the indirect cost remained
Trust post but the Government of India closed the post, thus
almost at the level of the previous year despite 22.7% increase
preventing equipment delivery at site
in annual turnover.
4. Raw material for site works held up due to lockdown and
Going forward, majority of investments in this business are complete stoppage of works
expected from the Central Government through NMCG and
Japan International Cooperation Agency (JICA), besides State Outlook
funding from Karnataka, UP, Delhi, MP, Bihar, Jharkhand and During FY 20, the performance of WBG from order intake
Rajasthan. WBG is well positioned to undertake more jobs in its perspective was muted due to slow pace of order finalisation,
chosen areas of expertise. Though the business is not actively largely due to Central and State elections. However, prospects
looking to expand in the foreign market, it will continue to for the Water sector are positive for FY 21, and major
evaluate opportunities in neighbouring countries on case-to- projects are expected to be finalised by NMCG, JICA and State
case basis. Governments. Apart from new tenders of regular EPC and HAM
projects, several tenders for retrofitting and refurbishments
Key Highlights are expected to be floated due to NGT’s revised discharge
1. WBG achieved historic high annual turnover of ` 305.9 standards of STPs in metropolitan and other areas.
crore in FY 20
Due to prevailing Coronavirus (COVID-19) pandemic, the
2. Secured overseas order from Maldives for Reverse Osmosis
Government’s focus and funding is expected to be diverted
(RO) and STP package in Joint Venture (JV) with an export
towards fighting the pandemic and there could be delays in its
firm
ability to allocate funds for new projects. The Company expects
3. Completed EPC of 15 MLD RO Plant within the allotted time, some subdued activities in new business opportunities in FY 21
and successfully conducted PG Test and handed over the and the business is gearing-up to tackle these issues.
plant to Barmer Lignite Mining Company Limited (BLMCL)
AMRUT funding, majorly from the Central Government, may
4. Near completion of 40 MLD STP based upon Sequencing
catalyse opportunities in the Water sector. JICA is funding new
Batch Reactor (SBR) technology for Bangalore Water
Water projects in Delhi and Karnataka, and new bids from these
Supply and Sewerage Board (BWSSB)
states are expected. CETPs for industrial clusters like textile
5. Near to completion of 210 MLD ISPS project for BWSSB and tannery are being built, mainly due to intervention of NGT,
and it is expected that some more opportunities will arise in
6. NTPC Darlipali PG test for PT-DM package completed
FY 21. Focussed initiatives of the the Central Government will
7. Regular participation in new bids, positioning the Water be instrumental in driving the way forward for the Water and
business as a major recognised force in the industry Wastewater business for the next 4 years.
58
Annual Report 2019-20
FINANCIAL REVIEW
` lakhs
Description 2019-20 2018-19 Change %
Income from operations 442357 315156 40%
EBITDA 57283 37668 52%
Depreciation & Amortisation 7489 5695 32%
Finance Cost 7932 6799 17%
Profit Before Exceptional/Non-recurring items & Tax 41862 25174 66%
Exceptional income 282 2035
Tax 9396 5153 82%
Profit After Tax 32748 22056 48%
Other Comprehensive income -96 -137
Total Comprehensive income 32652 21919 49%
The Company has reported record turnover and profitability in The finance cost has increased by 17% despite increase in
FY 20. Sugar business (including Distillery and Co-generation) average utilisation of working capital requirements by 40%
has achieved 50% increase in turnover with 67% increase and term loans by 165%. To help the sugar industry and check
in Profit before Tax (PBT) and the Engineering Business supplies in the market, the GoI had introduced a Buffer Stock
has achieved 17% increase in turnover and 39% increase in Scheme under which the sugar mills are required to keep the
PBT. All the businesses have done well with the exception of prescribed sugar stocks, which are not permitted to be sold.
Co-generation where the results have been impacted by Accordingly, the GoI reimburses inventory carrying costs,
steep decline in the power tariff for the power exported to including the finance cost incurred on the buffer stocks. During
the grid. the year, the Company has received higher buffer stock interest
subsidy of ` 28.48 crore (` 11.23 crore last year). Further,
The much improved operating performance of the sugar average cost of funds has reduced by 156 basis points during
operations has helped the Company to report higher the year on account of availment soft loans of ` 396.93 crore
profitability – sugarcane crush during the financial year with interest subvention for payment of cane price and for
increased by 9%, recovery by 15 basis points (after considering setting additional distillery capacity as well as due to decline in
adjustment of sugar diverted in B-Heavy Molasses) and sugar applicable interest rates.
production by 7%. Higher production would have normally led
to increase in working capital requirements and finance cost The Company has decided not to opt for lower tax rate
but the Company accelerated the export programme under as provided under Section 115BAA of the Income Tax Act
Maximum Admissible Export Quantity (MAEQ) Scheme of the considering the various benefits that would be lost as a
Central Government (GoI) and exported significant quantities result thereof. Tax charge during the year includes reversal
during the current financial year. Further, it produced B-Heavy of an amount of ` 40.59 crore as a result of re-measurement
Molasses at three sugar units which accounted for diversion of of deferred tax liabilities (net) as on March 31, 2020, taking
sugar to the extent of 30209 MT. As per the scheme of monthly into consideration net deferred tax liabilities expected to be
quota by the GoI, higher quota for domestic sale was allocated reversed after the Company opts for lower tax rates after
to the Company as an incentive for exports made and B-Heavy utilising all available benefits under old tax regime.
Molasses produced. Consequently, sugar inventories held as
on March 31, 2020 are 15% lower than the inventories held on RAW MATERIAL AND MANUFACTURING EXPENSES
March 31, 2019. ` lakhs
Description 2019-20 2018-19 Change %
Depreciation & amortisation have increased by 32% mainly
Cost of material 303297 277115 9%
due to capital expenditure of ` 215 crore incurred in setting
consumed
up a new distillery and & installation of an incineration boiler
Percentage to sales 69% 88%
at the existing distillery Further, due to adoption of Ind AS 116
“Leases” Right of Use (ROU) assets were recognised which has Manufacturing expenses 23465 24650 (5%)
resulted in higher charge by ` 6.32 crore. Percentage to sales 5% 8%
59
Corporate Overview Management Statements Statutory Reports Financial Statements
Raw Material Costs have increased by 9% commensurate with the increase in sugarcane crush by 9% and 17% increase in the
turnover of the engineering businesses. However, the raw material % to sales is not very indicative for sugar business as it is
directly linked to the production of sugar and not sale of sugar.
Despite higher turnover by 40%, Manufacturing expenses have reduced by 5%. In sugar business (including distillery), such costs
are directly linked to the production undertaken rather than to the sales. The savings in manufacturing costs is due to low costs
associated with manufacture of raw sugar which formed 24% of the total sugar production and reduced civil work quantum in the
projects executed by Water Business.
The increase in personnel cost is due to additional manpower recruited for the new distillery commissioned during the year and
due to annual salary increase. The increase in Administrative expenses is on account of increased activity, including operations of
a new distillery. Selling expenses have increased due to transportation cost incurred for the export of sugar, majorly on FOR basis.
Segment Analysis
` lakhs
Revenue PBIT*
Description 2019-20 2018-19 Change % 2019-20 2018-19 Change %
Business Segments
- Sugar 443235 294777 50% 46632 30303 54%
- Engineering 44709 38223 17% 6203 4547 36%
- Others 8071 6200 30% -47 7
Unallocated/inter unit adjustment -53658 -24044 -2994 -2884
Total 442357 315156 40% 49794 31973 56%
*Before exceptional items
The Company has two major business segments - Sugar new 160 KLPD distillery adjacent to an existing sugar unit at
business and Engineering business. Sugar business comprises Sabitgarh became operational in April 2019. Co-generation
sugar manufacturing operations across seven Sugar mills, plants and Distillery units source captive raw materials, namely,
three incidental cogeneration facilities at three of its sugar mills, bagasse and molasses, from the sugar mills. Engineering
three Co-generation plants located at two of its Sugar mills and business comprises Gears manufacturing at Mysuru and Water
two Distillery units (including a newly established distillery), all and Waste Water Treatment business operating from Noida, UP
located in the State of U.P. During the current financial year, a and having projects all over the country.
60
Annual Report 2019-20
The operational efficiencies and the productivity of the sugar of sugar operations, frequent rains and consequent need to
operations, in terms of sugar recovery & cane crushing, have optimise bagasse utilisation.
further improved during the year.
Distillery Business
Much improved PBIT during FY 20 is attributed to higher sales
` lakhs
volume by 41%. Profitability of FY 20 also includes export
related and buffer stock subsidies of ` 100.5 crore pertaining to Description 2019-20 2018-19 Change %
last year booked during the current year after fulfilment of the Turnover 39117 21398 83%
prescribed conditions, and subsidies of ` 57.66 crore relating to PBIT 11055 13271 -17%
current year could not be recognised in view of non-fulfilment PBIT/Turnover (%) 28% 62%
of the prescribed conditions and the same will be recognised Operating days 308 312 -1%
subsequently on completion/fulfilment of relevant conditions. Production (KL) 93826 48035 95%
% Production from BH 34% NA
Co-generation Business
Molasses
` lakhs
Total Sales Volume (KL) 84566 51279 65%
Description 2019-20 2018-19 Change %
% Ethanol to total sales 97% 97%
Turnover 18307 20279 -10% Volume
PBIT 5324 9111 -42% % Ethanol sales produced 28% 0%
PBIT/ Total Turnover (%) 29% 45% from B-heavy molasses
Power Generation – 244 266 -8% Avg. realisation price of 46.09 41.51 11%
million units alcohol ` /litre
Power export (%) 60% 66%
The current year includes operations of a new 160 KLPD
The profitability in the Co-generation business is lower than distillery commissioned in the first quarter as a result of which
previous year as UPERC has reduced power tariff by approx. 40% capacity of the Company has doubled to 320 KLPD from 160
effective April 1, 2019. Further, the power exported during the KLPD earlier. The company has also set up an incineration
current financial year is lower due to increased requirements boiler at its existing distillery for ensuing zero liquid discharge.
61
Corporate Overview Management Statements Statutory Reports Financial Statements
Due to increase in capacity, the production and turnover has increased substantially during the current year. Sales volumes in
March 2020 were impacted on account of COVID-19. Lower PBIT during the year is mainly on account of abnormally lower raw
material (molasses) prices last year, which have increased substantially during the year based on market dynamics. The Company
has for the first time produced B-heavy molasses at three of its sugar units for the production of Ethanol. It has helped the Company
in optimum utilisation of distillation capacity as well to capture higher ethanol prices as applicable to ethanol produced from
B-heavy molasses.
Average realisation price has improved by 11% as the Ethanol produced from B-heavy molasses fetches higher prices - ` 54.27/
litre as against ` 43.75/litre for Ethanol derived out of C-heavy Molasses.
The Gear business has performed well, both in terms of turnover and profitability. The business operations were impacted in March
2020 due to COVID-19. The Company is exploring new products, geographies and actively engaged with the Defence Sector to tap
business opportunities for further growth and diversification.
The total order book at the year end, executable in FY 21, is at ` 93.81 crore as against ` 101.28 crore as on March 31, 2019. Gears
Business would also be carrying long tenure orders of ` 58.15 crore which will be executed after FY 21.
The consolidated results include financial results of a wholly REVIEW OF BALANCE SHEET
owned subsidiary, Mathura Wastewater Management Private Major changes in the Balance Sheet items are explained as
Limited (MWMPL), which is engaged in the execution of a hereunder:
project awarded by National Mission of Clean Ganga (NMCG)
under Namami Gange programme for the city of Mathura, UP. NON-CURRENT ASSETS
Property plant and equipment
The improved performance of water business during the During the year, there have been additions to the extent of
current year, both in terms of turnover and profitability, is ` 297.06 crore. These mainly include capitalisation of a new
due to higher intake of orders received in FY 19. The business 160 KLPD distillery for ` 155.96 crore, incineration boiler
operations were impacted in March 2020 due to COVID-19. project at existing distillery for ` 59.03 crore, construction of
additional molasses tanks for ` 14.84 crore and other CAPEX
During the year, orders of only ` 39.29 crore were received by incurred for smooth operation of the business.
the Company. The Company has participated in large number
of projects in pipeline, the finalisation of several projects were Capital work-in-progress
delayed due to various disruptions during the year. Orders in The Capital work-in-progress of ` 26.16 crore mainly includes
hand at the year-end are at ` 995.32 crore (including long-term assets under installation at the Muzaffarnagar distillery and
O&M contracts of ` 482.88 crore). sugar units at Sabitgarh & Chandanpur.
62
Annual Report 2019-20
63
Corporate Overview Management Statements Statutory Reports Financial Statements
Inventory turnover 1.85 1.45 The ratio is higher on account of Cost of Goods Sold / Average
higher quantities and faster pace of Inventory
sugar sold during the year.
Current ratio 1.28 1.18 Higher ratio is due to improved Current Assets / Current Liabilities
financial position as a result of
higher profitability, better working
management and lower availment of
short-term borrowings.
Long Term 0.48 0.45 The ratio is slightly higher due to Long Term Debt / Equity
Debt-Equity availment of term loans under
various interest subvention
Schemes.
Total Debt-Equity 1.20 1.59 The ratio is lower due to reduction in Total Debt (after Reducing Cash &
ratio short-term borrowings and increase Cash Equivalent) / Equity
in Equity due to higher profits earned
during the year.
Operating Profit 11.26% 10.15% OPM is higher due to higher Operating Profit (PBIT)/
Margin (%) (OPM) profitability, significantly contributed Revenue from Operations
by Sugar Business.
Return on 28.81% 23.42% Improvement in return is due to PAT/ Average Net worth (Excl. Capital
Net Worth (%) higher Profit After Tax (PAT). & Amalgamation Reserves)
64
Annual Report 2019-20
65
Corporate Overview Management Statements Statutory Reports Financial Statements
Government provides subsidy towards inventory carrying cost c) The Company has been focussing on improvement of
for the stocks allocated to be maintained by the sugar mills. recoveries and the recovery has improved by 91 basis
The Government has been supporting production of Ethanol points over the last 3 seasons. Higher recoveries lead to
by using B-heavy molasses and sugarcane juice which results low cost of production of sugar and enables the sugar mill
in diversion of sugar, which in the SS 2019-20 is estimated to tide over market variation in sugar prices and make the
at 0.8 million tonnes and is estimated at 1.5 million tonnes in sugar operation profitable.
the SS 2020-21 in view of increased production. Pursuant to
such policies, our Company had exported significant sugar in d) The Company produces premium quality sugar to increase
the SS 2019-20 equivalent to 24% of the production up to the overall realisation prices, The Company produces refined
year end and produced 34% Ethanol from B-heavy molasses sugar equivalent to ~40% of its production and also
Consequently, the sugar inventory as on March 31, 2020 is 15% produces pharmaceutical grade sugar which fetch
lower the previous year. substantial premium over plantation white sugar.
The Government is unlikely to withdraw support as it e) The sugar business of the Company comprises adequate
recognises that the cane prices are unrealistically high which mix of Cogeneration and distillation and because of
would not enable our high cost sugar to compete in the global diversified revenue streams, it is in a better position to
market without any support. The liquidation of sugar stocks is meet and overcome various risks.
imperative to improve liquidity position of sugar mills to pay
cane dues. As a long-term solution for the sugar industry to Risk of increase in Cane price
be self-sufficient, the production of Ethanol from B-heavy Risk
molasses and sugarcane juice needs to be further encouraged The cane price in Uttar Pradesh has remained unchanged
by offering viable prices, which should result in setting up of for the last 3 years and it is possible that the cane price may
additional distillation capacities and lastly, there should be increase in the forthcoming SS 2020-21. The increase in cane
a mechanism to pay unviable component of the cane price price may have significant impact on the financial position of the
directly by the Government. Company unless its impact is compensated by commensurate
increase in sugar prices.
Sugar Price Risk
Risk Mitigation
The sugar prices have significant impact on the profitability The Government reviews MSP of sugar from time to time and
and viability of the sugar mills. In the event, the process go makes adjustment in the event of higher costs being incurred.
below the break-even levels, losses may be inflicted which may It is expected that any increase in cane price will be nullified by
have material impact on the financial position of the company commensurate increase in the MSP of sugar and thus, sugar
to manage its operations, including payment of cane dues and industry will be largely insulated by the increase in cane price.
to service debts.
Risk of Climatic factors:
Mitigation Risk
There are various mitigations available against this key risk, The climatic factors, such as, monsoon, flood, drought and crop
internally and externally: diseases impact the yield and sugar recovery from cane. Lower
yields result in lower cane availability to sugar mills whereas
a) The Government announces monthly quota for sale in lower sugar recovery leads to higher cost of production.
the domestic market which ensures meeting demand
adequately without any excessive supplies. Resultant, Mitigation
the prices remain range bound and excessive volatility is In the State of U.P., in view of large irrigated areas, the impact of
avoided. drought or lower rainfall is not much pronounced as compared
to other monsoon dependent sugarcane producing States,
b) The Government has prescribed Minimum Selling Price such as, Maharashtra and Karnataka. Further, cane staff of
(MSP) of sugar below which sugar mills are not permitted the Company are quite vigilant and after the sowing season,
to sell sugar. This mechanism avoids situations of collapse they closely monitor the growth of sugarcane and disease
in the sugar prices due to overproduction in the country or infestation so that timely action could be taken to avoid or
temporarily excessive supplies in the market. minimise the damage.
66
Annual Report 2019-20
Project delays and payment risks The Company does proper diligence on its customers prior to
On account of financial problems with customers, including accepting any order, which includes evaluating its financials,
non-achievement of financial closure, the project may get ensuring financial closure of the project, credit ratings (if any),
delayed, resulting in credit risks, cost overruns and blockage track record and market feedback, and continues to closely
of working capital. monitor any financial stress which the customer may be
subject to during the execution of the project.
67
Corporate Overview Management Statements Statutory Reports Financial Statements
Directors’ Report
Your Directors have pleasure in presenting the 84th Annual Report and audited financial statements for the Financial Year (FY)
ended March 31, 2020.
FINANCIAL RESULTS
(` in lakhs)
Standalone Consolidated
2019-20 2018-19 2019-20 2018-19
Revenue from operations (Gross) 442357.18 315156.34 443663.22 315173.69
Operating Profit (EBITDA) 57283.31 37668.07 57944.71 37251.70
Finance cost 7931.70 6798.78 7933.13 6798.71
Depreciation and Amortisation 7489.12 5695.14 7489.12 5695.14
Profit before exceptional items & tax 41862.49 25174.15 42522.46 24757.85
Exceptional Items 282.04 2034.85 – –
Profit before Tax ( PBT) 42144.53 27209.00 42522.46 24757.85
Tax Expenses 9396.01 5152.65 11049.25 5152.65
Profit after Tax ( PAT), before Share of Net Profit of Associates 32748.52 22056.35 31473.21 19605.20
Share of net profit of Associates – – 2038.61 2022.85
Profit for the year 32748.52 22056.35 33511.82 21628.05
Other comprehensive income (net of tax) (96.19) (137.34) (282.35) (41.01)
Total comprehensive income 32652.33 21919.01 33229.47 21587.04
Earning per equity share of ` 1 each (in `) 13.01 8.55 13.32 8.39
Retained Earnings brought forward 25093.73 5371.58 30599.11 9774.25
Appropriation:
- Equity Dividend (including dividend distribution tax) 3288.03 2176.78 3288.02 2176.77
- Transfer to/ (withdrawn) from molasses storage fund reserve (net) (75.65) 20.08 (75.65) 20.08
- Share of associates - buyback adjustments during the year - -- -- (1537.69)
Retained earnings carried forward 54533.68 25093.73 60790.80 30599.11
No material changes and commitments affecting the financial downward revision of power tariff applicable from the
position of the company have occurred between end of beginning of the year.
the financial year of the Company to which these financial
statements relate and the date of this report. BUSINESS OPERATIONS AND FUTURE PROSPECTS
COVID-19
PERFORMANCE RESULTS The world has witnessed one of the worst pandemic, COVID-19,
During the year, the Company has achieved record results in which has brought about most unprecedented public health
terms of both turnover and the profitability. Turnover is 40% and socio-economic crisis in our lifetime across the globe. In
higher at ` 4423.57 crore with PAT of ` 327.48 crore, which is India, the spread of COVID-19 started in February-March ’2020
48% higher than the previous year. About 78% of the turnover and accordingly, initial lockdown was ordered for a period of 21
has been contributed by Sugar Business, 10% by Co-generation days by MHA vide its Order dated March 24, 2020 and further
and Distillery and 12% by the Engineering Business and others. extended it with progressive relaxations.
It is heartening to note that the profitability of all the businesses
has significantly improved over the previous year barring Our sugar, cogeneration and distillery operated uninterruptedly
Co-generation, which is down by 42% in view of a steep as these were categorized as essential goods/services. There
68
Annual Report 2019-20
were serious supply chain challenges but these were addressed do not foresee any material impairment of assets or events
with the full cooperation from our supply chain partners and of non-fulfilment of contractual obligation by a third party
with the prompt help from the UP State Government and the impacting the Company in any material manner.
Central Government to tide over all impediments. In view of
grave shortage of hand sanitizers, our Distillery Division set It is an unprecedented situation which needs to be managed
up facilities to produce hand sanitizers in a short span. Our with positivity, hope and resilience. We are fortunate that major
company supplied hand sanitizers “GermCare” free of cost to part of our business is not expected to be significantly impacted
the District Administrations and various bodies in the regional due to the pandemic.
ecosystem.
Sugar Business:
Our Gear manufacturing facility at Mysore and the project sites Sugar Business has achieved 52% increase in turnover at
of the Water Business were also required to be closed down ` 3858.11 crore in the current year with segment profit of
due to lockdown. However, the Gear facility partially resumed ` 302.53 crore which is 282% higher than the previous year.
operations in the third week of April ’2020 and has now almost Higher recoveries, cost efficiencies and optimum capacity
ramped up to normal strength. Water business resumed utilisation have contributed to increased profitability.
operations in the second week of May ’2020 and presently,
most of the project sites are operational. After achieving sugar production of 33 million metric tonnes
(MMT) in sugar season 2018-19, all India production is expected
In respect of the Sugar Business, the sugar demand had to plummet to 27 MMT in the sugar season 2019-20 (October
softened due to decline in institutional demand owing to –September), with major reduction occurring in Maharashtra
closure of factories of the institutional buyers, sweet shops, and Gujarat due to wide spread drought during the plantation
restaurants, hotels etc. With the gradual relaxation of the period and excessive rains during the growth stage. Against
lockdown, it is expected that the normal consumption will be sugar inventories of 14.6 MMT at the opening of the season, we
restored within few months. However, our Company has not are likely to end the season with 11.6 MMT. Based on present
been much affected in view of substantial export of sugar forecasts, we expect a production of 30+ MMT in the sugar
undertaken by us during this period. Further, in view of steep season 2020-21 with a marginal increase in consumption.
decline in fuel consumption during the period of lockdown,
Ethanol supplies to OMCs were impacted but with the help of During the year, we produced raw sugar for export purposes and
Oil Marketing Companies, certain other depots were allotted to our total exports during the year are 274,449 MT, comprising
us and accordingly, our distillery continued to operate at full 179,302 MT pertaining to Maximum Admissible Export Quota
capacity. (MAEQ) of sugar season 2019-20. In the sugar season 2019-
20, we produced B-Heavy molasses to the extent of 172633
In the engineering business, manufacturing activities have MT which has enabled us to divert 37004 MT of sugar for the
started towards fulfilment of orders in hand. Supply chains are production of ethanol. Sizeable exports and production of
in the process of getting normalized. We have not experienced B-heavy molasses have helped us to moderate our working
any major instances of deferment or cancellation of existing capital requirements and consequently, sugar inventories held
orders and the initial feedback from customers does not by us at the year-end are 15% less than the previous year. The
indicate any significant likelihood. It is, however, premature to management of working capital is extremely critical as surplus
assess when the orders booking momentum will be restored production in the country over consumption will have the effect
as it is dependent on how the pandemic is controlled and also of higher sugar inventories to be held by sugar mills.
on the revival of economic activities in the relevant geographies
we operate in – domestic as well as global. As against planned MAEQ of 6 MMT, it is expected that actual
exports would be more than 5.5 MMT despite disruption of port
Safety of our employees is paramount. Apart from working activities during the lockdown period. It is a commendable
from home, wherever feasible, we are complying with all the achievement and the export programme would need to be
prescribed guidelines relating to basic preventive measures carried forward unabated in the coming sugar season as well,
in respect of employees and visitors, cleaning and sanitisation especially in view of estimated high production in sugar season
of offices, curtailing non-essential travel and dealing with any 2020-21.
suspect cases.
The cane price remained unchanged from last year level and
The liquidity position of the Company is healthy and it is fully the Central Government provided 7% interest subvention for a
capable of servicing its debt obligation. The going concern period of one year on loans from commercial banks to be used
nature of any of our businesses has not been vitiated and we for the payment of cane dues of SS 2018-19. Our Company had
69
Corporate Overview Management Statements Statutory Reports Financial Statements
availed loans of ` 310 crore under this scheme. The industry During the year, Gears Business has expanded its business
is thankful to the UP Government as well as to the Central in “Built to Print” segment for manufacturing wind gears
Government for their timely help and assistance due to which and high-speed gears for compressors, etc., from domestic
sugar industry has been able to counter challenging conditions. and global OEMs. Further, it is actively engaged in offering
indigenous solutions for engineered defence equipment with
The most important factor, which has led to improvement in Navy, Coast Guard, Shipyards and other Naval establishments,
profitability of the Sugar Business, is the increased recovery. to align with major upcoming projects with indigenous design
There has been an increase of recovery by 18 basis points or with technology transfer from global majors.
during the current season after adjusting the final recovery
with sugar lost in the production of B-Heavy molasses. It has Water Business achieved 18% higher turnover at ` 292.87
immensely helped the Company to reduce cost of production crore with segment profit of ` 13.49 crore, which is 84% higher
and to be competitive even under the challenging conditions. than the previous year. On a consolidated basis, including the
performance results of the wholly owned subsidiary, Mathura
Co-generation & Distillery Wastewater Management Pvt Limited, it achieved a turnover
Co-generation business has earned segment profit of ` 53.24 of ` 305.93 crore with segment profit of ` 24.01 crore. Order
crore during the year as against ` 91.11 crore in the previous booking during the year has been muted as the orders from
year. The decline in profitability is mainly due to the reduction in municipalities and other government authorities remained
power tariff by ~ ` 2/unit commencing from April 1, 2019. The subdued due to election activities at the center level as well
operations were otherwise conducted satisfactory with high as at several states, and other disruptions, and finally, the last
plant capacity utilization. quarter was impacted due to COVID-19.
70
Annual Report 2019-20
equity shareholding of TTL. On a consolidated basis, TTL has CONSOLIDATED FINANCIAL STATEMENTS
achieved a net turnover and profit after tax (PAT) of ` 817.87 In compliance with the provisions of Companies Act, 2013 and
crore and ` 121.78 crore respectively, the profitability is higher Indian Accounting Standards (Ind AS) as specified in Section
than last year by 22% despite slightly lower turnover by 3% due 133 of the Act, your Directors have pleasure in attaching the
to improvement in margin and lower tax charge. The operations consolidated financial statements of the Company which form
and despatches of the Company were impacted during the last a part of the Annual Report.
quarter due to the outbreak of COVID-19.
Financial Statements including consolidated financial
The Company has established itself as an international player statements and the audited accounts of each of the subsidiary
and during the year, exports constituted 48% of the total are available on the Company’s website www.trivenigroup.com.
turnover.
DIRECTORS RESPONSIBILITY STATEMENT
Aqwise-Wise Water Technologies Ltd. (Aqwise) Pursuant to Section 134(5) of the Companies Act, 2013, your
The Company holds 25.04% in the equity capital of Aqwise. As directors confirm that:
per the unaudited financial statements, Aqwise has performed
much better in the calendar year 2019 with consolidated a) in the preparation of the annual accounts for the financial
turnover increasing by 25% to USD 32 million with consolidated year ended March 31, 2020, the applicable accounting
profit of USD 0.16 million. During the year, Aqwise achieved a standards have been followed and there are no material
total consolidated order booking of USD 30 million and the departures;
order booking is primarily focused on turnkey projects but
the company has also secured orders in the area of project b) the directors have selected such accounting policies
packaging and providing professional services. Due to the and applied them consistently and made judgments and
COVID-19 pandemic, the Company’s operations and order estimates that are reasonable and prudent so as to give
bookings have been affected since March 2020 and this may a true and fair view of the state of affairs of the Company
have significant impact on its performance- both in terms of at the end of the financial year and of the profit of the
order booking and order execution in the current year even Company for that year;
though it has a strong carry forward order book.
c) the directors have taken proper and sufficient care for
Subsidiary Companies the maintenance of adequate accounting records in
The Company has seven wholly owned subsidiaries as accordance with the provisions of the Companies Act,
detailed in Annexure-A. All these companies except Mathura 2013 for safeguarding the assets of the Company and for
Wastewater Management Private Limited (MWMPL), are preventing and detecting fraud and other irregularities;
relatively much smaller and there has not been any material
business activities in these companies. MWMPL is engaged d) the directors have prepared the annual accounts on a
in “Development of Sewage Treatment Plants and Associated going concern basis;
Infrastructure on Hybrid Annuity PPP basis at Mathura Uttar
Pradesh” under the Namami Gange Programme. During the e) the directors have laid down internal financial controls
year under review, MWMPL achieved revenue and profitability to be followed by the Company and that such internal
(PBT) of ` 112.54 crore and ` 10.27 crore respectively. financial controls are adequate and were operating
effectively; and
As required under the provisions of Section 129 of the
Companies Act, 2013 read with Companies (Accounts) Rules, f) the directors have devised proper systems to ensure
2014, a statement containing salient features of the financial compliance with the provisions of all applicable laws
statement of subsidiaries and associates is provided in the and that such systems were adequate and operating
prescribed format AOC-1 as Annexure-A to the Board’s Report. effectively.
In accordance with the Regulation 16 of the Listing Regulations, BUYBACK OF EQUITY SHARES
none of the subsidiaries of this Company is a material non- Pursuant to the approval of the Board on June 3, 2019, your
listed subsidiary. The Company has formulated a policy for Company completed buyback of 1,00,00,000 fully paid-up
determining material subsidiaries. The policy has been uploaded equity shares of the face value of ` 1/- each of the Company
on the website of the Company at http://www.trivenigroup.com/ for an aggregate amount of ` 100,00,00,000/- (Rupees One
investor/corporate-governance/policies.html. hundred crore only) (excluding transaction costs), being
9.15% of the aggregate of the Company’s paid-up capital and
71
Corporate Overview Management Statements Statutory Reports Financial Statements
free reserve (including securities premium) based on the A comprehensive Risk Management Framework has been
consolidated financial statements at a price of ` 100/- per put in place for each of the businesses of the Company
equity share in August 2019. The buyback was made from all which is stringently followed for the management of risks,
existing shareholders of the Company as on June 19, 2019, including categorisation thereof based on their severity. Such
being the record date for the purpose, on a proportionate basis categorisation gives highest weightage to the risks which
under the tender offer route in accordance with the provisions have the potential to threaten the existence of the Company.
contained in the Securities and Exchange Board of India (Buy The risks with higher severity receive more attention and
Back of Securities) Regulations, 2018 and the Companies Act, management time and it is the endeavour of the Company to
2013 and rules made thereunder. The shares accepted under strengthen internal controls and other mitigation measures on
the buyback have been extinguished and the paid-up equity a continuous basis to improve the risk profile of the Company.
share capital of the Company has been reduced to that extent.
Risk Management System has been integrated with the
CORPORATE GOVERNANCE requirements of internal controls as referred to in Section 134(5)
In accordance with the Listing Regulations, a separate report (e) of the Companies Act, 2013 to evolve risk related controls.
on Corporate Governance is given in Annexure-B along with Detailed internal financial controls have been specified covering
the Auditors’ Certificate on its compliance in Annexure-C to the key operations, to safeguard of assets, to prevent and detect
Board’s Report. The Auditors’ Certificate does not contain any frauds, to ensure completeness and accuracy of accounting
qualification, reservation and adverse remark. records, to ensure robust financial reporting and statements
and timely preparation of reliable financial information. These
RELATED PARTY CONTRACTS / TRANSACTIONS are achieved through Delegation of Authority, Policies and
The Company has formulated a Related Party Transaction Procedures and other specifically designed controls, and their
Policy, which has been uploaded on its website at http://www. effectiveness is tested regularly as per the laid out mechanism
trivenigroup.com/investor/corporate-governance/policies. as well as through external agencies.
html. It is the endeavour of the Company to enter into related
party transaction on commercial and arms’ length basis with a DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP)
view to optimise the overall resources of the group. During the period under review, the Board of Directors has,
subject to approval of the shareholders by a special resolution
All transactions entered into with related parties during the year and other requisite approvals, re-appointed Mr Dhruv M.
were in the ordinary course of business of the Company and Sawhney as Managing Director (designated as Chairman and
at arms’ length basis. The Company has not entered into any Managing Director) of the Company for another terms of five
contract/arrangement/transactions with related parties which years with effect from March 31, 2020. Further, as per the
could be considered material in accordance with the Policy of provisions of the Companies Act, 2013 (‘Act’), Mr Sawhney will
the Company on the materiality of related party transactions. retire by rotation at the ensuing Annual General Meeting (‘AGM’)
Form AOC-2 is not attached with this report as there was no of the Company and being eligible, seeks re-appointment. The
such related party transaction for which disclosure in terms Board has recommended his re-appointment and remuneration
of Section 134(3)(h) of the Companies Act, 2013 read with Rule at the ensuing AGM.
8(2) of the Companies (Accounts) Rules, 2014 is required.
With the approval of the shareholders by a special resolution
RISK MANAGEMENT POLICY AND INTERNAL FINANCIAL passed at the last AGM held on September 27, 2019, Mr Sudipto
CONTROL Sarkar was re-appointed as an Independent Director of the
The Company has a risk management policy, the objective of Company for another terms of five years with effect from
which is to lay down a structured framework for identifying September 14, 2019. At the said AGM, the shareholders also
potential threats to the organisation on a regular basis, approved the appointment of Mr Jitendra Kumar Dadoo as an
assessing likelihood of their occurrence, designate risk owners Independent Director of the Company for a term of three years
to continually evaluate the emergent risks and plan measures with effect from May 21, 2019.
to mitigate the impact on the Company, to the extent possible.
The framework and the system are reviewed from time to Lt Gen K.K.Hazari (Retd), Non-Executive Independent Director
time to enhance their usefulness and effectiveness. The policy resigned from the directorship of the Company with effect from
recognizes that all risks in the business cannot be eliminated November 8, 2019 and the Board’s Committees of which he was
but these could be controlled or minimized through effective a member viz. Audit Committee, Stakeholders’ Relationship
mitigation measures, effective internal controls and by defining Committee and Nomination and Remuneration Committee due
risk limits. to health reasons. Dr. F.C. Kohli, Non-Executive Independent
72
Annual Report 2019-20
Director also resigned from the directorship of the Company COMMENTS ON THE AUDITOR’S REPORT
with effect from January 24, 2020 due to advancing age. There Statutory Audit
was no other material reasons for their resignations. The The Auditors report for FY 20 does not contain any qualification,
Board places on record its highest appreciation for the valuable reservation or adverse remark. Further pursuant to section
guidance provided by Gen. Hazari and Dr. Kohli during their 143(12) of the Act, the Statutory auditors of the Company has
respective tenures as Directors of the Company. not reported any instances of fraud committed in the Company
by its officers or employees, the details of which are required to
The Company has received declarations of independence in be mentioned in the Board’s Report.
terms of Section 149 of the Act and also under the Listing
Regulations from all the Independent Directors and the same In Para i (c) of Annexure-A to the Auditors Report, the auditor
has been taken on records by the Board of Directors. has reported that in 18 cases, land having book value of
` 109.67 lakh, the title deeds are not held in the name of the
As required under the provisions of Section 203 of the Act, the Company. Out of 38 cases having book value of ` 394.60 lakh
Key Managerial Personnel, namely, Vice Chairman & Managing reported last year by the auditors, significant number of cases
Director, CFO and Company Secretary continue to hold that have been regularized during the year. The total area of land
office as on the date of this report. and cost thereof involved in remaining cases are not material.
In few cases, the transfer of land in the name of the Company
EMPLOYEES STOCK OPTION could not be completed on account of certain technicalities/
There are no outstanding stock options and no stock options documentary deficiencies, which the Company is trying to
were either issued or allotted during the year under ESOP 2009 resolve to the extent feasible. For balance land, the Company
and TEIL ESOP 2013. Further, the ESOP 2009 come to an end would endeavour to carry out further regularisation.
on the expiry of 10 years from the date of institution of the
Scheme. Secretarial Audit
In terms of Section 204 of the Companies Act, 2013 read
AUDITORS with the Companies (Appointment and Remuneration of
Statutory Audit Managerial Personnel) Rules, 2014, the Board appointed M/s
M/s S.S. Kothari Mehta & Co. (SSKM), Chartered Accountants Suresh Gupta & Associates, a firm of Company Secretaries in
(FRN: 000756N) were appointed as Statutory Auditors of the practice to undertake the Secretarial Audit of the Company. The
Company at the 81st AGM to hold office for a period of five report on secretarial audit is annexed as Annexure-D to the
consecutive years from the conclusion of that AGM until the Board’s report. The report does not contain any qualification,
conclusion of 86th AGM of the Company to be held in the year reservation or adverse remark.
2022.
DISCLOSURES
Cost Audit CORPORATE SOCIAL RESPONSIBILITY (CSR)
In terms of the provisions of Section 148 of the Companies A CSR policy was formulated by the CSR Committee which, on
Act, 2013 read with the Companies (Audit and Auditors) Rules, its recommendation, was approved by the Board.
2014 and the Companies (Cost Records and Audit) Rules, 2014
duly amended, Cost Audit is applicable to the Sugar and Gears The CSR Policy is available on the Company’s website at
businesses of the Company for the FY 2020-21. The Company http://www.trivenigroup.com/investor/corporate-governance/
has been maintaining cost accounts and records in respect of policies.html.
the applicable products. Mr Rishi Mohan Bansal and M/s GSR The composition of the CSR Committee and Annual Report
& Associates, Cost Accountants have been appointed as Cost on CSR activities during FY 20, as recommended by the
Auditors to conduct the cost audit of the Sugar businesses CSR Committee and approved by the Board, is provided in
(including cogeneration and distillery) and Gears business Annexure-E to the Board’s report.
respectively of the Company for the FY 2020-21, subject to
ratification of their remuneration by the shareholders at the AUDIT COMMITTEE
ensuing Annual General Meeting. The Board recommends The composition of Audit Committee is provided in the Corporate
the ratification of the remuneration of the Cost Auditors for Governance Report that forms part of this Annual Report.
the FY 21.
73
Corporate Overview Management Statements Statutory Reports Financial Statements
DEPOSITS
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
The Company has not accepted any public deposits under
MADE UNDER SECTION 186 OF THE COMPANIES ACT, 2013
Section 73 of the Companies Act, 2013.
Notes 6 and 9 of the standalone financial statements of the
Company forming part of the Annual Report provide particulars
DEBENTURES
of the investments made by the Company in the securities of
No debentures were issued during the period under review.
other bodies corporate; Notes 8 and 48 provide details of loans
advanced; and Note 39(v) provides details of guarantee given EXTRACTS OF ANNUAL RETURN
by the Company. Pursuant to Section 92(3) of the Companies Act, 2013 and Rule
12(1) of the Companies (Management and Administration)
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION,
Rules, 2014, the extracts of the annual return in the prescribed
FOREIGN EXCHANGE EARNINGS AND OUTGO
form is annexed as Annexure-J to the Board’s Report and
The particulars required under Section 134(3)(m) of the
shall be made available on website of the Company i.e.
Companies Act, 2013 read with the Companies (Accounts)
www.trivenigroup.com
Rules, 2014 are provided in Annexure-F to the Board’s report.
SIGNIFICANT AND MATERIAL ORDERS
PARTICULARS OF EMPLOYEES There are no significant and material orders passed by the
The information as required under Section 197 of the Companies regulators or courts or tribunal impacting the going concern
Act, 2013 read with Rule 5(1) of the Companies (Appointment status and Company’s operations in future.
and Remuneration of Managerial Personnel) Rules, 2014 is
provided in Annexure-G to the Board’s Report.
74
Annual Report 2019-20
75
Corporate Overview Management Statements Statutory Reports Financial Statements
Annexure-A
Statement containing salient features of the financial statement of subsidiaries or
Associate Companies or joint-ventures
Part A : Subsidiaires
(` in Lakhs)
Name of the subsidiary Triveni Energy Triveni Triveni Triveni Sugar Svastida Triveni Mathura
Systems Engineering Entertainment Ltd. Projects Industries Wastewater
Ltd. Ltd. Ltd. Ltd. Limited Management
Pvt Ltd.
(TESL) (TEL) (TENL) (TSL) (SPL) (TIL) (MWMPL)
Wholly Owned Wholly Owned Wholly Owned Wholly Owned Wholly Owned Wholly Owned Wholly Owned
Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary
Date of becoming subsidiary/ 15.02.2008 27.06.2006 20.03.2014 19.03.2014 19.03.2014 22.07.2015 12.06.2018
acquisition
1. Reporting period for the NA NA NA NA NA NA NA
subsidiary concerned, if
different from the holding
company’s reporting
period
2. Reporting currency and NA NA NA NA NA NA NA
Exchange rate as on the
last date of the relevant
Financial year in the case
of foreign subsidiaries
3. Share capital 385.00 265.00 417.00 205.00 455.00 200.50 1350.30
4. Other Equity (11.46) 120.21 (22.99) (9.33) (11.46) (9.60) 755.15
5. Total assets 373.71 439.89 394.16 198.42 444.34 197.00 10672.32
6. Total Liabilities 0.17 54.68 0.15 2.75 0.80 6.10 8566.87
7. Investments 369.28 435.94 383.37 173.15 413.07 175.33 -
8. Turnover - - - - - - 11253.98
9. Profit before taxation (0.88) (4.70) (1.24) (4.28) (1.44) (4.86) 1026.69
10. Provision for taxation 0.04 0.03 - - 0.05 - 258.40
11. Profit after taxation (0.92) (4.73) (1.24) (4.28) (1.49) (4.86) 768.29
12. Proposed Dividend - - - - - - -
13. Extent of shareholding 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00%
(in %age)
Note: Except MWMPL, all the remaining subsidiaries are relatively much smaller and no material business activities are being carried out in these
companies
76
Annual Report 2019-20
For and on behalf of the Board of Directors of Triveni Engineering & Industries Limited
77
Corporate Overview Management Statements Statutory Reports Financial Statements
Annexure-B
Corporate Governance Report
COMPANY’S PHILOSOPHY ON CODE OF GOVERNANCE 4. Whistle Blower Policy wherein the Employees and
Your Company is of the belief that sound Corporate Governance is Directors may have the direct access to the Chairperson
vital to enhance and retain stakeholder trust. Good Governance of the Audit Committee.
underpins the success and integrity of the organisation,
institutions and markets. It is one of the essential pillars for 5. Risk Management framework to identify the risk for its
building an efficient and sustainable environment, systems and businesses, to assess the probability of its occurrence
practices to ensure that the affairs of the Company are being and its mitigation plans. The information about the
managed in a way which ensure accountability, transparency, framework is placed before the Audit Committee and the
fairness in all its transactions in the widest sense and meeting Board periodically.
its stakeholder’s aspirations and societal expectations. Your
Company is committed to adopt the best governance practices BOARD OF DIRECTORS
and their adherence in the true spirit at all times. It envisages The Company is managed and guided by the Board of Directors
the attainment of a high level of transparency and accountability (“Board”). The Board formulates the strategy, regularly reviews
in the functioning of the Company and in the way it conducts the performance of the Company and determines the purpose
business internally and externally. and values of the Company. The Board provides and evaluates
the strategic direction of the Company, management policies
In line with the above philosophy, your Company continuously and their effectiveness and ensures that the long-term
strives for excellence through adoption of best governance interests of the shareholders are being served. The Chairman
and disclosure practices. The Company recognises that good and Managing Director with the support of the Vice Chairman
governance is a continuing exercise and thus reiterates and Managing Director and senior executives oversees the
its commitment to pursue highest standard of Corporate functional matters of the Company.
Governance in the overall interest of its stakeholders.
As on the date of this report, the Board comprises of eight (8)
Directors - 5 (five) Non-Executive and Independent Directors
Your Company has been consistently working for the
including one Women Director, 1(one) Non Executive Non-
betterment of the governance system executed with the Stock
Independent Director and 2 (two) Executive Directors. All the
Exchanges. We are committed to doing things in the right way
members of the Board are eminent persons with professional
which includes but not limited to compliance with its applicable
expertise and valuable experience in their respective areas of
legal requirement.
specialisation and bring a wide range of skills and experience
to the Board.
THE HIGHLIGHT OF THE CORPORATE GOVERNANCE SYSTEM
INCLUDES: None of the Directors on the Board is a Member on more than
1. The Board of Directors of the Company is well represented 10 Committees, and Chairperson of more than 5 Committees
with Executive, Non-Executive and Independent Non- across all listed companies in which he is a Director. Necessary
Executive Directors with the Executive Chairman and disclosures regarding Committee positions have been made by
Managing Director. As on the date of this report, the the Directors.
Independent Non-Executive Directors form about 62% of
the Board of Directors. Meetings of the Board
The Board of Directors met six times during the FY 20 ended
2. The Board has constituted several Committees viz. Audit
on March 31, 2020. The interval between any two successive
Committee, Nomination and Remuneration Committee,
meetings did not exceed one hundred and twenty days. Board
Stakeholders Relationship Committee, Corporate Social
Meetings were held on May 21, 2019, June 3, 2019, August 3,
Responsibility Committee and Executive Sub Committee
2019, November 8, 2019, February 4, 2020 and February 10,
for more focused attention. The Board is empowered to
2020.
constitute additional functional Committees from time to
time, depending on the business needs.
Independent Directors
3. The Company has established a Code of Conduct for All the Independent Directors have confirmed that they meet the
Directors and Senior Management of the Company. criteria as stipulated under Regulation 16(1)(b) of the Securities
78
Annual Report 2019-20
and Exchange Board of India (Listing Obligations and Disclosure of the Company, business strategy going forward and new
Requirements) Regulations, 2015 (‘Listing Regulations’) read initiatives being taken / proposed to be taken by the Company
with Section 149(6) of the Companies Act, 2013 (‘Act’). All such through presentation. Factory visits are organised, as and when
declarations were placed before the Board. Based on that, in the required, for the Directors. The details of the familiarisation
opinion of the Board, they fulfill the conditions of independence programme of the Independent Directors are available on the
as specified in the Listing Regulations and the Act and are Company’s website at http://www.trivenigroup.com/investor/
independent of the management. The maximum tenure of corporate-governance/policies.html
independent directors is in compliance with the Companies Act,
2013 and the terms and conditions of their appointment have SUCCESSION PLANNING FOR THE BOARD AND SENIOR
been disclosed on the website of the Company. MANAGEMENT
Board of Directors
Regulation 25(3) of Listing Regulations read with Schedule IV of The Nomination and Remuneration Committee (NRC) of the
the Companies Act, 2013 and the rules under it mandate that Board shall identify the suitable person for appointment at
the Independent Directors of the Company hold at least one Board level including from the existing top management.
meeting in a year without the attendance of Non-Independent The NRC shall apply due diligence process to determine
Directors of the Company and members of the management. competency of person(s) being considered for appointment
During the year, separate meeting of the Independent Directors or re-appointment as a Director including Managing Director
was held on February 4, 2020 without the attendance of non- / Whole-time Director of the Company in accordance with the
independent directors and members of the management. The provisions of the Nomination and Remuneration Policy of the
independent directors, inter-alia reviewed the performance of Company and the applicable provisions of the Companies Act,
non-independent directors, Chairman of the Company and the 2013 and the Rules made thereunder and the SEBI (LODR)
Board as a whole. Regulations, 2015, as amended from time to time.
Name of the Director Category No. of Board Attendance No. of other No. of Committees
Meetings at last AGM Directorships*2 positions held
held on in other
September companies*3
27, 2019
Held Attended Chairman Member
Mr. Dhruv M. Sawhney*1 Promoter & 6 3 No 3 1 1
Chairman and Managing Executive
Director Director
DIN-00102999
Mr. Tarun Sawhney*1 Promoter & 6 5 Yes 3 None 1
Vice Chairman and Executive
Managing Director Director
DIN-00382878
Mr. Nikhil Sawhney*1 Promoter & Non- 6 6 No 3 None 3
DIN-00029028 Executive Director
Mr. Shekhar Datta Independent Non- 6 4 No 1 None None
DIN-00045591 Executive Director
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Corporate Overview Management Statements Statutory Reports Financial Statements
Name of the Director Category No. of Board Attendance No. of other No. of Committees
Meetings at last AGM Directorships*2 positions held
held on in other
September companies*3
27, 2019
Held Attended Chairman Member
Ms. Homai A. Daruwalla Independent Non- 6 5 Yes 7 3 8
DIN-00365880 Executive Director
Dr. Santosh Pande Independent Non- 6 6 Yes 2 None 2
DIN-01070414 Executive Director
Mr. Sudipto Sarkar Independent Non- 6 4 No 4 1 5
DIN-00048279 Executive Director
Mr. J.K. Dadoo Independent Non- 6 6 Yes None None None
DIN-02481702 Executive Director
Lt. Gen. K.K. Hazari (Retd.) (DIN:00090909) and Dr. F.C. Kohli, (DIN:00102878), Independent Non-Executive Directors, resigned from
the Board w.e.f. November 8, 2019 and January 24, 2020 due to health reasons and advancing age respectively and there was no
other material reason for their resignation.
*1 Mr. Tarun Sawhney and Mr. Nikhil Sawhney are sons of Mr. Dhruv M. Sawhney, Chairman & Managing Director of the Company and are thus
related.
*2 Excludes Directorships in Indian Private Limited Companies, Foreign Companies, Firms, Partnerships including LLPs, Section 8 Companies and
membership of various Chambers and other non-corporate organisations.
*3 The committees considered for the purpose are those prescribed under Regulation 26(1) of Listing Regulations i.e. Audit Committee and
Stakeholders’ Relationship Committee of public limited companies, whether listed or not. Further, No. of Committee membership includes
Committee Chairmanships.
Further, the details of directorship held by the Directors of the Company in other listed entities as on the date of this report
are as follows:-
80
Annual Report 2019-20
BOARD FUNCTIONING AND PROCEDURE management & internal controls, financial & operational
Matrix of skills/ expertise/ competence of the Board of controls.
Directors
The Board comprises qualified members who bring in the Diversity & Behavioural and Personal attributes: Diversity of
required skills, competence and expertise that allow them to thought, experience, perspective, gender and culture brought
make effective contribution to the Board and its committees. to the Board by individual members. Personal characteristics
matching the Company’s values, such as ethics & integrity,
Details of the core skills/ expertise/ competencies identified accountability, commitment, building relationship.
by the board of directors as required in the context of the
Company’s business(es) and sector(s) in which it operates to Corporate governance and Finance: Understanding of good
function effectively: corporate governance practices & regulatory framework
General management and leadership experience*: This applicable to the Company and its compliances, maintaining
includes experience in the areas of general management board and management accountability, protecting stakeholders’
practices and processes, business development, strategic interests and Company’s responsibilities towards customers,
planning, global business opportunities, manufacturing, employees, suppliers, regulatory bodies and the communities
engineering, financial management, information technology, in which it operates, financial skills, oversight for risk
research and development, senior level experience and management and internal controls and proficiency in financial
academic administration. management.
Given below is a list of core skills, expertise and competencies of the individual Directors:
Core Skills/Expertise DMS TS NS SD HD SP SS JKD
General Management and Leadership √ √ √ √ √ √ √ √
Functional and managerial experience √ √ √ √ √ √ √ √
Diversity behavioural and personal attributes √ √ √ √ √ √ √ √
Corporate governance and Finance √ √ √ √ √ √ √ √
DMS – Mr. Dhruv M. Sawhney, TS – Mr. Tarun Sawhney, NS – Mr. Nikhil Sawhney, SD – Mr. Shekhar Datta, HD – Ms Homai Daruwalla,
SP – Dr Santosh Pande, SS – Mr. Sudipto Sarkar, JKD – Mr J.K. Dadoo
BOARD MEETING FREQUENCY AND CIRCULATION OF AGENDA The Board reviewed compliance reports prepared by the
PAPERS Company on quarterly periodicity.
The Board and its Committees meet at regular intervals
for discussion on agenda circulated well in advance by the Presentation by the Management
Company. All material information is incorporated in the The senior management of the Company is invited at the
agenda for facilitating meaningful and focused discussion at meetings to make presentations to the Board, covering
the meeting. Where it is not practical to attach or send the operations of the businesses of the Company, Strategy and
relevant information as a part of agenda papers, the same are Business Plans and to provide clarifications as and when
tabled at the Meeting. To meet business exigencies, resolutions necessary.
in respect of urgent matters are passed by the Directors by
Circulation. Access to Employees
The Directors bring an independent perspective on the issues
The Company has proper systems to enable the Board to deliberated by the Board. They have complete and unfettered
periodically review compliance reports of all laws applicable access to any information of the Company and to any employee
to the Company, as prepared by the Company as well as steps of the Company.
taken by the Company to rectify instances of non-compliances.
81
Corporate Overview Management Statements Statutory Reports Financial Statements
Availability of Information to Board Member includes: • Details of the transactions with the related parties.
• Performance of each line of business, business strategy • General notices of interest of directors.
going forward, new initiatives being taken / proposed to
be taken and business plans of the Company. • Appointment, remuneration and resignation of Directors.
• Annual operating plans and budgets including capital Post Meeting follow up Mechanism
expenditure budgets and any updates. The important decisions taken at the Board / Committee
• Quarterly results of the Company including results of the meetings are promptly communicated to the respective units/
business segments. departments. Action taken report on the decisions of the
previous meeting(s) is placed at the immediately succeeding
• Minutes of the meetings of Committees of the Board. meeting of the Board/ Committee for information and review
• The information on recruitment and remuneration of by the Board.
senior officers just below the Board level, including
appointment or removal of Chief Financial Officer and the Re-appointment of Director
Company Secretary. The information / details pertaining to Director seeking re-
appointment in ensuing Annual General Meeting (AGM), is
• Show cause, demand, prosecution notices and penalty provided in the Notice for the AGM. The Notice contains the
notices which are materially important. relevant information, like brief resume of the Directors, nature
• Fatal or serious accidents, dangerous occurrences, any of their expertise in specific functional areas and names of the
material effluent or pollution problems. companies in which they hold Directorship and membership of
any Committee of the Board.
• Any material default in the financial obligations to and by
the Company, or substantial non-payment for goods sold BOARD COMMITTEES
/ services provided by the Company. The Board of Directors have constituted following Committees
• Any issue, which involves possible public or product consisting of Executive and Non-Executive Directors of the
liability claims of substantial nature, including any Company with adequate delegation of powers to meet various
judgment or order which, may have passed strictures mandatory requirements of the Act and Listing Regulations
on the conduct of the Company or taken an adverse view and perform as also to oversee business of the Company and to
regarding another enterprise that can have negative take decisions within the parameters defined by the Board. The
implications on the Company. Company Secretary acts as the Secretary to all the Committees
of the Board:
• Details of any joint venture or collaboration agreement.
1. Audit Committee
• Transactions that involve substantial payment towards
goodwill, brand equity, or intellectual property. 2. Nomination and Remuneration Committee
• Significant labour problems and their proposed solutions. 3. Stakeholders’ Relationship Committee
Any significant development in Human Resources / 4. Corporate Social Responsibility Committee
Industrial Relations front like signing of wage agreement,
implementation of Voluntary Retirement Scheme etc. Details on the role and composition of these committees,
• Sale of material nature, of investments, subsidiaries, including the number of meetings held during the financial
assets, which is not in normal course of business. year and the related attendance are provided below:
82
Annual Report 2019-20
Name of the Category No. of Meetings • Scrutiny of Inter-Corporate loans and investments.
Member Held Attended • Valuation of undertakings or assets of the Company,
Ms. Homai A. Independent Non- 4 4 wherever required.
Daruwalla – Executive Director
Chairperson • Reviewing the utilization of loans and/or advances
from/investment by the holding company in the
Mr Tarun Promoter & 4 4
subsidiary exceeding Rupees 100 crore or 10% of
Sawhney Executive Director
the asset size of the subsidiary, whichever is lower
Mr Shekhar Independent Non- 4 4
including existing loans / advances / investment.
Datta Executive Director
Lt. Gen. K.K. Independent Non- 3 2
The constitution and term of reference of the Audit
Hazari (Retd.)*1 Executive Director
Committee meet the requirements of Regulation 18 of the
Mr. Sudipto Independent Non- 4 3
Listing Regulations read with the relevant provisions of
Sarkar Executive Director
the Companies Act, 2013.
*1Ceased to be a member w.e.f. November 8, 2019.
(II) Nomination and Remuneration Committee (NRC)
The Chairperson of the Audit Committee attended the
Composition, Meetings & Attendance
last AGM held on September 27, 2019 to answer the
The NRC is headed by an Independent Director and
shareholders’ queries.
consists of the members as stated below. The NRC met
The functions and terms of reference/role of the Audit thrice during the FY 20 ended on March 31, 2020 i.e.
Committee as specified in the Regulation 18 of the SEBI on May 21, 2019, August 2, 2019 and February 4, 2020.
(LODR) Regulations and Section 177 of the Companies Act, The NRC was reorganized on September 23, 2019 by re-
2013 as amended from time to time and broadly include:- designating Dr Pande as Chairman in place of Gen. Hazari.
The composition and attendance of each Audit Committee
The terms of reference of the Committee inter-alia Member is as under:-
include:-
• Reviewing the Company’s financial reporting process Name of the Category No. of Meetings
and its financial statements. Member Held Attended
Dr Santosh Independent Non- 3 3
• Reviewing the accounting and financial policies and Pande – Executive Director
practices and compliance with applicable accounting Chairman
standards. Mr Nikhil Promoter & Non- 3 3
• Reviewing the efficacy of the internal control Sawhney Executive Director
mechanism, monitor risk management policies Mr Shekhar Independent Non- 3 3
adopted by the Company and ensure compliance Datta Executive Director
with regulatory guidelines. Lt. Gen. K.K. Independent Non- 2 2
Hazari (Retd.)*1 Executive Director
• Reviewing reports furnished by the internal and
*1Ceased to be a member w.e.f. November 8, 2019.
statutory auditors, and ensure that suitable follow-
up action is taken. The broad terms of reference of the NRC include:
• Examining accountancy and disclosure aspects of all • To identify persons who are qualified to become
significant transactions. Directors (Executive, Non-Executive and Independent
• Reviewing with management the quarterly, half Directors) and who may be appointed in senior
yearly & annual financial statements including management in accordance with the criteria laid
review of qualifications, if any, in the audit report down,
before submission to the Board for approval. • To recommend to the Board their appointment and
removal and shall carry out evaluation of every
• Recommending appointment of external and internal
director’s performance.
auditors and fixation of audit fees.
• To formulate the criteria for determining
• Seeking legal or professional advice, if required qualifications, positive attributes and independence
• Approval or any subsequent modifications of of a director and recommend to the Board a policy,
transactions of the Company with related parties. relating to the remuneration for the directors
83
Corporate Overview Management Statements Statutory Reports Financial Statements
84
Annual Report 2019-20
prescribed under the provisions of the Companies Act, on May 21, 2019, August 2, 2019, and November 8, 2019.
2013. In addition to the sitting fees, the NEDs are entitled The SRC was reconstituted on September 23, 2019 by
to profit based commission within the limits approved by inducting Dr. Santosh Pande as a Member & designating
the shareholders of the Company. The said commission him as Chairman in place of Gen. Hazari. The composition
is decided by the Board and distributed to NEDs based on and attendance of each Committee Member is as under:-
their performance.
Name of the Category No. of Meetings
The details of the remuneration paid/provided during the Member Held Attended
FY20 ended on March 31, 2020 to NEDs are as follows:- Dr. Santosh Independent Non- 1 1
Pande - Executive Director
(` in Lakhs)
Chairman*1
Name of the Non- Sitting Commission No. of
Lt. Gen. K.K. Independent Non- 2 2
Executive Director Fees Equity
Hazari (Retd.)*2 Executive Director
Shares
Mr Tarun Promoter & 3 3
held
Sawhney Executive Director
Dr. F. C. Kohli*1 Nil Nil Nil Mr Nikhil Promoter & Non- 3 3
Lt. Gen. K. K. Hazari 8.20 Nil Nil Sawhney Executive Director
(Retd.) *2 Mr. Sudipto Independent Non- 3 2
Mr. Shekhar Datta 11.25 8.50 10000 Sarkar Executive Director
Mr. Nikhil Sawhney 11.40 30.00 14717033 *1 Appointed as a member/Chairman w.e.f. September 23, 2019.
Ms. Homai A. 10.50 8.50 Nil *2 Ceased to be a member w.e.f. November 8, 2019.
Daruwalla
Function and term of reference
Dr. Santosh Pande 10.80 8.50 Nil The functions and terms of reference/role of the SRC
Mr. Sudipto Sarkar 9.50 8.50 Nil broadly include:-
Mr. J.K. Dadoo 7.00 8.50 Nil
• Resolving the grievances of the security holders of the
*1 Ceased to be a director w.e.f. January 24, 2020. listed entity including complaints related to transfer/
*2 Ceased to be a director w.e.f. November 8, 2019. transmission of shares, non-receipt of annual report,
non-receipt of declared dividends, issue of new/
None of the Independent / Non-Executive Directors duplicate certificates, general meetings etc.
have any pecuniary relationship or transactions with • Review of measures taken for effective exercise of
the Company, its promoters and its senior management, voting rights by shareholders.
its subsidiaries and associate companies except
for the payment of remuneration as stated above. • Review of adherence to the service standards
Mr. Shekhar Datta, Dr. Santosh Pande, and Ms Homai A. adopted by the company in respect of various
Daruwalla, Independent Directors have received sitting services being rendered by the Registrar & Share
fee / commission as Director and Member of Board/ Transfer Agent.
Committees of Triveni Turbine Ltd. (Associate Company), • Review of the various measures and initiatives
whereas Mr. Nikhil Sawhney, Promoter & Non-Executive taken by the Company for reducing the quantum of
Director is the Vice Chairman and Managing Director of unclaimed dividends and ensuring timely receipt of
the said Associate Company and has drawn remuneration dividend warrants/annual reports/statutory notices
from that Company. by the shareholders of the Company.
During the year, the Company has not issued any Stock • Review of the report(s) which may be submitted by
Option to the Directors including Independent Directors the Company Secretary/RTA relating to approval/
under its ESOP Schemes. confirmation of requests for share transfer/
transmission/transposition/consolidation/issue
(III) Stakeholders’ Relationship Committee (SRC) of duplicate share certificates/sub-division,
Composition, Meetings & Attendance consolidation, remat, demat etc on quarterly basis.
The Committee is headed by an Independent Director and
consists of the members as stated below. The Committee The constitution and term of reference of the Stakeholders’
met thrice during the FY 20 ended on March 31, 2020 i.e. Relationship Committee meet the requirements of
85
Corporate Overview Management Statements Statutory Reports Financial Statements
Regulation 20 of the Listing Regulations read with the Mr Nikhil Sawhney. During the FY 20 ended on March 31,
relevant provisions of the Companies Act, 2013. Ms. Geeta 2020, the CSR Committee met once on August 2, 2019 and
Bhalla, Group Vice President & Company Secretary all the members attended the said meeting.
has been designated as the Compliance Officer of the
Company. Function and term of reference
The CSR Committee is authorized to formulate and
Details of investor complaints recommend to the Board, a CSR policy indicating the
During the FY 20 ended on March 31, 2020, the Company activity or activities to be undertaken by the Company
received complaints from various shareholders / as specified in Schedule VII of the Companies Act, 2013;
investors directly and/or through the Stock Exchanges recommend the amount to be spent on such activities;
/ SEBI relating to non-receipt of dividend / redemption monitor the Company’s CSR policy periodically and
money, annual report/notice of general meeting, new institute a transparent monitoring mechanism for the
share certificates etc. All of them were resolved / implementation of the CSR projects.
replied suitably by furnishing the requisite information /
documents. Details of investor complaints received and The constitution and term of reference of the CSR
resolved during the FY 20 are as follows: Committee meet the requirements of relevant provisions
of the Companies Act, 2013.
Opening Balance Received Resolved Pending
Nil 17 17 Nil Other Committees
Executive Sub-Committee
Further, there were no pending share transfers and Apart from the above statutory committees, the Board of
requests for dematerialization as on March 31, 2020. Directors have constituted an Executive Sub-Committee
comprising of four (4) Directors to oversee routine
(IV) Corporate Social Responsibility Committee (CSR matters that are in the normal course of the business.
Committee) The Board of Directors have delegated certain powers to
Composition, Meetings & Attendance this Committee to facilitate the working of the Company.
The Committee is headed by an Independent Director and The Committee met four times during the FY20 ended on
consists of four members, viz. Ms. Homai A. Daruwalla – March 31, 2020.
Chairperson, Dr. Santosh Pande, Mr Tarun Sawhney and
86
Annual Report 2019-20
(c) Teleconferences and Press conferences, Financial Reporting for the quarter : By mid of
Presentation etc.: The Company held quarterly ending June 30, 2020 August 2020
Investors Teleconferences and Press Conferences Financial Reporting for the quarter : By mid of
for the investors of the Company after the declaration / half year ending September 30, November 2020
of the Quarterly / Annual Results. The Company 2020
made presentations to institutional investors / Financial Reporting for the : By mid of
analysts during the period which are available on the quarter / nine months ending February 2021
Company’s website. December 31, 2020
(d) Exclusive email ID for investors: The Company has Financial Reporting for the annual : By the end of
designated the email id shares@trivenigroup.com audited accounts for the financial May 2021
exclusively for investor servicing, and the same is year ending March, 31, 2021
prominently displayed on the Company’s website
87
Corporate Overview Management Statements Statutory Reports Financial Statements
The Company has paid the listing fees for the Financial Year 2020-2021 to both the aforesaid Stock Exchanges.
(d) Market Price Data/Stock Performance: FY20 ended on March 31, 2020
During the year under report, the trading in Company’s equity shares was from April 1, 2019 to March 31, 2020. The high low
price during this period on the BSE and NSE was as under:-
Month Bombay Stock Exchange (BSE) National Stock Exchange (NSE)
High Low High Low
April, 2019 69.00 58.15 69.10 58.15
May, 2019 74.50 61.55 74.35 61.30
June, 2019 78.40 62.50 78.50 62.55
July, 2019 71.70 53.65 71.40 53.55
August, 2019 59.35 47.00 59.50 47.90
September, 2019 64.90 51.85 65.00 51.75
October, 2019 66.85 58.05 66.90 57.85
November, 2019 70.95 60.25 71.10 60.00
December, 2019 71.85 60.00 72.00 59.85
January, 2020 88.45 69.15 88.45 69.20
February, 2020 84.85 62.35 84.90 62.40
March, 2020 65.70 28.90 66.00 28.65
(e) Performance of the share price of the Company in comparison to the BSE Sensex
100 50,000
90
44,000
80
Triveni Share Price (BSE) `
70
38,000
BSE Sensex
60
50 32,000
40
26,000
30
20 20,000
019 019 019 19 19 19 19 19 19 20 20 20
il, 2 y, 2 e, 2 ly, 20 s t , 20 e r, 20
e r, 20 r, 20 r, 20
r y, 20
r y, 20 h , 20
Ap
r Ma Jun Ju gu mb tob be be ua rua rc
Au pte Oc vem cem Jan eb Ma
S e N o D e F
Triveni Share price (BSE) High Triveni Share price (BSE) Low BSE Sensex
88
Annual Report 2019-20
(f) Registrar & Share Transfer Agent / transposition / consolidation / issue of duplicate share
M/s KFin Technologies Pvt. Ltd., certificates / sub-division, consolidation, remat, demat
(formerly M/s Karvy Fintech Pvt. Ltd.) and perform other related activities in accordance with
Unit: Triveni Engineering & Industries Limited the Listing Regulations and SEBI (Depositories and
Karvy Selenium Tower B, Plot 31-32, Gachibowli Participants) Regulations, 1996 and submit a report in this
Financial District, Nanakramguda, Hyderabad – 500 032 regard to Stakeholders’ Relationship Committee.
Tel. :- Board No.: 040 6716 2222
Fax No.: 040 23001153 The shares sent for physical transfer are registered and
Email : einward.ris@kfintech.com returned within the stipulated period from the date of
receipt of request, if the documents are complete in all
(g) Share Transfer System respects. As per the requirement of regulation 40(9) of
The Company’s share transfer authority has been the Listing Regulations, a certificate on half yearly basis
delegated to the Company Secretary / Registrar and confirming due compliance of share transfer/transmission
Transfer Agent formalities by the Company from Practicing Company
Secretary has been submitted to Stock Exchanges within
M/s KFin Technologies Pvt. Ltd., which generally approves stipulated time.
and confirms the request for share transfer / transmission
89
Corporate Overview Management Statements Statutory Reports Financial Statements
(j) Dematerialisation of Shares & Liquidity the Management Discussions & Analysis forming part of
The Company’s equity shares are compulsorily traded the Annual Report.
in the electronic form. The Company has entered into an
Agreement with NSDL and CDSL to establish electronic (m) Reconciliation of Share Capital Audit
connectivity of its equity shares for scrip less trading. As stipulated by SEBI, a qualified Practicing Company
Both NSDL & CDSL have admitted the Company’s equity Secretary carries out Reconciliation of Share Capital Audit
share on their system. to reconcile the total admitted capital with NSDL and CDSL
and the total issued and listed capital. This audit is carried
The system for getting the shares dematerialised is as out every quarter and the report thereon is submitted
under: to the Stock Exchanges. The Audit confirms that the
total listed and paid-up capital is in agreement with the
• Share Certificate(s) along with Demat Request Form
aggregate of the total number of shares in dematerialised
(DRF) will be submitted by the shareholder to the
form and in physical form.
Depository Participant (DP) with whom he/she has
opened a Depository Account.
(n) Unclaimed Dividend
• DP will process the DRF and generates a unique All unclaimed dividends upto the financial year 2011-12
number DRN. (Final Dividend) have been transferred to the Investor
Education and Protection Fund (IEPF), administered by the
• DP will forward the DRF and share certificates to the
Central Government.
Company’s Registrar and Share Transfer Agent.
• The Company’s Registrar and Share Transfer Agent The dividends for the succeeding years remaining
after processing the DRF will confirm or reject the unclaimed for 7 years will be transferred by the Company
request to the Depositories. to the said IEPF on the due dates as given hereunder:
• Upon confirmation, the Depository will give the Financial Whether Date of Due date for
credit to shareholder in his / her depository account Year/ Interim/ declaration transfer to
maintained with DP. Period Final of Dividend IEPF
2017-18 Interim Dividend 10.08.2017 10.09.2024
As on March 31, 2020, 99.90% of total equity share capital 2018-19 Interim Dividend 13.02.2019 17.03.2026
of the Company was held in dematerialised form (including 2019-20 Interim Dividend 10.02.2020 15.03.2027
100% of the promoter holding). The ISIN allotted by NSDL
/ CDSL is INE256C01024. Confirmation in respect of the Shareholders who have not so far encashed their dividend
requests for dematerialisation of shares is sent to NSDL warrant(s) or have not received the same are requested
and CDSL within the stipulated period. to seek issuance of duplicate warrant(s) by writing to the
Company confirming non-encashment / non-receipt of
(k) Outstanding GDR / ADR or Warrants dividend warrant(s).
As on date there are no Global Depository Receipts (GDR),
American Depository Receipt (ADR), Warrants or any other (o) Transfer of Equity Shares to Investor Education and
convertible instrument. Protection Fund (IEPF)
In compliance with the requirements laid down in Section
(l) Commodity price risk or foreign exchange risk and 124(6) of the Companies Act, 2013 read with the Investor
hedging activities Education and Protection Fund Authority (Accounting,
Barring sugarcane, the price of which is fixed by the Audit, Transfer and Refund) Rules, 2016, the Company
Government, the Company is not exposed to any material has transferred equity shares of all such shareholders
commodity price risks in respect of other raw materials. whose dividends had remained unpaid or unclaimed for
In respect of its final products, the Company is exposed seven consecutive years or more, to the Demat Account
to sugar price risk and in view of sugar business being of IEPF. However, the shareholders are entitled to claim
a dominant business of the Company, its impact is their equity shares including all the corporate benefits
substantial. However, the Company does not have accruing on such shares, if any, from the IEPF Authority
significant risks from foreign currency fluctuations as by submitting an online application in prescribed Form
the foreign exposures are nominal. The details on these IEPF-5 and sending a physical copy of the said Form duly
risks, mitigation and hedging potential thereof are stated signed by all the joint shareholders, if any, as per the
in Note 41 of the Standalone Financial Statements and in specimen signatures recorded with the Company along
90
Annual Report 2019-20
with requisite documents enumerated in the Form IEPF- The voting rights on the shares outstanding in the said account
5, to the Company’s Registrar & Transfer Agent, M/s KFin as on March 31, 2020 shall remain frozen till the rightful owner
Technologies Pvt. Ltd., Hyderabad. The Rules and Form of such shares claims the shares.
IEPF-5 for claiming back the equity shares are available
on the website of IEPF www.iepf.gov.in. It may please p) Locations
be noted that no claim shall lie against the Company in Registered Office
respect of equity shares transferred to IEPF pursuant to Triveni Engineering & Industries Limited
the said Rules. The details of the shareholders whose Deoband, Distt. Saharanpur
equity shares had been transferred to the Demat Account Uttar Pradesh - 247 554
of the IEPF and the details of unclaimed dividends lying Tel. :- 01336-222185, 222497
with the Company as on the date of last AGM (i.e. Sept 27, Fax :- 01336-222220
2019) are available on the website of the Company at www.
trivenigroup.com/investor/shareholders-information. Share Department
Further, shares in respect of which dividend will remain Triveni Engineering & Industries Ltd.
unclaimed progressively for seven consecutive years, 8th Floor, Express Trade Towers,
will be reviewed for transfer to the IEPF as required by 15-16, Sector 16A, Noida-201 301.
law. In the interest of shareholders, the Company send Tel. :- 0120-4308000; Fax :- 0120-4311010-11
prior intimation to the concerned shareholders to claim email :- shares@trivenigroup.com
their unclaimed dividends in order to avoid transfer of Plant Locations
dividend/shares to IEPF and publish a notice to this effect Detailed information on plant / business locations is
in the newspapers. provided elsewhere in the Annual Report.
Equity shares of the Company lying in IEPF suspense Address for correspondence
account Please contact the Compliance Officer of the Company
In accordance with the requirement of Regulation 34(3) at the following address regarding any questions or
and Part F of Schedule V to the SEBI (Listing Regulations, concerns:
detail of the equity shares in the suspense account are as
follows: Ms. Geeta Bhalla
Group Vice President & Company Secretary
Particulars Number of No of Equity Triveni Engineering & Industries Ltd.
Shareholders shares 8th Floor, Express Trade Towers,
Aggregate number of 867 77518 15-16, Sector 16A, Noida-201 301.
shareholders and the Tel. :- 0120-4308000; Fax :- 0120-4311010-11
outstanding shares in the Email :- shares@trivenigroup.com
suspense account lying
at the beginning of the q) Credit Rating
year During the financial year 2019-20, ICRA has, reaffirmed
Number of shareholders 4 3495 the rating for long term and short term facilities of the
who approached listed Company at AA- and A1+ respectively with stable outlook.
entity for transfer of
shares from suspense OTHER DISCLOSURES
account during the year • Related Party Transactions
3 630 During the year, there was no materially significant related
Number of shareholders
party transaction which may have potential conflict with
to whom shares were
the interest of the Company. The Company has formulated
transferred from
a Related Party Transaction Policy which has been
suspense account during
uploaded on its website at http://www.trivenigroup.com/
the year
investor/corporate-governance/policies.html Details
Aggregate number of 864 76888 of related party information and transactions are being
shareholders and the placed before the Audit Committee from time to time.
outstanding shares in the The details of the related party transactions during the
suspense account lying year have been provided in Note No.39 to the financial
at the end of the year statements.
91
Corporate Overview Management Statements Statutory Reports Financial Statements
92
Annual Report 2019-20
93
Corporate Overview Management Statements Statutory Reports Financial Statements
Annexure-C
Independent Auditor’s Certificate on Corporate Governance
To
The Members of
Triveni Engineering & Industries Limited
We have examined the compliance of conditions of Corporate Governance by Triveni Engineering & Industries Limited (“the
Company”) for the year ended 31st March, 2020, as stipulated in Regulations 17 to 27 and clause (b) to (i) of Regulation 46 (2) and
paragraphs C, D and E of Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015 as amended (‘Listing Regulations’) pursuant to the Listing Agreement of the Company with Stock Exchanges.
Management’s Responsibility
The compliance of the Corporate Governance Report is the responsibility of the Management of the Company including the preparation
and maintenance of all relevant supporting records and documents. This responsibility also includes the design, implementation
and maintenance of internal control relevant to ensure the compliance with the conditions of Corporate Governance as stipulated
in the Listing Regulations, issued by the Securities and Exchange Board of India.
Auditor’s Responsibility
Our examination was limited to procedures and implementation thereof, adopted by the Company for ensuring the compliance of
the terms and conditions of Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements
of the Company.
We have examined the relevant records and documents maintained by the Company for the purposes of providing reasonable
assurance on the compliance with Corporate Governance requirements by the Company.
Pursuant to the requirements of the Listing Regulations, it is our responsibility to provide a reasonable assurance whether the
Company has complied with the conditions of Corporate Governance as stipulated in Listing Regulations for the year ended
31st March, 2020.
We have carried out an examination of the relevant records of the Company in accordance with the Guidance Note on Certification
of Corporate Governance issued by the Institute of the Chartered Accountants of India (the ICAI), the Standards on Auditing specified
under Section 143(10) of the Companies Act 2013, in so far as applicable for the purpose of this certificate and as per the Guidance
Note on Reports or Certificates for Special Purposes issued by the ICAI which requires that we comply with the ethical requirements
of the Code of Ethics issued by the ICAI.
We have complied with the relevant applicable requirements of the Standard on Quality Control (SQC) 1, Quality Control for Firms
that Perform Audits and Reviews of Historical Financial Information, and Other Assurance and Related Services Engagements.
Opinion
Based on our examination of the relevant records and according to the information and explanations provided to us and the
representations provided by the Management, we certify that the Company has complied with the conditions of Corporate
Governance as stipulated in regulations 17 to 27 and Clauses (b) to (i) of Regulation 46(2) and para C , D and E of Schedule V of the
Listing Regulations during the year ended 31st March, 2020.
We state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or effectiveness
with which the Management has conducted the affairs of the Company.
Restriction on use
This certificate is issued solely for the purpose of complying with the aforesaid regulations and may not be suitable for any other
purpose.
Yogesh K. Gupta
Partner
Place : Faridabad (Haryana) Membership No. 093214
Dated : June 17, 2020 UDIN: 20093214AAAABR1556
94
Annual Report 2019-20
CEO/CFO Certification
To
Board of Directors
Triveni Engineering & Industries Ltd.
We, Dhruv. M. Sawhney, Chairman and Managing Director and Mr. Suresh Taneja, Group CFO certify to the Board that:
(a) We have reviewed financial statements and the cash flow statement for the year ended March 31, 2020 and that to the best of
our knowledge and belief:
(i) These statements do not contain any materially untrue statement or omit any material fact or contain statements that
might be misleading;
(ii) These statements together present a true and fair view of the company’s affairs and are in compliance with existing
accounting standards, applicable laws and regulations.
(b) There are, to the best of our knowledge and belief, no transactions entered into by the company during the year which are
fraudulent, illegal or violative of the company’s code of conduct.
(c) We accept responsibility for establishing and maintaining internal controls for financial reporting and that we have evaluated
the effectiveness of internal control systems of the company pertaining to financial reporting and we have disclosed to the
auditors and the Audit Committee, deficiencies in design or operation of such internal controls, if any, of which we are aware
and the steps we have taken or propose to take to rectify these deficiencies.
(i) That there were no significant changes in internal control over financial reporting during the year;
(ii) There are no significant changes in accounting policies during the year and;
(iii) That there were no instances of significant fraud, of which we have become aware and the involvement therein, if any,
of the management or an employee having a significant role in the company’s internal control system over financial
reporting.
95
Corporate Overview Management Statements Statutory Reports Financial Statements
To,
The Members of
M/s Triveni Engineering & Industries Limited
Deoband, District Saharanpur,
Uttar Pradesh-247554
We have examined the relevant registers, records, forms, returns and disclosures received from the Directors of TRIVENI ENGINEERING
& INDUSTRIES LIMITED having CIN-L15421UP1932PLC022174 and having registered office at DEOBAND, SAHARANPUR, UTTAR
PRADESH- 247554 (hereinafter referred to as ‘the Company’), produced before us by the Company for the purpose of issuing this
Certificate, in accordance with Regulation 34(3) read with Schedule V Para-C Sub clause 10(i) of the Securities Exchange Board of
India (Listing Obligations and Disclosure Requirements) Regulations, 2015.
In our opinion and to the best of our information and according to the verifications (including Directors Identification Number (DIN)
status at the portal www.mca.gov.in) as considered necessary and explanations furnished to us by the Company & its officers,
We hereby certify that none of the Directors on the Board of the Company as stated below for the Financial Year ending on March
31, 2020 have been debarred or disqualified from being appointed or continuing as Directors of companies by the Securities and
Exchange Board of India and Ministry of Corporate Affairs or any such other Statutory Authority.
Ensuring the eligibility of for the appointment / continuity of every Director on the Board is the responsibility of the management of
the Company. Our responsibility is to express an opinion on these based on our verification. This certificate is neither an assurance
as to the future viability of the Company nor of the efficiency or effectiveness with which the management has conducted the affairs
of the Company.
96
Annual Report 2019-20
Annexure-D
Form No. MR-3
Secretarial Audit Report
For The Financial Year Ended March 31, 2020
[Pursuant to section 204(1) of the Companies Act, 2013 and Rule No. 9 of the Companies
(Appointment and Remuneration Personnel) Rules, 2014]
d) Where ever required, we have obtained the Management (v) The following Regulations and Guidelines prescribed
representation about the compliances of laws, rules and under the Securities and Exchange Board of India Act,
regulations and happening of events etc. 1992 (‘SEBI Act’):-
e) The compliance of the provisions of the Corporate and (a) The Securities and Exchange Board of India
other applicable laws, rules, regulation, standards is the (Substantial Acquisition of Shares and Takeovers)
responsibility of the management. Our examination was Regulations, 2011;
limited to the verification of procedures on test basis.
(b) The Securities and Exchange Board of India
f) The Secretarial Audit report is neither an assurance as to (Prohibition of Insider Trading) Regulations, 2015;
the future viability of the company nor of the efficacy or
effectiveness with which the management has conducted (c) *The Securities and Exchange Board of India (Issue of
the affairs of the Company. Capital and Disclosure Requirements) Regulations,
97
Corporate Overview Management Statements Statutory Reports Financial Statements
2009 & Securities and Exchange Board of India We have checked the compliance management system of the
(Issue of Capital and Disclosure Requirements) Company to obtain reasonable assurance about the adequacy
Regulations, 2018 to the extent applicable; of systems in place to ensure compliance of specifically
applicable laws and this verification was done on test basis. In
(d)
*Securities and Exchange Board of India (Share our opinion and to the best of our information and according
Based Employee Benefits) Regulations, 2014; to explanations given to us, we believe that the compliance
management system of the Company is adequate to ensure
(e) *The Securities and Exchange Board of India (Issue compliance of laws specifically applicable to the Company.
and Listing of Debt Securities) Regulations, 2008;
We further report that the Board of Directors of the Company
(f)
The Securities and Exchange Board of India is duly constituted with proper balance of Executive Directors,
(Registrars to an Issue and Share Transfer Agents) Non-Executive Directors and Independent Directors. The
Regulations, 1993; changes in the composition of the Board of Directors that
took place during the period under review were carried out in
(g)
*The Securities and Exchange Board of India compliance with the provisions of the Act.
(Delisting of Equity Shares) Regulations, 2009;
Adequate notices were given to all directors of the Board
(h) The Securities and Exchange Board of India (Buyback Meetings. Agenda and detailed notes on agenda were sent in
of Securities) Regulations, 2018 advance and a system exists for seeking and obtaining further
information and clarifications on the agenda items before the
(i)
The Securities and Exchange Board of India meeting for meaningful participation at the meeting.
(Listing Obligations and Disclosure Requirements)
Regulations, 2015. Board decisions are carried out with unanimous consent and
therefore, no dissenting views were required to be captured
* No event took place under these Regulations during the Audit and recorded as part of the minutes.
period.
We further report that there are adequate systems and
We have also examined compliance with the applicable processes in the company commensurate with the size and
clauses of the Secretarial Standards on Meetings of the operations of the company to monitor and ensure compliance
Board of Directors and General Meetings issued by The with applicable laws, rules, regulations, standards and
Institute of Company Secretaries of India. guidelines.
During the period under review, the Company has We further report that during the audit period, the Company
complied with the provisions of the Act, Rules, Regulations, has completed the Buy-back of shares approved on June 3,
Guidelines and Standards, to the extent applicable, as 2019. Pursuant to the offer, the Company has bought back
mentioned above. and extinguished 1,00,00,000 equity shares of ` 1/- each; and
except the above there was no other specific event / action
(vi)
Some of the other laws specifically applicable to the which would have a major bearing on the Company’s affairs
company are as under:- in pursuance of the above referred laws, rules, regulations,
Sugar Cess Act, 1982 standards, guidelines, etc.
98
Annual Report 2019-20
Annexure-E
Report on CSR Activities/Initiatives for FY 20
1. A brief outline of the Company’s CSR policy, including 2. The composition of the CSR Committee:
overview of the projects or programs proposed to be (i) Ms Homai A. Daruwalla, Chairperson
undertaken and reference to the web-link to the CSR (ii) Dr. Santosh Pande
Policy and projects or programs
(iii) Mr Tarun Sawhney
In accordance with the provisions of the Companies Act,
2013 (‘Act’) and the Rules framed there under, the Board of (iv) Mr Nikhil Sawhney
Directors of the Company, have on the recommendation of
3. Average Net Profit of the Company for the last 3 financial
the CSR Committee, adopted a CSR Policy for undertaking
years: ` 6766 lakh
and monitoring the CSR programs, projects in the areas
stated in Schedule VII of the Act. The policy has been 4. Prescribed CSR expenditure (2% of amount mentioned
uploaded on the website of the Company at https:// at 3 above): ` 135.32 lakh
www.trivenigroup.com/investor/corporate-governance/
policies.html. 5. Details of CSR activities/projects undertaken during the
year:
During the year under review, CSR initiatives have been (a) Total amount spent for the financial year: ` 141.20 lakh*
made mainly in the areas of vocational skills/livelihood (b) Amount unspent, if any: Nil
enhancement projects, ecological balance & maintaining (c) Manner in which the amount spent during financial
quality of soil, air and water, and rural development. year is detailed below:-
(` in lakh)
Sr. CSR project/activity Sector in which the Projects/Programs Amount Amount spent Cumulative Amount
No. identified Project is covered 1. Local area/others outlay on the projects expenditure spent: Direct
2. Specifiy the State (budget) or programs upto to the or through
and district where project or Sub-heads: reporting implementing
projects/programs programs- Direct period agency
was undertaken wise expenditure
on projects or
programs*
1. Support to Football academy Training to 1. Others 5.00 5.00 5.00 Through
promote nationally 2. Delhi Implementing
recognized sports Agency, India
Youth Soccer
Association
(IYSA) Josh
Football
Academy
2. Capacity building for farmers Vocational skill/ 1. Local Areas 71.08 71.08 71.08 Direct
covering best sustainable Livelihood 2. Khatauli
crop management practices enhancement (Muzaffarnagar),
to maximise better yield and projects Chandanpur
healthier varieties of cane (Amroha),
through supply of subsidized & Ramkola
high yielding variety seeds (Kushinagar), all in
& better quality pesticides the State of Uttar
and by spreading knowledge Pradesh
on advanced practices
in agronomy, cropping
practices and plant protection
programmes.
99
Corporate Overview Management Statements Statutory Reports Financial Statements
Sr. CSR project/activity Sector in which the Projects/Programs Amount Amount spent Cumulative Amount
No. identified Project is covered 1. Local area/others outlay on the projects expenditure spent: Direct
2. Specifiy the State (budget) or programs upto to the or through
and district where project or Sub-heads: reporting implementing
projects/programs programs- Direct period agency
was undertaken wise expenditure
on projects or
programs*
3. Soil health program for Ecological balance 1. Local Areas 53.27 53.27 53.27 Direct
farmers to find out most and maintaining 2. Khatauli
cost optimum and agri- quality of soil, air (Muzaffarnagar),
ecological sustainable cane and water Deoband
crop practices to improve (Saharanpur),
productivity by undertaking Ramkola
soil sampling & testing/ (Kushinagar),
treatment, spreading Sabitgarh
awareness about the soil (Bulandshahr),
fertility findings and the Rani Nangal
judicious application of (Moradabad),
fertilizers/nutrients based Chandanpur
on such findings, providing (Amroha) &
efficient protective measures Milak Narayanur
for soil erosion, and supplying (Rampur), all in
subsidized fertilizers. the State of Uttar
Pradesh
4. Repairs/construction of roads Rural Development 1. Local Areas 11.85 11.85 11.85 Direct
and water harvesting system 2. Deoband
(Saharanpur) &
Milak Narayanpur
(Rampur), both in
the State of Uttar
Pradesh
TOTAL 141.20 141.20 141.20
*Out of amounts at #2 & 3 above, ` 31.51 lakh was released subsequent to the year end.
6. In case the Company has failed to spend the 2% of the average net profit of the last 3 financial years or any part thereof,
reasons for not spending the amount in its Board report: Not Applicable.
7. The CSR Committee confirms that the implementation and monitoring of CSR Policy, is in compliance with CSR objectives
and Policy of the Company.
100
Annual Report 2019-20
Annexure-F
A) CONSERVATION OF ENERGY B) TECHNOLOGY ABSORPTION
a) The steps taken or impact on conservation of energy (i) The efforts made towards technology absorption;
1. The change in manufacturing plan to produce All our businesses use mostly indigenous technology
raw sugar for exports and B-heavy molasses except for Gear Business, which apart from own
for production of Ethanol at three of its sugar technology up to 7.5 MW, gets technology under
units namely Deoband, Raninangal and License Agreements. Gear business is self-sufficient
Milaknarayanpur led to significant reduction in the application of the technologies obtained under
in process steam and power consumption and the License Agreements. The Gear Business is also
thereby conservation of energy. involved in R&D activities to develop fundamental
understanding of technology, to evolve other products
2. The condensate temperature through the CPU
and to also improve upon existing range of products.
was optimized by increasing the capacity of the
PHE resulting into higher condensate recovery (ii) The benefits derived like product improvement,
at Khatauli. cost reduction, product development or import
substitution
3. Installed VFDs at pan circulator and injection
Both our engineering businesses are continually
pump resulting in saving of power at Deoband
engaged in the improvement of the product features
unit.
and value engineering so as to be cost competitive in
4. Installed vapour control valves at juice heaters the market place and to protect their margins.
to conserve steam energy at Deoband.
(iii) in case of imported technology (imported during
5. Installed VFD at injection pump resulting in the last three years reckoned from the beginning
saving of power at Sabitgarh unit of the financial year)-
6. Lagging done on damaged / exposed a) the details of technology No technology was
steam, vapour and condensate lines at imported * imported during the
Milaknarayanpur unit. last three years.
7. Installed new falling film evaporator at b) the year of import NA
Chandanpur unit as a second effect at juice c) whether the technology NA
evaporation station and new mechanical
has been fully absorbed
circulators at C massecuite boiling in pans and
modified mechanical circulators at some of the d) if not fully absorbed, NA
pans to reduce process steam consumption. areas where absorption
has not taken place and
8. Continued replacement of conventional
reasons thereof;
lightings with energy efficient LED lights at our
sugar units *The Gear Business has a License Agreement with an overseas
party under which limited information by way of drawings is
b) The steps taken by the Company for utilising provided to undertake manufacture of the product and as
alternate source of energy such, the underlying technology is not passed. However, the
• At Gear Business, arrangements have been Gear Unit leverages its knowledge and undertakes internal
made to source upto 83% of its power R&D to develop new products / applications
requirement, generated from wind energy, an
alternate renewable source of power. C) FOREIGN EXCHANGE EARNINGS & OUTGO
• At Ramkola unit, Solar Cells are being utilized Earnings in foreign exchange ` 3244.72 lakhs
at out-centre cane weighbridges for lighting Foreign exchange outgo ` 4673.77 lakhs*
and other uses during season period.
*include repayment of borrowings of ` 1166.67 lakhs during the
Apart from above, in all sugar units of the Company, year.
majority of power is generated through bagasse, which is
a renewable source of energy. For and on behalf of the Board of Directors
101
Corporate Overview Management Statements Statutory Reports Financial Statements
Annexure-G
Particulars of Employees Pursuant to Section 197 (12)
of the Companies Act, 2013 (‘Act’) Read With Rule 5(1) Of The Companies
(Appointment And Remuneration Of Managerial Personnel) Rules, 2014
(i) The percentage increase in remuneration of each Director, CFO and CS during the FY 20, ratio of remuneration of each Director
to the median remuneration of the employees of the Company for the FY 20
Name of Director/KMP and Designation Ratio of remuneration % increase of
to Median remuneration remuneration in FY 20
Mr. Dhruv M. Sawhney*1 N.A. N.A.
Chairman and Managing Director (CMD)
Mr. Tarun Sawhney*2 127.58 53.22%
Vice Chairman and Managing Director (VCMD)
Mr. Nikhil Sawhney 9.50 176.92%
Non-Executive Director
Dr. F.C. Kohli*3 N.A. N.A.
Non-Executive Independent Director
Lt. Gen. K.K. Hazari (Retd.) *4 1.88 -51.19%
Non-Executive Independent Director
Mr. Shekhar Datta 4.53 11.27%
Non-Executive Independent Director
Ms. Homai A. Daruwalla 4.36 16.92%
Non-Executive Independent Director
Dr. Santosh Pande 4.43 34.49%
Non-Executive Independent Director
Mr. Sudipto Sarkar 4.13 18.03%
Non-Executive Independent Director
Mr. Jitendra Kumar Dadoo*5 3.56 N.A.
Non-Executive Independent Director
Mr. Suresh Taneja*2 51.87 9.73%
Group Chief Financial Officer
Ms. Geeta Bhalla*2 19.99 15.82%
Group Vice President & Company Secretary
*1 No salary is being drawn by the CMD.
*2 Gratuity is provided based on actuarial valuation and hence, remuneration does not include gratuity.
*3 Ceased to be a director w.e.f. 24.1.2020. No amount was paid during the year
*4 Ceased to be a director w.e.f. 8.11.2019.
*5 Appointed w.e.f. 21.5.2019
Note: (i) The remuneration to Non-Executive Independent Directors includes commission in accordance with the relevant provisions of the
Companies Act, 2013 due to better profitability.
(ii) In the Financial year 2019-20, the annual median remuneration was at ` 4.36 lakhs and there was an increase of 7.92% in the
median remuneration of the employees as compared to last year (The salaries of seasonal employees in sugar units have not
been considered herein as they are deployed only for the duration of the Sugar season and not for the entire year).
(iii) There were 4046 permanent employees (882 officers, 3164 workmen including 1764 seasonal employees) on the rolls of the
Company as on March 31, 2020.
(iv) The average percentage salary increases of employees other than managerial personnel was 13.27% against 53.22% in the
managerial remuneration (pertaining to VCMD). The revision of VCMD’s salary took place on 01.10.2018 upon reappointment and
hence, on comparable basis, actual increase is 21.92%. The increase in remuneration is in line with considerable management
efforts made to manage diverse businesses, plan, implement and achieve improvement in operational efficiencies, which have
helped the Company to report much improved performance.
(v) It is hereby affirmed that the remuneration paid during the financial ended March 31, 2020 is as per the Nomination and
Remuneration policy of the Company.
For and on behalf of the Board of Directors
Dhruv M. Sawhney
Place : New Delhi Chairman and Managing Director
Date : June 17, 2020 DIN: 00102999
102
Annual Report 2019-20
Annexure-I
103
Corporate Overview Management Statements Statutory Reports Financial Statements
Section C: Other Details If yes, then indicate the percentage of such entity/
1. Does the Company have any Subsidiary Company/ entities? [Less than 30%, 30-60%, More than 60%].
Companies? Not Applicable
Yes, the Company has seven subsidiaries as on March 31,
2020. Section D: BR Information
1. Details of Director/Directors responsible of BR
2. Do the Subsidiary Company/Companies participate in a) Details of the Director/Director responsible for
the BR Initiatives of the parent company? If yes, then implementation of the BR policy/policies
indicate the number of such subsidiary company(s). DIN No: 00382878
The Subsidiary Companies are in the nascent stages
Name: Mr. Tarun Sawhney
of setting up their respective businesses and hence,
these do not have any active participation in the BR Designation: Vice Chairman and Managing Director
initiatives. However, one subsidiary company, Mathura
Wastewater Management (P) Limited (MWMPL), has b) Details of the BR head
carried out substantial business activities in the second Sl. Particulars Details
year of operation (first year had only nominal activities) No.
and endeavors to follow the BR initiative of the parent 1. DIN Number Not applicable
company. (if applicable)
2. Name & Mr Sameer Sinha, President-SBG &
3. Do any other entity/entities (e.g. suppliers, distributors Designation Corporate Planning
etc.) that the Company does business with, participate Mr. Rajiv Rajpal, CEO-Gears Business
in the BR initiatives of the Company?
Mr. Kamal Verma CEO-Water Business
While the suppliers or distributors are not directly involved
in the BR initiatives pursued by the Company, the Company 3. Telephone 0120-4308000
arranges with third parties to provide their expertise, number 0821-4280501
0120-4748000
products and services for the benefit of the farmers who
are the supply chain partners to the Company. Further, 4. e-mail id ssinha@ho.trivenigroup.com
the Company also engages with the farmers directly to rajivrajpal@gbg.trivenigroup.com
kamal.verma@projects.trivenigroup.com
provide expert knowledge on latest farming techniques
and prevention of disease to the crop
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Annual Report 2019-20
a. Details of compliance:
Sl.
Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
No.
1 Do you have policy/policies for BR? Yes
2 Has the policy being formulated The Company has formulated the policies, SOPs and adopted best
in consultation with the relevant practices by considering inputs, feedback and sensitivities of the
stakeholder? stake holders, wherever practicable.
3 Does the policy conform to any national/ Yes, the policies/practices broadly conform to the National Voluntary
international standards? If yes, specify? Guidelines (NVGs) issued by the Ministry of Corporate Affairs,
(50 words) Government of India, and the policies are compliant with applicable
laws as mapped against the principles mentioned in NVGs.
4 Has the policy being approved by the Yes, the Board of Directors of the Company has approved the BR
Board? If yes, has it been signed by MD/ Policy and the same has been signed by the VCMD, pursuant to the
owner/CEO/appropriate Board Director? authorization by the Board.
5 Does the company have a specified
committee of the Board/Director/Official
Yes
to oversee the implementation of the
policy?
6 Indicate the link for the policy to be The link for the Policies: www.trivenigroup.com
viewed online?
7 Has the policy been formally The internal stakeholders have been made aware of the policies
communicated to all relevant internal and through appropriate means of communication. For the external
external stakeholders? stakeholders, the policy has been posted on the Company’s website
and they have also being made aware of details of such policy and
about its availability on the website of the Company.
8 Does the company have in-house
Yes
structure to implement the policy/policies
9 Does the Company have a grievance
redressal mechanism related to the
Yes
policy/policies to address stakeholders’
grievances related to the policy/policies?
10 Has the company carried out independent There is an adequate system in force to ensure effective
audit/evaluation of the working of this implementation. The audit by an external agency will be arranged in
policy by an internal or external agency? the due course.
105
Corporate Overview Management Statements Statutory Reports Financial Statements
b. If answer to the question at Sl.No. 1 against any principle, is “No” please explain why: (Tick up to 2 options):
Sl.
Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
No.
1 The company has not understood the
Principles
2 The Company is not at a stage where it finds
itself in a position to formulate and implement
the policies on specified principles.
NOT APPLICABLE
3 The Company does not have financial or
manpower resources available for the task.
4 It is planned to be done within next 6 months
5 It is planned to be done within next 1 year
6 Any other reason (please specify)
3. Governance related to BR and all disclosures are reported to the Chairman of the Audit
• Indicate the frequency with which the Board of Committee. The Code of Conduct and Whistle Blower Policy are
Directors, Committee of the Board or CEO to access uploaded on the Company’s website- www.trivenigroup.com.
the BR performance of the Company. Within 3
months. 3-6 months, Annually, More than 1 year. 1. Does the Policy relating to ethics, bribery and corruption
The Board of Directors have adopted BR Policy in cover only the Company? Does it extend to the Group /
Feb 2018 and BR Performance of the Company is Joint Ventures / Suppliers/ Contractors / NGOs/ Others?
reviewed by VCMD/BR heads annually. The policies, philosophy and thinking in respect of the
above issues are practiced by the Company in the normal
• oes the Company publish a BR or a Sustainability
D conduct of the business and it also encourages its
Report? What is the hyperlink for viewing this suppliers and contractors to adopt such practices. While
report? How frequently it is published? the subsidiary companies engaged in tangible business
This is the third Business Responsibility Report activities will follow such policies of the Company, the
which forms part of the Company’s annual report associate companies in India do practice their own well-
for the financial year 2019-20. The annual report structured policies on the same lines.
containing this Business Responsibility Report
will be put up on the web site of the Company at 2. How many stakeholders’ complaints have been received
www.trivenigroup.com. in the past financial year and what percentage was
satisfactorily resolved by the management? If so,
SECTION E: PRINCIPLE-WISE PERFORMANCE provide details thereof.
Principle 1: Ethics, Transparency and Accountability
Stakeholder Complaints Complaints %age
The Company’s commitment to ethical and lawful business received resolved resolved
conduct is a fundamental shared value of the Board of During 2019-20 during 2019-20
Directors, the senior management and all employees of
Investors’ 17 17 100%
the Company. The corporate governance philosophy of the Complaints
Company is anchored on the values of integrity, transparency,
Customers’ 304 298 98%
building efficient and sustainable environment, system and
Complaints
practices to ensure accountability, transparency, fairness in
Total 321 315 98%
all the transactions in the widest sense to meet stakeholders
and societal expectations. The Code of Conduct and other
Principle 2: Sustainability of Products & Services across
policies adopted by the Company apply to the employees
Life –Cycle
of the Company. In addition, the Company has a Whistle
1. List up to 3 of your products or services whose design
Blower Policy through which the Company seeks to provide
has incorporated social or environmental concerns,
a mechanism to the employees and directors to disclose any
risks and / or opportunities
unethical and/or improper practice(s) suspected to be taking
Most of the products manufactured or dealt with by the
place in the Company for appropriate action and reporting.
Company are environmental friendly:
Further, no employee is denied access to the Audit Committee
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Annual Report 2019-20
• Through its cogeneration plants or incidental is majorly captively used to generate power, produce
cogeneration facilities set up in the Sugar Ethanol or used as organic manure for the benefit
manufacturing units, the Company produces power of farmers. The conversion of by-products into
mostly from captive generation of bagasse (a by- environmentally beneficial products is made through
product produced during manufacture of sugar from the advanced energy efficient equipment.
sugarcane), which is a renewable source of energy.
• he Company has been focusing on enhancing
T
• he distilleries of the Company use captive
T raw material productivity in sugar operations
generated molasses (a by-product produced by propagating appropriate sugarcane varieties
during manufacture of sugar from sugarcane) which provide higher yield to the farmers and
to manufacture environment friendly Ethanol (in thus augmenting their income and higher sugar
substitution of fossil fuels) which is used by the Oil recoveries which help the Company to lower its raw
Marketing Companies to blend with petrol as per material costs per unit of output produced. During
the mandate of the Government. The Company uses the crushing season 2019-20, the Company has
effective systems and equipment to reduce effluents achieved comparable recovery of 11.97% as against
and has installed incineration boilers alongwith 11.79% in the previous season and raw material cost
other aux systems to ensure zero liquid discharge per unit of sugar produced has reduced by 2%.
(ZLD) in both the distilleries.
3. Does the Company have procedures in place for
• In the aftermath of Covid 19, there was a huge demand sustainable sourcing (including transportation)? If
of hand sanitizers, which were in short supply. The yes, what percentage of your inputs was sourced
Company set up hand sanitizer producing facilities at sustainably?
its distillery in a short span to meet the demand. Yes. The Company deploys procurement practices
• he Water business of the Company is engaged in
T and procedures for sustainable sourcing based on the
offering solution to the industries and municipalities requirements of different businesses pursued by the
in the area of waste water, sewage and effluents Company.
treatment which has the impact of preserving • he sugarcane required for the manufacture of sugar
T
much precious water and reduce pollution and is sourced from the farmers and the Company deals
contamination. with over 300000 farmers in respect of its seven
• igh speed gears manufactured by the Company
H sugar units. About 53% of the total requirement of
inter-alia are used to operate steam turbines based sugarcane is supplied by the farmers at the sugar
on various renewable energy sources, such as, mill’s gate and the balance about 47% is supplied
biomass, agricultural waste, waste heat recovery at the cane centers which are up to 100 km from
etc. The Company also supplies gearboxes for hydel the sugar mills. There are about 576 cane centers
applications and also for wind gear components, both operated by our seven sugar mills. To avoid staling
of which are used for renewable energy generation. of cane, the Company employs an extensive and
efficient arrangements as well as logistics services
2. For each such product provide the following details in to transport cane from cane centers to the mill in a
respect of resource use (energy, water, raw material timely and cost effective manner.
etc.) per unit of product (Optional).
• Cogeneration plants are set up at the sugar mills
a) Reduction during sourcing / production / distribution
and they seamlessly get supply of bagasse, which
achieved since the previous year throughout
is produced during manufacture of sugar, through
the value chain? b) Reduction during usage by
conveyer belts.
consumers (energy, water) has been achieved since
the previous year? • I n respect of Distilleries, the main raw material
(molasses) is sourced from the adjacent sugar mills
• he Company is continually engaged in energy
T
through pipelines or transported through tankers
conservation (please refer to Annexure -E of the
for far away distilleries. The reliability of transport
Director’s Report) with a view to optimize the
arrangement is ensured for uninterrupted operation
resource use.
of the distilleries.
• I n respect of Sugar operations, each of the by-
• Water Business is engaged in project execution
product produced during the manufacture of sugar
at the customer’s site. Most of the supplies are
107
Corporate Overview Management Statements Statutory Reports Financial Statements
engineered-to-order and are outsourced to basis to improve sowing, cultivation, crop protection and
approved vendors who are entrusted to transport harvesting techniques in a mutually beneficial manner.
the material directly to the project site after The sugar business of the Company has been able to
appropriate factory inspection. There is a structured substantially change the sugarcane varietal balance in
mechanism to develop vendors and to maintain a partnership with farmers which resulted in increase in
list of approved vendors for various machineries / recoveries and yields which has immensely helped the
components required in project execution. In some Company and the farmers.
cases, recommended list of vendors is provided by
customers. The Company also encourages SMEs, especially in the
vicinity of the manufacturing plants, to supply their
• The Gear Business has an active domestic and global products and services to the Company and imparts
supply chain for various raw material / components. training to them to improve their technical skills.
Based on the criticality and vendor ratings, orders
are placed on reliable vendors. The selection 5. Does the Company have a mechanism to recycle products
of vendor is based on their past performance, and waste? If yes, what is the percentage of recycling of
reliability, adherence to delivery timelines, cost products and waste (separately as <5%, 5-10%, >10%).
competitiveness, compliance to laws, including the Also, provide details thereof, in about 50 words or so.
standards set up by the Company towards EHS, In respect of the Sugar Business, the Company has
quality of products / services and willingness to an effective system to treat the industrial effluents
reduce costs / wastages and increase productivity and it regularly monitors the efficacy of ETP. Further, it
as a supply chain partner. has installed well engineered Bag Filters/ESPs/Wet
Scrubbers in its boilers to limit air pollution. All the
4. Has the Company taken any steps to procure goods by-products generated during manufacture of sugar
and services from local and small producers, including are used to produce environment friendly products of
communities surrounding their place of work? If yes, commercial value. The Company has effective systems
what steps have been taken to improve their capacity for the treatment & recycle of the water to conserve its
and capability of local and small vendors? utilization.
The Company procures sugarcane from over 3,00,000
farmers for its seven sugar mills in the state of Uttar Additionally, other waste products include used lubricants,
Pradesh. As a part of the cane development programme, machinery oil and manufacturing scrap which are
the Company partners with the famers on an ongoing disposed of to be recycled for further use.
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Annual Report 2019-20
Principle 4: Stake Holder Engagement employees and its surrounding places and habitat which
1. Has the Company mapped its internal and external could be impacted by its operations. The Company
stakeholders? encourages its vendors, suppliers, and contractors and
Yes, the key stakeholders of the Company are employees, subsidiary company having tangible business activity to
customers, government authorities, farmers, suppliers follow the Principle envisaged in the Policy.
and shareholders.
2. Does the Company have strategies / initiatives to
2. (a) Out of the above has the Company identified address global environmental issues such as climate
the disadvantaged, vulnerable & marginalized change, global warming etc.? (Y/N) If yes, please give
stakeholders? hyperlink for webpage etc.
(b) Are there any special initiative taken by the Yes, as a responsible corporate, the Company considers
Company to engage with the disadvantage, environment issues very seriously. In fact, most of the
vulnerable and marginalized stakeholders. If so, products manufactured by the Company are environment
provide details thereof, in about 50 words or so. friendly (manufacture of ethanol for blending with petrol;
waste water / sewage / effluent treatment business being
The Company treats all the stakeholders important and pursued by Water Business of the Company) and promote
endeavours to remedy hardships, if any, being suffered by generation of power from renewable energy resources
them. Further, the Company realizes that its sugar mills (Cogeneration Plants use bagasse which is a renewable
are situated in rural areas and it has responsibility to fuel as feedstock for producing power). The Company has
generate employment and entrepreneurship amongst the associated with Confederation of Indian Industry (CII) and
locals residing in the vicinity and encourage and support formed a center of excellence “CII Triveni Water Institute”
the farmers in upgrading farming techniques to augment which does extensive research and advise wide ranging
their income. It operates and manages schools for the interventions to improve the quality of water and restore
betterment of the local people. adequate water tables.
Principle 5: Human Rights 3. Does the Company identify and assess potential
1. Does the policy of the Company on human rights cover environmental risks? (Y/N)
only the Company or extend to the Group/ Joint Ventures/ The Company is cognizant of the environment risks and
Suppliers/ Contractors/ NGOs/Others? continually evaluates the impact of its manufacturing
While the Company or its subsidiaries do not have a operations on the environment and endeavours to improve
stated policy on human rights, it has been practicing to its benchmarks for stringent compliance. Further, all
respect human rights as a responsible corporate citizen, decisions relating to development of new products duly
without any gender discrimination and exploitation. It incorporate implications, if any, to the environment. The
believes in providing equal opportunity and to remunerate Company has during the year installed an incineration
them in a fair manner commensurate with their skills boiler at its existing distillery to achieve zero liquid
and competence. The Company ensures conformance to discharge and likewise, the new distillery commissioned
fundamental labour principles including prohibition of during the year has also been set up with the same
child labour, forced labour, freedom of association and technology.
protection from discrimination in all its operation.
(a) Does the Company have any Project related to
2. How many stakeholders’ complaints have been received Clean Development Mechanism? If yes, whether
in the past financial year and what percent was any environmental compliance report is filed.
satisfactorily resolved by the management? Yes, two of the Cogeneration Plants of the Company
During FY 2019-20, the Company has not received any at Deoband and Khatauli (Phase I) were registered
complaints from any stakeholder pertaining to the human with UNFCCC under Clean Development Mechanism.
rights.
(b) Has the Company undertaken any other initiatives
Principle 6: Protection & Restoration of the Environment on clean technology, energy efficiency, renewable
1. Does the Policy related to Principle 6 cover only the energy, etc.
Company or extend to the Group/ Joint Ventures/ The Company generates green power from
Suppliers/ Contractors/ NGOs/Others. renewable energy sources and also manufactures
The Company’s Policy on Safety, Health & Environment green fuel (Ethanol) for blending with petrol,
extend to all its offices, manufacturing locations, its Additionally, the Company is also engaged in
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Corporate Overview Management Statements Statutory Reports Financial Statements
segments relating to waste water, sewage and procurement of sugarcane for the manufacture of
effluent treatment. Apart from the environment sugar. The Company engages in meaningful cane
friendly products manufactured by the Company, the development programme which aims to develop
Company is conscious of its responsibility to conduct improved sowing, cultivation, crop protection and
its operations in a manner to conserve energy harvesting techniques and to improve quality of crop
and land productivity resulting in enhanced income
(c) Are the Emissions/ Waste generated by the in the hands of farmers. During the FY 2019-20, the
Company within the permissible limits given by Company has purchased cane worth Rs. 2706.33
CPCB/ SPCB for the financial year being reported? crore from its farmers.
Yes, the emissions / waste generated by the Company
are within the permissible limits prescribed by • A
ll the payments to the farmers are made through
Central Pollution Control Board (“CPCB”) / UP State banking channels as a result of which they become
Pollution Control Board /Karnataka State Pollution entitled for crop related banking assistance.
Control Board (“SPCB”).
• The Company encourages employment of local
(d) Number of show cause / legal notices received from
people and promotes entrepreneurship amongst
CPCB/ SPCB which are pending (i.e. not resolved to
them to supply goods or render services to the sugar
satisfaction) as on end of financial year.
mills. The technical training and skill upgradation
No such notice from CPCB/SPCB is pending at the
are provided by the Company, if required.
end of the financial year.
• The Company operates and manages 03 schools in
Principle 7: Responsible Advocacy
the vicinity of the sugar mills to provide education to
1. Is your Company a member of any trade and chamber
the children residing in the vicinity.
or association? If yes, name only the ones that your
business deals with:
2. Are the Programs/ Projects undertaken through in house
The Company is a member of various trade and chamber
team / own foundation/ external NGO/ Government
associations. The major ones are:
structures / any other organisation?
a. Confederation of Indian Industry (CII) Most of the programmes are undertaken by the In-house
team. The specialized services, wherever required, are
b. Federation of Indian Chambers of Commerce and
procured from expert third parties, including through
Industry (FICCI)
various tie-ups.
c. Indian Sugar Mills Association (ISMA)
3. Have you done any impact assessment of your initiatives?
2. Have you advocated / lobbied through above associations While it is difficult to quantify, the results are visible
for the advancement or improvement of public good? through better income accruing in the hands of farmers
Yes/ No; if yes specify the broad areas. and improved operational performance of the Company
The Company is continuously in touch with various in terms of better sugar recovery and increased supply
organization, namely, CII, FICCI, ISMA for improvement of sugarcane. The mutual cooperation with its farmers
of various economic and social policies for sustainable will help the Company to meet its social and commercial
growth in the Sugar and Water Industry. The company objectives.
has also associated with Confederation of Indian Industry
(CII) and formed a center of excellence “CII Triveni Water 4. What is your Company’s direct contribution to community
Institute” which does extensive research and advise wide development projects – amount in INR and the details of
ranging interventions to improve the quality of water and the project undertaken?
restore adequate water tables. In addition to CSR activities undertaken, the Company has
incurred ` 1.64 crore in the cane development activities
Principle 8: Supporting inclusive Growth & Equitable and financial assistance, as required, is provided to the
Development schools being maintained by the Sugar mills. The time
1. Does the Company have specified programs / initiatives/ spent in counselling, educating farmers, managing
projects in pursuit of the Policy related to Principle 8? If schools and providing other services are administrative
yes, details thereof. and time extensive, and thus, are difficult to be quantified.
• The Company deals with over 3,00,000 farmers
across all its seven sugar mills relating to the
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Annual Report 2019-20
5. Have you taken steps to ensure that this community 3. Is there any case filed by any stakeholders against the
development initiative is successfully adopted by the Company regarding unfair trade practices, irresponsible
Community? advertising/ or anti-competitive behaviour during the
The Company believes that if the activities are carried out last five years and pending as on end of financial year.
in a structured manner as per well laid out plan with proper If so, provide details thereof, in about 50 words or so.
identification of the target segment of the community, it is The Company has not indulged in any unfair trade
bound to be received well and adopted by the community. practices, irresponsible advertising or anti-competitive
The Company stringently follows this line of thinking and behavior.
continually monitors community development initiatives
through various parameters such as productivity of land, There is a pending case of appeal by the distilleries
income accruing to farmers, health indicators, literacy (including our Company) to NCLAT wherein a stay has been
levels, sustainable livelihood processes and state of granted to the Company upon deposit of 10% of the penalty
infrastructure among others. amount ` 174.16 lakhs ordered to be paid by Competition
Commission of India (CCI) vide its order dated 18.09.2018
Principle 9: Providing value to Customers and Consumers on the charges of collusion in submitting bids by the
1. What percentage of customer complaints / consumer distilleries against a tender for the procurement of Ethanol.
cases are pending as on the end of the financial year.
The Company considers customer satisfaction as an 4. Did your Company carry out any consumer survey/
important objective and has a well-structured policy consumer satisfaction trends?
on customer complaints resolution. The Company The Company considers customer satisfaction as one of its
endeavours to resolve all complaints in an expeditious foremost objectives and endeavors to take feedback from
manner. As on 31.03.2020, there were 2% complaints customers through practical means. In the Engineering
pending for resolution. Businesses, wherein the number customers are not very
large, the Company takes feedback directly from the
2. Does the Company display product information on the customers, including through electronic means. In the
product label, over and above what is mandated as per Sugar business, such feedback, essentially on quality, is
local laws? received through sugar agents as it not possible to deal
The Company displays applicable product information with innumerable final customers.
as mandated by Bureau of Indian Standards/FSSAI. The
Company complies with all the applicable regulations For and on behalf of the Board of Directors
as provided in Legal Metrology Act, Bureau of Indian
Standards Specifications, Food Safety and Standards Act Dhruv M. Sawhney
and the relevant rules prescribed therein. Place: New Delhi Chairman and Managing Director
Date : June 17, 2020 DIN: 00102999
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Corporate Overview Management Statements Statutory Reports Financial Statements
Annexure-J
Form No. MGT-9
Extract of Annual Return
as on the financial year ended on March 31, 2020
of
Triveni Engineering & Industries Limited
[Pursuant to Section 92(1) of the Companies Act, 2013 and rule 12(1) of the Companies
(Management and Administration) Rules, 2014]
Sl. Name and Description of main products / NIC Code of the % to total turnover
No. services Product/ service of the company
1. Manufacture of Sugar 1072 78%
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Annual Report 2019-20
IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)
(i) Category-wise Share Holding
Category of No. of Shares held at the beginning of the year No. of Shares held at the end of the year %
shareholder Demat Physical Total % of Total Demat Physical Total % of Change
Shares Total during
Shares the year
(A) Promoter
Indian
(a) Individuals/ HUF 34511253 0 34511253 13.379 51180775 0 51180775 20.642 7.263
(b) Central Government
(c) State Government(s)
(d) Bodies Corporate 82696056 0 82696056 32.060 79631128 0 79631128 32.116 0.057
(e) Bank /FI
(f) Any Other
Sub-Total (A)(1) 117207309 0 117207309 45.439 130811903 0 130811903 52.758 7.320
Foreign
(a) NRI - Individuals 58749920 0 58749920 22.776 38650774 0 38650774 15.588 -7.188
(b) Other - Individuals
(c) Bodies Corporate
(d) Bank /FI
(e) Any Other
Sub-Total (A)(2) 58749920 0 58749920 22.776 38650774 0 38650774 15.588 -7.188
Total Shareholding 175957229 0 175957229 68.215 169462677 0 169462677 68.347 0.132
of Promoter
(A)= (A)(1)+(A)(2)
(B) Public shareholding
Institutions
(a) Mutual Funds/UTI 5441760 0 5441760 2.110 8575027 0 8575027 3.458 1.349
(b) Bank / FI 282443 0 282443 0.109 361135 0 361135 0.146 0.036
(c) Central Government
(d) State Government(s)
(e) Venture Capital
Funds
(f) Insurance
Companies
(g) FIIs
(h) Foreign Venture
Capital Investors
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Corporate Overview Management Statements Statutory Reports Financial Statements
Category of No. of Shares held at the beginning of the year No. of Shares held at the end of the year %
shareholder Demat Physical Total % of Total Demat Physical Total % of Change
Shares Total during
Shares the year
(i) Any Other (specify)
(j) Foreign Portfolio 9522133 0 9522133 3.692 10087165 0 10087165 4.068 0.377
Investor (Corporate)
Sub-Total (B)(1) 15246336 0 15246336 5.911 19023327 0 19023327 7.672 1.762
Non-institutions
(a) Bodies Corporate
i) Indian 14970671 1 14970672 5.804 8316524 1 8316525 3.354 -2.450
ii) Overseas
(b) Individuals -
i. Individual 28502424 243141 28745565 11.144 26261379 239229 26500608 10.688 -0.456
shareholders
holding nominal
share capital up to
` 1 lakh.*
ii. Individual 18282707 0 18282707 7.088 18561478 0 18561478 7.486 0.398
shareholders
holding nominal
share capital in
excess of ` 1 lakh.
(c) Any Other (specify)
[i] NRI 2287069 0 2287069 0.887 3531965 0 3531965 1.424 0.538
[ii] HUF 1845051 0 1845051 0.715 2033042 0 2033042 0.820 0.105
[iii] Clearing 513492 0 513492 0.199 419060 0 419060 0.169 -0.030
Member
[iv] Trust 19540 0 19540 0.008 19540 0 19540 0.008 0.000
[v] Foreign National 118 0 118 0.000 0 0 0 0.000 0.000
[vi] IEPF 77331 0 77331 0.030 76888 0 76888 0.031 0.001
Sub-Total (B)(2) 66498403 243142 66741545 25.874 59219876 239230 59459106 23.981 -1.894
Total Public 81744739 243142 81987881 31.785 78243203 239230 78482433 31.653 -0.132
Shareholding (B)=
(B)(1)+(B)(2)
(C) Shares held by - - - - - - - - -
Custodians for
GDRs & ADRs
GRAND TOTAL 257701968 243142 257945110 100.000 247705880 239230 247945110 100.000 0.000
(A)+(B)+(C)
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Annual Report 2019-20
Sr. Shareholders’s Name Shareholding at the beginning Shares holding at the % change
No. of the year end of the year in the
No. of % of total % of Shares No. of % of % of Shares shareholding
Shares shares Pledge / Shares total Pledge / during the
of the encumbered shares encumbered year
Company of total of the of total
shares Company shares
(b) Bodies Corporate
1 STFL Trading & Finance 82696056 32.060 0 79631128 32.116 0 0.057
Private Limited
2 Tarun Sawhney Trust 0 0.000 0 0 0.000 0 0.000
3 Nikhil Sawhney Trust 0 0.000 0 0 0.000 0 0.000
Total (b) 82696056 32.060 0 79631128 32.116 0 0.057
TOTAL (a+b) 175957229 68.215 0 169462677 68.347 0 0.132
(iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs)
Sl. Shareholder's Name Shareholding at the Date Increase / Reason Cumulative
No. beginning of the year Decrease shareholding during
in the the year
No. of % of total shareholding No. of % of total
Shares shares Shares shares
of the of the
Company Company
1 DSP Small Cap Fund 5034035 1.952 9-Aug-2019 -181497 Buyback 4852538 1.957
11-Oct-2019 630599 Transfer 5483137 2.211
18-Oct-2019 693575 Transfer 6176712 2.491
25-Oct-2019 194631 Transfer 6371343 2.570
1-Nov-2019 163371 Transfer 6534714 2.636
31-Mar-2020 1265489 Transfer 7800203 3.146
31-Mar-2020 7800203 3.146
2 Government Pension Fund 5700000 2.210 31-May-2019 -316091 Transfer 5383909 2.087
Global 7-Jun-2019 -324328 Transfer 5059581 1.961
14-Jun-2019 -7947 Transfer 5051634 1.958
9-Aug-2019 -194646 Buyback 4856988 1.959
6-Sep-2019 43012 Transfer 4900000 1.976
3-Jan-2020 -25875 Transfer 4874125 1.966
10-Jan-2020 -26529 Transfer 4847596 1.955
31-Mar-2020 4847596 1.955
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Corporate Overview Management Statements Statutory Reports Financial Statements
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Annual Report 2019-20
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Corporate Overview Management Statements Statutory Reports Financial Statements
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Annual Report 2019-20
V. INDEBTEDNESS
Indebtedness of the Company including interest outstanding/accrued but not due for payment
(` in Lakhs)
Secured Loans Unsecured Unclaimed Total
excluding Loans Deposits Indebtedness
Deposits*
Indebtedness at the beginning of the Financial year
i) Principal Amount 172590.40 0.00 0.00 172590.40
ii) Interest due but not paid 0.00 0.00 0.00 0.00
iii) Interest accrued but not due 26.30 0.00 0.00 26.30
Total (i+ii+iii) 172616.70 0.00 0.00 172616.70
Change in Indebtedness during the financial year
• Addition 21354.87 0.00 0.00 21354.87
• Reduction 37947.22 0.00 0.00 37947.22
Net Change -16592.35 0.00 0.00 -16592.35
Indebtedness at the end of the year
i) Principal Amount 155815.55 0.00 155815.55
ii) Interest due but not paid 0.00 0.00 0.00 0.00
iii) Interest accrued but not due 208.80 0.00 208.80
Total (i+ii+iii) 156024.35 0.00 0.00 156024.35
*Includes short term borrowings(cash credit) from banks
Note :- Term Loans have been considered at undiscounted value
119
Corporate Overview Management Statements Statutory Reports Financial Statements
120
Annual Report 2019-20
Dhruv M. Sawhney
Place: New Delhi Chairman and Managing Director
Date : June 17, 2020 DIN: 00102999
121
Corporate Overview Management Statements Statutory Reports Financial Statements
122
Annual Report 2019-20
Sr.
Key Audit Matters Auditor’s Response
No.
1 Recognition of Subsidies: Our audit procedures included the following:
We identified recognition of subsidies as a • btaining policy from the Company defining the management
O
key audit matter as it involves significant perspective and basis for recognition of Government subsidies in
management judgement. the books of accounts;
The area of management judgement includes • btaining an understanding of internal controls over recognition
O
management risk assessment with respect to and recoverability of subsidy claims and testing, on a sample
recognition of subsidies based on substantive basis, their design, implementation and operating effectiveness;
compliance of the conditions and reasonable
certainty of receipt of subsidy. • onsidered the relevant circulars notifications issued by various
C
authorities; and
(Refer Note no. 2(a)(iii) & 43 of the standalone
financial statements) • valuated the management’s assessment regarding the
E
reasonable certainty for complying with the relevant conditions as
specified in circulars notifications issued by various authorities.
123
Corporate Overview Management Statements Statutory Reports Financial Statements
Sr.
Key Audit Matters Auditor’s Response
No.
2 Appropriateness of cost to complete the Our audit procedures included the following:
project:
• Obtaining an understanding of internal controls over estimation
The Company recognizes revenue from of cost of completion of projects and testing, on a sample basis,
construction contracts on percentage of their design, implementation and operating effectiveness;
completion method as specified in Indian
Accounting Standards (Ind AS) 115- Revenue • Agreed the total project revenue estimates to contracts with
from Contract with Customers. (Refer Accounting customers;
policy Note no. 1(b)(iii)) • Obtained computation of estimated costs to complete and the
We identified this matter as a key audit matter percentage of project completion and verified the same against
as it involves significant judgement by the the contracts on sample basis and also checked arithmetic
management in estimation of cost to complete accuracy of the same;
the project and any variation may have • Performed the walkthrough procedure and verified the invoices,
consequential impact on revenue. purchase orders etc. for actual cost incurred till the year end;
and
• Compared the management estimates revised during the year
with the estimate made in earlier years and obtained reasons/
approval for such revision.
Information other than the Standalone financial statements accounting principles generally accepted in India, including the
and Auditor’s Report thereon Indian accounting Standards (Ind AS) specified under section
The Company’s Board of Directors is responsible for the 133 of the Act. This responsibility also includes maintenance of
other information. The other information comprises the adequate accounting records in accordance with the provisions
information included in the annual report, but does not of the Act for safeguarding of the assets of the Company and
include the standalone financial statements and our auditor’s for preventing and detecting frauds and other irregularities;
report thereon. selection and application of appropriate accounting policies;
making judgments and estimates that are reasonable and
Our opinion on the standalone financial statements does not prudent; and design, implementation and maintenance of
cover the other information and we do not express any form of adequate internal financial controls, that were operating
assurance conclusion thereon. effectively for ensuring the accuracy and completeness
of the accounting records, relevant to the preparation and
In connection with our audit of the standalone financial presentation of the standalone financial statements that give
statements, our responsibility is to read the other information a true and fair view and are free from material misstatement,
and, in doing so, consider whether the other information whether due to fraud or error.
is materially inconsistent with the standalone financial
statements or our knowledge obtained during the course of our In preparing the standalone financial statements, management
audit or otherwise appears to be materially misstated. is responsible for assessing the Company’s ability to continue
as a going concern, disclosing, as applicable, matters related to
If, based on the work we have performed, we conclude that going concern and using the going concern basis of accounting
there is a material misstatement of this other information, we unless management either intends to liquidate the Company or
are required to report that fact. We have nothing to report in to cease operations, or has no realistic alternative but to do so.
this regard.
Those Board of Directors are also responsible for overseeing
Management’s Responsibility for Standalone Financial the company’s financial reporting process.
Statements
The Company’s Board of Directors is responsible for the matters Auditor’s Responsibilities for the Audit of the Standalone
stated in section 134(5) of the Act with respect to the preparation Financial Statements
of these standalone financial statements that give a true and fair Our objectives are to obtain reasonable assurance about
view of the financial position, financial performance, changes in whether the standalone financial statements as a whole
equity and cash flows of the Company in accordance with the are free from material misstatement, whether due to fraud
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Annual Report 2019-20
or error, and to issue an auditor’s report that includes our statements represent the underlying transactions and
opinion. Reasonable assurance is a high level of assurance, events in a manner that achieves fair presentation.
but is not a guarantee that an audit conducted in accordance
with SAs will always detect a material misstatement when Materiality is the magnitude of misstatements in the
it exists. Misstatements can arise from fraud or error and standalone financial statements that, individually or in
are considered material if, individually or in the aggregate, aggregate, makes it probable that the economic decisions of
they could reasonably be expected to influence the economic a reasonably knowledgeable user of the financial statements
decisions of users taken on the basis of these standalone may be influenced. We consider quantitative materiality and
financial statements. qualitative factors in (i) planning the scope of our audit work
and in evaluating the results of our work; and (ii) to evaluate
As part of an audit in accordance with SAs, we exercise the effect of any identified misstatements in the standalone
professional judgment and maintain professional scepticism financial statements.
throughout the audit. We also:
We communicate with those charged with governance
• I dentify and assess the risks of material misstatement of regarding, among other matters, the planned scope and
the standalone financial statements, whether due to fraud timing of the audit and significant audit findings, including
or error, design and perform audit procedures responsive any significant deficiencies in internal control that we identify
to those risks, and obtain audit evidence that is sufficient during our audit.
and appropriate to provide a basis for our opinion. The risk
of not detecting a material misstatement resulting from We also provide those charged with governance with a
fraud is higher than for one resulting from error, as fraud statement that we have complied with relevant ethical
may involve collusion, forgery, intentional omissions, requirements regarding independence, and to communicate
misrepresentations, or the override of internal control. with them all relationships and other matters that may
reasonably be thought to bear on our independence, and where
• btain an understanding of internal control relevant to
O applicable, related safeguards.
the audit in order to design audit procedures that are
appropriate in the circumstances. Under section 143(3) From the matters communicated with those charged with
(i) of the Act, we are also responsible for expressing our governance, we determine those matters that were of most
opinion on whether the company has adequate internal significance in the audit of the standalone financial statements
financial controls system in place and the operating of the current period and are therefore the key audit matters.
effectiveness of such controls. We describe these matters in our auditor’s report unless law
or regulation precludes public disclosure about the matter
• valuate the appropriateness of accounting policies used
E or when, in extremely rare circumstances, we determine that
and the reasonableness of accounting estimates and a matter should not be communicated in our report because
related disclosures made by management. the adverse consequences of doing so would reasonably
be expected to outweigh the public interest benefits of
• onclude on the appropriateness of management’s use of
C such communication.
the going concern basis of accounting and, based on the
audit evidence obtained, whether a material uncertainty Report on Other Legal and Regulatory Requirements
exists related to events or conditions that may cast 1. As required by the Companies (Auditor’s Report) Order,
2016 (“the Order”), issued by the Central Government of
significant doubt on the Company’s ability to continue
India in terms of sub-section (11) of section 143 of the Act,
as a going concern. If we conclude that a material
we give in the “Annexure A” a statement on the matters
uncertainty exists, we are required to draw attention in
specified in paragraphs 3 and 4 of the Order, to the
our auditor’s report to the related disclosures in the
extent applicable.
standalone financial statements or, if such disclosures
are inadequate, to modify our opinion. Our conclusions
2. As required by section 143(3) of the Act, we report that:
are based on the audit evidence obtained up to the date of
our auditor’s report. However, future events or conditions a) We have sought and obtained all the information and
may cause the Company to cease to continue as a explanations which to the best of our knowledge and
going concern. belief were necessary for the purposes of our audit.
125
Corporate Overview Management Statements Statutory Reports Financial Statements
c)
The Standalone Balance Sheet, the Standalone during the year is in accordance with the provisions
Statement of Profit and Loss (including Other of section 197 of the Act.
Comprehensive Income), Standalone Statement of
Changes in Equity and the Standalone Statement h) With respect to the other matters to be included in
of Cash Flows dealt with by this Report are in the Auditor’s Report in accordance with Rule 11 of
agreement with the books of account. the Companies (Audit and Auditors) Rules, 2014, in
our opinion and to the best of our information and
d) In our opinion, the aforesaid standalone financial according to the explanations given to us:
statements comply with the Indian Accounting i.
The Company has disclosed the impact of
Standards (Ind AS) specified under section 133 of pending litigations as at 31 March 2020
the Act. on its financial position in its standalone
financial statements – Refer Note no. 46 to the
e) On the basis of the written representations received standalone financial statements.
from the directors as on 31 March 2020 taken
on record by the Board of Directors, none of the ii. The Company has made provision, as required
directors is disqualified as on 31 March 2020 from under the applicable law or accounting
being appointed as a director in terms of section 164 standards, for material foreseeable losses,
(2) of the Act. on long-term contracts including long term
derivative contracts.
f) With respect to the adequacy of the internal financial
controls with reference to financial statements of iii.
There has been no delay in transferring
the Company and the operating effectiveness of amounts, required to be transferred, to the
such controls, refer to our separate Report in Investor Education and Protection Fund by
“Annexure B”. the Company.
g) With respect to the other matters to be included For S.S. KOTHARI MEHTA & COMPANY
in the Auditor’s Report in accordance with the Chartered Accountants
requirements of section 197(16) of the Act, Firm Registration No. 000756N
as amended:
Yogesh K. Gupta
In our opinion and to the best of our information Partner
and according to the explanations given to us, the Place: Faridabad (Haryana) Membership No.: 093214
remuneration paid by the Company to its directors Date: June 17, 2020 UDIN: 20093214AAAABA2558
126
Annual Report 2019-20
127
Corporate Overview Management Statements Statutory Reports Financial Statements
of the Company, the Company is generally regular in depositing undisputed statutory dues including provident fund,
employees’ state insurance, income-tax, sales-tax, service tax, duty of customs, duty of excise, value added tax, goods
and services tax, cess and other material statutory dues with the appropriate authorities to the extent applicable.
(b) According to the information and explanations given to us and on the basis of examination of the records of the Company
there are no undisputed aforesaid statutory dues payable as at 31 March 2020 for a period of more than six months from
the date they became payable.
(c) According to the records and information and explanations given to us, there are no dues in respect of income-tax,
sales-tax, service tax, goods and services tax, duty of customs, duty of excise or value added tax which have not been
deposited on account of any dispute except as given below:
Name of Statute Nature of Period (F.Y.) to which Amount Amount Forum where dispute
Dues the amount relates Demanded paid is pending
(Excluding (` in Lakhs)
interest)
(` in Lakhs)
The Central Excise Act,1944 Excise Duty 1998 to 2004-05, 116.11 13.82 High Court
2006-07 to 2012-13
The Central Excise Act,1944 Penalty 1998 to 2004-05, 269.30 266.00 High Court
2006-07 to 2012-13
The Central Excise Act,1944 Excise Duty 1995-96 to 1996-97, 1.61 1.61 Custom, Excise and
2010-11 Service Tax Appellate
Tribunal
The Central Excise Act,1944 Penalty 1995-96 to 1996-97, 0.07 0.07 Custom, Excise and
2010-11 Service Tax Appellate
Tribunal
The Finance Act, 1994 (Service Service Tax 2012-13 and 2013-14 23.37 - High Court
Tax) (Q1)
The Custom Act, 1962 Penalty 2004-05 19.93 6.19 Custom, Excise and
Service Tax Appellate
Tribunal
The Custom Act, 1962 Penalty 2004-05 2.00 2.00 Commissioner
(Appeal)
Central Sales Tax Act, 1956 & Sales Tax 1993-94 & 2010-11 to 28.23 1.82 High Court
State VAT Act 2011-12
Central Sales Tax Act, 1956 & Sales Tax 1998-99 to 2000-01, 259.71 96.48 Tribunal
State VAT Act 2012-13 to 2013-14
Central Sales Tax Act, 1956 & Sales Tax 2009-10, 2014-15 to 213.13 22.89 Addl/ Joint
State VAT Act 2017-18 (Q1) Commissioner
Central Sales Tax Act, 1956 & Penalty 2009-10, 2014-15 to 16.21 - Addl/ Joint
State VAT Act 2017-18 (Q1) Commissioner
Goods and Service Tax GST 2018-19 to 2019-20 0.29 0.29 Commissioner
(Appeal)
Goods and Service Tax Penalty 2018-19 to 2019-20 0.29 0.29 Commissioner
(Appeal)
The Income Tax Act, 1961 Income Tax 2002-03, 2004-05, 2765.94 1069.20 Income Tax Appellate
2005-06, 2007-08 & Tribunal
2010-11
The UP Sugarcane (Purchase Purchase 2016-17 to 2017-18 (Q1) 482.80 - High Court
Tax) Act, 1961 Tax
Delhi Sales Tax Act,1975 Sales Tax 1993-94 74.17 64.00 Addl. Commissioner I,
Sales Tax Delhi
Delhi Sales Tax Act,1975 Sales Tax 1994-95 90.08 50.00 Addl. Commissioner I,
Sales Tax Delhi
128
Annual Report 2019-20
Name of Statute Nature of Period (F.Y.) to which Amount Amount Forum where dispute
Dues the amount relates Demanded paid is pending
(Excluding (` in Lakhs)
interest)
(` in Lakhs)
Delhi Sales Tax Act,1975 Sales Tax 2002-03 12.46 1.53 Dy Comm II Sales Tax
Delhi
Orissa Sales Tax Act,1947 Sales Tax 1991-95 9.21 2.00 Assistant
Commissioner Sales
Tax Range 2 Cuttack
Orissa
Orissa Sales Tax Act,1947 Sales Tax 1987-88 0.44 0.32 Sales Tax Tribunal-
Orissa Cuttack
viii. In our opinion, on the basis of audit procedures and Company, transactions with the related parties are in
according to the information and explanations given compliance with section 177 and 188 of the Act, where
to us, the Company has not defaulted in repayment of applicable, and details of such transactions have been
loans or borrowings to any banks, financial institutions or disclosed in the standalone financial statements as
government during the year. The Company has not issued required under Indian Accounting Standard (Ind AS) 24,
any debentures. Related Party Disclosures specified under section 133 of
the Act.
ix. According to the information and explanations given
to us, the Company has not raised moneys by way of xiv. According to the information and explanations given to
initial public offer or further public offer (including debt us and based on our examination of the records of the
instruments) during the year. The term loans have been Company, the Company has not made any preferential
applied for the purpose for which they were raised. allotment or private placement of shares or fully or partly
convertible debentures during the year. Accordingly,
x. During the course of our examination of the books and
clause 3(xiv) of the Order is not applicable.
records of the Company carried out in accordance with
the generally accepted auditing practices in India, we
xv. According to the information and explanations given
have neither come across any instance of fraud by the
to us and based on our examination of the records
Company or on the Company by its officers or employees
of the Company, the Company has not entered into
being noticed or reported during the year, nor have we
non-cash transactions with directors or persons
been informed of such case by the management.
connected with them. Accordingly, clause 3(xv) of the
xi. According to the information and explanations given to Order is not applicable.
us and based on our examination of the records of the
Company, the Company has paid provided for managerial xvi. The Company is not required to be registered under
remuneration in accordance with the requisite approvals section 45-IA of the Reserve Bank of India Act, 1934.
mandated by the provisions of section 197 read with Accordingly, clause 3(xvi) of the Order is not applicable.
Schedule V to the Act.
For S.S. KOTHARI MEHTA & COMPANY
xii. In our opinion and according to the information Chartered Accountants
and explanations given to us, the Company is not a Firm Registration No. 000756N
Nidhi Company. Accordingly, clause 3(xii) of the Order is
not applicable. Yogesh K. Gupta
Partner
xiii. According to the information and explanations given to Place: Faridabad (Haryana) Membership No.: 093214
us and based on our examination of the records of the Date: June 17, 2020 UDIN: 20093214AAAABA2558
129
Corporate Overview Management Statements Statutory Reports Financial Statements
REPORT ON THE INTERNAL FINANCIAL CONTROLS UNDER operating effectiveness. Our audit of internal financial controls
CLAUSE (I) OF SUB-SECTION 3 OF SECTION 143 OF THE with reference to financial statements included obtaining an
COMPANIES ACT, 2013 (“THE ACT”) AS REFERRED TO understanding of internal financial controls with reference
IN PARAGRAPH 2(F) OF ‘REPORT ON OTHER LEGAL AND to financial statements, assessing the risk that a material
REGULATORY REQUIREMENTS’ weakness exists, and testing and evaluating the design and
We have audited the internal financial controls over financial operating effectiveness of internal control based on the
reporting of TRIVENI ENGINEERING & INDUSTRIES LIMITED assessed risk. The procedures selected depend on the auditor’s
(“the Company”) as of 31 March 2020 in conjunction with our judgement, including the assessment of the risks of material
audit of the standalone financial statements of the Company for misstatement of the financial statements, whether due to fraud
the year ended on that date. or error.
MANAGEMENT’S RESPONSIBILITY FOR INTERNAL FINANCIAL We believe that the audit evidence we have obtained is sufficient
CONTROLS and appropriate to provide a basis for our audit opinion on the
The Company’s management is responsible for establishing Company’s internal financial controls system with reference to
and maintaining internal financial controls based on the financial statements of the Company.
internal controls with reference to financial statements
criteria established by the Company considering the essential MEANING OF INTERNAL FINANCIAL CONTROLS WITH
components of internal control stated in the Guidance Note on REFERENCE TO FINANCIAL STATEMENTS
Audit of Internal Financial Controls over Financial Reporting A company’s internal financial control with reference to
issued by the Institute of Chartered Accountants of India. financial statements is a process designed to provide
These responsibilities include the design, implementation and reasonable assurance regarding the reliability of financial
maintenance of adequate internal financial controls that were reporting and the preparation of financial statements for
operating effectively for ensuring the orderly and efficient external purposes in accordance with generally accepted
conduct of its business, including adherence to company’s accounting principles. A company’s internal financial control
policies, the safeguarding of its assets, the prevention and with reference to financial statements includes those policies
detection of frauds and errors, the accuracy and completeness and procedures that (1) pertain to the maintenance of records
of the accounting records, and the timely preparation of reliable that, in reasonable detail, accurately and fairly reflect the
financial information, as required under the Act. transactions and dispositions of the assets of the company; (2)
provide reasonable assurance that transactions are recorded
AUDITORS’ RESPONSIBILITY as necessary to permit preparation of financial statements in
Our responsibility is to express an opinion on the Company’s accordance with generally accepted accounting principles, and
internal financial controls with reference to financial statements that receipts and expenditures of the company are being made
based on our audit. We conducted our audit in accordance only in accordance with authorisations of management and
with the Guidance Note on Audit of Internal Financial Controls directors of the company; and (3) provide reasonable assurance
Over Financial Reporting (the “Guidance Note”) issued by the regarding prevention or timely detection of unauthorised
Institute of Chartered Accountants of India and the Standards acquisition, use, or disposition of the company’s assets that
on Auditing, prescribed under section 143(10) of the Act, to could have a material effect on the financial statements.
the extent applicable to an audit of internal financial controls.
Those Standards and the Guidance Note require that we comply INHERENT LIMITATIONS OF INTERNAL FINANCIAL CONTROLS
with ethical requirements and plan and perform the audit to WITH REFERENCE TO FINANCIAL STATEMENTS
obtain reasonable assurance about whether adequate internal Because of the inherent limitations of internal financial
financial controls with reference to financial statements was controls with reference to financial statements, including the
established and maintained and if such controls operated possibility of collusion or improper management override of
effectively in all material respects. controls, material misstatements due to error or fraud may
occur and not be detected. Also, projections of any evaluation
Our audit involves performing procedures to obtain audit of the internal financial controls with reference to financial
evidence about the adequacy of the internal financial controls statements to future periods are subject to the risk that the
system with reference to financial statements and their internal financial control with reference to financial statements
130
Annual Report 2019-20
may become inadequate because of changes in conditions, or Guidance Note on Audit of Internal Financial Controls Over
that the degree of compliance with the policies or procedures Financial Reporting issued by the Institute of Chartered
may deteriorate. Accountants of India.
131
Corporate Overview Management Statements Statutory Reports Financial Statements
The accompanying notes 1 to 51 form an integral part of these standalone financial statements
As per our report of even date attached
For S S Kothari Mehta & Company For and on behalf of the Board of Directors of Triveni Engineering & Industries Limited
Chartered Accountants
Firm’s registration number : 000756N
Yogesh K. Gupta Dhruv M. Sawhney Homai A. Daruwalla
Partner Chairman & Managing Director Director & Chairperson Audit Committee
Membership No. 093214 Place : New Delhi Place : Mumbai
Place : Faridabad (Haryana) Suresh Taneja Geeta Bhalla
Group CFO Group Vice President & Company Secretary
Date : June 17, 2020 Place : Delhi Place : Delhi
132
Annual Report 2019-20
The accompanying notes 1 to 51 form an integral part of these standalone financial statements
As per our report of even date attached
For S S Kothari Mehta & Company For and on behalf of the Board of Directors of Triveni Engineering & Industries Limited
Chartered Accountants
Firm’s registration number : 000756N
Yogesh K. Gupta Dhruv M. Sawhney Homai A. Daruwalla
Partner Chairman & Managing Director Director & Chairperson Audit Committee
Membership No. 093214 Place : New Delhi Place : Mumbai
Place : Faridabad (Haryana) Suresh Taneja Geeta Bhalla
Group CFO Group Vice President & Company Secretary
Date : June 17, 2020 Place : Delhi Place : Delhi
133
A. EQUITY SHARE CAPITAL
134
Equity shares of ` 1 each issued, subscribed and fully paid up (including paid up value of ` 0.02 lakhs pertaining to forfeited shares)
As at 31 March 2018 2579.47
Changes during the year -
As at 31 March 2019 2579.47
01-29
Balance as at 31 March 2018 397.40 2855.85 26546.93 926.34 49212.72 196.28 5371.58 85507.10
Profit for the year - - - - - - 22056.35 22056.35
Other comprehensive income, net of income tax - - - - - - (137.34) (137.34)
Total comprehensive income for the year - - - - - - 21919.01 21919.01
Transferred to molasses storage fund reserve - - - - - 35.76 (35.76) -
Withdrawal from molasses storage fund reserve - - - - - (15.68) 15.68 -
(All amounts in ` lakhs, unless otherwise stated)
30-35
Balance as at 31 March 2020 497.40 2855.85 16419.17 926.34 49212.72 140.71 54533.68 124585.87
The accompanying notes 1 to 51 form an integral part of these standalone financial statements
As per our report of even date attached
For S S Kothari Mehta & Company For and on behalf of the Board of Directors of Triveni Engineering & Industries Limited
Chartered Accountants
Firm’s registration number : 000756N
Yogesh K. Gupta Dhruv M. Sawhney Homai A. Daruwalla
Partner Chairman & Managing Director Director & Chairperson Audit Committee
Standalone Statement of Changes in Equity
122-308
135
Corporate Overview Management Statements Statutory Reports Financial Statements
The accompanying notes 1 to 51 form an integral part of these standalone financial statements
As per our report of even date attached
For S S Kothari Mehta & Company For and on behalf of the Board of Directors of Triveni Engineering & Industries Limited
Chartered Accountants
Firm’s registration number : 000756N
Yogesh K. Gupta Dhruv M. Sawhney Homai A. Daruwalla
Partner Chairman & Managing Director Director & Chairperson Audit Committee
Membership No. 093214 Place : New Delhi Place : Mumbai
Place : Faridabad (Haryana) Suresh Taneja Geeta Bhalla
Group CFO Group Vice President & Company Secretary
Date : June 17, 2020 Place : Delhi Place : Delhi
136
Annual Report 2019-20
Fair value is the price that would be received to sell Recognising revenue from major business activities
an asset or paid to transfer a liability in an orderly (i) Sale of goods
transaction between market participants at the Revenue from the sale of goods is recognised at
measurement date, regardless of whether that price the point in time when control of the goods are
is directly observable or estimated using another transferred to the customer (i.e. satisfaction of
valuation technique. In estimating the fair value of an performance obligation), generally on dispatch of
137
Corporate Overview Management Statements Statutory Reports Financial Statements
the goods. The Company, in its engineering business, When the progress towards complete satisfaction of
generally provides warranties to its customers performance obligations of a construction contract
in the nature of assurance, which is considered can be estimated reliably, revenue is recognised by
as an obligation and provided for under Ind AS 37 reference to the stage of completion of the contract
Provisions, Contingent Liabilities and Contingent activity at the end of the reporting period, measured
Assets (refer note 1(n)). based on the proportion of contract costs incurred
for work performed to date relative to the estimated
(ii) Rendering of services total contract costs, because the customer
The Company provides engineering services that are simultaneously receives and consumes the benefits
either sold separately or bundled together with the provided by the Company. Contract costs excludes
sale of goods to a customer. costs that do not depict the Company’s progress in
satisfying the performance obligation.
Contracts for bundled sales of goods and engineering
services are comprised of two performance
When the outcome of performance obligations
obligations because the promises to transfer goods
of a construction contract cannot be estimated
and provide engineering services are distinct and
reliably, but the Company expects to recover the
capable of being separately identifiable. Accordingly,
costs incurred in satisfying the performance
the Company allocates the transaction price based
obligation, contract revenue is recognised only to
on relative stand-alone selling prices of such goods
the extent of the contract costs incurred until such
and engineering services.
time that it can reasonably measure the outcome
The Company recognises revenue from engineering of the performance obligation. Contract costs are
services over time, using an input method to recognised as expenses in the period in which they
measure progress towards complete satisfaction of are incurred.
the service, because the customer simultaneously
receives and consumes the benefits provided by (iv) Dividend income
the Company. The progress towards complete Dividend income from investments is recognised
satisfaction of the service is determined as follows: when the Company’s right to receive payment has
been established.
• rection & commissioning servicing revenue
e
- based on technical estimate of completion of (v) Interest income
physical proportion of the contract work; Interest income is accrued on a time basis, by
• operation & maintenance revenue - as the reference to the principal outstanding and at the
proportion of the total period of services effective interest rate applicable, which is the rate
contract that has elapsed at the end of the that exactly discounts estimated future cash receipts
reporting period through the expected life of the financial asset to that
asset’s net carrying amount on initial recognition.
(iii) Construction contracts
Construction contracts are analysed to determine (c) Government grants
combination of contracts and identification of Grants from the government are recognised where
performance obligations and accordingly transaction there is a reasonable assurance that the Company
price is allocated amongst performance obligations will comply with all attached conditions and the grant
based on stand-alone selling prices. Performance shall be received.
obligations, in construction contracts, generally
includes construction turnkey related activities and Government grants relating to income are deferred and
operation & maintenance related activities which recognised in the profit or loss over the period necessary
are satisfied over time with the customer receiving to match them with the costs that they are intended to
benefits from the activities being performed by compensate and presented either within other operating
the Company. income other income or net of related costs.
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Annual Report 2019-20
Government grants relating to the purchase of property, direct costs less any lease incentives. They are
plant and equipment are deducted from its gross value subsequently measured at cost less accumulated
and are recognised in profit or loss on a systematic and depreciation and impairment losses. ROU assets
rational basis over the expected useful lives of the related are depreciated from the commencement date on
assets by way of reduced depreciation. a straight-line basis over the shorter of the lease
term and useful life of the underlying asset (see
Government grants that are receivable as compensation note 1(i) below) and is also evaluated for impairment
for expenses or losses already incurred or for the purpose (see note 1(f) below). The lease liability is measured
of giving immediate financial support to the Company with at amortised cost at the present value of the
no future related costs are recognised in profit or loss in future lease payments. The lease term includes
the period in which they become receivable. (a) the non-cancellable period of the lease; (b) the
period covered by an option to extend the lease, if
The Government grants by way of a benefit of a Government it is reasonably certain that such option shall be
loan at a below market rate of interest is measured exercised; and (c) the period covered by an option
as the difference the between proceeds received and to terminate the lease, if it is reasonably certain that
the fair value of the loan based on prevailing market such option shall not be exercised. Lease liabilities
interest rates. are remeasured with a corresponding adjustment
to the related ROU assets if the Company changes
See note 43 for disclosures and treatment of government its assessment concerning the right to exercise its
grants in financial statements. option of extending or terminating the lease provided
to it under the relevant arrangement.
(d) Leases
(i) As a lessee For short-term and low value leases as mentioned
The Company’s lease assets classes primarily above, the Company recognises the lease payments
consist of leases for land and buildings. The Company as an operating expense on a straight-line basis over
assesses whether a contract contains a lease, at the term of the lease.
inception of a contract. A contract is, or contains,
a lease if the contract conveys the right to control (ii) As a lessor
the use of an identified asset for a period of time in Leases are classified as finance leases whenever
exchange for consideration. To assess whether a the terms of the lease transfer substantially all
contract conveys the right to control the use of an the risks and rewards of ownership to the lessee.
identified asset, the Company assesses whether: (i) All other leases are classified as operating leases.
the contract involves the use of an identified asset; The Company has given certain portion of its office
(ii) the Company has substantially all of the economic factory premises under operating leases (refer
benefits from use of the asset through the period of note 44). Lease income from operating leases
the lease; and (iii) the Company has the right to direct is recognised as income on a straight-line basis
the use of the asset. over the lease term. Initial direct costs incurred in
negotiating and arranging an operating lease are
At the date of commencement of the lease, the added to the carrying amount of the leased asset
Company recognises a right-of-use (“ROU”) assets and recognised on a straight-line basis over the
and a corresponding lease liability for all lease lease term. Respective leased assets are included in
arrangements in which it is a lessee, except for the balance sheet based on their nature.
leases with a term of twelve months or less (short-
term leases) and low value leases. The ROU assets (e) Foreign currency translation
are initially recognised at cost, which comprises (i) Functional and presentation currency
the initial amount of the lease liability adjusted The financial statements are presented in Indian
for any lease payments made at or prior to the rupee (`), which is the Company’s functional and
commencement date of the lease plus any initial presentation currency unless stated otherwise.
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Corporate Overview Management Statements Statutory Reports Financial Statements
(ii) Transactions and balances possible reversal of the impairment at the end of each
Foreign currency transactions are translated into the reporting period. When an impairment loss subsequently
functional currency using the exchange rates that reverses, the carrying amount of the asset is increased
approximates the actual rate at the date of respective to the revised estimate of its recoverable amount, so
transactions. Foreign exchange gains or losses however that the increased carrying amount does not
resulting from the settlement of such transactions exceed the carrying amount that would have been
and from the translation of monetary assets and determined had no impairment loss been recognised for
liabilities denominated in foreign currencies at the asset in prior years. A reversal of an impairment loss
year end exchange rates are recognised in profit is recognised immediately in profit or loss.
or loss in the period in which they arise except for
foreign exchange gains or losses on settlement or (g) Borrowing costs
translation of foreign currency borrowings that are Borrowing costs directly attributable to the acquisition,
directly attributable to acquisition, construction or construction or production of a qualifying asset are
production of a qualifying asset, which are included capitalised during the period of time that is required to
in cost of those assets when they are regarded as complete and prepare the asset for its intended use or
an adjustment to interest costs on those foreign sale. Borrowing costs are not capitalised during extended
currency borrowings. periods in which active development of qualifying assets is
suspended. Qualifying assets are assets that necessarily
Foreign exchange gains or losses which are regarded take a substantial period of time to get ready for their
as an adjustment to borrowing costs are presented intended use or sale.
in the statement of profit and loss, within finance
costs. All other foreign exchange gains and losses Other borrowing costs are expensed in the period in which
are presented in the statement of profit and loss on they are incurred.
a net basis within other income or other expenses,
as the case may be. (h) Income tax
Income tax expense represents the sum of the tax
(f) Impairment of non-financial assets currently payable and deferred tax.
Non-financial assets are tested for impairment whenever
events or changes in circumstances indicate that the (i) Current tax
carrying amount may not be recoverable. An impairment The tax currently payable is based on taxable profit
loss is recognised for the amount by which the asset’s for the year. Taxable profit differs from ‘profit before
carrying amount exceeds its recoverable amount. The tax’ as reported in the statement of profit and loss
recoverable amount is the higher of an asset’s fair value because of items of income or expense that are
less costs of disposal and value in use. In assessing value taxable or deductible in other years and items that
in use, the estimated future cash flows are discounted are never taxable or deductible. The Company’s
to their present value using a discount rate that reflects current tax is calculated using tax rates that have
current market assessments of the time value of money been enacted or substantively enacted by the end of
and the risks specific to the asset. In determining fair the reporting period.
value less costs of disposal, recent market transactions
are taken into account. If no such transactions can be (ii) Deferred tax
identified, an appropriate valuation model is used. Deferred tax is recognised on temporary differences
between the carrying amounts of assets and
For the purposes of assessing impairment, assets liabilities in the financial statements and the
are grouped at the lowest levels for which there are corresponding tax bases used in the computation of
separately identifiable cash inflows which are largely taxable profit. Deferred tax liabilities are generally
independent of the cash inflows from other assets or recognised for all taxable temporary differences.
groups of assets (cash-generating units). Non-financial Deferred tax assets are generally recognised for all
assets that suffered an impairment are reviewed for deductible temporary differences, the carry forward
140
Annual Report 2019-20
of unused tax credits and unused tax losses to the services, rental to others or for administrative purposes
extent that it is probable that taxable profits will be and are expected to be used during more than one period.
available against which those deductible temporary The cost of an item of property, plant and equipment is
differences, the carry forward of unused tax credits recognised as an asset if and only if it is probable that
and unused tax losses can be utilised. Such deferred future economic benefits associated with the item will
tax assets and liabilities are not recognised if flow to the Company and the cost of the item can be
the temporary difference arises from the initial measured reliably. Freehold land is carried at cost. All
recognition (other than in a business combination) other items of property, plant and equipment are stated
of assets and liabilities in a transaction that affects at cost less accumulated depreciation and accumulated
neither the taxable profit nor the accounting profit. impairment losses, if any. Cost comprises purchase price
In addition, deferred tax liabilities are not recognised after deducting trade discounts rebates, government
if the temporary difference arises from the initial grants related to assets and including import duties
recognition of goodwill. and non-refundable purchase taxes, borrowing costs,
any costs that is directly attributable to the bringing the
The carrying amount of deferred tax assets is asset to the location and condition necessary for it to
reviewed at the end of each reporting period and be capable of operating in the manner intended by the
reduced to the extent that it is no longer probable management and costs of dismantling removing the item
that sufficient taxable profits will be available to
and restoring the site on which it was located under an
allow all or part of the asset to be recovered.
obligation. Subsequent costs are included in the asset’s
carrying amount or recognised as a separate asset, as
Deferred tax liabilities and assets are measured at
appropriate, only when it is probable that future economic
the tax rates that are expected to apply in the period
benefits associated with the item will flow to the Company
in which the liability is settled or the asset realised,
and the cost of the item can be measured reliably.
based on tax rates (and tax laws) that have been
enacted or substantively enacted by the end of the
Each part of item of property, plant and equipment,
reporting period.
if significant in relation to the total cost of the item,
is depreciated separately. Further, parts of plant and
The measurement of deferred tax liabilities and
equipment that are technically advised to be replaced
assets reflects the tax consequences that would
at prescribed intervals period of operation, insurance
follow from the manner in which the Company
expects, at the end of the reporting period, to spares and cost of inspection overhauling are depreciated
recover or settle the carrying amount of its assets separately based on their specific useful life provided these
and liabilities. are of significant amounts commensurate with the size
of the Company and scale of its operations. The carrying
(iii) Current and deferred tax for the year amount of any equipment inspection overhauling
Current and deferred tax are recognised in profit accounted for as separate asset is derecognised when
or loss, except when they relate to items that are replaced. All other repairs and maintenance costs are
recognised in other comprehensive income or directly charged to profit or loss during the reporting period in
in equity, in which case, the current and deferred tax which they are incurred.
are also recognised in other comprehensive income
or directly in equity respectively. Where current tax An item of property, plant and equipment is derecognised
or deferred tax arises from the initial accounting for upon disposal or when no future economic benefits are
a business combination, the tax effect is included in expected to arise from the continued use of the asset.
the accounting for the business combination. Any gain or loss arising on the disposal or retirement of
an item of property, plant and equipment is determined
(i) Property, plant and equipment as the difference between the sales proceeds and
Property, plant and equipment are tangible items that the carrying amount of the asset and is recognised in
are held for use in the production or supply of goods and profit or loss.
141
Corporate Overview Management Statements Statutory Reports Financial Statements
The management has estimated the useful lives and The estimated useful lives, residual values and
residual values of all property, plant and equipment and depreciation method are reviewed at the end of each
adopted useful lives as stated in Schedule II along with reporting period, with the effect of any changes in
residual values of 5% except for the following: estimate accounted for on a prospective basis.
142
Annual Report 2019-20
143
Corporate Overview Management Statements Statutory Reports Financial Statements
144
Annual Report 2019-20
adjustments and changes in actuarial assumptions assumptions, comprising actuarial gains losses
are recognised in profit or loss. The obligations are and return on plan assets (excluding the amount
presented as provisions in the balance sheet. recognised in net interest on the net defined
liability), are recognised in the period in which they
(iii) Post-employment obligations occur, directly in other comprehensive income. They
The Company operates the following post- are included in retained earnings in the statement of
employment schemes: changes in equity and in the balance sheet.
145
Corporate Overview Management Statements Statutory Reports Financial Statements
146
Annual Report 2019-20
the option to either measure it at cost or fair value. The ECL is determined with reference to historically
Company has opted to measure equity investments in observed default rates over the expected life of the
subsidiaries and associates at cost hence investments trade receivables and is adjusted for forward looking
in subsidiaries and associates are carried at cost less estimates. Note 41(i) details how the Company
impairment, if any. Where the Company’s management determines expected credit loss.
has elected to present fair value gains and losses on
equity investments in other comprehensive income, there (iv) Derecognition of financial assets
is no subsequent reclassification of fair value gains and A financial asset is derecognised only when
losses to profit or loss. Dividends from such investments the Company
are recognised in profit or loss as other income when the
• has transferred the rights to receive cash flows
Company’s right to receive payments is established.
from the financial asset; or
147
Corporate Overview Management Statements Statutory Reports Financial Statements
involvement, and the part it no longer recognises on • those to be measured subsequently at fair
the basis of the relative fair values of those parts value through profit or loss, and
on the date of the transfer. The difference between
the carrying amount allocated to the part that is no • those measured at amortised cost.
longer recognised and the sum of the consideration
received for the part no longer recognised and Financial liabilities are classified as at FVTPL when
any cumulative gain or loss allocated to it that had the financial liability is held for trading or it is
been recognised in other comprehensive income designated as at FVTPL, other financial liabilities are
is recognised in profit or loss if such gain or loss measured at amortised cost at the end of subsequent
would have otherwise been recognised in profit or accounting periods.
loss on disposal of that financial asset. A cumulative
gain or loss that had been recognised in other (ii) Measurement
comprehensive income is allocated between the part Equity instruments
that continues to be recognised and the part that is Equity instruments issued by the Company are
no longer recognised on the basis of the relative fair recognised at the proceeds received. Transaction
values of those parts. cost of equity transactions shall be accounted for as
a deduction from equity.
(v) Effective interest method
The effective interest method is a method of Financial liabilities
calculating the amortised cost of a debt instrument At initial recognition, the Company measures a
and of allocating interest income over the relevant financial liability at its fair value net of, in the case of
period. The effective interest rate is the rate that a financial liability not at fair value through profit or
exactly discounts estimated future cash receipts loss, transaction costs that are directly attributable
through the expected life of the financial asset to to the issue of the financial liability. Transaction costs
the gross carrying amount of a financial asset. When of financial liability carried at fair value through
calculating the effective interest rate, the Company profit or loss are expensed in profit or loss.
estimates the expected cash flows by considering all
the contractual terms of the financial instrument but Subsequent measurement of financial liabilities
does not consider the expected credit losses. Income depends on the classification of financial liabilities.
is recognised on an effective interest basis for debt There are two measurement categories into which
instruments other than those financial assets the Company classifies its financial liabilities:
classified as at FVTPL.
• Fair value through profit or loss (FVTPL):
(r) Financial liabilities and equity instruments
Financial liabilities are classified as at FVTPL
(i) Classification
when the financial liability is held for trading
Debt and equity instruments issued by the Company
or it is designated as at FVTPL. Financial
are classified as either financial liabilities or as
liabilities at FVTPL are stated at fair value, with
equity in accordance with the substance of the
any gains or losses arising on remeasurement
contractual arrangements and the definitions of a
recognised in profit or loss.
financial liability and an equity instrument.
148
Annual Report 2019-20
(iv) Effective interest method • Level 2 inputs are inputs, other than quoted prices
included within Level 1, that are observable for the
The effective interest method is a method of
asset or liability, either directly or indirectly; and
calculating the amortised cost of a financial liability
and of allocating interest expense over the relevant
• Level 3 inputs are unobservable inputs for the asset
period. The effective interest rate is the rate that
or liability.
exactly discounts estimated future cash payments
through the expected life of the financial liability to (v) Statement of cash flows
the gross carrying amount of a financial liability. Cash flows are reported using the indirect method,
whereby profit loss before tax is adjusted for the effects
(v) Foreign exchange gains and losses of transactions of a non-cash nature, any deferrals or
For financial liabilities that are denominated in a accruals of past or future operating cash receipts or
foreign currency and are measured at amortised payments and item of income or expenses associated
cost at the end of each reporting period, the foreign with investing of financing flows. The cash flows from
exchange gains and losses are determined based operating, investing and financing activities of the
on the amortised cost of the instruments and are Company are segregated.
recognised in ‘Other income’. The fair value of
financial liabilities denominated in a foreign currency (w) Cash and cash equivalents
is determined in that foreign currency and translated Cash and cash equivalents in the balance sheet comprise
at the spot rate at the end of the reporting period. of cash on hand, cheques on hand, balance with banks
149
Corporate Overview Management Statements Statutory Reports Financial Statements
on current accounts and short term, highly liquid (a) Critical accounting judgements
investments with an original maturity of three months or Following are the areas which involved complex and
less and which carry insignificant risk of change in value. subjective judgements:
For the purpose of statement of cash flows, cash and (i) Incentives under the U.P. Sugar Industry Promotion
cash equivalents consist of cash and cash equivalents as Policy, 2004
defined above. In a writ petition filed by the Company against the
illegal withdrawal of U.P. Sugar Industry Promotion
(x) Earnings per share Policy, 2004 (“the Policy”) by the State Government
Basic earnings per share is calculated by dividing the of Uttar Pradesh, the Hon’ble Allahabad High Court
profit attributable to owners of the Company by the had decided the matter in favour of the Company
weighted average number of equity shares outstanding and directed the State Government to quantify and
during the financial year, adjusted for bonus elements pay all the incentives that were promised under the
in equity shares issued during the year and excluding said Policy. The State Government however filed a
treasury shares. Special Leave Petition before the Hon’ble Supreme
Court challenging the decision of the Hon’ble High
Diluted earnings per share adjusts the figures used in Court against it.
the determination of basic earnings per share to take
into account the after income tax effect of interest and While the case was sub-judice, the Company
financing costs associated with dilutive potential equity continued to avail the remissions of statutory levies
shares and the weighted average number of additional and duties aggregating to ` 4158.38 lakhs, which it
equity shares that would have been outstanding assuming was entitled to under the Policy, in accordance with
the conversion of all dilutive potential equity shares. the interim directions of the High Court. Based on the
aforesaid decision of Hon’ble Allahabad High Court
(y) Segment reporting in its favour, the Company is pursuing for its claim of
Operating segments are reported in a manner ` 11375 lakhs filed towards one time capital subsidy
consistent with the internal reporting provided to the and shall pursue its claims towards other incentives
chief operating decision maker. Refer note 37 for segment by way of reimbursements against specified
information presented. expenses aggregating to and ` 13015.88 lakhs, by
filing necessary documents for the verification of
NOTE 2: CRITICAL ACCOUNTING JUDGEMENTS AND KEY the State Government authorities. The aforesaid
SOURCES OF ESTIMATION UNCERTAINTY amounts do not include any interest towards
The preparation of financial statements requires the use of delayed settlement.
accounting estimates which, by definition, will seldom equal the
actual results. Management also needs to exercise judgement In view of uncertainties involved on account of the
in applying the Company’s accounting policies. fact that the State Government has challenged the
decision rendered against it and since the process of
This note provides an overview of the areas that involved a verification and quantification of claims by the State
higher degree of judgement or complexity, and of items which Government for the incentive period of 10 years is
are more likely to be materially adjusted due to estimates yet to be taken up in earnest, the Company has not
and assumptions turning out to be different than those recognised the above benefits incentives receivable
originally assessed. under the Policy.
Estimates and judgements are continually evaluated. They are (ii) Society commission
based on historical experience and other factors, including In the cane price package offered by the State
expectations of future events that may have a financial impact Government of Uttar Pradesh (“State Government”)
on the Company and that are believed to be reasonable under to sugar mills, the State Government had reduced
the circumstances. the rate of commission payable to cane societies
150
Annual Report 2019-20
for sugar season 2012-13 and 2014-15 by way of of subsidy in respect of such sugar in the process of
notification dated 12 June 2015 and for 2015-16 export as at 31 March 2020 is ` 5765.66 lakhs.
vide notification dated 5 February 2016, to provide
relief to the Sugar Industry in view of disparity in (b) Key sources of estimation uncertainty
the cane price and the market outlook of the sugar Following are the key assumptions concerning the future,
prices. In the writ petitions filed by certain cane and other key sources of estimation uncertainty at the end
societies against such reduction in commission of the reporting period that may have a significant risk of
rates, the Hon’ble Allahabad High Court has held causing a material adjustment to the carrying amounts of
that these notifications cannot have retrospective assets and liabilities within the next financial year:
applicability. The reduction in the rate of commission
payable being part of the relief package announced (i) Global health pandemic from COVID-I9
by the State Government, the Company believes that The outbreak of COVID-19 pandemic globally and
the State Government is not likely to pass the cost in India is causing significant disturbance and
burden upon the sugar industry and instead, may slowdown of economic activity. During the period
explore other ways to meet the outcome of the order of lockdown, the main business of the Company
of the Court. Accordingly, no provision to this effect i.e. Sugar Business, comprising manufacture of
has been considered necessary. sugar and allied activities of cogeneration of power
and distillation of ethanol, being essential goods,
(iii) Central Government subsidies continued to operate uninterruptedly. However, the
As a measure of relief to the sugar industry, to engineering businesses were closed for about 3-5
facilitate export and for speedy cane payments, weeks during the lockdown period but these have
the Central Government announced incentives to resumed normal operation by the second week of
the sugar industry for the sugar season 2019-20 May’2020. The Company has evaluated the impact
whereby sugar mills shall be entitled to assistance of this pandemic on its business operations and
towards marketing and transportation costs related financial position using internal and external
to export of sugar upto the Maximum Admissible sources of information, including economic
Export Quantity (MAEQ) as determined by the Central forecasts and estimates from market sources,
Government and allocated to respective sugar mills. and based on its review of current indicators of
The incentives announced shall be made available future economic conditions, there is no significant
to the sugar mills upon fulfilment of prescribed impact on carrying amount of the assets due to
conditions and stipulations which mainly includes impairment and on its financial results for the
export of atleast 50% of its MAEQ of sugar. In year ended 31 March 2020. However, the impact
addition, the Central Government has the power to assessment of COVID-19 is a continuing process
withdraw amend the scheme at any time, based given the uncertainties associated with its nature
upon its monitoring of prevailing sugar prices and and duration and accordingly the impact may be
review of availability position of sugar. different in future from that estimated as at the date
of approval of these financial results. The Company
Upon assessment of the conditions prescribed, the will continue to monitor any material changes to
Company has recognized such subsidy in respect of future economic conditions.
quantities of sugar for which substantive condition
of the abovesaid scheme has been fulfilled (i.e. to the (ii) Fair value measurements and valuation processes
extent of sugar quantities of which export completed Some of the Company’s assets and liabilities are
till the year end subject to the condition that such measured at fair value for financial reporting
exports are atleast 50% of MAEQ allocated to specific purposes. When the fair values of these assets and
sugar mill). The Company will recognise subsidy in liabilities cannot be measured based on quoted
subsequent period in respect of quantities of sugar prices in active markets, their fair value is measured
for which export is under process as at the year end, using valuation techniques by engaging third party
on consideration of prudence. The estimated amount qualified external valuers or internal valuation
151
Corporate Overview Management Statements Statutory Reports Financial Statements
team to perform the valuation. The inputs to these to cause a significant change to the party’s ability
models are taken from observable markets where to meet its obligations. All such parameters
possible, but where this is not feasible, a degree of relating to impairment or potential impairment are
judgement is required in establishing fair values. reviewed at each reporting date. See note 41(i) for
Judgements include considerations of inputs such further disclosures.
as liquidity risk, credit risk and volatility. Changes
in assumptions about these factors could affect the (v) Revenue and cost estimation for construction
reported fair value of financial instruments. See note contracts
4, 6, 9 and 42 for further disclosures. The revenue recognition pertaining to construction
contracts are determined on proportionate
(iii) Employee benefit plans completion method based on actual construction
The cost of employee benefits under the defined contract costs incurred till balance sheet date and
benefit plan and other long term employee benefits total budgeted construction contract costs. An
as well as the present value of the obligation estimation of total budgeted construction contract
there against are determined using actuarial cost involves making various assumptions that may
valuations. An actuarial valuation involves making differ from the actual developments in the future.
various assumptions that may differ from actual These include delays in execution due to unforeseen
developments in the future. These include the reasons, inflation rate, future material rates, future
determination of the discount rate, future salary labour rates etc. The estimates assumptions are
increases, attrition and mortality rates. Due to the made considering past experience, market inflation
complexities involved in the valuation and its long- trends and technological developments etc. All
term nature, obligation amount is highly sensitive to such estimates assumptions are reviewed at each
changes in these assumptions. reporting date.
The parameter most subject to change is the discount (vi) Provision for warranty claims
rate. In determining the appropriate discount rate for The Company, in the usual course of sale of its
plans, the management considers the market yields products, provides warranties on certain products
on government bonds with a maturity term that is and services, undertaking to repair or replace the
consistent with the term of the concerned defined items that fail to perform satisfactorily during
benefit obligation. Future salary increases are based the specified warranty period. Provisions made
on expected future inflation rates and expected salary represent the amount of expected cost of meeting
trends in the industry. Attrition rates are considered such obligations of rectifications replacements
based on past observable data of employees leaving based on best estimate considering the historical
the services of the Company. The mortality rate is warranty claim information and any recent trends
based on publicly available mortality tables. Those that may suggest future claims could differ from
mortality tables tend to change only at intervals in historical amounts. The assumptions made in
response to demographic changes. See note 38 for relation to the current period are consistent with
further disclosures. those in the prior years.
(iv) Impairment of trade receivables (vii) Provision for litigations and contingencies
The Company has a stringent policy of ascertaining The provision for litigations and contingencies
impairment, if any, as result of detailed scrutiny of are determined based on evaluation made by the
major cases and through determining expected management of the present obligation arising from
credit losses. Despite best estimates and periodic past events the settlement of which is expected to
credit appraisals of customers, the Company’s result in outflow of resources embodying economic
receivables are exposed to delinquency risks benefits, which involves judgements around
due to material adverse changes in business, estimating the ultimate outcome of such past events
financial or economic conditions that are expected and measurement of the obligation amount.
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Annual Report 2019-20
(viii) Useful life and residual value of plant, property of certain expenses during the estimation of the
equipment and intangible assets provision for income taxes.
The useful life and residual value of plant, property
equipment and intangible assets are determined Deferred tax assets are recognised for deductible
based on technical evaluation made by the temporary differences and carry forward of unused
management of the expected usage of the asset, the tax losses and tax credits to the extent that it is
physical wear and tear and technical or commercial probable that taxable profit would be available
obsolescence of the asset. Due to the judgements against which such deferred tax assets could be
involved in such estimations, the useful life and utilised. Significant management judgement is
residual value are sensitive to the actual usage in required to determine the amount of deferred tax
future period. assets that can be recognised, based upon the likely
timing and the level of future taxable profits together
(ix) Current taxes and deferred taxes with future tax optimisation strategies.
Significant judgement is required in determination
of taxability of certain incomes and deductibility
153
NOTE 3: PROPERTY, PLANT AND EQUIPMENT AND CAPITAL WORK-IN-PROGRESS
154
Property, plant and equipment
Right-of- Right-of- Capital
Freehold Leasehold use assets Buildings use assets Plant and Furniture Office work-in-
Land Land (Land) & Roads (Building) Equipment & Fixtures Vehicles Equipment Computers Total progress
Year ended 31 March 2019
Gross carrying amount
01-29
Opening gross carrying amount 3567.74 760.24 - 20107.02 - 73836.77 276.26 974.62 334.39 449.71 100306.75 1061.06
Additions - 23.00 - 590.28 - 4142.09 25.09 362.32 55.15 116.70 5314.63 21167.76
Disposals - - - (14.58) - (97.25) (1.17) (97.86) (7.86) (4.88) (223.60) -
Transfers * - - - - - - - - - - - (1695.24)
Closing gross carrying amount 3567.74 783.24 - 20682.72 - 77881.61 300.18 1239.08 381.68 561.53 105397.78 20533.58
Accumulated depreciation and
impairment
Corporate Overview
Opening accumulated - 13.92 - 2060.03 - 14019.58 137.91 301.33 121.53 195.46 16849.76 56.31
depreciation and impairment
Depreciation charge during - 4.64 - 768.90 - 4580.78 30.59 137.39 37.75 99.95 5660.00 -
for the year ended March 31, 2020
the year
Disposals - - - (2.36) - (26.80) (0.85) (66.40) (5.79) (1.78) (103.98) -
Closing accumulated - 18.56 - 2826.57 - 18573.56 167.65 372.32 153.49 293.63 22405.78 56.31
depreciation and impairment
Net carrying amount 3567.74 764.68 - 17856.15 - 59308.05 132.53 866.76 228.19 267.90 82992.00 20477.27
Year ended 31 March 2020
Gross carrying amount
(All amounts in ` lakhs, unless otherwise stated)
Opening gross carrying amount 3567.74 783.24 - 20682.72 - 77881.61 300.18 1239.08 381.68 561.53 105397.78 20533.58
30-35
Opening accumulated - 18.56 - 2826.57 - 18573.56 167.65 372.32 153.49 293.63 22405.78 56.31
depreciation and impairment
Opening reclassifications - (18.56) 18.56 - - - - - - - - -
recognitions (refer note 44 & 49)
Depreciation charge during - - 5.40 984.32 626.64 5463.49 31.07 154.66 58.71 134.49 7458.78 -
the year
Disposals - - - (1.76) (68.28) (96.37) (1.37) (67.93) (9.83) (5.96) (251.50) (33.21)
Other adjustments - - - - - - - - (0.62) 0.62 - -
Closing accumulated - - 23.96 3809.13 558.36 23940.68 197.35 459.05 201.75 422.78 29613.06 23.10
depreciation and impairment
Net carrying amount 3567.74 1986.75 329.18 18660.27 1631.43 79300.07 212.29 918.22 409.85 377.54 107393.34 2615.84
36-121
* Represents amount capitalised during the year under property, plant and equipment out of capital work-in-progress.
Notes:
(i) Leasehold land
This comprises certain land acquired under agreements on perpetual lease terms from the Government and accordingly, classified and accounted for under Ind AS 16 Property, Plant and
Equipment. Under the terms of the perpetual lease agreements, the Company has the right to sublet sub-lease assign transfer such land except in case of one perpetual lease relating to
Statutory Reports
a small parcel of land where prior approval of the specified authority is required in case sub-lease assignment transfer relates to a part of such land demised under the lease. A parcel of
leasehold land with original lease term of ninety years, which till previous year was classified as finance lease in accordance with criteria specified in previous accounting standard on leases
i.e. Ind AS 17 Leases, has been recognised as Right-of-use assets during the current year consequent to the introduction of new accounting standard on leases i.e. Ind AS 116 Leases (refer
note 44 and 49).
(ii) Restrictions on Property, plant and equipment
Refer note 16(i) & 20(i) for information on charges created on property, plant and equipment. Further, freehold land includes land having carrying amount of ` 13.13 lakhs for which transfer
of titles in the name of the Company is pending.
(iii) Contractual commitments
Refer note 45 for disclosure of contractual commitments for the acquisition of property, plant and equipment.
(iv) Capital work-in-progress
122-308
Capital work-in-progress mainly comprises of plant & equipment (viz. Pollution control equipment, Boiling house equipment etc.) under the process of installation pertaining to Distillery &
Sugar business of the Company.
(v) Impairment loss
Notes to the Standalone Financial Statements
The impairment loss in Capital work-in-progress relates to expenditure incurred on construction of residential buildings at certain factories, which were under progress till financial year
2011-12. However, the said project was subsequently discontinued and the entire expenditure incurred was recognised as an impairment loss in the statement of profit and loss during the
financial year 2015-16 considering no possible future economic benefits flowing from the project.
Financial Statements
Annual Report 2019-20
155
Corporate Overview Management Statements Statutory Reports Financial Statements
156
Annual Report 2019-20
NOTE 6: INVESTMENTS
(a) Investments in subsidiaries and associates
As at As at
31-Mar-20 31-Mar-19
At Cost
Quoted Investments (fully paid-up)
Investments in Equity Instruments
- of Associate
70,627,980 (31 March 2019: 70,627,980) Equity shares of ` 1 - each of
Triveni Turbine Limited 706.35 706.35
Total aggregate quoted investments 706.35 706.35
Unquoted Investments (fully paid-up)
Investments in Equity Instruments
- of Subsidiaries
26,500,000 (31 March 2019: 26,500,000) Equity shares of ` 1 - each of
Triveni Engineering Limited 265.00 265.00
38,500,000 (31 March 2019: 38,500,000) Equity shares of ` 1 - each of
Triveni Energy Systems Limited 385.00 385.00
20,500,000 (31 March 2019: 500,000) Equity shares of ` 1 - each of
Triveni Sugar Limited 205.00 5.00
45,500,000 (31 March 2019: 21,500,000) Equity shares of ` 1 - each of
Svastida Projects Limited 455.00 215.00
4,170,000 (31 March 2019: 4,170,000) Equity shares of ` 10 - each of
Triveni Entertainment Limited 404.02 404.02
20,050,000 (31 March 2019: 50,000) Equity shares of ` 1 - each of
Triveni Industries Limited 200.50 0.50
135,030,000 (31 March 2019: 30,000) Equity shares of ` 1 - each of
Mathura Wastewater Management Private Limited 1350.30 0.30
- of Associate
13,008 (31 March 2019: 13,008) Equity shares of New Israeli Shekel 0.10 each
of Aqwise Wise Water Technologies Limited (Israel) 3006.19 3006.19
Total aggregate unquoted investments 6271.01 4281.01
Total investments in subsidiaries and associates 6977.36 4987.36
Total investments in subsidiaries and associates 6977.36 4987.36
Aggregate amount of quoted investments 706.35 706.35
Aggregate amount of market value of quoted investment 41317.37 76136.96
Aggregate amount of unquoted investments 6271.01 4281.01
Aggregate amount of impairment in the value of investments - -
157
Corporate Overview Management Statements Statutory Reports Financial Statements
Details of the Company’s subsidiaries and associates at the end of the reporting period are as follows:
Proportion of ownership interest and
Place of
voting power held by the Company
Name of Subsidiaries / Associates incorporation and
As at As at
operation
31-Mar-20 31-Mar-19
Subsidiaries
Triveni Engineering Limited India 100% 100%
Triveni Energy Systems Limited India 100% 100%
Svastida Projects Limited India 100% 100%
Triveni Entertainment Limited India 100% 100%
Triveni Industries Limited India 100% 100%
Triveni Sugar Limited India 100% 100%
Mathura Wastewater Management Private Limited India 100% 100%
Associates
Triveni Turbine Limited India 21.85% 21.85%
Aqwise Wise Water Technologies Limited Israel 25.04% 25.04%
158
Annual Report 2019-20
NOTE 8: LOANS
As at 31-Mar-20 As at 31-Mar-19
Current Non- current Current Non- current
At amortised cost
Loan to related parties (refer note 39)
- Loans receivables considered good - Unsecured 291.53 1510.00 267.06 80.00
Loan to employees
- Loans receivables considered good - Unsecured 45.86 1.82 45.59 1.35
Loan to others
- Loans receivables considered good - Unsecured 0.57 - 0.29 -
- Loans receivables - Credit impaired - 44.53 - 44.53
Less: Allowance for bad and doubtful loans - (44.53) - (44.53)
0.57 - 0.29 -
Total loans 337.96 1511.82 312.94 81.35
(i) Loan to related parties includes loan of ` 1510 lakhs (31 March 2019: ` 80 lakhs) provided to a wholly owned subsidiary
company, Mathura Wastewater Management Private Limited (MWMPL), as part of promoter’s contribution in terms of the term
lender’s stipulations for financing a project to be executed by MWMPL and loan of ` 291.53 lakhs (31 March 2019: ` 267.06
lakhs) provided to an Israeli based associate company, Aqwise Wise Water Technologies Limited, for meeting its working
capital requirements.
159
Corporate Overview Management Statements Statutory Reports Financial Statements
As at 31-Mar-20 As at 31-Mar-19
Current Non- current Current Non- current
- Fixed margin deposits - 73.82 - 93.39
Other balances:
- Fixed deposits - 4.20 - 4.20
- 274.10 - 358.30
Accrued interest 52.94 1.90 25.76 1.08
Insurance claim recoverable 54.79 - 42.62 -
Miscellaneous other financial assets 3.12 14.90 7.73 14.90
Less: Allowance for bad and doubtful assets - (14.90) - (14.90)
3.12 - 7.73 -
Total other financial assets at
amortised cost [A] 208.08 917.92 134.52 956.87
At fair value through Profit or Loss (FVTPL)
(refer note 42)
Derivatives financial instruments carried
at fair value
- Foreign-exchange forward contracts
Currency swaps Interest rate swaps - - 71.72 -
Total other financial assets at FVTPL [B] - - 71.72 -
Total other financial assets ([A]+[B]) 208.08 917.92 206.24 956.87
(i) Investment of ` 79.72 lakhs (31 March 2019: ` 65.48 lakhs) in equity shares of Atria Wind Power (Bijapur1) Private Limited,
under group captive arrangement to secure power, has been considered as security deposit in accordance with applicable
accounting standards.
160
Annual Report 2019-20
As at 31-Mar-20 As at 31-Mar-19
Current Non- current Current Non- current
Prepaid expenses 727.72 44.88 646.90 84.01
Due from customers under construction
contracts [refer (ii) below] 7251.03 - 8294.60 -
Unbilled revenue [refer (ii) below] 144.30 - 174.08 -
Customer retentions [refer (i) and (ii) below] 8784.88 - 5903.51 -
Less: Allowance for bad and doubtful debts (61.66) - (36.75) -
8723.22 - 5866.76 -
Miscellaneous other assets 73.19 121.98 52.40 137.19
Less: Allowance for bad and doubtful assets - (20.90) - (21.60)
73.19 101.08 52.40 115.59
Total other assets 43751.14 700.51 19144.38 887.51
(i) Customer retentions include ` 6017.73 lakhs (31 March 2019 : ` 2703.45 lakhs) expected to be received after twelve months
within the operating cycle.
(a) Contract assets are initially recognised for revenue earned as receipt of consideration is conditional on successful
achievement of milestones. Upon achievement of milestones contract assets are reclassified to trade receivables.
A trade receivable represents the Company’s right to an amount of consideration that is billed on the customer and
which become due unconditionally (i.e. only the passage of time is required before payment of the consideration is due).
Different businesses of the Company have their different credit terms [refer note 41 (i)].
Contract costs incurred to date plus recognised profits less recognised losses is compared with the progress billings
raised on the customer - any surplus is considered as contract assets and shown as amounts due from customers under
construction contracts, whereas any shortfall is considered as contract liabilities and shown as the amounts due to
customers under construction contracts. Amounts of revenue earned for work performed pending billing on customers
is considered as contract assets and shown as unbilled revenue. Amounts billed for work performed which will become
due upon fulfillment of specified conditions is considered as contract assets and shown as customer retentions.
Amounts received before the related work is performed is considered as contract liabilities and is shown as advances
from customers.
161
Corporate Overview Management Statements Statutory Reports Financial Statements
I ncrease in contract assets (customer retentions) is mainly attributable to wastewater sewage treatment projects in the
industrial municipal segment which were started during last year, where significant billing is done during the current
year with the progress in project work but will become due upon fulfillment of specified conditions.
Increase in contract liabilities (Amount due to customers under construction contracts) is mainly attributable to
wastewater sewage treatment projects in the industrial municipal segment, where major billing done based on
achievement of contractual milestones is in excess of revenue recognised in accordance with Ind AS 115 Revenue from
Contracts with Customers.
Decrease in contract liabilities (Advances from Customers) is mainly attributable to adjustment of mobilsation advances
against billings under water waste-water treatment projects.
162
Annual Report 2019-20
The above represents carrying value of land situated in Gujarat intended to be disposed of by the Company. The Company has
entered into an agreement to sell such land and has also received advance of ` 10 lakhs (refer note 19) in terms of such agreement
to sell. The Company expects to transfer the title of such land in the near future. The asset does not form part of any segment
assets. No impairment loss was recognised on reclassification of the land as held for sale (refer note 4) as the contractual sale price
of such land is higher than the carrying amount.
163
Corporate Overview Management Statements Statutory Reports Financial Statements
164
Annual Report 2019-20
165
Corporate Overview Management Statements Statutory Reports Financial Statements
General reserve represents amount kept by the Company out of its profits for future purposes. It is not earmarked for any
specific purpose.
Molasses storage fund reserve is created and maintained under the provisions of the Uttar Pradesh Sheera Niyantran
Adhiniyam, 1964 (U.P. Act No. XXIV of 1964) and is to be utilised for the provision and maintenance of adequate storage
facilities for molasses. Fixed deposit of ` 195.89 lakhs (31 March 2019: ` 260.52 lakhs) is earmarked against molasses
storage fund (refer note 9).
166
Annual Report 2019-20
(a) Retained earnings represents undistributed profits of the Company which can be distributed to its equity shareholders
in accordance with the requirement of the Companies Act, 2013.
167
NOTE 16: NON-CURRENT BORROWINGS (CONTD.)
168
(i) Details of long term borrowings of the Company
Amount outstanding Effective Coupon Number of
Terms of
as at interest rate instalments Nature of Security
Repayment
31-Mar-20 31-Mar-19 rate 31-Mar-20 31-Mar-19
01-29
Secured- at
amortised cost
Term loans from banks
Corporate Overview
(` loans)
1 RBL Bank Limited * 7673.59 4975.00 The At MCLR 16 16 Equal quarterly Secured by first pari-passu charge
for the year ended March 31, 2020
annum.
2 Central Bank of India* 4978.97 3990.00 16 16 Equal quarterly
installments from
September 2020 to
June 2024
3 Punjab National 4996.91 - 16 N A Equal quarterly
Bank * installments from
36-121
September 2020 to
June 2024
4 RBL Bank Limited - 527.03 Nil 1 - Secured by first pari-passu charge
created to be created by equitable
Statutory Reports
Company.
6 Axis Bank - 157.53 Nil 1 - Secured by second pari-passu
charge on current assets, third
for the year ended March 31, 2020
169
Amount outstanding Effective Coupon Number of
170
Terms of
as at interest rate instalments Nature of Security
Repayment
31-Mar-20 31-Mar-19 rate 31-Mar-20 31-Mar-19
Term loans from banks
(US$ loans)
01-29
1 RBL Bank Limited - 1251.98 8.50% p.a. At USD Nil 2 - Secured by first pari-passu charge
(FCTL ) 6M Libor created to be created by equitable
+1.95% mortgage on immoveable assets
p.a. and hypothecation of all moveable
Corporate Overview
- 1251.98
Total term loans from 30411.97 12637.69
banks
Term loans from other
parties (` loans)
1 Daimler Financial 119.71 11.75 Ranging At fixed 4 to 22 16 Equated monthly Secured by hypothecation of
Management Statements
Services Pvt. Ltd. from 6.86% rates installments vehicles acquired under the
(Vehicle loan) p.a. to ranging respective vehicle loans.
8.91% p.a. from 6.86%
p.a. to
8.91% p.a.
2 Govt. of Uttar Pradesh 28134.68 32244.35 10% p.a. 5% p.a. 51 60 Equal monthly Secured by first pari-passu charge
36-121
through RBL Bank installments from on the fixed assets of the Company
Ltd. under SEFASU July 2019 to June
2018* 2024
Statutory Reports
(i) Security deposits as at 31 March 2020 include ` 314 lakhs (31 March 2019 : ` 332 lakhs) deposits from sugar selling agents
which are interest bearing subject to fulfillment of terms and conditions. These deposits are repayable on cessation of
contractual arrangements. Interest payable is normally settled annually.
(ii) There are no amounts as at the end of the year which are due and outstanding to be credited to the Investors Education and
Protection Fund.
171
Corporate Overview Management Statements Statutory Reports Financial Statements
172
Annual Report 2019-20
(i) bove loans are secured by pledge hypothecation of the stock-in-trade, raw material, stores and spare parts, work-in-progress
A
and trade receivables and second charge created to be created on the properties of all the Engineering units & immovable
property at New Delhi and third charge on the properties of Sugar, Co-Generation and Distillery units of the Company on
pari-passu basis. Working capital demand loans as at 31 March 2019 includes a loan of ` 5000 lakhs (repaid in full during
the current year), which was secured by sub-servient charge on the current assets of the Company by way of hypothecation.
Interest rates on the above loans outstanding as at the year end majorly ranges between 7.75% to 9.00% (weighted average
interest rate : 8.45% p.a.). Above loans include a loan of ` 18500 lakhs availed during the current year with interest subvention
@ 7% for one year by Government of India under the scheme for soft loans to sugar mills, refer note 43.
173
Corporate Overview Management Statements Statutory Reports Financial Statements
174
Annual Report 2019-20
(ii) Unrecognised deductible temporary differences, unused tax losses and unused tax credits:
Deferred tax assets have not been recognised in respect of following items, because it is not probable that future taxable profit
will be available against which the Company can use the benefit therefrom.
As at As at
31-Mar-20 31-Mar-19
Tax effect on unused tax losses (long term capital loss) (see table below for expiry) 12.79 12.91
Net deferred tax assets/(liabilities) 12.79 12.91
Expiry profile of unrecognised unused tax losses
Unused tax losses shall expire on -
(i) Long term capital loss
March 31, 2020 - 0.57
March 31, 2021 11.77 11.77
March 31, 2028 0.45 -
(ii) Short term capital loss
March 31, 2025 0.23 0.23
March 31, 2026 0.34 0.34
12.79 12.91
175
Corporate Overview Management Statements Statutory Reports Financial Statements
As at As at
31-Mar-20# 31-Mar-19#
Within one year 25562.44 32369.71
More than one year 20296.04 41098.75
Total 45858.48 73468.46
#
As permitted under Ind AS 115, all contracts having original expected duration of one year or less or which are billed based on time incurred
are not disclosed.
176
Annual Report 2019-20
177
Corporate Overview Management Statements Statutory Reports Financial Statements
NOTE 32: IMPAIRMENT LOSS ON FINANCIAL ASSETS (INCLUDING REVERSALS OF IMPAIRMENT LOSSES)
Year ended Year ended
31-Mar-20 31-Mar-19
Bad debts written off - trade receivables carried at amortised cost 315.06 501.56
Bad debts written off - other financial assets carried at amortised cost - 2.98
Impairment loss allowance on trade receivables (net of reversals) (refer note 7) 546.41 (486.92)
Impairment loss allowance on other financial assets carried at amortised cost - (1.00)
(net of reversals) (refer note 8 & 9)
Total impairment loss on financial assets (including reversals of impairment losses) 861.47 16.62
178
Annual Report 2019-20
179
Corporate Overview Management Statements Statutory Reports Financial Statements
180
Annual Report 2019-20
Reconciliation of income tax expense and the accounting profit multiplied by Company’s tax rate:
Year ended Year ended
31-Mar-20 31-Mar-19
Profit before tax 42144.53 27209.00
Income tax expense calculated at 34.944% (including surcharge and education 14726.99 9507.90
cess) (2018-19: 34.944%)
Effect of changes in tax rate # (4059.47) -
Effect of income that is exempt from taxation (222.96) (143.50)
Effect of income that is taxable at lower rates 1.94 (713.00)
Effect of expenses that are non-deductible in determining taxable profit 172.18 118.13
Effect of tax incentives and concessions (1568.41) (3239.76)
Effect of changes in tax base of assets not considered in profit or loss (net of 285.79 (13.42)
reversal of temporary differences)
Effect of recognition of deferred tax assets liabilities due to changes in estimates 70.41 (371.26)
Effect of changes in estimates related to prior years (10.46) 7.56
Total income tax expense recognised in profit or loss 9396.01 5152.65
#
Upon review of alternatives available to the Company, the current tax charge has been arrived at without opting for the lower tax rate
and attendant conditions prescribed under section 115BAA of the Income Tax Act, 1961, as introduced by The Taxation Laws (Amendment)
Act, 2019. Based upon the assessment carried out by the Company as to when it expects to opt for the lower tax rate, the Company has
remeasured its deferred tax liabilities in accordance with Ind AS 12 Income Taxes, using the dual tax rates as presently enacted and as a
consequence, the deferred tax charge for the year is lower by ` 4059.47 lakhs.
181
Corporate Overview Management Statements Statutory Reports Financial Statements
(b) Co-generation : This segment uses captively produced bagasse, generated as a by-product in the manufacture of sugar,
as a feed stock and apart from meeting the power and steam requirements of the associated sugar units, also exports
power to the state grid. It has installed capacity of 68 MW spread over Khatauli and Deoband sugar mills.
(c) Distillery : The Company with its two distilleries having total capacity of 320 kilo-litres per day located at Muzaffarnagar,
Uttar Pradesh and Sabitgarh, Uttar Pradesh, uses captive molasses produced in manufacture of sugar as the principal
raw material in production of various categories of alcohol.
182
Annual Report 2019-20
Engineering Business
(a) Gears: This business segment is focused on all high speed and niche low speed products - supply of new equipment as
well as providing replacement solutions to power sector as well as other industrial segments, having its manufacturing
facility located at Mysore, Karnataka.
(b) Water/Wastewater treatment: The business segment operates from Noida, Uttar Pradesh and provides engineered to
order process equipment and comprehensive solutions in the water and wastewater management.
The ‘Other Operations’ mainly include selling of own manufactured sugar and trading of jaggery, under the Company’s brand
name and retailing of diesel petrol through a Company operated fuel station. It also operate a turnkey project relating to steam
turbines which was awarded to it pursuant to bids tendered prior to demerger of business of steam turbine.
The above reportable segments have been identified based on the significant components of the enterprise for which discrete
financial information is available and are reviewed by the Chief operating decision maker (CODM) to assess the performance
and allocate resources to the operating segments.
There are no geographical segments as the volume of exports is not significant and the major turnover of the Company takes
place indigenously. There is no major reliance on a few customers or suppliers.
183
(ii) Segment revenue and segment profit
184
SUGAR ENGINEERING OTHERS
Eliminations Total
Sugar Co-generation Distillery Total Sugar Gears Water Total Engineering Other Operations
Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended
31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19
01-29
REVENUE
From external customers 346822.28 240910.84 4160.58 8600.61 39095.34 21366.53 390078.20 270877.98 15360.28 13282.02 29280.91 24911.10 44641.19 38193.12 7637.79 6085.24 - - 442357.18 315156.34
From inter-segments sales 38988.69 12189.04 14146.53 11678.29 21.31 31.40 53156.53 23898.73 61.86 26.45 6.50 3.40 68.36 29.85 433.16 114.71 (53658.05) (24043.29) - -
Total revenue from operations 385810.97 253099.88 18307.11 20278.90 39116.65 21397.93 443234.73 294776.71 15422.14 13308.47 29287.41 24914.50 44709.55 38222.97 8070.95 6199.95 (53658.05) (24043.29) 442357.18 315156.34
Corporate Overview
RESULT
Segment Profit (loss) 30253.20 7920.66 5323.85 9111.49 11054.94 13271.11 46631.99 30303.26 4853.53 3814.28 1349.12 733.12 6202.65 4547.40 (47.09) 6.30 - - 52787.55 34856.96
for the year ended March 31, 2020
- Segment profit is the Segment revenue less Segment expenses. Segment revenue expenses includes all revenues expenses that are attributable to the segments.
- Dividend income, finance income, finance costs, fair value gains & losses on certain financial assets liabilities, current tax deferred tax charge are not allocated to individual segments as since
these are managed on Company basis.
31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19
ASSETS
Segment assets 274043.50 275499.22 14268.80 13564.45 40520.38 29303.58 328832.68 318367.25 11089.69 14353.03 35127.12 28518.82 46216.81 42871.85 2020.70 1928.51 - - 377070.19 363167.61
Statutory Reports
- ll assets are allocated to reportable segments other than investments, loans, current deferred tax assets and certain financial assets. Segment assets include all assets that are attributable
A
to the segments.
Notes to the Standalone Financial Statements
- All liabilities are allocated to reportable segments other than borrowings, current and deferred tax liabilities and certain financial liabilities. Segment liabilities include all liabilities that are
attributable to the segments.
Financial Statements
(iv) Other segment information
SUGAR ENGINEERING OTHERS
Eliminations Total
Sugar Co-generation Distillery Total Sugar Gears Water Total Engineering Other Operations
Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended
31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19
Amount considered in
segment results
Depreciation and 3919.17 3364.47 695.96 696.87 1317.93 510.41 5933.06 4571.75 811.91 832.35 191.13 177.43 1003.04 1009.78 19.09 4.78 - - 6955.19 5586.31
Annual Report 2019-20
amortisation
Unallocated depreciation 533.93 108.83
and amortisation
Total depreciation and 3919.17 3364.47 695.96 696.87 1317.93 510.41 5933.06 4571.75 811.91 832.35 191.13 177.43 1003.04 1009.78 19.09 4.78 - - 7489.12 5695.14
for the year ended March 31, 2020
amortisation
Non cash items (other (42.16) 56.47 0.01 295.02 113.89 0.95 71.74 352.44 191.23 8.56 550.14 (64.68) 741.37 (56.12) (0.12) 0.91 - - 812.99 297.23
than depreciation and
amortisation)
Unallocated non cash items 39.14 (109.74)
(other than depreciation
(All amounts in ` lakhs, unless otherwise stated)
and amortisation)
Total non cash items (other (42.16) 56.47 0.01 295.02 113.89 0.95 71.74 352.44 191.23 8.56 550.14 (64.68) 741.37 (56.12) (0.12) 0.91 - - 852.13 187.49
than depreciation and
amortisation)
Amounts not considered in
segment results
Interest expense 6785.00 6263.60 25.07 25.40 622.43 40.97 7432.50 6329.97 31.33 112.51 352.10 231.48 383.43 343.99 0.98 0.02 - - 7816.91 6673.98
Unallocated interest 114.79 124.80
expense
Total interest expense 6785.00 6263.60 25.07 25.40 622.43 40.97 7432.50 6329.97 31.33 112.51 352.10 231.48 383.43 343.99 0.98 0.02 - - 7931.70 6798.78
Interest income 50.91 40.38 3.79 3.89 4.36 2.40 59.06 46.67 12.14 3.18 14.12 32.95 26.26 36.13 - - - - 85.32 82.80
Unallocated interest income 167.98 295.15
Total interest income 50.91 40.38 3.79 3.89 4.36 2.40 59.06 46.67 12.14 3.18 14.12 32.95 26.26 36.13 - - - - 253.30 377.95
Exceptional items - - - - - - - - - - - - - - - - - - - -
Unallocated exceptional 282.04 2034.85
items
Total exceptional items - - - - - - - - - - - - - - - - - - 282.04 2034.85
Capital expenditure 4116.13 5249.11 66.13 28.49 4914.10 18889.71 9096.36 24167.31 307.03 202.33 195.46 186.44 502.49 388.77 33.30 108.72 - - 9632.15 24664.80
Unallocated capital 2289.81 169.36
expenditure
Total Capital expenditure 4116.13 5249.11 66.13 28.49 4914.10 18889.71 9096.36 24167.31 307.03 202.33 195.46 186.44 502.49 388.77 33.30 108.72 - - 11921.96 24834.16
Notes to the Standalone Financial Statements
185
Corporate Overview Management Statements Statutory Reports Financial Statements
186
Annual Report 2019-20
Provident Fund Plan & Employee Pension Scheme: The Company makes monthly contributions at prescribed rates
towards Employee Provident Fund Employee Pension Scheme administered and managed by the Government of
India. The Company had also set up a Provident Fund Trust, to secure the provident fund dues in respect of a specific
establishment of the Company. During the year, the Company has voluntarily applied for surrender of the exemption under
section 17(1)(a) of Employees’ Provident Fund & Miscellaneous Provisions Act, 1952 granted to the said establishment.
Pursuant to the directions subsequently received from the Regional Provident Fund Commissioner, Meerut (RPFC) to
comply as an unexempted establishment, the Company has started depositing provident fund contributions in relation
to such establishment with the RPFC w.e.f. 1 November 2019 (i.e. contributions pertaining to the salary payable for the
month of October 2019) and has also initiated the process of transferring the accumulated balances standing to the
credit of all the members of the said Provident Fund Trust into their respective member accounts to be maintained
in future under the Employee Provident Fund Scheme administered and managed by the Government of India. The
Company is committed to ensure that all such accumulated balances of the members are credited with the interest
calculated at the applicable rate announced by the Government of India till the date of settlement. Any shortfall arising
to the Trust (after considering amounts receivable on account of disposal realisation transfer of investments held by
it) in meeting such obligation, shall be met by the Company. The Company has accordingly, during the year, provided for
an amount of ` 189.50 lakhs on an estimate basis (included in contribution to provident and other funds shown under
employee benefits expense), towards meeting such shortfall, which has mainly arisen due to diminution in the value of
bonds issued by certain private sector non-banking financial companies in view of their delinquencies defaults.
Employee State Insurance: The Company makes prescribed monthly contributions towards Employees State
Insurance Scheme.
Superannuation Scheme: The Company contributes towards a fund established to provide superannuation benefit
to certain employees in terms of Group Superannuation Policies entered into by such fund with the Life Insurance
Corporation of India.
National Pension Scheme: The Company makes contributions to the National Pension Scheme fund in respect of certain
employees of the Company.
(b) The expense recognised during the period towards defined contribution plans are as follows:
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Corporate Overview Management Statements Statutory Reports Financial Statements
Interest risk: A decrease in government bond yields will increase plan liabilities, although this is expected to be partially
offset by an increase in the value of the plan’s debt instruments.
Life expectancy: The present value of the defined benefit plan liability is calculated by reference to the best estimate of
the mortality of plan participants during their employment. A change in the life expectancy of the plan participants will
impact the plan’s liability.
Salary risk: The present value of the defined benefit plan liability is calculated by reference to the future salaries of plan
participants. As such, an increase in the salary of the plan participants will increase the plan’s liability.
Attrition rate: The present value of the defined benefit plan liability is impacted by the rate of employee turnover,
disability and early retirement of plan participants. A change in the attrition rate of the plan participants will impact the
plan’s liability.
(c) The significant actuarial assumptions used for the purposes of the actuarial valuations were as follows:
Valuation as at
31-Mar-20 31-Mar-19
Discounting rate 6.60% 7.55%
Future salary growth rate 5.50% for next 8.00%
2 years and 8.00%
thereafter
Mortality table* IALM 2012-14 IALM 2006-08
Ultimate Ultimate
Attrition rate 7.00% for 6.00% for
Permanent Permanent
employees employees
3.00% for 2.00% for
Seasonal Seasonal
employees employees
Method used Projected unit Projected unit
credit method credit method
*Assumptions regarding future mortality are set based on actuarial advice in accordance with published statistics (i.e. IALM 2012-14
Ultimate). These assumptions translate into an average life expectancy in years at retirement age.
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(d) Amounts recognised in statement of profit and loss in respect of the defined benefit plan (gratuity) are as follows:
Year ended Year ended
31-Mar-20 31-Mar-19
Current service cost 408.39 363.18
Net interest expense 255.66 232.48
Components of defined benefit costs recognised in profit or loss 664.05 595.66
Remeasurement on the net defined benefit liability
- Return on plan assets (excluding amount included in net interest expense) 66.50 15.50
- Actuarial gains and loss arising from changes in demographic assumptions 0.75 -
- Actuarial gains and loss arising from changes in financial assumptions 88.07 44.80
- Actuarial gains and loss arising from experience adjustments (7.46) 150.81
Components of defined benefit costs recognised in other comprehensive 147.86 211.11
income
Total 811.91 806.77
(e) Amounts included in the balance sheet arising from the entity’s obligation in respect of the defined benefit plan (gratuity)
is as follows:
As at As at
31-Mar-20 31-Mar-19
Present value of defined benefit obligation as at the end of the year 5727.01 5294.33
Fair value of plan assets 1598.95 1548.30
Funded status (4128.06) (3746.03)
Net asset/(liability) arising from defined benefit obligation recognised in (4128.06) (3746.03)
the balance sheet
(f) Movement in the present value of the defined benefit obligation (gratuity) is as follows:
Year ended Year ended
31-Mar-20 31-Mar-19
Present value of defined benefit obligation at the beginning of the year 5294.33 4734.30
Expenses recognised in profit or loss
- Current service cost 408.39 363.18
- Interest expense (income) 372.81 344.08
Remeasurement (gains) losses recognised in other comprehensive income
- Actuarial (gain) loss arising from:
i. Demographic assumptions 0.75 -
ii. Financial assumptions 88.07 44.80
iii. Experience adjustments (7.46) 150.81
Benefit payments (429.88) (342.84)
Present value of defined benefit obligation at the end of the year 5727.01 5294.33
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Corporate Overview Management Statements Statutory Reports Financial Statements
(g) Movement in the fair value of the plan assets (gratuity) is as follows:
Year ended Year ended
31-Mar-20 31-Mar-19
Fair value of plan assets at the beginning of the year 1548.30 1452.20
Recognised in profit or loss
- Expected return on plan assets 117.15 111.60
Remeasurement gains (losses) recognised in other comprehensive income
- Actual return on plan assets in excess of the expected return (66.50) (15.50)
Contributions by employer 429.88 342.84
Benefit payments (429.88) (342.84)
Fair value of plan assets at the end of the year 1598.95 1548.30
The fair value of the plan assets (gratuity) at the end of the reporting period for each category, are as follows:
As at 31-Mar-20 As at 31-Mar-19
Quoted Unquoted Total Quoted Unquoted Total
Cash and cash equivalents - 17.58 17.58 - 11.95 11.95
Debt instruments
- Government securities - 265.60 265.60 - 259.21 259.21
- State development loans - 563.19 563.19 - 494.04 494.04
- Private sector bonds - 45.34 45.34 - 116.29 116.29
- Public sector bonds - 170.85 170.85 - 122.42 122.42
- Fixed deposits with banks - 142.50 142.50 - 166.00 166.00
- Special deposit scheme balance
with RBI - 102.13 102.13 - 102.13 102.13
- Debt mutual funds - 74.96 74.96 - 70.01 70.01
Equity instruments
- Index mutual funds - 39.76 39.76 - 36.12 36.12
- Arbitrage mutual funds - 14.34 14.34 - 13.42 13.42
Accrued interest and other
recoverables - 162.70 162.70 - 156.71 156.71
Total plan assets - 1598.95 1598.95 - 1548.30 1548.30
The investible funds of the Gratuity Plan are invested in accordance with the investment pattern and norms prescribed
by the Ministry of Finance, Government of India. The investment pattern mandates that the investible funds are
invested across the permitted investments in the prescribed pattern, whereby the investment risk is spread across
various categories of investment comprising sovereign government securities, state development loans monitored
by the Reserve Bank of India, investment grade rated debt securities issued by private and public sector companies,
fixed-deposit with banks fulfilling the prescribed norms, units of debt and equity mutual funds. The investments
made are generally on held-to-maturity basis. It is the endeavour of the Company to mitigate risk by investing only in
high-quality debt securities and in mutual funds after undertaking due diligence. There has been no change in the
process used by the Company to manage its risks from prior periods.
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The above sensitivity analysis are based on a change in an assumption while holding all other assumptions constant. In
practise, this is unlikely to occur, and changes in some of the assumptions may be correlated. The methods and types of
assumptions used in preparing the sensitivity analysis did not change compared to prior period.
The expected maturity analysis of undiscounted defined benefit obligation (gratuity) as at 31 March 2020 is as follows:
Less than Between Between Over Total
a year 1-2 years 3-5 years 5 years
Defined benefit obligation (Gratuity) 1155.13 797.91 1608.69 5730.58 9292.31
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Corporate Overview Management Statements Statutory Reports Financial Statements
(ii) Related parties with whom transactions have taken place during the year alongwith details of such transactions and
outstanding balances as at the end of the year:
Year ended Year ended
Name of related party and nature of transactions Relationship
31-Mar-20 31-Mar-19
Sales and rendering services
Triveni Sugar Limited Subsidiary 0.71 0.71
Svastida Projects Limited Subsidiary 0.71 0.71
Triveni Entertainment Limited Subsidiary 0.71 0.71
Triveni Energy Systems Limited Subsidiary 0.71 0.71
Triveni Engineering Limited Subsidiary 0.71 0.71
Triveni Industries Limited Subsidiary 0.71 0.71
Mathura Wastewater Management Private Limited Subsidiary 11141.70 -
Triveni Turbine Limited Associate 3539.25 4310.02
Purchases and receiving services
Triveni Turbine Limited Associate 293.61 1923.53
Tirath Ram Shah Charitable Trust Enterprise over 0.91 1.39
which key managerial
personnel have
substantial interest
significant influence
Interest income
Mathura Wastewater Management Private Limited Subsidiary 26.58 1.47
Aqwise Wise Water Technologies Limited (Israel) Associate 9.50 4.47
Rent & other charges received
Triveni Turbine Limited Associate 21.81 20.53
Dividend received from investment in equity shares
Triveni Turbine Limited Associate 353.14 396.00
Rent paid
Dhruv M. Sawhney (Chairman & Managing Director) * Key managerial 53.97 51.40
personnel
Rati Sawhney Relative of key 36.82 36.87
managerial personnel
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193
Corporate Overview Management Statements Statutory Reports Financial Statements
194
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195
Corporate Overview Management Statements Statutory Reports Financial Statements
Outstanding balances
As at As at
Name of related party and nature of balances Relationship
31-Mar-20 31-Mar-19
Receivable
Mathura Wastewater Management Private Limited Subsidiary 6315.46 81.33
Triveni Turbine Limited Associate 271.68 895.39
Aqwise Wise Water Technologies Limited (Israel) Associate 305.50 271.53
Upper India Sugar Mills Employees' Provident Fund Post employment 160.00 -
benefit plan
Payable
Mathura Wastewater Management Private Limited Subsidiary 930.32 1908.30
Triveni Turbine Limited Associate 1374.78 1737.67
Dhruv M. Sawhney (Chairman & Managing Director) * Key managerial 4.11 4.54
personnel
Tarun Sawhney (Vice Chairman & Managing Director) Key managerial 153.65 53.65
personnel
Suresh Taneja (Group Chief Financial Officer) Key managerial 0.13 0.09
personnel
Nikhil Sawhney (Promoter Non-Executive Director) Key managerial 30.00 7.00
personnel
Lt. Gen (Retd.) Kanwal Kishan Hazari Key managerial - 5.00
(Independent Non-Executive Director) personnel
Fakir Chand Kohli (Independent Non-Executive Director) Key managerial - 5.00
personnel
Shekhar Dutta (Independent Non-Executive Director) Key managerial 8.50 7.00
personnel
Homai A. Daruwalla Key managerial 8.50 7.00
(Independent Non-Executive Director) personnel
Dr. Santosh Pande (Independent Non-Executive Director) Key managerial 8.50 7.00
personnel
Sudipto Sarkar (Independent Non-Executive Director) Key managerial 8.50 7.00
personnel
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Annual Report 2019-20
As at As at
Name of related party and nature of balances Relationship
31-Mar-20 31-Mar-19
J. K. Dadoo (Independent Non-Executive Director) Key managerial 8.50 -
personnel
Tirath Ram Shah Charitable Trust Enterprise over 1.02 0.22
which key managerial
personnel have
substantial interest
significant influence
Triveni Engineering and Industries Limited Officers Post employment 127.50 120.32
Pension Scheme benefit plan
Upper India Sugar Mills Employees' Provident Fund Post employment 189.69 101.17
benefit plan
Guarantees / surety/ commitment outstanding
Mathura Wastewater Management Private Limited Subsidiary 9915.00 9915.00
(see (v) below)
* Person or entity belonging to the promoter promoter group holding 10% or more shareholding in the Company
(iv) Remuneration and outstanding balances of key managerial personnel does not include long term employee benefits by way
of gratuity and compensated absences, which are currently not payable and are provided on the basis of actuarial valuation
by the Company.
(v) The Company had during the previous year given a corporate guarantee amounting to ` 9915 lakhs in connection with a loan
agreed to be granted by the lender to a wholly owned subsidiary of the Company, Mathura Wastewater Management Private
Limited (MWMPL), which will come into force upon availment of loan by MWMPL in subsequent period(s).
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Corporate Overview Management Statements Statutory Reports Financial Statements
In addition to the above gearing ratio, the Company also looks at operating profit to total debt ratio (EBITDA Total Debts) which gives
an indication of adequacy of earnings to service the debts. The Company carefully negotiates the terms and conditions of the loans
and ensures adherence to all the financial covenants. With a view to arrive at the desired capital structure based on the financial
condition of the Company, the Company normally incorporates a clause in loan agreements for prepayment of loans without any
premium. During the year, majority of the long term debts availed by the Company are with interest subvention under various
schemes of the Government.
Further, no changes were made in the objectives, policies or process for managing capital during the years ended 31 March 2020
and 31 March 2019.
The Company is not subject to any externally imposed capital requirements.
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which such financial risks are identified, measured and managed in accordance with the Company’s policies and risk objectives. The
Company has specialised teams to undertake derivative activities for risk management purposes and such team has appropriate
skills, experience and expertise. It is the Company policy not to carry out any trading in derivative for speculative purposes. The
Audit Committee and the Board are regularly apprised of these risks every quarter and each such risk and mitigation measures are
extensively discussed.
199
Corporate Overview Management Statements Statutory Reports Financial Statements
In the case of Cogeneration and Water business, the % receivables to external sales is high whereas the overall ratio for
the Company is much lower. In the case of Cogeneration, the entire receivables are pertaining to UP Government owned
UPPCL as the surplus power is exported to it in accordance with the long term PPA executed with it. Though there have
been delays in receiving payments from UPPCL, there has never been any default. In the case of EPC projects undertaken
by Water business, the receivables are high as per the norms of the industry and terms of the tender. Majority of projects
are executed for the municipalities and before bidding for any contract, the Water business carries out due-diligence to
ensure that the customer has made satisfactory funding arrangements.
Overall, the credit risk from receivable is low in view of diverse businesses and government customers.
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Annual Report 2019-20
Apart from cyclical sugar business, the Company has alternate revenue streams in the form of cogeneration, distillery and
engineering business, which, to a large extent, offset the impact of sugar cyclicalities.
Table hereunder provides the current ratios of the Company as at the year end
As at As at
31-Mar-20 31-Mar-19
Total current assets 268153.86 256652.85
Total current liabilities 209391.84 217698.16
Current ratio 1.28 1.18
In view of seasonal nature of sugar business, which is a dominant business of the Company, there is a peak build-up of sugar
inventories at the year end, resulting in peak working capital requirement. With the liquidation of such inventories over the
year, the working capital requirement is gradually reduced. Thus, the current ratio computed at the year end is not a reflection
of average and realistic ratio for the year.
201
Corporate Overview Management Statements Statutory Reports Financial Statements
The above sensitivity has been computed after excluding the impact of change in interest rates of the floating interest
rate foreign currency borrowing having balance of USD 1,792,114.69 @ 4.833% p.a. (i.e. 6 months LIBOR plus 1.95%) as
at 31 March 2019, fully repaid during the current year, since same has been hedged through interest rate swap @ fixed
interest rate 8.5% p.a.
Adverse changes in sugar price impact the Company in the following manner:
- The Company values sugar stocks at lower of cost and net realisable value (NRV). In the event, the cost of production
of sugar is higher than the NRV, the stocks are written down to NRV leading to recognition of loss on such inventory.
- The Company is a large producer of sugar and even a small variation in the sugar price leads to significant impact
on the profitability of the Company.
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Annual Report 2019-20
However, in view of sugar operations being highly efficient, the cost of production is generally lower than the Minimum
Sale Prices (MSP) prescribed by the Central Government for sale of sugar and hence, chances of significant losses due
to inventory write down are low. Further, in view of floor prices being prescribed by way of MSP, the downside impact on
the Company is limited.
The Company is exposed to foreign currency risk on account of foreign currency loans receivables and foreign
exchange trades.
203
Corporate Overview Management Statements Statutory Reports Financial Statements
The Company’s foreign currency derivatives outstanding (including for firm commitments) at the end of the reporting
period are as follows:
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Sensitivity
The following table demonstrate the sensitivity of net unhedged foreign currency exposures relating to financial
instruments to reasonably possible changes in foreign currency exchange rates, with all other variables held constant.
Impact on profit or loss and equity (in ` lakhs)
Change in FC Increase in Decrease in
exchange rate FC exchange rates FC exchange rates
by 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19
US$ sensitivity 5% 9.13 (4.66) (9.13) 4.66
EURO sensitivity 5% 1.31 (0.73) (1.31) 0.73
GBP sensitivity 5% (3.07) (2.46) 3.07 2.46
AUD sensitivity 5% - - - -
Further, the impact of change in foreign currency rates (assuming forward premium to remain unchanged) on the fair
valuation of derivatives (excluding derivatives which have hedged the foreign currency denominated receivables and
payables) as at the end of the year, is demonstrated in the table below. However, apart from the impact on the profit or
loss due to fair value changes of the derivatives, the derivatives will help the Company in capturing the hedged rates
including forward premium and the budgeted profitability will remain unaffected.
Impact on profit or loss and equity (in ` lakhs)
Change in FC Increase in Decrease in
exchange rate FC exchange rates FC exchange rates
by 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19
US$ sensitivity 5% (6.09) 6.60 6.09 (6.60)
EURO sensitivity 5% 10.92 - (10.92) -
GBP sensitivity 5% - - - -
AUD sensitivity 5% - 14.11 - (14.11)
There is no impact on other components of equity since the Company has not elected to apply hedge accounting.
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Corporate Overview Management Statements Statutory Reports Financial Statements
As at 31-Mar-20 As at 31-Mar-19
FVTPL * Amortised cost FVTPL * Amortised cost
Financial liabilities
Borrowings - 153010.23 - 168434.74
Trade payables - 75640.03 - 63761.21
Capital creditors - 1894.29 - 1979.37
Security deposits - 391.14 - 396.42
Derivative financial liabilities 2.19 - 6.61 -
Lease liabilities - 1766.50 - -
Other payables - 2939.99 - 2682.25
Total financial liabilities 2.19 235642.18 6.61 237253.99
*Mandatorily required to be measured at FVTPL. There is no financial instrument which is designated as FVTPL.
Financial assets and liabilities measured at fair value - recurring fair value measurements
Note No. Level 1 Level 2 Level 3 Total
As at 31 March 2020
Financial assets
- Investments in equity instruments at 6 322.77 - - 322.77
FVTPL (Quoted)
- Investments in bonds at FVTPL 6 - 10.67 - 10.67
322.77 10.67 - 333.44
Financial liabilities
- Foreign-exchange forward contracts 17 - 2.19 - 2.19
Currency swaps Interest rate swaps
at FVTPL
- 2.19 - 2.19
As at 31 March 2019
Financial assets
- Investments in equity instruments at 6 384.68 - - 384.68
FVTPL (Quoted)
- Investments in bonds at FVTPL 6 - 30.47 - 30.47
- Foreign-exchange forward contracts 9 - 71.72 - 71.72
Currency swaps Interest rate swaps
at FVTPL
384.68 102.19 - 486.87
Financial liabilities
- Foreign-exchange forward contracts 17 - 6.61 - 6.61
Currency swaps Interest rate swaps
at FVTPL
- 6.61 - 6.61
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Level 1: Level 1 hierarchy includes financial instruments measured using quoted unadjusted market prices in active markets
for identical assets or liabilities. This includes listed equity instruments that have quoted price. The fair value of all equity
instruments which are traded in the stock exchanges is valued using the closing price as at the reporting date.
Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques
which maximise the use of observable market data and rely as little as possible on entity-specific estimates. If all significant
inputs required to fair value an instrument are observable, the instrument is included in level 2.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3.
There are no transfers between levels 1 and 2 during the year.
(v) Fair value of financial assets and liabilities that are not measured at fair value (but fair value disclosures are required)
Except as detailed in the following table, the management considers that the carrying amounts of financial assets and financial
liabilities recognised in the financial statements approximate their fair values
As at 31-Mar-20 As at 31-Mar-19
Carrying amount Fair value Carrying amount Fair value
Financial assets
Trade receivables 29531.52 29528.18 23797.39 23787.71
29531.52 29528.18 23797.39 23787.71
Financial liabilities
Trade payables 75640.03 75548.50 63761.21 63715.49
75640.03 75548.50 63761.21 63715.49
207
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208
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209
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210
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211
Corporate Overview Management Statements Statutory Reports Financial Statements
Apart from above mentioned lease, assets taken under lease mainly includes various residential, office and godown premises.
These are generally not non-cancellable leases (except for few premises) having unexpired period upto six years. The leases are
renewable by mutual consent and on mutually agreeable terms. The Company has given refundable interest free security deposits
under certain lease agreements. There is no contingent rent, sublease payments or restriction imposed in the lease agreement.
In terms of criteria specified in previous accounting standard on leases i.e. Ind AS 17 Leases, these leases had been classified as
operating lease and yearly lease payments under these leases were expensed off as rent expenses till last year (refer note 33).
Consequent to the replacement of this accounting standard with Ind AS 116 Leases (refer note 49), for some of these leases (i.e.
leases other than with short term period or low value assets), present value of all future lease payments has been recognised as
Right-of-use assets and lease liabilities with the charge for depreciation on Right-of-use assets and interest on lease liabilities in
the statement of profit and loss during the current year (refer note 3 & 30) and for other leases, yearly lease payments continued
to be expensed off on straight line basis over lease term as rent expenses (refer note 33).
Total cash outflow for leases during the year ended 31 March 2020 is ` 809.87 lakhs.
As Lessor
The Company has given certain portion of its office factory premises under operating leases including lease of investment
property (refer note 4)]. These leases are not non-cancellable and are extendable by mutual consent and at mutually agreeable
terms. The gross carrying amount, accumulated depreciation and depreciation recognised in the statement of profit and loss in
respect of such portion of the leased premises are not separately identifiable. There is no impairment loss in respect of such
premises. No contingent rent has been recognised in the statement of profit and loss. There are no minimum future lease payments
as there are no non-cancellable leases. Lease income is recognised in the statement of profit and loss under “Other income”
(refer note 25). Lease income earned by the Company from its investment properties and direct operating expenses arising on the
investment properties for the year is set out in note 4.
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213
Corporate Overview Management Statements Statutory Reports Financial Statements
Contingent assets
Based on management analysis, there are no material contingent assets as at 31 March 2020 and as at 31 March 2019.
NOTE 48: DISCLOSURE AS PER REGULATION 34(3) OF THE SEBI (LODR) REGULATIONS, 2015 (AS AMENDED)
Maximum
Outstanding amount due
Financial year balance during the year
Loans & advances to subsidiaries
- Mathura Wastewater Management Private Limited 31-Mar-20 1510.00 1510.00
31-Mar-19 80.00 80.00
Loans & advances to associates
- Aqwise Wise Water Technologies Limited 31-Mar-20 291.53 291.53
31-Mar-19 267.06 267.06
Loans & advances to firms companies in which directors are interested 31-Mar-20 - -
31-Mar-19 - -
Investment by the loanee in the shares of Triveni Engineering & 31-Mar-20 - -
Industries Ltd. and its subsidiaries 31-Mar-19 - -
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215
Consolidated Financial Statements
Annual Report 2019-20
In our opinion and to the best of our information and according Key Audit Matters
to the explanations given to us and based on the consideration Key audit matters are those matters that, in our professional
of reports of other auditors on separate financial statements judgment, were of most significance in our audit of the
of the subsidiaries and associates as referred to in the Other consolidated financial statements of the current period. These
Matters paragraph below, the aforesaid consolidated financial matters were addressed in the context of our audit of the
statements give the information required by the Companies consolidated financial statements as a whole, and in forming
Act 2013 (“the Act”) in the manner so required and give a true our opinion thereon, and we do not provide a separate opinion
and fair view in conformity with the accounting principles on these matters.
Sr.
Key Audit Matters Auditor’s Response
No.
1 Recognition of Subsidies: Our audit procedures included the following:
We identified recognition of subsidies as a • Obtaining policy from the Holding Company defining the
key audit matter as it involves significant management perspective and basis for recognition of
management judgement. Government subsidies in the books of accounts;
The area of management judgement includes • Obtaining an understanding of internal controls over recognition
management risk assessment with respect to and recoverability of subsidy claims and testing, on a sample
recognition of subsidies based on substantive basis, their design, and implementation and operating
compliance of the conditions and reasonable effectiveness;
certainty of receipt of subsidy.
• Considered the relevant circulars notifications issued by various
(Refer Note no. 2(a)(iii) & Note 43 of the authorities; and
consolidated financial statements)
• Evaluated the management’s assessment regarding the
reasonable certainty for complying with the relevant conditions
as specified in circulars notifications issued by various
authorities.
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Corporate Overview Management Statements Statutory Reports Financial Statements
Sr.
Key Audit Matters Auditor’s Response
No.
2 Appropriateness of cost to complete the Our audit procedures included the following:
project:
• Obtaining an understanding of internal controls over estimation
The Group recognizes revenue from construction of cost of completion of projects and testing, on a sample basis,
contracts on percentage of completion method their design, implementation and operating effectiveness;
as specified in Indian Accounting Standards (Ind
AS) 115- Revenue from Contract with Customers. • Agreed the total project revenue estimates to contracts with
(Refer Accounting policy Note no. 1(b)(iii)) customers;
We identified this matter as a key audit matter • Obtained computation of estimated costs to complete and the
as it involves significant judgement by the percentage of project completion and verified the same against
management in estimation of cost to complete the contracts on sample basis and also checked arithmetic
the project and any variation may have accuracy of the same;
consequential impact on revenue. • Performed the walkthrough procedure and verified the invoices,
purchase orders etc. for actual cost incurred till the year end;
and
• Compared the management estimates revised during the year
with the estimate made in earlier years and obtained reasons/
approval for such revision.
Key Audit Matter reported by Component Auditor
3 Write downs of inventories to net realisation We have used the work of Component Auditor. The Component
value: Auditor has reported that they have performed following procedures:
Inventories are valued at lower of cost and net • Obtained an understanding from the management about the
realization value. The Company has a policy for process for determining net realizable value of inventories and
write-down of inventories to net realisable value identification of slow moving or obsolete inventories and tested
on account of obsolescence and slow moving whether the same is consistently applied;
inventory which is recognised on a case to case
basis based on the management’s assessment. • Evaluated the design and tested the operating effectiveness of
key controls around inventory valuation operating within the
Write-down of inventories to net realisable Company on a test check basis;
value is subjective owing to the nature of
inventories and is dependent on significant • Inquired with the management about the slow moving and
judgments around probability of decrease in the obsolete inventories as at 31 March 2020 and evaluated the
realisable value of slow moving inventory due assessment prepared by the management including forecasted
to obsolesce or lack of alternative use as well uses of these inventories on a test check basis;
as the consideration of the need to maintain • Tested the computation for write down of inventories with
adequate inventory levels for aftersales services the assessment provided by the management and performed
considering the long useful life of the product. independent ageing analysis of the inventory line-items along
Assessing net realizable value of inventory with specific inquiries with the management to evaluate
and identification of slow moving and obsolete completeness of the inventory identified as slow moving or
inventory are areas requiring the use of obsolete;
significant judgements and owing to the inherent • Reviewed the historical trends of inventory write downs
complexities and materiality of the balances, to compare and assess the actual utilization or liquidation
we have considered this area to be a key audit of inventories to the previous assessment done by the
matter for current year audit. management to determine the efficacy of the process of
estimation by the management; and
• Assessed the appropriateness of disclosures in the
financial statements in accordance with the applicable
accounting standards.
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INFORMATION OTHER THAN THE CONSOLIDATED FINANCIAL In preparing the consolidated financial statements, the
STATEMENTS AND AUDITOR’S REPORT THEREON respective Board of Directors of the companies included in
The Holding Company’s Board of Directors is responsible the Group and of its associates are responsible for assessing
for the other information. The other information comprises the ability of the Group and of its associates to continue as a
the information included in the annual report, but does not going concern, disclosing, as applicable, matters related to
include the consolidated financial statements and our auditor’s going concern and using the going concern basis of accounting
report thereon. unless management either intends to liquidate the Group or to
cease operations, or has no realistic alternative but to do so.
Our opinion on the consolidated financial statements does not
cover the other information and we do not express any form of The respective Board of Directors of the companies included in
assurance conclusion thereon. the Group and of its associates are responsible for overseeing
the financial reporting process of the Group and of its
In connection with our audit of the consolidated financial associates.
statements, our responsibility is to read the other information
and, in doing so, consider whether the other information AUDITOR’S RESPONSIBILITIES FOR THE AUDIT OF THE
is materially inconsistent with the consolidated financial CONSOLIDATED FINANCIAL STATEMENTS
statements or our knowledge obtained during the course of our Our objectives are to obtain reasonable assurance about
audit or otherwise appears to be materially misstated. whether the consolidated financial statements as a whole
are free from material misstatement, whether due to fraud
If, based on the work we have performed and based on the audit or error, and to issue an auditor’s report that includes our
report of other auditors, we conclude that there is a material opinion. Reasonable assurance is a high level of assurance,
misstatement of this other information, we are required to but is not a guarantee that an audit conducted in accordance
report that fact. We have nothing to report in this regard. with SAs will always detect a material misstatement when
it exists. Misstatements can arise from fraud or error and
RESPONSIBILITY OF MANAGEMENT AND THOSE CHARGED are considered material if, individually or in the aggregate,
WITH GOVERNANCE FOR THE CONSOLIDATED FINANCIAL they could reasonably be expected to influence the economic
STATEMENTS decisions of users taken on the basis of these consolidated
The Holding Company’s Board of Directors is responsible financial statements.
for the preparation and presentation of these consolidated
financial statements in terms of the requirements of the Act As part of an audit in accordance with SAs, we exercise
that give a true and fair view of the consolidated financial professional judgment and maintain professional skepticism
position, consolidated financial performance including throughout the audit. We also:
other comprehensive income, consolidated cash flows and • Identify and assess the risks of material misstatement
consolidated statement of changes in equity of the Group of the consolidated financial statements, whether due
including its associates in accordance with the accounting to fraud or error, design and perform audit procedures
principles generally accepted in India, including the Indian responsive to those risks, and obtain audit evidence that
Accounting Standards prescribed under Section 133 of the is sufficient and appropriate to provide a basis for our
Act, read with relevant rules issued thereunder. The respective opinion. The risk of not detecting a material misstatement
Board of Directors of the companies included in the Group and resulting from fraud is higher than for one resulting from
of its associates are responsible for maintenance of adequate error, as fraud may involve collusion, forgery, intentional
accounting records in accordance with the provisions of the Act omissions, misrepresentations, or the override of internal
for safeguarding the assets of the Group and its associates and control.
for preventing and detecting frauds and other irregularities; the
selection and application of appropriate accounting policies; • Obtain an understanding of internal control relevant to
making judgments and estimates that are reasonable and the audit in order to design audit procedures that are
prudent; and the design, implementation and maintenance appropriate in the circumstances. Under section 143(3)
of adequate internal financial controls, that were operating (i) of the Act, we are also responsible for expressing our
effectively for ensuring the accuracy and completeness opinion on whether the company has adequate internal
of the accounting records, relevant to the preparation and financial controls system in place and the operating
presentation of the consolidated financial statements that give effectiveness of such controls.
a true and fair view and are free from material misstatement,
whether due to fraud or error, which have been used for the • Evaluate the appropriateness of accounting policies used
purpose of preparation of the consolidated financial statements and the reasonableness of accounting estimates and
by the Directors of the Holding Company, as aforesaid. related disclosures made by management.
219
Corporate Overview Management Statements Statutory Reports Financial Statements
• Conclude on the appropriateness of management’s use requirements regarding independence, and to communicate
of the going concern basis of accounting and, based with them all relationships and other matters that may
on the audit evidence obtained, whether a material reasonably be thought to bear on our independence, and where
uncertainty exists related to events or conditions that may applicable, related safeguards.
cast significant doubt on the ability of the Group and its
associates to continue as a going concern. If we conclude From the matters communicated with those charged with
that a material uncertainty exists, we are required to draw governance, we determine those matters that were of
attention in our auditor’s report to the related disclosures most significance in the audit of the consolidated financial
in the consolidated financial statements or, if such statements of the current period and are therefore the key
disclosures are inadequate, to modify our opinion. Our audit matters. We describe these matters in our auditor’s
conclusions are based on the audit evidence obtained up report unless law or regulation precludes public disclosure
to the date of our auditor’s report. However, future events about the matter or when, in extremely rare circumstances, we
or conditions may cause the Group and its associates to determine that a matter should not be communicated in our
cease to continue as a going concern. report because the adverse consequences of doing so would
reasonably be expected to outweigh the public interest benefits
• Evaluate the overall presentation, structure and content of such communication.
of the consolidated financial statements, including the
disclosures, and whether the consolidated financial OTHER MATTERS
statements represent the underlying transactions and (a)
We did not audit the financial statements of six
events in a manner that achieves fair presentation. subsidiaries, whose financial statements reflect total
assets of Rs. 2047.53 lacs as at 31 March 2020 and total
• Obtain sufficient appropriate audit evidence regarding revenue (including other income) of Rs. 1.05 lacs, total
the financial information of the entities or business comprehensive income (comprising of profit and other
activities within the Group and its associates to express comprehensive income) of Rs. (-) 17.52 lacs and net cash
an opinion on the consolidated financial statements. inflows of Rs. 76.83 lacs for the year ended on that date,
We are responsible for the direction, supervision and as considered in the consolidated financial statements.
performance of the audit of the financial statements The consolidated financial statements also includes the
of such entities included in the consolidated financial Group’s share of net profit (before other comprehensive
statements of which we are the independent auditors. For income) of Rs. 2604.14 lacs and other comprehensive
the other entities included in the consolidated financial income of Rs. (-) 133.24 lacs for the year ended 31
statements, which have been audited by other auditors, March 2020, in respect of one associate. These financial
such other auditors remain responsible for the direction, statements have been audited by the other auditors whose
supervision and performance of the audits carried out by reports have been furnished to us by the management
them. We remain solely responsible for our audit opinion. and our opinion on the consolidated financial statements,
in so far as it relates to the amounts and disclosures
Materiality is the magnitude of misstatements in the included in respect of aforesaid six subsidiaries and one
consolidated financial statements that, individually or in associate and our report in terms of sub-sections (3) and
aggregate, makes it probable that the economic decisions of (11) of section 143 of the Act , in so far as it relates to
a reasonably knowledgeable user of the consolidated financial the aforesaid six subsidiaries and one associate, is based
statements may be influenced. We consider quantitative solely on the report of other auditors.
materiality and qualitative factors in (i) planning the scope of
our audit work and in evaluating the results of our work; and (b) The consolidated financial statements include the Group’s
(ii) to evaluate the effect of any identified misstatements in the share of net profit (before other comprehensive income)
consolidated financial statements. of Rs. (-) 565.53 lacs and other comprehensive income
of Rs. (-) 52.92 lacs for the twelve months period ended
We communicate with those charged with governance of Holding 31 December 2019, in respect of one associate, as the
Company and such other entities included in the consolidated financial statements for the quarter ended 31 March 2020
financial statements of which we are the independent auditors were not available and we have relied on the management
regarding, among other matters, the planned scope and representation that no significant transactions or events
timing of the audit and significant audit findings, including have occurred during the quarter ended 31 March 2020.
any significant deficiencies in internal control that we identify The financial statements and other information of this
during our audit. associate located outside are unaudited, prepared by
management in accordance with accounting principles
We also provide those charged with governance with a generally accepted in its country. The Company’s
statement that we have complied with relevant ethical management has converted these financial statements
220
Annual Report 2019-20
of such associate from accounting principles generally from being appointed as a director in terms of Section
accepted in its country to accounting principles generally 164 (2) of the Act.
accepted in India. Our opinion, in so far as it relates to
the amounts and disclosures included in respect of this f) With respect to the adequacy of the internal financial
associate, is based solely on the unaudited financial controls with reference to financial statements of the
statements and certified converted financial statements Group and its associate company, incorporated in India,
by management. and the operating effectiveness of such controls, refer to
our separate report in Annexure ‘A’.
Our opinion on the consolidated financial statements, and our
report on Other Legal and Regulatory Requirements below, is g) With respect to the other matters to be included in the
not modified in respect of the above matters with respect to our Auditor’s Report in accordance with the requirements of
reliance on the work done and the reports of the other auditors
section 197(16) of the Act, as amended:
and the financial statements financial information certified by
the management.
In our opinion and to the best of our information and
according to the explanations given to us, the remuneration
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS
paid by the Group and its associates, where applicable,
As required by Section 143(3) of the Act, based on our audit and
to its directors during the year is in accordance with the
on consideration of the report of the other auditors on financial
provisions of section 197 of the Act.
statements and the other financial information of subsidiaries
and associates referred to in Other Matters paragraph, we
h) With respect to the other matters to be included in the
report, to the extent applicable, that:
Auditor’s Report in accordance with Rule 11 of the
a) We have sought and obtained all the information and Companies (Audit and Auditor’s) Rules, 2014, in our
explanations which to the best of our knowledge and opinion and to the best of our information and according
belief were necessary for the purposes of our audit of the to the explanations given to us and based on consideration
aforesaid consolidated financial statements. of the report of the other auditors on financial statements
and also the other financial information of subsidiaries
b) In our opinion, proper books of account as required by and its associate referred to in Other Matters paragraph:
law, relating to preparation of the aforesaid consolidated i. The consolidated financial statements disclose
financial statements, have been kept so far as it appears impact of pending litigations as at 31 March 2020 on
from our examination of those books and reports of the the consolidated financial position of the Group and
other auditors. its associates – Refer Note no. 48 to the consolidated
financial statements.
c) The Consolidated Balance Sheet, the Consolidated
Statement of Profit and Loss (including Other ii. The Group and its associates have made provision,
Comprehensive Income), the Consolidated Statement of as required under the applicable law or accounting
Changes in Equity and the Consolidated Statement of Cash standards, for material foreseeable losses, if any
Flows dealt with by this Report are in agreement with the on long-term contracts including long term
relevant books of account maintained for the purpose of derivative contracts.
preparation of the consolidated financial statements.
iii. There has been no delays in transferring amounts,
d) In our opinion, the aforesaid consolidated financial required to be transferred, to the Investor Education
statements comply with the Accounting Standards and Protection Fund by the Group and its associate
specified under Section 133 of the Act. company, incorporated in India.
e) On the basis of the written representations received For S.S. KOTHARI MEHTA & COMPANY
from the directors of the Holding Company as on Chartered Accountants
31 March 2020 taken on record by the Board of Directors Firm Registration No. 000756N
of the Holding Company and the reports of the statutory
auditors of its subsidiary companies and associate Yogesh K. Gupta
company, incorporated in India, none of the directors Partner
of the Group companies and its associate company, Place: Faridabad (Haryana) Membership No.: 093214
incorporated in India, is disqualified as on 31 March 2020 Date: June 17, 2020 UDIN: 20093214AAAABB1594
221
Corporate Overview Management Statements Statutory Reports Financial Statements
REPORT ON THE INTERNAL FINANCIAL CONTROLS UNDER Our audit involves performing procedures to obtain audit
CLAUSE (I) OF SUB-SECTION 3 OF SECTION 143 OF THE evidence about the adequacy of the internal financial controls
COMPANIES ACT, 2013 (“THE ACT”) AS REFERRED TO system with reference to financial statements and their
IN PARAGRAPH (F) OF ‘REPORT ON OTHER LEGAL AND operating effectiveness. Our audit of internal financial controls
REGULATORY REQUIREMENTS’ with reference to financial statements included obtaining an
In conjunction with our audit of the consolidated financial understanding of internal financial controls with reference
statements of the Company as of and for the year ended to financial statements, assessing the risk that a material
31 March 2020, we have audited the internal financial controls weakness exists, and testing and evaluating the design and
over financial reporting of TRIVENI ENGINEERING & INDUSTRIES operating effectiveness of internal control based on the
LIMITED (hereinafter referred to as “the Holding Company”) and assessed risk. The procedures selected depend on the auditor’s
its subsidiary companies and its associate company, which are judgment, including the assessment of the risks of material
companies incorporated in India, as of that date. misstatement of the financial statements, whether due to fraud
or error.
MANAGEMENT’S RESPONSIBILITY FOR INTERNAL FINANCIAL
CONTROLS We believe that the audit evidence we have obtained and the
The respective Board of Directors of the Holding Company, audit evidence obtained by the other auditors in terms of their
its subsidiary companies and its associate company, which reports referred to in the Other Matters paragraph below,
are companies incorporated in India, are responsible for is sufficient and appropriate to provide a basis for our audit
establishing and maintaining internal financial controls based opinion on the Company’s internal financial controls system
on the internal control with reference to financial statements with reference to financial statements of the Company.
criteria established by the Company considering the essential
components of internal control stated in the Guidance Note on MEANING OF INTERNAL FINANCIAL CONTROLS WITH
Audit of Internal Financial Controls Over Financial Reporting REFERENCE TO FINANCIAL STATEMENTS
issued by the Institute of Chartered Accountants of India (ICAI). A company’s internal financial control with reference to
These responsibilities include the design, implementation financial statements is a process designed to provide
and maintenance of adequate internal financial controls reasonable assurance regarding the reliability of financial
that were operating effectively for ensuring the orderly and reporting and the preparation of consolidated financial
efficient conduct of its business, including adherence to the statements for external purposes in accordance with generally
respective company’s policies, the safeguarding of its assets, accepted accounting principles. A company’s internal financial
the prevention and detection of frauds and errors, the accuracy control with reference to financial statements includes those
and completeness of the accounting records, and the timely policies and procedures that (1) pertain to the maintenance of
preparation of reliable financial information, as required under records that, in reasonable detail, accurately and fairly reflect
the Act. the transactions and dispositions of the assets of the company;
(2) provide reasonable assurance that transactions are
AUDITORS’ RESPONSIBILITY recorded as necessary to permit preparation of consolidated
Our responsibility is to express an opinion on the Company’s financial statements in accordance with generally accepted
internal financial controls with reference to financial statements accounting principles, and that receipts and expenditures
based on our audit. We conducted our audit in accordance of the company are being made only in accordance with
with the Guidance Note on Audit of Internal Financial Controls authorisations of management and directors of the company;
Over Financial Reporting (the “Guidance Note”) issued by the and (3) provide reasonable assurance regarding prevention or
ICAI and the Standards on Auditing prescribed under section timely detection of unauthorised acquisition, use, or disposition
143(10) of the Act, to the extent applicable to an audit of internal of the company’s assets that could have a material effect on
financial controls. Those Standards and the Guidance Note the consolidated financial statements.
require that we comply with ethical requirements and plan
and perform the audit to obtain reasonable assurance about INHERENT LIMITATIONS OF INTERNAL FINANCIAL CONTROLS
whether adequate internal financial controls with reference to WITH REFERENCE TO FINANCIAL STATEMENTS
financial statements was established and maintained and if Because of the inherent limitations of internal financial
such controls operated effectively in all material respects. controls with reference to financial statements, including the
222
Annual Report 2019-20
possibility of collusion or improper management override of established by the Company considering the essential
controls, material misstatements due to error or fraud may components of internal control stated in the Guidance Note on
occur and not be detected. Also, projections of any evaluation Audit of Internal Financial Controls Over Financial Reporting
of the internal financial controls with reference to financial issued by the Institute of Chartered Accountants of India.
statements to future periods are subject to the risk that
the internal financial control with reference to financial OTHER MATTERS
statements may become inadequate because of changes in Our aforesaid reports under Section 143(3) (i) of the Act on the
adequacy and operating effectiveness of the internal financial
conditions, or that the degree of compliance with the policies
controls over financial reporting in so far as it relates to the six
or may deteriorate.
subsidiary companies and one associate company, which are
companies incorporated in India, is based on the corresponding
OPINION
reports of the auditors of such companies incorporated in India.
In our opinion, to the best of our information and according to
Our opinion is not modified in respect of this matter.
the explanations given to us and based on the consideration
of reports of other auditors, as referred to in Other Matters
For S.S. KOTHARI MEHTA & COMPANY
paragraph, the Holding Company, its subsidiary companies Chartered Accountants
and its associate company which are companies incorporated Firm Registration No. 000756N
in India, have, in all material respects, an adequate internal
financial controls system with respect to financial statements Yogesh K. Gupta
and such internal financial controls with respect to financial Partner
statements were operating effectively as at 31 March 2020, Place: Faridabad (Haryana) Membership No.: 093214
based on the internal control over financial reporting criteria Date: June 17, 2020 UDIN: 20093214AAAABB1594
223
Corporate Overview Management Statements Statutory Reports Financial Statements
The accompanying notes 1 to 52 form an integral part of these consolidated financial statements
As per our report of even date attached
For S S Kothari Mehta & Company For and on behalf of the Board of Directors of Triveni Engineering & Industries Limited
Chartered Accountants
Firm’s registration number : 000756N
Yogesh K. Gupta Dhruv M. Sawhney Homai A. Daruwalla
Partner Chairman & Managing Director Director & Chairperson Audit Committee
Membership No. 093214 Place : New Delhi Place : Mumbai
Place : Faridabad (Haryana) Suresh Taneja Geeta Bhalla
Group CFO Group Vice President & Company Secretary
Date : June 17, 2020 Place : Delhi Place : Delhi
224
Annual Report 2019-20
The accompanying notes 1 to 52 form an integral part of these consolidated financial statements
As per our report of even date attached
For S S Kothari Mehta & Company For and on behalf of the Board of Directors of Triveni Engineering & Industries Limited
Chartered Accountants
Firm’s registration number : 000756N
Yogesh K. Gupta Dhruv M. Sawhney Homai A. Daruwalla
Partner Chairman & Managing Director Director & Chairperson Audit Committee
Membership No. 093214 Place : New Delhi Place : Mumbai
Place : Faridabad (Haryana) Suresh Taneja Geeta Bhalla
Group CFO Group Vice President & Company Secretary
Date : June 17, 2020 Place : Delhi Place : Delhi
225
A. EQUITY SHARE CAPITAL
226
Equity shares of ` 1 each issued, subscribed and fully paid up (including paid up value of ` 0.02 lakhs pertaining to forfeited shares)
As at 31 March 2018 2579.47
Changes during the year -
As at 31 March 2019 2579.47
Extinguishment of shares upon buy-back [refer note 14 (iv)] (100.00)
As at 31 March 2020 2479.47
01-29
B. OTHER EQUITY
Attributable to owners of the Company
Items of other
Reserves and surplus
comprehensive income
Molasses Foreign
Corporate Overview
Balance as at 31 March 2018 458.50 2706.77 26588.46 926.34 51440.90 196.28 9774.25 (27.27) (8.49) 92055.74 0.00 92055.74
Profit (loss) for the year - - - - - - 21628.05 - - 21628.05 (0.00) 21628.05
Other comprehensive income, net of income tax - - - - - - (137.34) - - (137.34) - (137.34)
Share of other comprehensive income of - - - - - - (6.69) (3.82) 106.84 96.33 - 96.33
associates
Total comprehensive income for the year - - - - - - 21484.02 (3.82) 106.84 21587.04 (0.00) 21587.04
Share of associates - - 7.00 - - - - - - 7.00 - 7.00
Share of associates - buyback adjustments during 14.64 - (10.24) - (1521.47) - 1537.69 0.37 (20.99) - - -
(All amounts in ` lakhs, unless otherwise stated)
30-35
the year
Acquisition of non-controlling interests - - - - - - (0.00) - - (0.00) - (0.00)
[refer note 44(ii)]
Transferred from retained earnings to molasses - - - - - 35.76 (35.76) - - - - -
storage fund reserve
Withdrawal from molasses storage fund reserve - - - - - (15.68) 15.68 - - - - -
Transactions with owners in their capacity
as owners :
- Dividends paid - - - - - - (1805.62) - - (1805.62) - (1805.62)
- Dividend distribution tax - - - - - - (371.15) - - (371.15) - (371.15)
Management Statements
Balance as at 31 March 2019 473.14 2706.77 26585.22 926.34 49919.43 216.36 30599.11 (30.72) 77.36 111473.01 - 111473.01
Profit (loss) for the year - - - - - - 33511.82 - - 33511.82 - 33511.82
Other comprehensive income, net of income tax - - - - - - (96.19) - - (96.19) - (96.19)
Share of other comprehensive income of associates - - - - - - (11.57) (24.11) (150.48) (186.16) - (186.16)
Total comprehensive income for the year - - - - - - 33404.06 (24.11) (150.48) 33229.47 - 33229.47
Share of associates - - 0.67 - - - - - - 0.67 - 0.67
Transferred to molasses storage fund reserve - - - - - 21.60 (21.60) - - - - -
Withdrawal from molasses storage fund reserve - - - - - (97.25) 97.25 - - - - -
Transactions with owners in their capacity
as owners :
- Amount utilised for buy-back of equity shares - - (9900.00) - - - - - - (9900.00) - (9900.00)
[refer note 14(iv)]
36-121
Partner Chairman & Managing Director Director & Chairperson Audit Committee
Membership No. 093214 Place : New Delhi Place : Mumbai
Consolidated Statement of Changes in Equity
227
Corporate Overview Management Statements Statutory Reports Financial Statements
The accompanying notes 1 to 52 form an integral part of these consolidated financial statements
As per our report of even date attached
For S S Kothari Mehta & Company For and on behalf of the Board of Directors of Triveni Engineering & Industries Limited
Chartered Accountants
Firm’s registration number : 000756N
Yogesh K. Gupta Dhruv M. Sawhney Homai A. Daruwalla
Partner Chairman & Managing Director Director & Chairperson Audit Committee
Membership No. 093214 Place : New Delhi Place : Mumbai
Place : Faridabad (Haryana) Suresh Taneja Geeta Bhalla
Group CFO Group Vice President & Company Secretary
Date : June 17, 2020 Place : Delhi Place : Delhi
228
Annual Report 2019-20
229
Corporate Overview Management Statements Statutory Reports Financial Statements
230
Annual Report 2019-20
Provisions, Contingent Liabilities and Contingent can be estimated reliably, revenue is recognised by
Assets (refer note 1(n)). reference to the stage of completion of the contract
activity at the end of the reporting period, measured
(ii) Rendering of services based on the proportion of contract costs incurred
The Group provides engineering services that are for work performed to date relative to the estimated
either sold separately or bundled together with the total contract costs, because the customer
sale of goods to a customer. simultaneously receives and consumes the benefits
provided by the Group. Contract costs excludes
Contracts for bundled sales of goods and engineering costs that do not depict the Company’s progress in
services are comprised of two performance satisfying the performance obligation.
obligations because the promises to transfer goods
and provide engineering services are distinct and When the outcome of performance obligations of a
capable of being separately identifiable. Accordingly, construction contract cannot be estimated reliably,
the Group allocates the transaction price based on but the Group expects to recover the costs incurred
relative stand-alone selling prices of such goods and in satisfying the performance obligation, contract
engineering services. revenue is recognised only to the extent of the contract
costs incurred until such time that it can reasonably
The Group recognises revenue from engineering measure the outcome of the performance obligation.
services over time, using an input method to Contract costs are recognised as expenses in the
measure progress towards complete satisfaction of period in which they are incurred.
the service, because the customer simultaneously
receives and consumes the benefits provided by the (iv) Dividend income
Group. The progress towards complete satisfaction Dividend income from investments is recognised
of the service is determined as follows: when the Group’s right to receive payment has been
• rection & commissioning servicing revenue
e established.
- based on technical estimate of completion of
physical proportion of the contract work; (v) Interest income
Interest income is accrued on a time basis, by
• operation & maintenance revenue - as the reference to the principal outstanding and at the
proportion of the total period of services effective interest rate applicable, which is the rate
contract that has elapsed at the end of the that exactly discounts estimated future cash receipts
reporting period through the expected life of the financial asset to that
asset’s net carrying amount on initial recognition.
(iii) Construction contracts
Construction contracts are analysed to determine (c) Government grants
combination of contracts and identification of Grants from the government are recognised where there
performance obligations and accordingly transaction is a reasonable assurance that the Group will comply with
price is allocated amongst performance obligations all attached conditions and the grant will be received.
based on stand-alone selling prices. Performance
obligations, in construction contracts, generally Government grants relating to income are deferred and
includes construction turnkey related activities and recognised in the profit or loss over the period necessary
operation & maintenance related activities which to match them with the costs that they are intended to
are satisfied over time with the customer receiving compensate and presented either within other operating
benefits from the activities being performed by income other income or net of related costs.
the Group.
Government grants relating to the purchase of property,
When the progress towards complete satisfaction of plant and equipment are deducted from its gross value
performance obligations of a construction contract and are recognised in profit or loss on a systematic and
231
Corporate Overview Management Statements Statutory Reports Financial Statements
rational basis over the expected useful lives of the related a straight-line basis over the shorter of the lease
assets by way of reduced depreciation. term and useful life of the underlying asset (see
note 1(i) below) and is also evaluated for impairment
Government grants that are receivable as compensation (see note 1(f) below). The lease liability is measured
for expenses or losses already incurred or for the purpose at amortised cost at the present value of the
of giving immediate financial support to the Group with no future lease payments. The lease term includes
future related costs are recognised in profit or loss in the (a) the non-cancellable period of the lease; (b) the
period in which they become receivable. period covered by an option to extend the lease, if
it is reasonably certain that such option shall be
The Government grants by way of a benefit of a Government exercised; and (c) the period covered by an option
loan at a below market rate of interest is measured to terminate the lease, if it is reasonably certain that
as the difference between the proceeds received and such option shall not be exercised. Lease liabilities
the fair value of the loan based on prevailing market are remeasured with a corresponding adjustment
interest rates. to the related ROU assets if the Group changes its
assessment concerning the right to exercise its
See note 43 for disclosures and treatment of government option of extending or terminating the lease provided
grants in financial statements. to it under the relevant arrangement.
232
Annual Report 2019-20
(ii) Transactions and balances foreign entities, and of borrowings and other
Foreign currency transactions are translated into the financial instruments designated as hedges of such
functional currency using the exchange rates that investments, are recognised in other comprehensive
approximates the actual rate at the date of respective income. When a foreign operation is sold, the
transactions. Foreign exchange gains or losses associated exchange differences are reclassified to
resulting from the settlement of such transactions profit or loss, as part of the gain or loss on sale.
and from the translation of monetary assets and
liabilities denominated in foreign currencies at (f) Impairment of non-financial assets
year end exchange rates are recognised in profit Non-financial assets are tested for impairment whenever
or loss in the period in which they arise except for events or changes in circumstances indicate that the
foreign exchange gains or losses on settlement or carrying amount may not be recoverable. An impairment
translation of foreign currency borrowings that are loss is recognised for the amount by which the asset’s
directly attributable to acquisition, construction or carrying amount exceeds its recoverable amount. The
production of a qualifying asset, which are included recoverable amount is the higher of an asset’s fair value
in cost of those assets when they are regarded as less costs of disposal and value in use. In assessing value
an adjustment to interest costs on those foreign in use, the estimated future cash flows are discounted
currency borrowings. to their present value using a discount rate that reflects
current market assessments of the time value of money
Foreign exchange gains or losses which are regarded and the risks specific to the asset. In determining fair
as an adjustment to borrowing costs are presented value less costs of disposal, recent market transactions
in the statement of profit and loss within finance are taken into account. If no such transactions can be
costs. All other foreign exchange gains and losses identified, an appropriate valuation model is used.
are presented in the statement of profit and loss on
a net basis within other income or other expenses, For the purposes of assessing impairment, assets are
as the case may be. grouped at the lowest levels for which there are separately
identifiable cash inflows which are largely independent
(iii) Group companies of the cash inflows from other assets or groups of assets
The results and financial position of foreign (cash-generating units). Non-financial assets that suffered
operations (none of which has the currency an impairment are reviewed for possible reversal of the
of a hyperinflationary economy) that have a impairment at the end of each reporting period. When
functional currency different from the presentation an impairment loss subsequently reverses, the carrying
currency are translated into the presentation amount of the asset is increased to the revised estimate
currency as follows: of its recoverable amount, so however that the increased
• assets and liabilities are translated at the carrying amount does not exceed the carrying amount that
closing rate at the date of that balance sheet would have been determined had no impairment loss been
recognised for the asset in prior years. A reversal of an
• income and expenses are translated at average impairment loss is recognised immediately in profit or loss.
exchange rates (unless this is not a reasonable
approximation of the cumulative effect of the (g) Borrowing costs
rates prevailing on the transaction dates, in Borrowing costs directly attributable to the acquisition,
which case income and expenses are translated construction or production of a qualifying asset are
at the dates of the transactions), and capitalised during the period of time that is required to
complete and prepare the asset for its intended use or
• all resulting exchange differences are sale. Borrowing costs are not capitalised during extended
recognised in other comprehensive income. periods in which active development of qualifying assets is
suspended. Qualifying assets are assets that necessarily
On consolidation, exchange differences arising take a substantial period of time to get ready for their
from the translation of any net investment in intended use or sale.
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Corporate Overview Management Statements Statutory Reports Financial Statements
Other borrowing costs are expensed in the period in which deductible temporary differences associated with
they are incurred. such investments and interests are only recognised
to the extent that it is probable that there will be
(h) Income tax sufficient taxable profits to utilise the benefits of
Income tax expense represents the sum of the tax the temporary differences and they are expected to
currently payable and deferred tax. reverse in the foreseeable future.
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Annual Report 2019-20
at cost less accumulated depreciation and accumulated Depreciation methods, estimated useful lives and
impairment losses, if any. Cost comprises purchase price residual value
after deducting trade discounts rebates, government Depreciation commences when the assets are available
grants related to assets and including import duties for their intended use. Depreciation is calculated using
and non-refundable purchase taxes, borrowing costs, the straight-line method to allocate their cost, net of their
any costs that is directly attributable to the bringing the residual values, over their estimated useful lives.
asset to the location and condition necessary for it to
be capable of operating in the manner intended by the The management has estimated the useful lives and
residual values of all property, plant and equipment and
management and costs of dismantling removing the item
adopted useful lives as stated in Schedule II along with
and restoring the site on which it was located under an
residual values of 5% except for the following:
obligation. Subsequent costs are included in the asset’s
carrying amount or recognised as a separate asset, as
• On the basis of technical assessment and past
appropriate, only when it is probable that future economic
experience:
benefits associated with the item will flow to the Group
and the cost of the item can be measured reliably. o the useful lives of mill rollers, instrumentation
and control devices installed at sugar plants is
Each part of item of property, plant and equipment, considered at ten years as against prescribed
if significant in relation to the total cost of the item, life of twenty five years in respect of continuous
is depreciated separately. Further, parts of plant and process plant.
equipment that are technically advised to be replaced o mobile phones costing ` 5,000 - or more are
at prescribed intervals period of operation, insurance depreciated over two years.
spares and cost of inspection overhauling are depreciated
o patterns, tools, Jigs etc. are depreciated over
separately based on their specific useful life provided
three years.
these are of significant amounts commensurate with the
size of the Group and scale of its operations. The carrying o machinery spares are depreciated over a life
amount of any equipment inspection overhauling ranging from five to ten years.
accounted for as separate asset is derecognised when
replaced. All other repairs and maintenance costs are • Assets costing less than ` 5,000 - are fully
charged to profit or loss during the reporting period in depreciated in the year of purchase.
which they are incurred.
Estimated useful lives considered are as follows:
An item of property, plant and equipment is derecognised Assets Estimated useful life
upon disposal or when no future economic benefits are Buildings 3 - 60 years
expected to arise from the continued use of the asset. Roads 3 - 10 years
Any gain or loss arising on the disposal or retirement of Plant & equipment 3 - 25 years
an item of property, plant and equipment is determined Furniture & fixtures 10 years
as the difference between the sales proceeds and Vehicles 8 - 10 years
the carrying amount of the asset and is recognised in Office equipment 2 - 5 years
profit or loss. Computers 3 - 6 years
Laboratory equipment 10 years
Transition to Ind AS Electrical installations and 10 years
On transition to Ind AS, the Group has elected to continue equipment
with the carrying value of all of its property, plant and
equipment recognised as at 1 April 2015 (transition Fixture and fittings and improvements to leasehold
date) measured as per the previous GAAP and use that buildings not owned by the Group are amortised over the
carrying value as the deemed cost of the property, plant unexpired lease period or estimated useful life of such
and equipment. fixture, fittings and improvements, whichever is lower.
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Corporate Overview Management Statements Statutory Reports Financial Statements
The estimated useful lives, residual values and depreciation (k) Intangible assets
method are reviewed at the end of each reporting period, Intangible assets are carried at cost less accumulated
with the effect of any changes in estimate accounted for amortisation and accumulated impairment losses, if any.
on a prospective basis. Costs comprises purchase price after deducting trade
discounts rebates, government grants related to assets
(j) Investment property and including import duties and non-refundable purchase
Property that is held for long-term rental yields or for taxes, borrowing costs and any directly attributable cost
capital appreciation or both, is classified as investment of preparing the asset for its intended use. Subsequent
property. Investment property is stated at cost less costs are included in the asset’s carrying amount or
accumulated depreciation and accumulated impairment recognised as a separate asset, as appropriate, only when
losses, if any. Investment property is measured initially it is probable that future economic benefits associated
at its cost, including related transaction costs and, where with the item will flow to the Company and the cost of
the item can be measured reliably. Intangible assets
applicable, borrowing costs. Cost comprises purchase
being computer software is amortised using straight-
price after deducting trade discounts rebates, government
line method over estimated useful life of 3 years. The
grants related to assets and including duties and taxes,
estimated useful life and amortisation method are
borrowing costs, any costs that is directly attributable
reviewed at the end of each reporting period, with the
to the bringing the asset to the location and condition
effect of any changes in estimate being accounted for on
necessary for it to be capable of operating in the manner
a prospective basis.
intended by management and costs of dismantling
removing the item and restoring the site on which it was An intangible asset is derecognised on disposal, or when
located under an obligation. Subsequent expenditure is no future economic benefits are expected from use or
capitalised to the asset’s carrying amount only when it is disposal. Gains or losses arising from derecognition of
probable that future economic benefits associated with an intangible asset, measured as the difference between
the expenditure will flow to the Group and the cost of the net disposal proceeds and the carrying amount of
the item can be measured reliably. All other repairs and the asset, is recognised in profit or loss when the asset
maintenance costs are expensed when incurred. is derecognised.
Transition to Ind AS
An investment property is derecognised upon disposal or
On transition to Ind AS, the Group has elected to continue
when the investment property is permanently withdrawn
with the carrying value of all of intangible assets
from use and no future economic benefits are expected
recognised as at 1 April 2015 measured as per the
from the disposal. Any gain or loss arising on derecognition previous GAAP and use that carrying value as the deemed
of the property (calculated as the difference between the cost of intangible assets.
net disposal proceeds and the carrying amount of the
asset) is included in profit or loss in the period in which (l) Inventories
the property is derecognised. (i) Finished goods and work-in-progress are valued at
lower of cost and net realisable value. The cost of
Investment property being building is depreciated using finished goods and work-in-progress is computed on
the straight-line method over their estimated useful lives weighted average basis and includes raw material
as stated in Schedule II at 30 years along with residual costs, direct cost of conversion and proportionate
values of 5%. allocation of indirect costs incurred in bringing the
inventories to their present location and condition.
Transition to Ind AS Finished goods and work-in-progress are written
On transition to Ind AS, the Group has elected to continue down if their net realisable value declines below the
with the carrying value of all of its investment properties carrying amount of the inventories and such write
recognised as at 1 April 2015 (transition date) measured downs of inventories are recognised in profit or loss.
as per the previous GAAP and use that carrying value as When reasons for such write downs ceases to exist,
the deemed cost of investment properties. the write downs are reversed through profit or loss.
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Annual Report 2019-20
(ii) Inventories of raw materials & components, stores & This condition is regarded as met only when the asset
spares and stock-in-trade are valued at lower of cost is available for immediate sale in its present condition
and net realisable value. Raw materials and other subject only to terms that are usual and customary for
items held for use in the production of inventories sales of such asset and its sale is highly probable. They
are not written down below cost if the finished goods are measured at the lower of their carrying amount and
in which they will be incorporated are expected to be fair value less costs to sell. Non-current assets once
sold at or above cost. Write down of such inventories classified as held for sale are neither depreciated nor
are recognised in profit or loss and when reasons amortised.
for such write downs ceases to exist, such write
downs are reversed through profit or loss. Cost of (n) Provisions, contingent liabilities and contingent assets
such inventories comprises of purchase price and (i) Provisions are recognised when the Group has
a present obligation (legal or constructive) as a
other directly attributable costs that have been
result of a past event, it is probable that the Group
incurred in bringing the inventories to their present
will be required to settle the obligation, and a
location and condition. By-products used as raw
reliable estimate can be made of the amount of the
material are valued at transfer price linked with net
obligation. The amount recognised as a provision
realisable value. Cost for the purpose of valuation of
is the best estimate of the consideration required
raw materials & components, stores & spares and
to settle the present obligation at the end of the
stock-in-trade is considered on the following basis :
reporting period, taking into account the risks and
uncertainties surrounding the obligation. When
Raw materials & Components
the effect of the time value of money is material,
Business Units Basis provision is measured at the present value of cash
Sugar First in first out flows estimated to settle the present obligation.
Co-generation & Distillery Weighted average When some or all of the economic benefits required
Water Business Group Specific cost to settle a provision are expected to be recovered
Gears Business Group Weighted average from a third party, a receivable is recognised as an
and Specific cost asset if it is virtually certain that reimbursement will
be received and the amount of the receivable can be
Stores & Spares measured reliably.
Business Units Basis
(ii) A contingent liability is not recognised in the
Water Business Group Specific cost
financial statements, however, is disclosed, unless
Other units Weighted average
the possibility of an outflow of resources embodying
economic benefits is remote. If it becomes probable
Stock-in-trade
that an outflow of future economic benefits will
Business Units Basis be required for an item dealt with as a contingent
Branded goods trading business Weighted average liability, a provision is recognised in the financial
Diesel petrol retailing business First in first out statements of the period (except in the extremely
rare circumstances where no reliable estimate can
(iii) By-products (excluding those used as raw be made).
materials) and scrap are valued at estimated net
realisable value. (iii) A contingent asset is not recognised in the financial
statements, however, is disclosed, where an
(m) Non-current assets held for sale inflow of economic benefits is probable. When the
Non-current assets are classified as held for sale if their realisation of income is virtually certain, then
carrying amount will be recovered principally through the asset is no longer a contingent asset, and is
a sale transaction rather than through continuing use. recognised as an asset.
237
Corporate Overview Management Statements Statutory Reports Financial Statements
238
Annual Report 2019-20
asset to the extent that a cash refund or a reduction • those to be measured subsequently at fair
in the future payments is available. value (either through other comprehensive
income, or through profit or loss), and
• Provident Fund Plan & Employee Pension
Scheme • those measured at amortised cost.
The Group makes monthly contributions at
prescribed rates towards Employees’ Provident The classification depends on the Group’s business
Fund Employees’ Pension Scheme to a Fund model for managing the financial assets and the
administered and managed by the Government contractual terms of the cash flows.
of India. The Company had also set up a
Provident Fund Trust, to secure the provident For assets measured at fair value, gains and losses
fund dues in respect of a specific establishment will either be recorded in profit or loss or other
of the Company. During the year, the Company comprehensive income. For assets in the nature of
has voluntarily applied for surrender of the debt instruments, this will depend on the business
exemption under section 17(1)(a) of Employees’ model. For assets in the nature of equity instruments,
Provident Fund & Miscellaneous Provisions Act, this will depend on whether the Group has made an
1952 granted to the said establishment [refer irrevocable election at the time of initial recognition
note 38(1)(a)]. to account for the equity instrument at fair value
through other comprehensive income.
• Employee State Insurance
The Group makes prescribed monthly The Group reclassifies debt instruments when and
contributions towards Employees’ State only when its business model for managing those
Insurance Scheme. assets changes.
239
Corporate Overview Management Statements Statutory Reports Financial Statements
impaired. Interest income from these financial recognised in profit or loss as other income when
assets is recognised using the effective interest the Group’s right to receive payments is established.
rate method.
(iii) Impairment of financial assets
• Fair value through other comprehensive In accordance with Ind AS 109 Financial Instruments,
income (FVTOCI): Assets that are held for the Group applies expected credit loss (ECL) model
collection of contractual cash flows and for for measurement and recognition of impairment
selling the financial assets, where the assets’ loss associated with its financial assets carried at
cash flows represent solely payments of amortised cost and FVTOCI debt instruments.
principal and interest, are measured at FVTOCI.
Movements in the carrying amount are taken For trade receivables or any contractual right to
through OCI, except for the recognition of receive cash or another financial asset that result
impairment gains or losses, interest income from transactions that are within the scope of Ind
and foreign exchange gains and losses which AS 115 Revenue from Contracts with Customers,
are recognised in profit or loss. When the the Group applies simplified approach permitted by
financial asset is derecognised, the cumulative Ind AS 109 Financial Instruments, which requires
gain or loss previously recognised in OCI is expected life time losses to be recognised after
reclassified from equity to profit or loss and initial recognition of receivables. For recognition of
recognised in other gains (losses). Interest impairment loss on other financial assets and risk
income from these financial assets is included exposure, the Group determines whether there has
in other income using the effective interest been a significant increase in the credit risk since
rate method. initial recognition. If credit risk has not increased
significantly, twelve months ECL is used to provide
• Fair value through profit or loss (FVTPL): for impairment loss. However, if credit risk has
Assets that do not meet the criteria for increased significantly, lifetime ECL is used. If, in a
amortised cost or FVTOCI are measured at subsequent period, credit quality of the instrument
fair value through profit or loss. A gain or loss improves such that there is no longer a significant
on a debt investment that is subsequently increase in credit risk since initial recognition, then
measured at fair value through profit or loss is the entity reverts to recognising impairment loss
recognised in profit or loss and presented net allowance based on twelve-months ECL.
in the statement of profit and loss within other
gains (losses) in the period in which it arises. ECL represents expected credit loss resulting from
Interest income from these financial assets is all possible defaults and is the difference between
included in other income. all contractual cash flows that are due to the Group
in accordance with the contract and all the cash
Equity instruments flows that the entity expects to receive, discounted at
The Group subsequently measures all equity the original effective interest rate. While determining
investments at fair value, except for equity cash flows, cash flows from the sale of collateral
investments in associates where equity accounting held or other credit enhancements that are integral
is followed (note 1(a)(iv)). Where the Group’s to the contractual terms are also considered.
management has elected to present fair value
gains and losses on equity investments in other ECL is determined with reference to historically
observed default rates over the expected life of
comprehensive income, there is no subsequent
the trade receivables and is adjusted for forward
reclassification of fair value gains and losses to
looking estimates. Note 41(i) details how the Group
profit or loss. Dividends from such investments are
determines expected credit loss.
240
Annual Report 2019-20
(iv) Derecognition of financial assets any cumulative gain or loss allocated to it that had
A financial asset is derecognised only when the Group been recognised in other comprehensive income
is recognised in profit or loss if such gain or loss
• has transferred the rights to receive cash flows
would have otherwise been recognised in profit or
from the financial asset; or
loss on disposal of that financial asset. A cumulative
• retains the contractual rights to receive the gain or loss that had been recognised in other
cash flows of the financial asset, but assumes comprehensive income is allocated between the part
a contractual obligation to pay the cash flows to that continues to be recognised and the part that is
one or more recipients. no longer recognised on the basis of the relative fair
values of those parts.
Where the Group has transferred an asset, it evaluates
whether it has transferred substantially all risks and (v) Effective interest method
rewards of ownership of the financial asset. In such The effective interest method is a method of
cases, the financial asset is derecognised. Where calculating the amortised cost of a debt instrument
the Group has not transferred substantially all risks and of allocating interest income over the relevant
and rewards of ownership of the financial asset, the period. The effective interest rate is the rate that
financial asset is not derecognised. exactly discounts estimated future cash receipts
through the expected life of the financial asset to
Where the Group has neither transferred a financial the gross carrying amount of a financial asset. When
asset nor retained substantially all risks and calculating the effective interest rate, the Group
rewards of ownership of the financial asset, the estimates the expected cash flows by considering all
financial asset is derecognised if the Group has the contractual terms of the financial instrument but
not retained control of the financial asset. Where does not consider the expected credit losses. Income
the Group retains control of the financial asset, the is recognised on an effective interest basis for debt
asset is continued to be recognised to the extent of instruments other than those financial assets
continuing involvement in the financial asset. classified as at FVTPL.
On derecognition of a financial asset in its entirety, (r) Financial liabilities and equity instruments
the difference between the asset’s carrying amount (i) Classification
and the sum of the consideration received and Debt and equity instruments issued by the Group are
receivable and the cumulative gain or loss that had classified as either financial liabilities or as equity
been recognised in other comprehensive income in accordance with the substance of the contractual
and accumulated in equity is recognised in profit arrangements and the definitions of a financial
or loss if such gain or loss would have otherwise liability and an equity instrument.
been recognised in profit or loss on disposal of that
financial asset. Equity instruments
An equity instrument is any contract that evidences
On derecognition of a financial asset other than a residual interest in the assets of the Group after
in its entirety, the Group allocates the previous deducting all of its liabilities.
carrying amount of the financial asset between
the part it continues to recognise under continuing Financial liabilities
involvement, and the part it no longer recognises on The Group classifies its financial liabilities in the
the basis of the relative fair values of those parts following measurement categories:
on the date of the transfer. The difference between
• those to be measured subsequently at fair
the carrying amount allocated to the part that is no
value through profit or loss, and
longer recognised and the sum of the consideration
received for the part no longer recognised and • those measured at amortised cost.
241
Corporate Overview Management Statements Statutory Reports Financial Statements
242
Annual Report 2019-20
re-measured to their fair value at the end of each reporting For the purpose of statement of cash flows, cash and
period. The resulting gain or loss is recognised in profit or cash equivalents consist of cash and cash equivalents as
loss immediately. defined above.
243
Corporate Overview Management Statements Statutory Reports Financial Statements
(a) Critical accounting judgements notification dated 12 June 2015 and for 2015-16 vide
Following are the areas which involved complex and notification dated 5 February 2016, to provide relief
subjective judgements: to the Sugar Industry in view of disparity in the cane
price and the market outlook of the sugar prices.
(i) Incentives under the U.P. Sugar Industry Promotion
In the writ petitions filed by certain cane societies
Policy, 2004
against such reduction in commission rates, the
In a writ petition filed by the Company against the
Hon’ble Allahabad High Court has held that these
illegal withdrawal of U.P. Sugar Industry Promotion
notifications cannot have retrospective applicability.
Policy, 2004 (“the Policy”) by the State Government
The reduction in the rate of commission payable
of Uttar Pradesh, the Hon’ble Allahabad High Court
being part of the relief package announced by the
had decided the matter in favour of the Company
State Government, the Group believes that the State
and directed the State Government to quantify and
Government is not likely to pass the cost burden
pay all the incentives that were promised under the
upon the sugar industry and instead, may explore
said Policy. The State Government however filed a
other ways to meet the outcome of the order of the
Special Leave Petition before the Hon’ble Supreme
Court. Accordingly, no provision to this effect has
Court challenging the decision of the Hon’ble High
been considered necessary.
Court against it.
(iii) Central Government subsidies
While the case was sub-judice, the Company
As a measure of relief to the sugar industry, to
continued to avail the remissions of statutory levies
facilitate export and for speedy cane payments, the
and duties aggregating to ` 4158.38 lakhs, which it
Central Government has announced incentives to
was entitled to under the Policy, in accordance with
the sugar industry for the sugar season 2019-20
the interim directions of the High Court. Based on
whereby sugar mills shall be entitled to assistance
the aforesaid decision of Hon’ble Allahabad High
towards marketing and transportation costs related
Court in its favour, the Company is pursuing for
to export of sugar upto the Maximum Admissible
its claim of ` 11375 lakhs filed towards one time
Export Quantity (MAEQ) as determined by the Central
capital subsidy and shall pursue its claims towards
Government and allocated to respective sugar mills.
other incentives by way of reimbursements against
The incentives announced shall be made available
specified expenses aggregating to ` 13015.88 lakhs,
to the sugar mills upon fulfilment of prescribed
by filing necessary documents for the verification
conditions and stipulations which mainly includes
of the State Government authorities. The aforesaid
export of atleast 50% of its MAEQ of sugar. In
amounts do not include any interest towards
addition, the Central Government has the power to
delayed settlement.
withdraw amend the scheme at any time, based
upon its monitoring of prevailing sugar prices and
In view of uncertainties involved on account of the
review of availability position of sugar.
fact that the State Government has challenged the
decision rendered against it and since the process of Upon assessment of the conditions prescribed, the
verification and quantification of claims by the State Company has recognized such subsidy in respect of
Government for the incentive period of 10 years is quantities of sugar for which substantive condition
yet to be taken up in earnest, the Company has not of the abovesaid scheme has been fulfilled (i.e. to the
recognised the above benefits incentives receivable extent of sugar quantities of which export completed
under the Policy. till the year end subject to the condition that such
exports are atleast 50% of MAEQ allocated to specific
(ii) Society commission sugar mill). The Company will recognise subsidy in
In the cane price package offered by the State subsequent period in respect of quantities of sugar
Government of Uttar Pradesh (“State Government”) for which export is under process as at the year end,
to sugar mills, the State Government had reduced on consideration of prudence. The estimated amount
the rate of commission payable to cane societies of subsidy in respect of such sugar in the process of
for sugar season 2012-13 and 2014-15 by way of export as at 31 March 2020 is ` 5765.66 lakhs.
244
Annual Report 2019-20
(b) Key sources of estimation uncertainty Judgements include considerations of inputs such
Following are the key assumptions concerning the future, as liquidity risk, credit risk and volatility. Changes
and other key sources of estimation uncertainty at the end in assumptions about these factors could affect the
of the reporting period that may have a significant risk of reported fair value of financial instruments. See note
causing a material adjustment to the carrying amounts of 4, 6, 9 and 42 for further disclosures.
assets and liabilities within the next financial year:
(iii) Employee benefit plans
(i) Global health pandemic from COVID-I9
The cost of employee benefits under the defined
The outbreak of COVID-19 pandemic globally and
benefit plan and other long term employee benefits
in India is causing significant disturbance and
as well as the present value of the obligation
slowdown of economic activity. During the period
there against are determined using actuarial
of lockdown, the main business of the Company
valuations. An actuarial valuation involves making
i.e. Sugar Business, comprising manufacture of
sugar and allied activities of cogeneration of power various assumptions that may differ from actual
and distillation of ethanol, being essential goods, developments in the future. These include the
continued to operate uninterruptedly. However, the determination of the discount rate, future salary
engineering businesses were closed for about 3-5 increases, attrition and mortality rates. Due to the
weeks during the lockdown period but these have complexities involved in the valuation and its long-
resumed normal operation by the second week of term nature, obligation amount is highly sensitive to
May’2020. The Company has evaluated the impact changes in these assumptions.
of this pandemic on its business operations and
financial position using internal and external sources The parameter most subject to change is the discount
of information, including economic forecasts and rate. In determining the appropriate discount rate for
estimates from market sources, and based on its plans, the management considers the market yields
review of current indicators of future economic on government bonds with a maturity term that is
conditions, there is no significant impact on carrying consistent with the term of the concerned defined
amount of the assets due to impairment and on benefit obligation. Future salary increases are based
its financial results for the year ended 31 March on expected future inflation rates and expected salary
2020. However, the impact assessment of COVID-19 trends in the industry. Attrition rates are considered
is a continuing process given the uncertainties based on past observable data of employees leaving
associated with its nature and duration and the services of the Group. The mortality rate is
accordingly the impact may be different in future based on publicly available mortality tables. Those
from that estimated as at the date of approval of mortality tables tend to change only at intervals in
these financial results. The Company will continue response to demographic changes. See note 38 for
to monitor any material changes to future economic further disclosures.
conditions.
(iv) Impairment of trade receivables
(ii) Fair value measurements and valuation processes The Group has a stringent policy of ascertaining
Some of the Group’s assets and liabilities are impairment, if any, as result of detailed scrutiny of
measured at fair value for financial reporting major cases and through determining expected credit
purposes. When the fair values of these assets and losses. Despite best estimates and periodic credit
liabilities cannot be measured based on quoted appraisals of customers, the Group’s receivables
prices in active markets, their fair value is measured are exposed to delinquency risks due to material
using valuation techniques by engaging third party adverse changes in business, financial or economic
qualified external valuers or internal valuation conditions that are expected to cause a significant
team to perform the valuation. The inputs to these change to the party’s ability to meet its obligations.
models are taken from observable markets where All such parameters relating to impairment or
possible, but where this is not feasible, a degree of potential impairment are reviewed at each reporting
judgement is required in establishing fair values. date. See note 41(i) for further disclosures.
245
Corporate Overview Management Statements Statutory Reports Financial Statements
(v) Revenue and cost estimation for construction management of the present obligation arising from
contracts past events the settlement of which is expected to
The revenue recognition pertaining to construction result in outflow of resources embodying economic
contracts are determined on proportionate benefits, which involves judgements around
completion method based on actual construction estimating the ultimate outcome of such past events
contract costs incurred till balance sheet date and and measurement of the obligation amount.
total budgeted construction contract costs. An
estimation of total budgeted construction contract (viii) Useful life and residual value of plant, property
cost involves making various assumptions that may equipment and intangible assets
differ from the actual developments in the future. The useful life and residual value of plant, property
These include delays in execution due to unforeseen equipment and intangible assets are determined
reasons, inflation rate, future material rates, future based on technical evaluation made by the
labour rates etc. The estimates assumptions are management of the expected usage of the asset, the
made considering past experience, market inflation physical wear and tear and technical or commercial
trends and technological developments etc. All obsolescence of the asset. Due to the judgements
such estimates assumptions are reviewed at each involved in such estimations, the useful life and
reporting date. residual value are sensitive to the actual usage in
future period.
(vi) Provision for warranty claims
The Group, in the usual course of sale of its products, (ix) Current taxes and deferred taxes
provides warranties on certain products and Significant judgement is required in determination
services, undertaking to repair or replace the items of taxability of certain incomes and deductibility
that fail to perform satisfactorily during the specified of certain expenses during the estimation of the
warranty period. Provisions made represent the provision for income taxes.
amount of expected cost of meeting such obligations
of rectifications replacements based on best Deferred tax assets are recognised for deductible
estimate considering the historical warranty claim temporary differences and carry forward of unused
information and any recent trends that may suggest tax losses and tax credits to the extent that it is
future claims could differ from historical amounts. probable that taxable profit would be available
The assumptions made in relation to the current against which such deferred tax assets could be
period are consistent with those in the prior years. utilised. Significant management judgement is
required to determine the amount of deferred tax
(vii) Provision for litigations and contingencies assets that can be recognised, based upon the likely
The provision for litigations and contingencies timing and the level of future taxable profits together
are determined based on evaluation made by the with future tax optimisation strategies.
246
NOTE 3: PROPERTY, PLANT AND EQUIPMENT AND CAPITAL WORK-IN-PROGRESS
Property, plant and equipment
Right-of- Right-of- Capital
Freehold Leasehold use assets Buildings use assets Plant and Furniture Office work-in-
Land Land (Land) & Roads (Building) Equipment & Fixtures Vehicles Equipment Computers Total progress
Year ended 31 March 2019
Gross carrying amount
Opening gross carrying amount 3567.74 760.24 - 20107.02 - 73836.77 276.26 974.62 334.39 449.71 100306.75 1061.06
Additions - 23.00 - 590.28 - 4142.09 25.09 362.32 55.15 116.70 5314.63 21167.76
Disposals - - - (14.58) - (97.25) (1.17) (97.86) (7.86) (4.88) (223.60) -
Transfers * - - - - - - - - - - - (1695.24)
Annual Report 2019-20
Closing gross carrying amount 3567.74 783.24 - 20682.72 - 77881.61 300.18 1239.08 381.68 561.53 105397.78 20533.58
Accumulated depreciation and
impairment
Opening accumulated - 13.92 - 2060.03 - 14019.58 137.91 301.33 121.53 195.46 16849.76 56.31
depreciation and impairment
Depreciation charge during - 4.64 - 768.90 - 4580.78 30.59 137.39 37.75 99.95 5660.00 -
for the year ended March 31, 2020
the year
Disposals - - - (2.36) - (26.80) (0.85) (66.40) (5.79) (1.78) (103.98) -
Closing accumulated - 18.56 - 2826.57 - 18573.56 167.65 372.32 153.49 293.63 22405.78 56.31
depreciation and impairment
Net carrying amount 3567.74 764.68 - 17856.15 - 59308.05 132.53 866.76 228.19 267.90 82992.00 20477.27
Year ended 31 March 2020
Gross carrying amount
(All amounts in ` lakhs, unless otherwise stated)
Opening gross carrying amount 3567.74 783.24 - 20682.72 - 77881.61 300.18 1239.08 381.68 561.53 105397.78 20533.58
Opening reclassifications - (349.66) 353.14 - 2232.26 - - - - - 2235.74 -
recognitions (refer note 46 & 50)
Additions - 1553.17 - 1796.77 25.81 25516.05 111.27 236.15 243.18 249.56 29731.96 5546.87
Disposals - - - (10.09) (68.28) (156.91) (1.81) (97.96) (12.78) (11.25) (359.08) (33.21)
Transfers * - - - - - - - - - - - (23408.30)
Other adjustments - - - - - - - - (0.48) 0.48 - -
Closing gross carrying amount 3567.74 1986.75 353.14 22469.40 2189.79 103240.75 409.64 1377.27 611.60 800.32 137006.40 2638.94
Accumulated depreciation
and impairment
Opening accumulated - 18.56 - 2826.57 - 18573.56 167.65 372.32 153.49 293.63 22405.78 56.31
depreciation and impairment
Opening reclassifications - (18.56) 18.56 - - - - - - - - -
recognitions (refer note 46 & 50)
Depreciation charge during - - 5.40 984.32 626.64 5463.49 31.07 154.66 58.71 134.49 7458.78 -
the year
Disposals - - - (1.76) (68.28) (96.37) (1.37) (67.93) (9.83) (5.96) (251.50) (33.21)
Other adjustments - - - - - - - - (0.62) 0.62 - -
Closing accumulated - - 23.96 3809.13 558.36 23940.68 197.35 459.05 201.75 422.78 29613.06 23.10
depreciation and impairment
Net carrying amount 3567.74 1986.75 329.18 18660.27 1631.43 79300.07 212.29 918.22 409.85 377.54 107393.34 2615.84
* Represents amount capitalised during the year under property, plant and equipment out of capital work-in-progress.
Notes:
(i) Leasehold land
This comprises certain land acquired under agreements on perpetual lease terms from the Government and accordingly, classified and accounted for under Ind AS 16 Property, Plant and
Equipment. Under the terms of the perpetual lease agreements, the Group has the right to sublet sub-lease assign transfer such land except in case of one perpetual lease relating to a
small parcel of land where prior approval of the specified authority is required in case sub-lease assignment transfer relates to a part of such land demised under the lease. A parcel of
leasehold land with original lease term of ninety years, which till previous year was classified as finance lease in accordance with criteria specified in previous accounting standard on leases
i.e. Ind AS 17 Leases, has been recognised as Right-of-use assets during the current year consequent to the introduction of new accounting standard on leases i.e. Ind AS 116 Leases (refer
note 46 and 50).
(ii) Restrictions on Property, plant and equipment
Refer note 17(i) & 21(i) for information on charges created on property, plant and equipment. Further, freehold land includes land having carrying amount of ` 13.13 lakhs for which transfer
of titles in the name of the Company is pending.
(iii) Contractual commitments
Refer note 47 for disclosure of contractual commitments for the acquisition of property, plant and equipment.
(iv) Capital work-in-progress
Capital work-in-progress mainly comprises of plant & equipment (viz. Pollution control equipment, Boiling house equipment etc.) under the process of installation pertaining to Distillery &
Sugar business of the Group.
(v) Impairment loss
The impairment loss in Capital work-in-progress relates to expenditure incurred on construction of residential buildings at certain factories, which were under progress till financial year
2011-12. However, the said project was subsequently discontinued and the entire expenditure incurred was recognised as an impairment loss in the statement of profit and loss during the
Notes to the Consolidated Financial Statements
financial year 2015-16 considering no possible future economic benefits flowing from the project.
247
Corporate Overview Management Statements Statutory Reports Financial Statements
248
Annual Report 2019-20
249
Corporate Overview Management Statements Statutory Reports Financial Statements
NOTE 6: INVESTMENTS
(a) Investments accounted for using the equity method
As at As at
31-Mar-20 31-Mar-19
Quoted Investments (fully paid-up)
Investments in Equity Instruments
- of Associate
70,627,980 (31 March 2019: 70,627,980) Equity shares of ` 1 - each of
Triveni Turbine Limited [refer note 44(iii)] 11571.24 7973.57
Total aggregate quoted investments 11571.24 7973.57
Unquoted Investments (fully paid-up)
Investments in Equity Instruments
- of Associate
13,008 (31 March 2019: 13,008) Equity shares of New Israeli Shekel 0.10 each
of Aqwise Wise Water Technologies Limited (Israel) [refer note 44(iii)] 2261.06 2878.84
Total aggregate unquoted investments 2261.06 2878.84
Total investments accounted for using the equity method 13832.30 10852.41
Total investments accounted for using the equity method 13832.30 10852.41
Aggregate amount of quoted investments 11571.24 7973.57
Aggregate amount of market value of quoted investment 41317.37 76136.96
Aggregate amount of unquoted investments 2261.06 2878.84
Aggregate amount of impairment in the value of investments - -
250
Annual Report 2019-20
As at As at
31-Mar-20 31-Mar-19
Unquoted Investments (fully paid-up)
Investments in Bonds
Nil (31 March 2019: 2) 8.90% bonds of ` 10 lakhs each of UCO Bank - 19.94
1 (31 March 2019: 1) 8.57% bonds of ` 10 lakhs each of Central Bank of India 10.67 10.53
Total aggregate unquoted investments 10.67 30.47
Total non-current investments carried at FVTPL [B] 333.44 415.15
Total non-current investments ([A]+[B]) 333.47 415.18
Total non-current investments 333.47 415.18
Aggregate amount of quoted investments 322.77 384.68
Aggregate amount of market value of quoted investment 322.77 384.68
Aggregate amount of unquoted investments 10.70 30.50
Aggregate amount of impairment in the value of investments - -
NOTE 8: LOANS
As at 31-Mar-20 As at 31-Mar-19
Current Non- current Current Non- current
At amortised cost
Loan to related parties (refer note 39)
- Loans receivables considered good - Unsecured 291.53 - 267.06 -
Loan to employees
- Loans receivables considered good - Unsecured 45.86 1.82 45.59 1.35
Loan to others
- Loans receivables considered good - Unsecured 0.57 - 0.29 -
- Loans receivables - Credit impaired - 44.53 - 44.53
Less: Allowance for bad and doubtful loans - (44.53) - (44.53)
0.57 - 0.29 -
Total loans 337.96 1.82 312.94 1.35
(i) Loan to related parties refers to loan provided to an Israeli based associate company, Aqwise Wise Water Technologies Limited,
for meeting its working capital requirements.
251
Corporate Overview Management Statements Statutory Reports Financial Statements
252
Annual Report 2019-20
As at 31-Mar-20 As at 31-Mar-19
Current Non- current Current Non- current
Bank guarantee encashment recoverable - 200.00 - 200.00
Less: Allowance for bad and doubtful claims - (200.00) - (200.00)
- - - -
Export incentives receivable 28.73 - 17.56 -
Less: Allowance for bad and doubtful claims (7.46) - (4.21) -
21.27 - 13.35 -
Government grant receivables (refer note 43) 23513.85 - 693.07 -
Advances to employees 30.55 1.45 22.31 1.45
Prepaid expenses 817.67 46.36 738.27 112.68
Due from customers under construction
contracts [refer (ii) below] 7251.03 - 8311.96 -
Unbilled revenue [refer (ii) below] 144.30 - 174.08 -
Customer retentions [refer (i) and (ii) below] 7790.90 - 5903.51 -
Less: Allowance for bad and doubtful debts (61.66) - (36.75) -
7729.24 - 5866.76 -
Miscellaneous other assets 73.19 121.98 52.40 137.19
Less: Allowance for bad and doubtful assets - (20.90) - (21.60)
73.19 101.08 52.40 115.59
Total other assets 43201.17 701.99 19523.44 916.18
(i) Customer retentions include ` 5023.76 lakhs (31 March 2019 : ` 2703.45 lakhs) expected to be received after twelve months
within the operating cycle.
(ii) Contract balances
As at As at
31-Mar-20 31-Mar-19
Contract assets
- Amounts due from customers under construction contracts 7251.03 8311.96
- Unbilled revenue 144.30 174.08
- Customer retentions 7729.24 5866.76
Contract liabilities
- Amounts due to customers under construction contracts 6620.83 2612.71
- Advance from customers 5653.69 7998.17
(a) Contract assets are initially recognised for revenue earned as receipt of consideration is conditional on successful
achievement of milestones. Upon achievement of milestones contract assets are reclassified to trade receivables.
A trade receivable represents the Group’s right to an amount of consideration that is billed on the customer and which
become due unconditionally (i.e. only the passage of time is required before payment of the consideration is due).
Different businesses of the Group have their different credit terms [refer note 41 (i)].
Contract costs incurred to date plus recognised profits less recognised losses is compared with the progress billings
raised on the customer - any surplus is considered as contract assets and shown as amounts due from customers
under construction contracts, whereas any shortfall is considered as contract liabilities and shown as the amounts
due to customers under construction contracts. Amounts of revenue earned for work performed pending billing on
customers is considered as contract assets and shown as unbilled revenue. Amounts billed for work performed which
will become due upon fulfillment of specified conditions is considered as contract assets and shown as customer
retentions. Amounts received before the related work is performed is considered as contract liabilities and is shown
as advances from customers
(b) Significant changes in contract assets and liabilities:
Decrease in contract assets (Due from customers under construction contracts) is mainly attributable to sewage
treatment projects in the municipal segment, where substantial work was performed by the Group during the last year
against which bills were raised on the customer during the current year upon achievement of contractual milestones.
253
Corporate Overview Management Statements Statutory Reports Financial Statements
I ncrease in contract assets (customer retentions) is mainly attributable to wastewater sewage treatment projects in the
industrial municipal segment which were started during last year, where significant billing is done during the current
year with the progress in project work but will become due upon fulfillment of specified conditions.
Increase in contract liabilities (Amount due to customers under construction contracts) is mainly attributable to
wastewater sewage treatment projects in the industrial municipal segment, where major billing done based on
achievement of contractual milestones is in excess of revenue recognised in accordance with Ind AS 115 Revenue from
Contracts with Customers.
Decrease in contract liabilities (Advances from Customers) is mainly attributable to adjustment of mobilsation advances
against billings under water waste-water treatment projects.
254
Annual Report 2019-20
The above represents carrying value of land situated in Gujarat intended to be disposed of by the Group. The Group has entered
into an agreement to sell such land and has also received advance of ` 10 lakhs (refer note 20) in terms of such agreement to
sell. The Group expects to transfer the title of such land in the near future. The asset does not form part of any segment assets.
No impairment loss was recognised on reclassification of the land as held for sale (refer note 4) as the contractual sale price of
such land is higher than the carrying amount.
255
Corporate Overview Management Statements Statutory Reports Financial Statements
256
Annual Report 2019-20
257
Corporate Overview Management Statements Statutory Reports Financial Statements
258
Annual Report 2019-20
Exchange differences relating to the translation of the foreign operations are recognised in other comprehensive income and
accumulated in the foreign currency translation reserve. The cumulative amount is reclassified to profit or loss when the net
investment is disposed of.
259
NOTE 17: NON-CURRENT BORROWINGS (CONTD.)
260
(i) Details of long term borrowings of the Company
Amount outstanding Effective Coupon Number of
Terms of
as at interest rate instalments Nature of Security
Repayment
31-Mar-20 31-Mar-19 rate 31-Mar-20 31-Mar-19
01-29
Secured- at
amortised cost
Term loans from banks
Corporate Overview
(` loans)
1 RBL Bank Limited * 7673.59 4975.00 The At MCLR 16 16 Equal quarterly Secured by first pari-passu charge
for the year ended March 31, 2020
annum.
2 Central Bank of India* 4978.97 3990.00 16 16 Equal quarterly
installments from
September 2020 to
June 2024
3 Punjab National 4996.91 - 16 N A Equal quarterly
Bank * installments from
36-121
September 2020 to
June 2024
4 RBL Bank Limited - 527.03 Nil 1 - Secured by first pari-passu charge
created to be created by equitable
Statutory Reports
Company.
6 Axis Bank - 157.53 Nil 1 - Secured by second pari-passu
charge on current assets, third
for the year ended March 31, 2020
261
Amount outstanding Effective Coupon Number of
262
Terms of
as at interest rate instalments Nature of Security
Repayment
31-Mar-20 31-Mar-19 rate 31-Mar-20 31-Mar-19
Term loans from banks
(US$ loans)
01-29
1 RBL Bank Limited - 1251.98 8.50% p.a. At USD Nil 2 - Secured by first pari-passu charge
(FCTL ) 6M Libor created to be created by equitable
+1.95% mortgage on immoveable assets
p.a. and hypothecation of all moveable
Corporate Overview
- 1251.98
Total term loans from 30411.97 12637.69
banks
Term loans from other
parties (` loans)
1 Daimler Financial 119.71 11.75 Ranging At fixed 4 to 22 16 Equated monthly Secured by hypothecation of
Management Statements
Services Pvt. Ltd. from 6.86% rates installments vehicles acquired under the
(Vehicle loan) p.a. to ranging respective vehicle loans.
8.91% p.a. from 6.86%
p.a. to
8.91% p.a.
2 Govt. of Uttar Pradesh 28134.68 32244.35 10% p.a. 5% p.a. 51 60 Equal monthly Secured by first pari-passu charge
through RBL Bank installments from on the fixed assets of the Company
36-121
* Loans with interest subvention or below market rate under various schemes of the Government, refer note 43.
122-308
(i) Security deposits as at 31 March 2020 include ` 314 lakhs (31 March 2019 : ` 332 lakhs) deposits from sugar selling
agents which are interest bearing subject to fulfillment of terms and conditions. These deposits are repayable on cessation of
contractual arrangements. Interest payable is normally settled annually.
(ii) There are no amounts as at the end of the year which are due and outstanding to be credited to the Investors Education and
Protection Fund.
263
Corporate Overview Management Statements Statutory Reports Financial Statements
264
Annual Report 2019-20
(i) bove loans are secured by pledge hypothecation of the stock-in-trade, raw material, stores and spare parts, work-in-progress
A
and trade receivables and second charge created to be created on the properties of all the Engineering units & immovable
property at New Delhi and third charge on the properties of Sugar, Co-Generation and Distillery units of the Company on
pari-passu basis. Working capital demand loans as at 31 March 2019 includes a loan of ` 5000 lakhs (repaid in full during
the current year), which was secured by sub-servient charge on the current assets of the Company by way of hypothecation.
Interest rates on the above loans outstanding as at the year end majorly ranges between 7.75% to 9.00% (weighted average
interest rate : 8.45% p.a.). Above loans include a loan of ` 18500 lakhs availed during the current year with interest subvention
@ 7% for one year by Government of India under the scheme for soft loans to sugar mills, refer note 43.
265
Corporate Overview Management Statements Statutory Reports Financial Statements
266
Annual Report 2019-20
(ii) Unrecognised deductible temporary differences, unused tax losses and unused tax credits:
Deferred tax assets have not been recognised in respect of following items, because it is not probable that future taxable profit
will be available against which the Group can use the benefit therefrom.
As at As at
31-Mar-20 31-Mar-19
Tax effect on unused tax losses (long term capital loss) (see table below for expiry) 12.79 12.91
Net deferred tax assets/(liabilities) 12.79 12.91
Expiry profile of unrecognised unused tax losses
Unused tax losses shall expire on -
(i) Long term capital loss
March 31, 2020 - 0.57
March 31, 2021 11.77 11.77
March 31, 2028 0.45 -
(ii) Short term capital loss
March 31, 2025 0.23 0.23
March 31, 2026 0.34 0.34
12.79 12.91
267
Corporate Overview Management Statements Statutory Reports Financial Statements
As at As at
31-Mar-20# 31-Mar-19#
Within one year 28005.22 43296.66
More than one year 19334.00 52025.69
Total 47339.22 95322.35
#
As permitted under Ind AS 115, all contracts having original expected duration of one year or less or which are billed based on time incurred
are not disclosed.
268
Annual Report 2019-20
269
Corporate Overview Management Statements Statutory Reports Financial Statements
270
Annual Report 2019-20
NOTE 33: IMPAIRMENT LOSS ON FINANCIAL ASSETS (INCLUDING REVERSALS OF IMPAIRMENT LOSSES)
Year ended Year ended
31-Mar-20 31-Mar-19
Bad debts written off - trade receivables carried at amortised cost 315.06 501.56
Bad debts written off - other financial assets carried at amortised cost - 2.98
Impairment loss allowance on trade receivables (net of reversals) (refer note 7) 546.41 (486.92)
Impairment loss allowance on other financial assets carried at amortised cost - (1.00)
(net of reversals) (refer note 8 & 9)
Total impairment loss on financial assets (including reversal of impairment losses) 861.47 16.62
271
Corporate Overview Management Statements Statutory Reports Financial Statements
272
Annual Report 2019-20
* includes utilisation of MAT credit of ` 4092.24 lakhs (31 March 2019: ` 51.70 lakhs).
Reconciliation of income tax expense and the accounting profit multiplied by Company’s tax rate:
Year ended Year ended
31-Mar-20 31-Mar-19
Profit before tax 44561.07 26780.70
Income tax expense calculated at 34.944% (including surcharge and 15571.42 9358.24
education cess) (2018-19: 34.944%)
Effect of changes in tax rate# (4059.47) -
Effect of income that is exempt from taxation (1.00) (143.50)
Effect of income that is taxable at lower rates 1.94 (713.00)
Effect of expenses that is non-deductible in determining taxable profit 176.69 125.23
Effect of tax incentives and concessions (1568.41) (3239.76)
273
Corporate Overview Management Statements Statutory Reports Financial Statements
Further, with the change in taxation laws relating to taxability of dividend and removal of dividend distribution tax, the Company
has provided deferred tax charge of ` 1394.70 lakhs in respect of its share in the undistributed profits of its associate, net of
reversal of impact of dividend distribution tax considered in arriving at Company’s share in the undistributed profits of the said
associate in earlier years.
274
Annual Report 2019-20
(b) Co-generation : This segment uses captively produced bagasse, generated as a by-product in the manufacture of sugar,
as a feed stock and apart from meeting the power and steam requirements of the associated sugar units, also exports
power to the state grid. It has installed capacity of 68 MW spread over Khatauli and Deoband sugar mills.
(c) Distillery : The Group with its two distilleries having total capacity of 320 kilo-litres per day located at Muzaffarnagar,
Uttar Pradesh and Sabitgarh, Uttar Pradesh, uses captive molasses produced in manufacture of sugar as the principal
raw material in production of various categories of alcohol.
Engineering Business
(a) Gears: This business segment is focused on all high speed and niche low speed products - supply of new equipment as
well as providing replacement solutions to power sector as well as other industrial segments, having its manufacturing
facility located at Mysore, Karnataka.
(b) Water/Wastewater treatment: The business segment operates from Noida, Uttar Pradesh and provides engineered to
order process equipment and comprehensive solutions in the water and wastewater management. During the current
year, the Company has incorporated a wholly owned subsidiary “Mathura Wastewater Management Pvt. Ltd.” as a special
purpose vehicle to execute a project awarded under Namami Gange Programme for which operations has started during
the current year.
The ‘Other Operations’ mainly include selling of own manufactured sugar and trading of jaggery, under the Company’s brand
name and retailing of diesel petrol through a Company operated fuel station. It also operate a turnkey project relating to steam
turbines which was awarded to it pursuant to bids tendered prior to demerger of business of steam turbine.
The above reportable segments have been identified based on the significant components of the enterprise for which discrete
financial information is available and are reviewed by the Chief operating decision maker (CODM) to assess the performance
and allocate resources to the operating segments.
There are no geographical segments as the volume of exports is not significant and the major turnover of the Group takes
place indigenously. There is no major reliance on a few customers or suppliers.
275
(ii) Segment revenue and segment profit
276
SUGAR ENGINEERING OTHERS
Eliminations Total
Sugar Co-generation Distillery Total Sugar Gears Water Total Engineering Other Operations
Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended
31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19
01-29
REVENUE
From external customers 346822.28 240910.84 4160.58 8600.61 39095.34 21366.53 390078.20 270877.98 15360.28 13282.02 30586.95 24928.45 45947.23 38210.47 7637.79 6085.24 - - 443663.22 315173.69
From inter-segments sales 38988.69 12189.04 14146.53 11678.29 21.31 31.40 53156.53 23898.73 61.86 26.45 6.50 3.40 68.36 29.85 433.16 114.71 (53658.05) (24043.29) - -
Total revenue from operations 385810.97 253099.88 18307.11 20278.90 39116.65 21397.93 443234.73 294776.71 15422.14 13308.47 30593.45 24931.85 46015.59 38240.32 8070.95 6199.95 (53658.05) (24043.29) 443663.22 315173.69
Corporate Overview
RESULT
Segment Profit (loss) 30253.20 7920.66 5323.85 9111.49 11054.94 13271.11 46631.99 30303.26 4853.53 3814.28 2401.37 719.23 7254.90 4533.51 (47.09) 6.30 53839.80 34843.07
for the year ended March 31, 2020
- Segment profit is the Segment revenue less Segment expenses. Segment revenue expenses includes all revenues expenses that are attributable to the segments.
- ividend income, finance income, finance costs, fair value gains & losses on certain financial assets liabilities, current tax deferred tax charge are not allocated to individual segments as since
D
these are managed on Group basis.
Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended Year ended
31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19
ASSETS
Statutory Reports
Segment assets 274043.50 275499.22 14268.80 13564.45 40520.38 29303.58 328832.68 318367.25 11089.69 14353.03 40011.02 29013.79 51100.71 43366.82 2020.70 1928.51 - - 381954.09 363662.58
Unallocated assets 22647.07 16841.36
Total assets 274043.50 275499.22 14268.80 13564.45 40520.38 29303.58 328832.68 318367.25 11089.69 14353.03 40011.02 29013.79 51100.71 43366.82 2020.70 1928.51 - - 404601.16 380503.94
LIABILITIES
Segment liabilities 76131.94 63351.86 427.02 430.52 2305.85 2261.06 78864.81 66043.44 2436.49 3159.88 21683.13 20464.89 24119.62 23624.77 1435.81 1444.75 - - 104420.24 91112.96
Unallocated liabilities 166314.08 175338.50
Total liabilities 76131.94 63351.86 427.02 430.52 2305.85 2261.06 78864.81 66043.44 2436.49 3159.88 21683.13 20464.89 24119.62 23624.77 1435.81 1444.75 - - 270734.32 266451.46
122-308
- The accounting policies of the reportable segments are the same as the Group’s accounting policies described in note 1.
- ll assets are allocated to reportable segments other than investments, loans, current deferred tax assets and certain financial assets. Segment assets include all assets that are attributable
A
to the segments.
- All liabilities are allocated to reportable segments other than borrowings, current and deferred tax liabilities and certain financial liabilities. Segment liabilities include all liabilities that are
Notes to the Consolidated Financial Statements
Financial Statements
amortisation
Unallocated depreciation 533.93 108.83
and amortisation
Total depreciation and 3919.17 3364.47 695.96 696.87 1317.93 510.41 5933.06 4571.75 811.91 832.35 191.13 177.43 1003.04 1009.78 19.09 4.78 - - 7489.12 5695.14
for the year ended March 31, 2020
amortisation
Non cash items (other (42.16) 56.47 0.01 295.02 113.89 0.95 71.74 352.44 191.23 8.56 550.14 (64.68) 741.37 (56.12) (0.12) 0.91 - - 812.99 297.23
than depreciation and
amortisation)
Unallocated non cash items 39.14 (109.74)
(other than depreciation
(All amounts in ` lakhs, unless otherwise stated)
and amortisation)
Total non cash items (42.16) 56.47 0.01 295.02 113.89 0.95 71.74 352.44 191.23 8.56 550.14 (64.68) 741.37 (56.12) (0.12) 0.91 - - 852.13 187.49
(other than depreciation
and amortisation)
Amounts not considered in
segment results
Interest expense 6785.00 6263.60 25.07 25.40 622.43 40.97 7432.50 6329.97 31.33 112.51 380.10 232.96 411.43 345.47 0.98 0.02 - - 7844.91 6675.46
Unallocated interest 88.22 123.25
expense
Total interest expense 6785.00 6263.60 25.07 25.40 622.43 40.97 7432.50 6329.97 31.33 112.51 380.10 232.96 411.43 345.47 0.98 0.02 - - 7933.13 6798.71
Interest income 50.91 40.38 3.79 3.89 4.36 2.40 59.06 46.67 12.14 3.18 16.56 34.95 28.70 38.13 - - - - 87.76 84.80
Unallocated interest income 142.00 294.83
Total interest income 50.91 40.38 3.79 3.89 4.36 2.40 59.06 46.67 12.14 3.18 16.56 34.95 28.70 38.13 - - - - 229.76 379.63
Capital expenditure 4116.13 5249.11 66.13 28.49 4914.10 18889.71 9096.36 24167.31 307.03 202.33 195.46 186.44 502.49 388.77 33.30 108.72 - - 9632.15 24664.80
Unallocated capital 2289.81 169.36
expenditure
Total Capital expenditure 4116.13 5249.11 66.13 28.49 4914.10 18889.71 9096.36 24167.31 307.03 202.33 195.46 186.44 502.49 388.77 33.30 108.72 - - 11921.96 24834.16
Notes to the Consolidated Financial Statements
277
Corporate Overview Management Statements Statutory Reports Financial Statements
278
Annual Report 2019-20
Employee State Insurance: The Group makes prescribed monthly contributions towards Employees State Insurance
Scheme.
Superannuation Scheme: The Group contributes towards a fund established to provide superannuation benefit to
certain employees in terms of Group Superannuation Policies entered into by such fund with the Life Insurance
Corporation of India.
National Pension Scheme: The Group makes contributions to the National Pension Scheme fund in respect of certain
employees of the Group.
(b) The expense recognised during the period towards defined contribution plans are as follows:
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Corporate Overview Management Statements Statutory Reports Financial Statements
Interest risk: A decrease in government bond yields will increase plan liabilities, although this is expected to be partially
offset by an increase in the value of the plan’s debt instruments.
Life expectancy: The present value of the defined benefit plan liability is calculated by reference to the best estimate of
the mortality of plan participants during their employment. A change in the life expectancy of the plan participants will
impact the plan’s liability.
Salary risk: The present value of the defined benefit plan liability is calculated by reference to the future salaries of plan
participants. As such, an increase in the salary of the plan participants will increase the plan’s liability.
Attrition rate: The present value of the defined benefit plan liability is impacted by the rate of employee turnover,
disability and early retirement of plan participants. A change in the attrition rate of the plan participants will impact the
plan’s liability.
(c) The significant actuarial assumptions used for the purposes of the actuarial valuations were as follows:
Valuation as at
31-Mar-20 31-Mar-19
Discounting rate 6.60% 7.55%
Future salary growth rate 5.50% for next 8.00%
2 years and
8.00% thereafter
Mortality table* IALM 2012- IALM 2006-
14 Ultimate 08 Ultimate
Attrition rate 7.00% for 6.00% for
Permanent Permanent
employees employees
3.00% for 2.00% for
Seasonal Seasonal
employees employees
Method used Projected unit Projected unit
credit method credit method
*Assumptions regarding future mortality are set based on actuarial advice in accordance with published statistics (i.e. IALM 2012-14
Ultimate). These assumptions translate into an average life expectancy in years at retirement age.
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Annual Report 2019-20
(d) Amounts recognised in statement of profit and loss in respect of the defined benefit plan (gratuity) are as follows:
Year ended Year ended
31-Mar-20 31-Mar-19
Current service cost 408.39 363.18
Net interest expense 255.66 232.48
Components of defined benefit costs recognised in profit or loss 664.05 595.66
Remeasurement on the net defined benefit liability
- Return on plan assets (excluding amount included in net interest expense) 66.50 15.50
- Actuarial gains and loss arising from changes in demographic assumptions 0.75 -
- Actuarial gains and loss arising from changes in financial assumptions 88.07 44.80
- Actuarial gains and loss arising from experience adjustments (7.46) 150.81
Components of defined benefit costs recognised in other comprehensive 147.86 211.11
income
Total 811.91 806.77
(e) Amounts included in the balance sheet arising from the entity’s obligation in respect of the defined benefit plan (gratuity)
is as follows:
As at As at
31-Mar-20 31-Mar-19
Present value of defined benefit obligation as at the end of the year 5727.01 5294.33
Fair value of plan assets 1598.95 1548.30
Funded status (4128.06) (3746.03)
Net asset/(liability) arising from defined benefit obligation recognised in (4128.06) (3746.03)
the balance sheet
(f) Movement in the present value of the defined benefit obligation (gratuity) is as follows:
Year ended Year ended
31-Mar-20 31-Mar-19
Present value of defined benefit obligation at the beginning of the year 5294.33 4734.30
Expenses recognised in profit or loss
- Current service cost 408.39 363.18
- Interest expense (income) 372.81 344.08
Remeasurement (gains) losses recognised in other comprehensive income
- Actuarial (gain) loss arising from:
i. Demographic assumptions 0.75 -
ii. Financial assumptions 88.07 44.80
iii. Experience adjustments (7.46) 150.81
Benefit payments (429.88) (342.84)
Present value of defined benefit obligation at the end of the year 5727.01 5294.33
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Corporate Overview Management Statements Statutory Reports Financial Statements
(g) Movement in the fair value of the plan assets (gratuity) is as follows:
Year ended Year ended
31-Mar-20 31-Mar-19
Fair value of plan assets at the beginning of the year 1548.30 1452.20
Recognised in profit or loss
- Expected return on plan assets 117.15 111.60
Remeasurement gains (losses) recognised in other comprehensive income
- Actual return on plan assets in excess of the expected return (66.50) (15.50)
Contributions by employer 429.88 342.84
Benefit payments (429.88) (342.84)
Fair value of plan assets at the end of the year 1598.95 1548.30
The fair value of the plan assets (gratuity) at the end of the reporting period for each category, are as follows:
As at 31-Mar-20 As at 31-Mar-19
Quoted Unquoted Total Quoted Unquoted Total
Cash and cash equivalents - 17.58 17.58 - 11.95 11.95
Debt instruments
- Government securities - 265.60 265.60 - 259.21 259.21
- State development loans - 563.19 563.19 - 494.04 494.04
- Private sector bonds - 45.34 45.34 - 116.29 116.29
- Public sector bonds - 170.85 170.85 - 122.42 122.42
- Fixed deposits with banks - 142.50 142.50 - 166.00 166.00
- Special deposit scheme balance
with RBI - 102.13 102.13 - 102.13 102.13
- Debt mutual funds - 74.96 74.96 - 70.01 70.01
Equity instruments
- Index mutual funds - 39.76 39.76 - 36.12 36.12
- Arbitrage mutual funds - 14.34 14.34 - 13.42 13.42
Accrued interest and other
recoverables - 162.70 162.70 - 156.71 156.71
Total plan assets - 1598.95 1598.95 - 1548.30 1548.30
The investible funds of the Gratuity Plan are invested in accordance with the investment pattern and norms prescribed
by the Ministry of Finance, Government of India. The investment pattern mandates that the investible funds are
invested across the permitted investments in the prescribed pattern, whereby the investment risk is spread across
various categories of investment comprising sovereign government securities, state development loans monitored
by the Reserve Bank of India, investment grade rated debt securities issued by private and public sector companies,
fixed-deposit with banks fulfilling the prescribed norms, units of debt and equity mutual funds. The investments made
are generally on held-to-maturity basis. It is the endeavour of the Group to mitigate risk by investing only in high-quality
debt securities and in mutual funds after undertaking due diligence. There has been no change in the process used by
the Group to manage its risks from prior periods.
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Annual Report 2019-20
The above sensitivity analysis are based on a change in an assumption while holding all other assumptions constant. In
practise, this is unlikely to occur, and changes in some of the assumptions may be correlated. The methods and types of
assumptions used in preparing the sensitivity analysis did not change compared to prior period.
The expected maturity analysis of undiscounted defined benefit obligation (gratuity) as at 31 March 2020 is as follows:
Less than Between Between Over Total
a year 1-2 years 3-5 years 5 years
Defined benefit obligation (Gratuity) 1155.13 797.91 1608.69 5730.58 9292.31
283
Corporate Overview Management Statements Statutory Reports Financial Statements
284
Annual Report 2019-20
285
Corporate Overview Management Statements Statutory Reports Financial Statements
286
Annual Report 2019-20
Outstanding balances
As at As at
Name of related party and nature of balances Relationship
31-Mar-20 31-Mar-19
Receivable
Triveni Turbine Limited Associate 271.68 895.39
Aqwise Wise Water Technologies Limited (Israel) Associate 305.50 271.53
Upper India Sugar Mills Employees' Provident Fund Post employment 160.00 -
benefit plan
Payable
Triveni Turbine Limited Associate 1374.78 1737.67
Dhruv M. Sawhney (Chairman & Managing Director) * Key managerial 4.11 4.54
personnel
Tarun Sawhney (Vice Chairman & Managing Director) Key managerial 153.65 53.65
personnel
Suresh Taneja (Group Chief Financial Officer) Key managerial 0.13 0.09
personnel
Nikhil Sawhney (Promoter Non-Executive Director) Key managerial 30.00 7.00
personnel
Lt. Gen (Retd.) Kanwal Kishan Hazari (Independent Key managerial - 5.00
Non-Executive Director) personnel
Fakir Chand Kohli (Independent Non-Executive Key managerial - 5.00
Director) personnel
287
Corporate Overview Management Statements Statutory Reports Financial Statements
As at As at
Name of related party and nature of balances Relationship
31-Mar-20 31-Mar-19
Shekhar Dutta (Independent Non-Executive Director) Key managerial 8.50 7.00
personnel
Homai A. Daruwalla Key managerial 8.50 7.00
(Independent Non-Executive Director) personnel
Dr. Santosh Pande Key managerial 8.50 7.00
(Independent Non-Executive Director) personnel
Sudipto Sarkar (Independent Non-Executive Director) Key managerial 8.50 7.00
personnel
J. K. Dadoo (Independent Non-Executive Director) Key managerial 8.50 -
personnel
Tirath Ram Shah Charitable Trust Enterprise over 1.02 0.22
which key managerial
personnel have
substantial interest
significant influence
Triveni Engineering and Industries Limited Officers Post employment 127.50 120.32
Pension Scheme benefit plan
Upper India Sugar Mills Employees' Provident Fund Post employment 189.69 101.17
benefit plan
*Person or entity belonging to the promoter promoter group holding 10% or more shareholding in the Company
(iii) Remuneration and outstanding balances of key managerial personnel does not include long term employee benefits by way
of gratuity and compensated absences, which are currently not payable and are provided on the basis of actuarial valuation
by the Company.
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Annual Report 2019-20
As at As at
31-Mar-20 31-Mar-19
Non-current borrowings (note 17) 44359.64 37349.54
Current borrowings (note 21) 94343.87 123540.95
Current maturities of long-term borrowings (note 18) 14306.72 7544.25
Total debt 153010.23 168434.74
Add: Deferred revenue arising from government grant related to borrowings 2805.32 4155.65
(refer note 20)
Less: Cash and cash equivalents [note 12(a)] (3203.61) (1461.57)
Net debt 152611.94 171128.82
Total equity (note 14, 15 & 16) 133866.84 114052.48
Net debt to equity ratio 1.14 1.50
Long term debt equity ratio 0.46 0.43
In addition to the above gearing ratio, the Group also looks at operating profit to total debt ratio (EBITDA Total Debts) which
gives an indication of adequacy of earnings to service the debts. The Group carefully negotiates the terms and conditions of the
loans and ensures adherence to all the financial covenants. With a view to arrive at the desired capital structure based on the
financial condition of the Group, the Group normally incorporates a clause in loan agreements for prepayment of loans without any
premium. During the year, majority of the long term debts availed by the Group are with interest subvention under various schemes
of the Government.
Further, no changes were made in the objectives, policies or process for managing capital during the years ended 31 March 2020
and 31 March 2019.
The Group is not subject to any externally imposed capital requirements.
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Corporate Overview Management Statements Statutory Reports Financial Statements
such financial risks are identified, measured and managed in accordance with the Group’s policies and risk objectives. The Group
has specialised teams to undertake derivative activities for risk management purposes and such team has appropriate skills,
experience and expertise. It is the Group policy not to carry out any trading in derivative for speculative purposes. The Audit
Committee and the Board are regularly apprised of these risks every quarter and each such risk and mitigation measures are
extensively discussed.
290
Annual Report 2019-20
In the case of Cogeneration and Water business, the % receivables to external sales is high whereas the overall ratio for
the Group is much lower. In the case of Cogeneration, the entire receivables are pertaining to UP Government owned
UPPCL as the surplus power is exported to it in accordance with the long term PPA executed with it. Though there have
been delays in receiving payments from UPPCL, there has never been any default. In the case of EPC projects undertaken
by Water business, the receivables are high as per the norms of the industry and terms of the tender. Majority of projects
are executed for the municipalities and before bidding for any contract, the Water business carries out due-diligence to
ensure that the customer has made satisfactory funding arrangements.
Overall, the credit risk from receivable is low in view of diverse businesses and government customers.
291
Corporate Overview Management Statements Statutory Reports Financial Statements
Apart from cyclical sugar business, the Group has alternate revenue streams in the form of cogeneration, distillery and
engineering business, which, to a large extent, offset the impact of sugar cyclicalities.
Table hereunder provides the current ratios of the Group as at the year end:
As at As at
31-Mar-20 31-Mar-19
Total current assets 273105.18 257549.94
Total current liabilities 210714.55 218593.00
Current ratio 1.30 1.18
In view of seasonal nature of sugar business, which is a dominant business of the Group, there is a peak build-up of sugar
inventories at the year end, resulting in peak working capital requirement. With the liquidation of such inventories over the
year, the working capital requirement is gradually reduced. Thus, the current ratio computed at the year end is not a reflection
of average and realistic ratio for the year.
292
Annual Report 2019-20
The above sensitivity has been computed after excluding the impact of change in interest rates of the floating interest
rate foreign currency borrowing having balance of USD 1,792,114.69 @ 4.833% p.a. (i.e. 6 months LIBOR plus 1.95%) as
at 31 March 2019, fully repaid during the current year, since same has been hedged through interest rate swap @ fixed
interest rate 8.5% p.a.
Adverse changes in sugar price impact the Group in the following manner:
- The Group values sugar stocks at lower of cost and net realisable value (NRV). In the event, the cost of production of
sugar is higher than the NRV, the stocks are written down to NRV leading to recognition of loss on such inventory.
- The Group is a large producer of sugar and even a small variation in the sugar price leads to significant impact on
the profitability of the Group.
293
Corporate Overview Management Statements Statutory Reports Financial Statements
However, in view of sugar operations being highly efficient, the cost of production is generally lower than the Minimum
Sale Prices (MSP) prescribed by the Central Government for sale of sugar and hence, chances of significant losses due
to inventory write down are low. Further, in view of floor prices being prescribed by way of MSP, the downside impact on
the Group is limited.
294
Annual Report 2019-20
The Group’s foreign currency derivatives outstanding (including for firm commitments) at the end of the reporting period
are as follows:
295
Corporate Overview Management Statements Statutory Reports Financial Statements
Sensitivity
The following table demonstrate the sensitivity of net unhedged foreign currency exposures relating to financial
instruments to reasonably possible changes in foreign currency exchange rates, with all other variables held constant.
Impact on profit or loss and equity (in ` lakhs)
Change in FC Increase in Decrease in
exchange rate FC exchange rates FC exchange rates
by 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19
US$ sensitivity 5% 9.13 (4.66) (9.13) 4.66
EURO sensitivity 5% 1.31 (0.73) (1.31) 0.73
GBP sensitivity 5% (3.07) (2.46) 3.07 2.46
AUD sensitivity 5% - - - -
Further, the impact of change in foreign currency rates (assuming forward premium to remain unchanged) on the fair
valuation of derivatives (excluding derivatives which have hedged the foreign currency denominated receivables and
payables) as at the end of the year, is demonstrated in the table below. However, apart from the impact on the profit
or loss due to fair value changes of the derivatives, the derivatives will help the Group in capturing the hedged rates
including forward premium and the budgeted profitability will remain unaffected.
Impact on profit or loss and equity (in ` lakhs)
Change in FC Increase in Decrease in
exchange rate FC exchange rates FC exchange rates
by 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19
US$ sensitivity 5% (6.09) 6.60 6.09 (6.60)
EURO sensitivity 5% 10.92 - (10.92) -
GBP sensitivity 5% - - - -
AUD sensitivity 5% - 14.11 - (14.11)
There is no impact on other components of equity since the Group has not elected to apply hedge accounting.
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Annual Report 2019-20
As at 31-Mar-20 As at 31-Mar-19
FVTPL * Amortised cost FVTPL * Amortised cost
Financial liabilities
Borrowings - 153010.23 - 168434.74
Trade payables - 75641.91 - 63764.22
Capital creditors - 1894.29 - 1979.37
Security deposits - 391.14 - 396.42
Derivative financial liabilities 2.19 - 6.61 -
Lease liabilities - 1766.50 - -
Other payables - 2939.99 - 2682.25
Total financial liabilities 2.19 235644.06 6.61 237257.00
*Mandatorily required to be measured at FVTPL. There is no financial instrument which is designated as FVTPL.
Financial assets and liabilities measured at fair value - recurring fair value measurements
Note No. Level 1 Level 2 Level 3 Total
As at 31 March 2020
Financial assets
- Investments in equity instruments at 6 322.77 - - 322.77
FVTPL (Quoted)
- Investments in bonds at FVTPL 6 - 10.67 - 10.67
322.77 10.67 - 333.44
Financial liabilities
- Foreign-exchange forward contracts 18 - 2.19 - 2.19
Currency swaps Interest rate swaps
at FVTPL
- 2.19 - 2.19
As at 31 March 2019
Financial assets
- Investments in equity instruments at 6 384.68 - - 384.68
FVTPL (Quoted)
- Investments in bonds at FVTPL 6 - 30.47 - 30.47
- Foreign-exchange forward contracts 9 - 71.72 - 71.72
Currency swaps Interest rate swaps
at FVTPL
384.68 102.19 - 486.87
Financial liabilities
- Foreign-exchange forward contracts 18 - 6.61 - 6.61
Currency swaps Interest rate swaps
at FVTPL
- 6.61 - 6.61
297
Corporate Overview Management Statements Statutory Reports Financial Statements
Level 1: Level 1 hierarchy includes financial instruments measured using quoted unadjusted market prices in active markets
for identical assets or liabilities. This includes listed equity instruments that have quoted price. The fair value of all equity
instruments which are traded in the stock exchanges is valued using the closing price as at the reporting date.
Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques
which maximise the use of observable market data and rely as little as possible on entity-specific estimates. If all significant
inputs required to fair value an instrument are observable, the instrument is included in level 2.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3.
There are no transfers between levels 1 and 2 during the year.
(v) Fair value of financial assets and liabilities that are not measured at fair value (but fair value disclosures are required)
Except as detailed in the following table, the management considers that the carrying amounts of financial assets and financial
liabilities recognised in the financial statements approximate their fair values.
As at 31-Mar-20 As at 31-Mar-19
Carrying amount Fair value Carrying amount Fair value
Financial assets
Trade receivables 34902.17 33822.93 23797.39 23787.71
34902.17 33822.93 23797.39 23787.71
Financial liabilities
Trade payables 75641.91 75550.38 63764.22 63718.50
75641.91 75550.38 63764.22 63718.50
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299
Corporate Overview Management Statements Statutory Reports Financial Statements
300
Annual Report 2019-20
301
Corporate Overview Management Statements Statutory Reports Financial Statements
302
Annual Report 2019-20
303
Corporate Overview Management Statements Statutory Reports Financial Statements
Reconciliation of the above summarised financial information to the carrying amount of the interest in the associates
recognised in financial statements:
Aqwise Wise Water
Triveni Turbine Limited
Technologies Limited
As at As at As at As at
31-Mar-20 31-Mar-19 31-Mar-20* 31-Mar-19*
Net assets of the Associates 53017.80 43338.58 814.47 2694.08
Group's share in % 21.85% 21.85% 25.04% 25.04%
Group's share in ` 11582.05 9467.57 203.95 674.60
Adjustments:
Group's share in adjustment for (2.77) (6.05) - -
unrealised profits on inter-company
transactions (net of tax)
Goodwill on acquisition (as restated) (8.11) (8.11) 2057.11 2204.24
Adjustment for tax on balance - (1479.91) - -
undistributed profits
Other adjustments 0.07 0.07 - -
Carrying amount 11571.24 7973.57 2261.06 2878.84
*The consolidation of accounts of Aqwise Wise Water Technologies Limited., under equity accounting method, is done using its most
recent available financial statements for the year ended 31 December 2019 2018 adjusted for the effects of significant transactions
events for the quarter ended 31 March 2020 2019, if any.
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Annual Report 2019-20
305
Corporate Overview Management Statements Statutory Reports Financial Statements
Apart from above mentioned lease, assets taken under lease mainly includes various residential, office and godown premises.
These are generally not non-cancellable leases (except for few premises) having unexpired period upto six years. The leases are
renewable by mutual consent and on mutually agreeable terms. The Group has given refundable interest free security deposits
under certain lease agreements. There is no contingent rent, sublease payments or restriction imposed in the lease agreement.
In terms of criteria specified in previous accounting standard on leases i.e. Ind AS 17 Leases, these leases had been classified as
operating lease and yearly lease payments under these leases were expensed off as rent expenses till last year (refer note 34).
Consequent to the replacement of this accounting standard with Ind AS 116 Leases (refer note 50), for some of these leases (i.e.
leases other than with short term period or low value assets), present value of all future lease payments has been recognised as
Right-of-use assets and lease liabilities with the charge for depreciation on Right-of-use assets and interest on lease liabilities in
the statement of profit and loss during the current year (refer note 3 & 31) and for other leases, yearly lease payments continued
to be expensed off on straight line basis over lease term as rent expenses (refer note 34).
Total cash outflow for leases during the year ended 31 March 2020 is ` 810.42 lakhs.
Commitments for short term leases as at 31 March 2020 is ` 26.39 lakhs.
Group’s share of associates’ commitments for short term leases as at 31 March 2020 is ` 28.33 lakhs.
As Lessor
The Group has given certain portion of its office factory premises under operating leases including lease of investment property
(refer note 4)]. These leases are not non-cancellable and are extendable by mutual consent and at mutually agreeable terms.
The gross carrying amount, accumulated depreciation and depreciation recognised in the statement of profit and loss in respect
of such portion of the leased premises are not separately identifiable. There is no impairment loss in respect of such premises.
No contingent rent has been recognised in the statement of profit and loss. There are no minimum future lease payments as
there are no non-cancellable leases. Lease income is recognised in the statement of profit and loss under “Other income”
(refer note 26). Lease income earned by the Group from its investment properties and direct operating expenses arising on the
investment properties for the year is set out in note 4.
306
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307
Corporate Overview Management Statements Statutory Reports Financial Statements
Contingent assets
Based on management analysis, there are no material contingent assets as at 31 March 2020 and as at 31 March 2019.
308
Information on Company’s Business Locations
Registered Office Ramkola Sugar Unit Distillery Unit – Sabitgarh Corporate Information
Deoband, District-Saharanpur Ramkola, District-Kushinagar P.O. Karora, Tehsil Khurja Chairman and Managing Director
Uttar Pradesh-247 554 Uttar Pradesh-274 305 District-Bulandshahar, Mr. Dhruv M. Sawhney
STD Code: 01336 STD Code: 05567 Uttar Pradesh-203 129 (DIN-00102999)
Phone: 222185, 222866 Phone: 9936300473
Branded Division Vice Chairman & Managing Director
Fax: 222220 Fax: 2562483
‘Express Trade Towers’, 8th Floor Mr. Tarun Sawhney
CIN- L15421UP1932PLC022174
Sabitgarh Sugar Unit 15-16, Sector- 16A
(DIN-00382878)
P.O. Karora, Tehsil Khurja Noida 201 301(U.P.)
Corporate Office District-Bulandshahar, STD Code: 0120 Directors
‘Express Trade Towers’, 8th Floor Uttar Pradesh-203 129 Phone: 4308000 Mr. Nikhil Sawhney
15-16, Sector- 16A STD Code: 05733 Fax: 4311010-11 (DIN-00029028)
Noida 201 301(U.P.) Phone: 9557794246
Gears Business Mr. Shekhar Datta
STD Code: 0120 Fax: 228894/95
1,2,3 Belagola Industrial Area, (DIN-00045591)
Phone: 4308000
Fax: 4311010-11 Rani Nangal Sugar Unit Metagalli Post, K.R.S. Road, Ms. Homai A. Daruwalla
Rani Nangal, Tehsil Thakurdwara Mysore-570 016 (DIN-00365880)
Share Department/Investors’ District- Moradabad STD Code: 0821 Dr. Santosh Pande
Grievances Uttar Pradesh-244 401 Phone: 4286501, 4286502 (DIN-01070414)
‘Express Trade Towers’, 8th Floor STD Code: 0591 Fax: 4286531
Phone: 09690003373 Mr. Sudipto Sarkar
15-16, Sector- 16A Water Business (DIN-00048279)
Noida 201 301(U.P.) Milak Narayanpur Sugar Unit Plot No.44, Block-A, Mr. Jitendra Kumar Dadoo
STD Code: 0120 Milak Narayanpur, P.O. Dadiyal Phase II Extension, (DIN-02481702)
Phone: 4308000 District-Rampur Hosiery Complex, Noida-201 305,
Fax: 4311010-11 Uttar Pradesh- 244 925 District Gautam Budh Nagar, U.P. Group Chief Financial Officer
Email: shares@trivenigroup.com STD Code: 0595 STD Code: 0120 Mr. Suresh Taneja
Phone: 9758400190-191 Phone: 4748000
Fax: 2565002 Group Vice President &
Registrar and Share Fax: 4243049
Company Secretary
Transfer Agents
Chandanpur Sugar Unit Ms. Geeta Bhalla
For Equity shares held in physical Subsidiary Companies
P.O. Chapna, Tehsil-Hasanpur,
and electronic mode
District- Amroha Bankers
(Correspondence Address) Triveni Industries Limited
Uttar Pradesh-244 255 Axis Bank Ltd.
M/s KFin Technologies Pvt. Ltd., STD Code: 05924 Triveni Engineering Limited Canara Bank
Unit: Triveni Engineering & Phone: 267004/05, 7830220828
Triveni Energy Systems Limited Central Bank of India
Industries Limited Fax: 267001 IDBI Bank Ltd.
Karvy Selenium Tower B,
Co-generation Khatauli Triveni Entertainment Limited IndusInd Bank Ltd.
Plot 31-32, Gachibowli,
Khatauli, District- Muzaffarnagar, Oriental Bank of Commerce
Financial District, Nanakramguda, Triveni Sugar Limited
Uttar Pradesh-251 201 Punjab National Bank
Hyderabad-500 032.
STD Code: 01396 Svastida Projects Limited RBL Bank Ltd.
Tel. 040-67162222,
Phone: 9897133335, 9897544464 State Bank of India
Fax 040-23001153 Mathura Wastewater Management Yes Bank Ltd.
Email: einward.ris@kfintech.com Co-generation Deoband Pvt. Limited
Deoband, District-Saharanpur Auditors
Khatauli Sugar Unit Uttar Pradesh-247 554 M/s S.S. Kothari Mehta &
Khatauli, District- Muzaffarnagar, STD Code: 01336 Company
Uttar Pradesh-251 201 Phone: 222185, 222866
Triveni Group website
STD Code: 01396 Fax: 222220
www.trivenigroup.com
Phone: 01396-2722561-62
Alco-Chemical
Unit - Muzaffarnagar
Deoband Sugar Unit
Village Bhikki Bilaspur,
Deoband, District-Saharanpur
Jolly Road,
Uttar Pradesh-247 554
District - Muzaffarnagar,
STD Code: 01336
Uttar Pradesh-251 001
Phone: 222185, 222866
STD Code: 0131
Fax: 222220 Phone: 7895900631-36
Fax: 2600569
CIN-L15421UP1932PLC022174
8th Floor, Express Trade Towers,
Plot No. 15 & 16, Sector 16-A,
Noida-201 301, Uttar Pradesh
www.trivenigroup.com
ENGINEERING & INDUSTRIES LTD.
NOTICE
th
NOTICE is hereby given that the 84 Annual General Meeting of Members of Triveni Engineering & Industries Limited will be held
on Monday, the 28th day of September, 2020 at 11.00 a.m. (IST) through Video Conferencing (‘VC”) / Other Audio Visual Means
(“OAVM”) to transact the following business:
ORDINARY BUSINESS:
1. To receive, consider and adopt:
(a) the audited financial statements of the Company for the year ended March 31, 2020 including the audited Balance
Sheet as at March 31, 2020 and the Statement of Profit and Loss for the year ended on that date together with the
Reports of the Board of Directors and Auditors’ thereon; and
(b) the audited consolidated financial statements of the Company for the year ended March 31, 2020 including the
audited consolidated Balance Sheet as at March 31, 2020 and the consolidated Statement of Profit and Loss for the
year ended on that date together with the Report of the Auditors’ thereon.
2. To confirm the payment of interim dividend of 110% i.e. Re.1.10 per fully paid equity share of Re.1/- each already paid to the
equity shareholders during the year as the final dividend for the financial year ended March 31, 2020.
3. To appoint a Director in place of Mr. Dhruv M. Sawhney (Director Identification Number: 00102999), who retires by rotation
and, being eligible, offers himself for re-appointment.
SPECIAL BUSINESS:
4. To consider and, if thought fit, to pass with or without modification(s), the following resolution as a Special
Resolution:
RESOLVED THAT pursuant to the provisions of Sections 196, 197 read with Schedule V and other applicable provisions, if
any, of the Companies Act, 2013 (“the Act”) and the Companies (Appointment and Remuneration of Managerial Personnel)
Rules, 2014 (including any statutory modifications, amendments or re-enactments thereto for the time being in force), SEBI
(Listing Obligations & Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”) (including any statutory
modifications or supplements thereto for the time being in force), the relevant provisions of the Articles of Association of the
Company, and subject to such approvals as may be required, consent and approval of the Company be and is hereby
accorded to the re-appointment of Mr Dhruv M. Sawhney (Director Identification Number:00102999) as Managing Director
of the Company (designated as Chairman & Managing Director) for a period of five years with effect from 31st March, 2020
on the remuneration and terms and conditions as set out in the Explanatory Statement annexed to this Notice and whose
period of office shall be liable to determination by retirement of directors by rotation.
RESOLVED FURTHER THAT the Board of Directors of the Company (on the recommendations of the Nomination &
Remuneration Committee) be and are hereby authorized to revise, amend, alter and vary the remuneration and other terms
and conditions of Mr Dhruv M. Sawhney, Managing Director in such a manner as may be permissible in accordance with the
provisions of the Act and Schedule V or any modification or enactment thereto and subject to the approval of the Central
Government, if required, and as may be agreed to by and between the Board of Directors and Mr Dhruv M. Sawhney,
without any further reference to the shareholders in general meeting.
RESOLVED FURTHER THAT in the absence or inadequacy of profits in any financial year during the term of office of Mr
Dhruv M. Sawhney as Managing Director, he shall be paid the remuneration, allowances and perquisites except the
commission/performance bonus as set out in the explanatory statement forming part of this Notice or the revised
remuneration as approved by the Board of Directors from time to time, as the Minimum Remuneration in accordance with
Schedule V and other applicable provisions of the Act.
RESOLVED FURTHER THAT as Managing Director of the Company, Mr Dhruv M. Sawhney shall, subject to the
supervision, control and directions of the Board of Directors of the Company, continue to exercise substantial powers of
management and shall manage the business and affairs of the Company.
RESOLVED FURTHER THAT the Board of Directors of the Company be and are hereby authorized to take all actions and
steps expedient or desirable to give effect to this resolution in conformity with the provisions of the Act and also to settle any
question, difficulty or doubt that may arise in this regard without requiring to secure any further consent or approval of the
shareholders of the Company.
(1)
5. To consider and, if thought fit, to pass with or without modification(s), the following resolution as an Ordinary
Resolution:
RESOLVED THAT pursuant to the provisions of Section 148 and other applicable provisions, if any, of the Companies Act,
2013 read with the Companies (Audit and Auditors) Rules, 2014 (including any statutory modification(s) or re-enactments
thereto for the time being in force), Mr Rishi Mohan Bansal, Cost Accountant (Firm Registration Number: 102056) and M/s
GSR & Associates, Cost Accountants (Firm Registration Number: 000069) appointed as Cost Auditors by the Board of
Directors of the Company, to conduct the audit of the cost records of the Company’s sugar businesses (including
cogeneration and distillery) and gears business respectively for the financial year ending March 31, 2021, be paid the
remuneration as set out in the Explanatory Statement annexed to the Notice convening this Meeting.
RESOLVED FURTHER THAT the Board of Directors of the Company be and are hereby authorised to do all acts and take
all such steps as may be necessary, proper or expedient to give effect to this resolution.
By Order of the Board
(2)
The Company has appointed its Registrar & Transfer Agent (‘RTA’), KFin Technologies Pvt. Ltd. (‘KFintech’) for facilitating
voting through electronic means, as the authorized agency. The members may cast their votes using an electronic voting
system from a place other than the venue of the AGM (‘remote e-voting’). Further, the facility for voting through electronic
voting system will also be available during the meeting to be held through VC/OAVM and the members attending the
meeting who have not cast their vote(s) by remote e-voting will be able to vote during the meeting. The instructions for e-
voting are provided herein below.
9. The Register of Directors and Key Managerial Personnel and their shareholding, maintained under Section 170 of the Act,
and the Register of Contracts or Arrangements in which the directors are interested, maintained under Section 189 of the
Act, will be available electronically for inspection by the members during the AGM.
The aforesaid documents along with documents, if any, referred to in the Notice will also be available electronically for
inspection by the Members from the date of circulation of this notice up to the date of AGM, i.e. 28th September, 2020.
Members seeking inspection of the aforementioned documents can send an email at shares@trivenigroup.com.
10. Members desirous of seeking any information/clarification with regard to the financial statements or any matter being
placed at the AGM, are requested to address their query, if any, in writing, to the Company Secretary at the Corporate Office
of the Company at least 10 days before the date of the AGM through email at shares@trivenigroup.com so that the
information may be made available at the AGM.
11. SEBI has mandated the submission of PAN and bank details by every participant in securities market. Members holding
equity shares in physical form are requested to notify/send details of their PAN and bank account, along with self-attested
copy of PAN Card and cancelled cheque leaf bearing the name of the member, in case the same has not been furnished
earlier or any change in their registered address/email-ID/NECS mandate/bank details etc. to the Company’s Share
Department or its RTA, KFin Technologies Private Ltd, Selenium Building, Tower-B, Plot No.31-32, Gachibowli, Financial
District, Nanakramguda, Hyderabad-500 032 quoting their folio numbers.
Members holding equity shares in dematerialized form are requested to notify/send the aforesaid details directly to their
respective Depository Participant(s) (“DP”).
12. As per the provisions of Section 72 of the Act, the facility for making nomination is available for the Members in respect of
the shares held by them. Members who have not yet registered their nomination are requested to register the same by
submitting Form No. SH-13 with the Company or its RTA, in case the shares are held in physical form. Members holding
shares in demat form may contact their respective DP for recording nomination in respect of their shares.
13. Pursuant to amended Regulation 40 of the Listing Regulations, with effect from April 1, 2019 any request for effecting
transfer of securities by a listed entity, except in case of transmission or transposition, cannot be processed unless the
securities are held in the dematerialized form with a depository. Hence members holding shares in physical form are
requested to avail of the facility of dematerialization before initiating transfer of shares.
14. Members wishing to claim dividends that remain unclaimed are requested to correspond with the Company’s Share
Department or its RTA, KFintech. Members are requested to note that dividends that are not claimed within seven years
from the date of transfer to the Company’s Unpaid Dividend Account, will be transferred to the Investor Education and
Protection Fund (‘IEPF’). Shares on which dividend remains unclaimed for seven consecutive years shall be transferred to
the IEPF as per Section 124 of the Act, read with applicable IEPF rules.
Dispatch of Annual Report:
15. In compliance with the aforesaid MCA and SEBI Circulars, Notice of the AGM along with the Annual Report FY20 is being
sent only through electronic mode to those members whose email addresses are registered with the
Depositories/Company. Members may note that the Notice and Annual Report FY20 will also be available on the
Company’s website www.trivenigroup.com, websites of the stock exchanges i.e. BSE Limited (‘BSE’) and National Stock
Exchange of India Limited (‘NSE’) at www.bseindia.com and www.nseindia.com respectively and on the website of
KFintech at https://evoting/kfintech.com.
Declaration of Result:
16. The Board of Directors has appointed Mr Suresh Gupta, practising company secretary (FCS 5660/CP No.5204) as a
Scrutinizer to scrutinize the remote e-voting process and e-voting at the AGM in a fair and transparent manner.
17. The Scrutinizer shall, immediately after the conclusion of e-voting at the AGM, count the votes cast at the AGM and
thereafter unblock the votes cast through remote e-voting and make, not later than 48 hours of the conclusion of the AGM, a
consolidated Scrutinizer’s Report of the total votes cast in favour or against, if any, to the Chairman or a person authorized
by him in writing, who shall countersign the same and shall declare the results of the voting forthwith. Subject to receipt of
the requisite number of votes, the resolutions will be deemed to be passed on the date of AGM i.e. September 28, 2020.
18. The Results declared along with the Scrutinizer’s Report shall be placed on the website of the Company
(www.trivenigroup.com) and on the website of KFintech (https://evoting.kfintech.com). The Company shall,
simultaneously, forward the results to BSE and NSE, where the equity shares of the Company are listed.
(3)
Process for those shareholders whose email ids are not registered with the Depositories/Company for receiving
all communications (including Annual Reports), procuring user id and password and, registration of email ids for
e-voting for the resolutions set out in this notice:
19. Members holding shares in physical mode and who have not registered / updated their email address with the
Company/RTA are requested to register / update the same by sending an email to the Company/RTA with details of folio
number and attaching a scan copy of share certificate (front and back), self-attested scanned copy of PAN card, along with
any one of Aadhaar Card / Passport / Driving License / Election Identity Card to shares@trivenigroup.com OR
einward.ris@kfintech.com for registering email address.
20. Members holding shares in dematerialized mode are requested to register / update their email addresses with their
respective Depository Participant.
Procedure for joining AGM through VC / OAVM:
21. The Company has appointed KFintech to provide Video Conferencing facility for the AGM and the attendant enablers for
conducting of the e-AGM. Member will be provided with a facility to attend the e-AGM through video conferencing platform
provided by Kfintech. Members may access the same at https://emeetings.kfintech.com by clicking “AGM video
conference”. Members are requested to follow the procedure given below:
i. Launch internet browser (chrome/ firefox/safari) by typing the URL:https://emeetings.kfintech.com
ii. Enter the login credentials (i.e., User ID and password for e-voting).
iii. After logging in, click on “Video Conference” option
iv. Then click on camera icon appearing against AGM event of Triveni Turbine Limited, to attend the Meeting.
Please note that the members who do not have the User ID and Password for e-Voting or have forgotten their User ID and
Password may retrieve the same by following the remote e-Voting instructions mentioned in the notice.
22. Members are encouraged to join the Meeting through Laptops for better experience and use Internet with a good speed to
avoid any disturbance during the meeting. Please note that participants connecting from these devices connecting via
Mobile Hotspot may experience Audio/Video loss due to Fluctuation in their respective network. It is therefore
recommended to use Stable Wi-Fi or LAN Connection to mitigate any kind of aforesaid glitches.
Speaker Registration
23. Shareholders who would like to express their views/ask questions during the meeting may login at
https://emeetings.kfintech.com and click on “Speaker Registration” by mentioning the demat account number/folio
number, city, email id, mobile number and submit. A confirmation of registration shall be displayed on the screen. The
“Speaker Registration” window shall be activated on Friday, September 25, 2020 at 10.00 A.M (IST) and shall be closed
on Saturday, September 26, 2020 at 5.00 P.M. (IST). The Company reserves the right to restrict the number of questions
and number of speakers, depending upon availability of time as appropriate for smooth conduct of the AGM. Those
shareholders who have registered themselves as a speaker will only be allowed to express their views/ ask questions
during the meeting.
Procedure for Remote E-Voting and E-voting at the AGM:
24. Members are requested to attend and participate in the ensuing AGM through VC / OAVM and cast their vote either through
remote e-voting facility or through e-voting facility to be provided during the AGM.
25. The facility of e-voting during the AGM will be available to those Members who have not cast their vote by remote e-voting.
Members, who have cast their vote by remote e-voting, may attend the AGM through VC/ OAVM but will not be entitled to
cast their vote once again on resolutions.
26. Members who need assistance before or during the AGM, can contact KFintech on evoting@kfintech.com or call on toll
free number 1800-345-4001. Kindly quote your name, DP ID-Client ID / Folio no. and E-voting Event Number in all your
communications.
27. The remote e-voting period commences on Friday, September 25, 2020 at 10.00 A.M (IST) and ends on Sunday,
September 27, 2020 at 05.00 P.M. (IST). During this period, members of the Company holding shares either in physical or
dematerialised form, as on the cut-off date may cast their vote by remote e-voting. The remote e-voting module shall be
disabled by KFintech for voting thereafter. Once the vote on a resolution is cast by the Member, the Member shall not be
allowed to change it subsequently.
28. The e-Voting window shall be activated upon instructions of the Chairman during the AGM proceedings. Members shall
vote as per the credentials displayed in the e-voting window. Members would need to click on the “Instapoll” icon and follow
the instructions to vote on the resolutions.
(4)
29. The Members, whose names appear in the Register of Members / list of Beneficial Owners as on cut-off date i.e. Monday,
September 21, 2020 are entitled to vote on the Resolutions set forth in this Notice. The voting rights of the Members shall
be in proportion to the paid-up value of their shares in the equity capital of the Company as on the cut-off date. A person
who is not a member as on the cut-off date should treat this notice for information purposes only.
Eligible members who have acquired shares after the dispatch of the Annual Report and holding shares as on the cut-off
date may approach KFintech by email at evoting@kfintech.com or contact Ms. C. Shobha Anand at Phone No.040-
67162222, for issuance of the user ID and password for exercising their right to vote by electronic means.
30. Members who are already registered with KFintech for remote e-voting can use their existing user ID and password for
casting their vote. In case they don’t remember their password, they can reset their password by using “Forgot User
Details/Password” option available on https://evoting.kfintech.com
Members are requested to follow the instructions below to cast their votes through remote e-voting:
31. In case a member receives an e-mail from KFintech (for Members whose e-mail addresses are registered with the
Company/ Depository Participants) the following needs to be done:
(i) Launch internet browser by typing the URL: https://evoting.kfintech.com.
(ii) Enter the login credentials (i.e. User ID and Password which are mentioned in the email). Your Folio No./ DP ID-Client
ID will be your User ID. However, if you are already registered with KFintech for e-voting, you can use your existing
User ID and password for casting your vote.
(iii) After entering these details appropriately, Click on “LOGIN”.
(iv) You will now reach password change Menu wherein you are required to mandatorily change your password. The new
password shall comprise of minimum 8 characters with at least one upper case (A-Z), one lower case (a-z), one
numeric value (0-9) and a special character (@,#,$, etc.). The system will prompt you to change your password and
update your contact details like mobile number, email ID, etc. on first login. You may also enter a secret question and
answer of your choice to retrieve your password in case you forget it. It is strongly recommended that you do not
share your password with any other person and that you take utmost care to keep your password confidential.
(v) You need to login again with the new credentials.
(vi) On successful login, the system will prompt you to select the “EVENT” i.e., Triveni Engineering & Industries Limited.
(vii) On the voting page, enter the number of shares (which represents the number of votes) as on the Cut Off date under
“FOR/ AGAINST” or alternatively, you may partially enter any number in “FOR” and partially in “AGAINST” but the
total number in “FOR/AGAINST” taken together should not exceed your total shareholding as on the cut-off date. You
may also choose the option ABSTAIN. If the Member does not indicate either “FOR” or “AGAINST” it will be treated as
“ABSTAIN” and the shares held will not be counted under either head.
(viii) Members holding multiple folios/demat accounts shall choose the voting process separately for each folios/demat
accounts.
(ix) You may then cast your vote by selecting an appropriate option and click on “Submit”.
(x) A confirmation box will be displayed. Click “OK” to confirm else “CANCEL” to modify. Once you confirm, you will not
be allowed to modify your vote. During the voting period, Members can login any number of times till they have voted
on the resolution(s).
(xi) In case of any queries, please visit Help and Frequently Asked Questions (FAQs) section available at evoting website
https://evoting.kfintech.com.
The details of the person who may be contacted for any grievances connected with the facility for e-voting on the day of the AGM
are Ms. C Shobha Anand, Deputy General Manager, E-mail – Einward.ris@kfintech.com, Phone - 040-67162222.
Facility to cast votes through e-voting will be made available on the Video Conferencing Screen and will be activated once the
same is announced by the Chairman during the Meeting.
(5)
EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013
Item No.4
The members of the Company had by way of special resolution passed through postal ballot on April 24, 2015 re-appointed
Mr Dhruv M. Sawhney as Managing Director [designated as Chairman & Managing Director (‘CMD’)] of the Company for a period
of five years with effect from March 31, 2015 without any remuneration except for certain benefits/facilities for effectively
discharging his official duties. The present tenure of CMD has been completed on March 30, 2020.
Keeping in view his vast experience, knowledge of the Company’s businesses and the industry leadership capabilities,
entrepreneurship skills, and the role in the performance of the Company, the Board of Directors of the Company at their meeting
held on February 4, 2020 have, on the recommendation of the Nomination and Remuneration Committee, and subject to the
approval of the shareholders by way of a special resolution and such other approvals as may be required, re-appointed Mr Dhruv
M. Sawhney as Managing Director of the Company (designated as Chairman & Managing Director) for a further period of five
years with effect from March 31, 2020 on the remuneration and terms and conditions set out below:-
I. Remuneration
1. Salary:
Rs.25,00,000/- (Rupees Twenty five lakh only) per month in the scale of Rs.25,00,000/- to Rs.45,00,000/-, with such
annual increments as may be decided by the Board/Nomination & Remuneration Committee effective 1st April each
year.
2. Allowances and Perquisites:
(i) Housing:
a) Leased residential accommodation having rent upto 60% of the Salary or House Rent Allowance at the
rate of 60% of Salary as per the Rules of the Company.
b) Actual expenses pertaining to maintenance of accommodation, gas, electricity, water and other utilities
will be borne/reimbursed by the Company.
c) The Company shall provide such furniture, furnishing, domestic help and security guards at his residence
as may be required.
(ii) Medical Reimbursement: Reimbursement of actual medical expenses incurred in India and abroad for self
and family. The total cost of travel to and fro and also for the stay in foreign country for the patient, an attendant
and medical supervision, if required, shall be borne by the Company.
(iii) Leave Travel Assistance: As per Rules of the Company.
(iv) Insurance Coverage: Medical /health insurance, personal accident insurance in India and abroad for self and
family.
(v) Company’s contribution to the Provident Fund and payment of Gratuity shall be as per Rules of the Company.
(vi) Leave: Leave with full pay and allowances or encashment thereof as per Rules of the Company. Leave
accumulated, but not availed during the tenure shall be encashed at the end of the tenure as per Rules of the
Company.
(vii) Club Memberships: Subscription or reimbursement of membership fees for two clubs in India and/or abroad,
including admission and life membership fees.
(viii) Conveyance facilities: Provision of two cars with chauffeur.
Explanation:
Perquisites shall be evaluated as per Income-tax Rules, wherever applicable and in the absence of any such rule,
perquisites shall be evaluated at actual cost.
3. Commission/Performance Bonus: As may be decided by the Board of Directors, on the recommendations of the
Nomination and Remuneration Committee, from year to year.
4. Amenities:
i) Communication facilities: The Company shall provide appropriate telephones, including cellular phones,
telefax, internet and other communication facilities at the Managing Director’s residence, for discharging his
functions effectively.
ii) The Company shall provide office space, if required by the Managing Director either at place of his residence or
any other convenient place for discharging his official duties along with the required office infrastructure and
facilities.
iii) The Managing Director shall be entitled to the reimbursement of expenses actually incurred on official traveling
and board and lodging for self and also for spouse, if considered expedient to accompany him in the Company’s
interests, during domestic or overseas business trips and reimbursement of entertainment expenses incurred
in the course of business of the Company.
(6)
Explanation:
The amenities shall not be included for the purposes of computation of the Managing Director’s remuneration as
aforesaid.
II. Overall Remuneration
The aggregate of salary, allowances and perquisites in any financial year shall not exceed the limits prescribed under
Section 197 and other applicable provisions of the Act read with Schedule V to the said Act, as may, for the time being, be in
force.
III. Minimum Remuneration: Notwithstanding anything to the contrary contained herein, in the event of absence or
inadequacy of profits in any financial year during the term of office of Mr Dhruv M. Sawhney as Managing Director, the
Company will, subject to applicable laws, pay him the remuneration, allowances and perquisites as detailed above with
such increments/revision as may be approved from time to time except commission/performance bonus as the Minimum
Remuneration in accordance with Schedule V and other applicable provisions of the Act.
Mr Dhruv M. Sawhney will not be paid any sitting fees for attending the meetings of the Board of Directors or Committees thereof.
Mr. Dhruv M. Sawhney is also the Chairman & Managing Director of one of the associate companies viz. Triveni Turbine Ltd.
(TTL) and presently has not been drawing any remuneration from that Company except for certain benefits/facilities incidental to
performance of his duties. However, he has been drawing remuneration from a step down subsidiary of TTL located in Dubai,
UAE.
Further, in terms of Section 152 of the Act, Mr Dhruv M. Sawhney is also liable to retire by rotation at this AGM, and being eligible,
offers himself for re-appointment. A brief resume of Mr Sawhney along with additional information pursuant to Regulation 36(3) of
SEBI Listing Regulations and Secretarial Standards on General Meetings is provided in Annexure-A to this notice.
Since Mr. Sawhney, who is a Non-Resident Indian and has attained the age of about 76 years, as per the provisions of Sections
196 and 197 read with Schedule V of the Act, his re-appointment is subject to approval of the shareholders by way of a special
resolution and of the Central Government, if required. Further, Mr Sawhney is a promoter of the Company and the proposed
remuneration payable to him annually may exceed Rs.5 crore or 2.5 percent of the net profits of the Company, whichever is
higher, in any financial year during his tenure. Accordingly, in terms of Regulation 17(6)(e) of the SEBI Listing Regulations, the
annual remuneration exceeding said limits shall also require approval of the shareholders by a special resolution.
Accordingly, approval of the shareholders is sought by way of a special resolution to the re-appointment and payment of
remuneration to Mr. Dhruv M. Sawhney as Managing Director of the Company in accordance with the relevant provisions of the
Act read with Schedule V thereto and the SEBI Listing Regulations.
The Board commends the passing of Special Resolution at Item No.4 of the Notice.
None of the Directors or Key Managerial Personnel of the Company or their relatives, except Mr Dhruv M. Sawhney, the
appointee, Mr Tarun Sawhney, Vice Chairman & Managing Director and Mr Nikhil Sawhney, Director, who are related to each
other, are concerned or interested, financially or otherwise, in this Special Resolution except to the extent of their shareholding
interest, if any, in the Company.
Item No.5
The Board of Directors of the Company have, on the recommendation of the Audit Committee, approved the appointment and
remuneration of the following Cost Accountants as Cost Auditors to conduct the audit of the cost records of the Company’s
businesses mentioned against each of them for the financial year ending March 31, 2021:-
Sr.No. Name of the Cost Auditor Business Audit Fees* (Rs.)
1. Mr Rishi Mohan Bansal Sugar Businesses (including Cogeneration & Distillery) 3,96,000/-
2. M/s GSR & Associates Gears Business 52,000/-
*plus applicable taxes and out of pocket expenses
In accordance with the provisions of Section 148 of the Companies Act, 2013 read with the Companies (Audit and Auditors)
Rules, 2014, the remuneration payable to the Cost Auditors has to be ratified by the members of the Company. Accordingly,
consent of the members is sought for ratification of the remuneration payable to the Cost Auditors for the financial year ending
March 31, 2021, as mentioned above.
The Board of Directors of the Company commend the passing of Resolution at Item No.5 of the Notice.
None of the Directors / Key Managerial Personnel of the Company / their relatives are concerned or interested, financially or
otherwise, in this resolution.
By Order of the Board
(7)
Annexure-A
Brief Profile of Mr. Dhruv M Sawhney
Promoter/Chairman & Managing Director
DIN:00102999
Mr Dhruv M. Sawhney, aged about 76 years, is an eminent industrialist. He graduated with a Master’s degree in Mechanical
Sciences from Emmanuel College, University of Cambridge, U.K. and an M.B.A with distinction from the Wharton School,
University of Pennsylvania, U.S.A. He was on the Dean’s list for all terms, came second in the University, and is a life member of
Beta Gama Sigma.
Mr. Sawhney received the “Chevalier de la Legion d’Honneur” from President Chirac of the French Republic, and was made an
‘Honorary Lieutenant of the Royal Victorian Order’ (LVO) by HM Queen Elizabeth II. He chaired the Commonwealth Leadership
Development Conferences founded by HRH The Duke of Edinburgh to foster and broaden the decision making ability of future
leaders.
Mr Sawhney has been nominated by Prime Minister Modi to be the Co-Chair of the Indo-French CEO’s Forum. Mr. Sawhney was
President of the Confederation of Indian Industry (CII) at the start of India’s liberalization in 1991/92, and was a Past President of
the International Society of Sugar Cane Technologists and the Indian Sugar Mills Association. He received the ‘Lifetime
Achievement Award’ from the Sugar Technologists’ Association of India, and was made ‘Indian Business Leader of the Year’ by
Horasis. He is a past Chairman of the Indian Institute of Management, Kashipur, and the Doon School, one of India’s premier
Schools. He was President of the All India Chess Federation for 12 years and is a Chevalier of the Confrérie des Chevaliers du
Tastevin in Burgundy.
Mr. Sawhney is Chairman and Managing Director of Triveni Turbine Ltd. and Triveni Engineering and Industries Ltd. Mr. Sawhney
chairs the Board of Trustees of North India’s oldest charitable hospital named after his great grandfather, and inaugurated by the
first President of India. It is funded by the Triveni Group and the Sawhney family, and provides free and subsidized secondary
care to the weaker sections of society and runs a free nurses training school.
Details of Director seeking re-appointment at the 84th AGM pursuant to Regulation 36(3) of the SEBI Listing Regulations
and the Secretarial Standards on General Meetings
Name of the Director Mr. Dhruv M. Sawhney
Date of Birth June 26, 1944
Nationality Indian
Date of appointment on the Board September 20, 1992
Qualifications Graduate with a Master’s degree in Mechanical Sciences from Emmanuel
College, University of Cambridge, U.K. and an M.B.A with distinction from the
Wharton School, University of Pennsylvania
Expertise An Industrialist with wide experience in sugar and engineering industry having
adequate functional and managerial experience. His expertise includes general
management, leadership, corporate governance and finance. A brief profile of
Mr Sawhney is attached as Annexure A to this notice.
Directorship held in other Companies Chairman and Managing Director
Triveni Turbine Ltd. (Listed Company)
Director
GE Triveni Ltd.
Kameni Upaskar Ltd.
Triveni Turbines Europe Pvt. Ltd., (U.K.)
Triveni Turbines DMCC, Dubai (UAE)
Triveni Turbines South Africa Pty. Ltd. (South Africa)
Memberships / Chairmanships of Audit Committee
Committees in other public GE Triveni Ltd. - Chairman
Companies*1
Number of Board attended During FY 20 3/6
Detail of Remuneration As stated in the explanatory statements to Item No.4 attached to this notice.
Shareholding 38650774 equity shares of Re.1/- each.
Relationship between directors inter-se Mr. Dhruv M. Sawhney is the father of Mr. Tarun Sawhney, Vice Chairman and
Managing Director and Mr. Nikhil Sawhney, Director of the Company.
*1 The Committees considered above are those prescribed under Regulation 26 of the SEBI Listing Regulations of Public
Limited Companies.
(8)