BAJAJ ELECTRICALS LTD.

Bajaj Electricals Limited was incorporated in July , 1938. The Company is engaged in business of consumer products (appliances, fans, lighting), EPC (illumination, power transmission and power distribution) and exports. Powered by a pan-India presence and a market leading position in the industry, the Company functions through 20 branch offices which are duly supported by a chain of approximately over 700 distributors, 2.20 lakhs retail outlets and over 600 consumer care centers. Besides this, the Company has expanded its footprints in international market, catering to more than 40 countries in South East Asia, SAARC nations, the Middle East and the African continent. The company is a well-established brand in the consumer appliances industry and holds the leadership position in many kitchen and domestic appliances segment. The company plays in the Indian consumer durables space in the kitchen and domestic appliances, fans and lighting solutions. Leveraging its brand name, mass appeal and broad understanding of the consumer markets, it has also entered into strategic alliances with international companies to cater to the untapped premium market for consumer appliances and to exploit opportunities in the lighting industry. Morphy Richards of the UK is a leading premium home & kitchen appliances brand, present in India since 2002 through the company, with its range of products available in over 22 categories. The company has also a strong foothold in power transmission and distribution business. The company also has a significant presence in the lighting and luminaires business. The company's Transmission Line Towers (TLT) delivers EPC services in transmission lines upto 765 kV, EHV substations upto 220 kV & monopole-based transmission lines upto 400 kV. Hot-dip galvanised lattice towers & monopole structures are manufactured at the company's own unit at Ranjangaon, near Pune. The company supplies high masts, street lighting poles and FRP decorative poles under its Illumination EPC division. Also special lighting projects such as power plants, stadiums and architectural lighting, etc. are undertaken by the company. It undertakes end to end turnkey projects in lighting including conceptualising, designing, manufacturing, installing and commissioning. Highmast lighting systems and lighting poles are the forte of the company wherein it is the nationwide leader. Hot-dip galvanised highmasts, poles and monopole structures are manufactured at the company's Ranjangaon facility, near Pune (Maharashtra) Through the Illumination EPC division, the company also caters to international geographies. The highmast systems are exported to over 15 countries across Africa, Europe, Middle East Asia and South East Asia regions. The company undertakes designing and marketing of solutions for commercial lighting, industrial lighting, street lighting, area lighting, IBMS and renewable energy, under the Luminaires division. Bajaj Electricals (BEL) commenced its operations as Radio Lamp Works and changed its name to the present one in 1960. In 1992-93, a Memorandum of Understanding was concluded with The Black & Decker Corporation of USA for setting up a Joint Venture Company for the manufacture of Portable Electric Power Tools and Small Home Appliances in India. During 1994-95, BEL subdivided the equity shares of Rs.100/- each in to shares of Rs.10/- each. BEL offered rights issues in Apr.'95 at a premium of Rs 190 per share to part-finance its project to implement a joint venture, Black and Decker Bajaj Pvt Ltd with the Black and Decker Corporation, US, for the manufacture of power tools and houseware, and to expand the capacity of die-casting components from 25,000 pa to 40,000 pa. In 1996 BEL's Matchwel unit has been awarded ISO 9002 Certification by TUV, Bayan, Germany, in respect of fans, die-castings and magneto assemblies manufactured at Matchwel unit. During 1998-99, the company entered an agreement with the Black & DeckerCorp, USA to purchase their 50% holding in the Black & Decker bajaj, thus making it a 100% subsidiary in 1999-2000. Subsequently, the company was renamed Bajaj Ventures Ltd and BEL with a view to unlock part of the investments, disposed off 50% of the shareholding in Bajaj Ventures Ltd during 2001-2002, due to which the company ceased to be the subsidiary of BEL. BEL had set up facilities for manufacture of highmast and other related products along with galvanizing plant at an approximate cost of Rs.45 crores. The plant located at Ranjangaon near Pune commenced its commercial production from April 2001. The company has introduced two models of nature switches which turn on/off depending upon the ambient lux level. The switches being automatic, will contain the waste in use of electricity due to human errors. The Ranjangaon unit, a division of Engineering & Projects, has received the coveted ISO-9001certification and from 2002 it is actively working on ISO-14001certification. During December 2002 the company has executed one of the prestigious orders for illumination of eight outdoor and indoor stadiums at Hyderabad for the National Games 2002. During 2003-04, the company issued 43,21,440 equity shares of Rs.10/- each at a premium of Rs.15/- per share aggregating 1080.36 lacs as rights issue in the ratio of 1:1. The proceeds of the rights issue has been utilised for the repayment of ICDs. During 2005-2006, the company's production capacity of Swaged/Octagonal Poles expanded from 10,000 Nos to 19700 Nos and Lattice Mast/Transmission Line Towers/Others expanded from 22525 Nos to 24000 Nos. The companies production capacity of Products like Fans, Parts & Accessories for Magneto, Magneto Assemblies, Dies made of Steel, Power, Highmast Shafts, stood at 1000000 Nos, 25000 Nos, 300000 Nos, 24 (2.8 MW), 2275 Nos respectively. In 2014, Bajaj Electricals' Transmission Lines Tower Projects business unit commissioned ENICL 400KV Purnea-Biharsharif project for Sterlite, 400KV D/C DGEN-Navsari project for Torrent Energy Limited, 400KV Kosamba-Chorania project for GETCO, 765KV Dahod-Vadodara project for PGCIL and 400KV Koldam-Ludhiana project for PKTCL. During the year under review, Bajaj Electricals commissioned Rural Electrification projects under Rajiv Gandhi Grameen Vidyutikaran Yojana (RGGVY) at Champa, Mahasamund, Annupur, Raipur for NHPC, Kahalgaon for NTPC, Sambalpur for NTPC and Coochbehar for WBSEDCL. During the year under review, Bajaj Electricals closed 40 sites of Transmission Line Towers and also completed financial closure of most of them. During the year 2014-15, Bajaj Electricals' Engineering & Projects Business Unit (E&P BU) secured orders worth Rs. 2,235 crore, comprising of Transmission Line Tower (TLT) - Rs. 577 crore; Power distribution - Rs. 1,423 crore and Illumination - Rs. 235 crore. During 2015-16,, Morphy Richards (MR) brand, UK introduced a new range of Water Heaters, Table Fans, Pedestal Fans and Wall Mounting Fans. During the year under reporting, Bajaj Electricals' Fans business unit introduced star rated ceiling fans. During the year, the company's luminaires business unit saved energy of about 5,03,700 KWh by marketing its solar street light luminaires. The year also saw consolidation of Bajaj iLED range of high-end LED products which score on aesthetics, long life and energy saving. During the year under review, Bajaj Electricals' EXIM business unit appointed distributor for countries like UAE, Oman, Qatar, Kuwait, Sudan & Ghana. The EXIM business unit developed a new market for CFL in South Africa and started supplies. The business unit got the SASO certificate for Appliances & CB certificate for the range of Mixers. The business unit maintained No. 1 Position in Sri Lanka for Ceiling Fan. The business unit achieved 2.5 days clearing time for more than 95% of the import shipments while saving import costs as well. During the financial year ended 31 March 2015, Bajaj Electricals diluted its holdings in the associate companies by selling 18,60,000 equity shares of Hind Lamps Limited and 16,25,000 equity shares of Starlite Lighting Limited. The profit on sale of these shares has been recognised in the profit and loss account. Consequent upon dilution of shareholdings as aforesaid, the said companies ceased to be the associates of the company. During the year under review, Bajaj Electricals' Engineering & Projects business unit (E&P BU) commissioned architectural lighting of iconic Chatrapathi Shivaji Terminus railway station, Mumbai with colour changing LED lights. The (E&P BU) also commissioned landscape LED lighting of Buddha Smriti Park, Patna, sports lighting at Haldia Stadium, lighting of Kalinga Hockey Stadium, Bhubaneswar, illumination of Chennai outer ring road, power distribution project of RAPDRP WBSETCL for feeder renovation work in 5 towns (Jangipur, Dhulian, Sainthia, Kandi & Coochbehar), power distribution projects of Madhya Pradesh Purva Kshetra Vidyut Vitaran Company Ltd (MPPKVVCL) viz. Sidhi 2 and Balaghat, power distribution project of Chhattisgarh State Power Distribution Company Ltd (CSPDCL), Bhilai, 765kV Kurnool-Thiruvelam transmission line project of Power Grid Corporation of India and 400 kV Savangi-Kultabad and 132 kV Padegaon-Savangi transmission line projects of Maharashtra State Electricity Board. During the year under review, Bajaj Electricals closed 60 sites of Transmission Line Towers and also completed financial closure of most of them. During FY 2014-15, the company's EPC business secured orders worth Rs 3,335 crore, comprising of Transmission Line Tower (TLT) & SubStation Rs 728 crore, Power Distribution Rs 2,474 crore and Illumination Rs 133 crore. During the year, the performance of Ranjangaon unit was satisfactory, as it supplied about 500 masts and 9,000 poles in the last month of the financial year alone and over 50,000 poles in the whole year as against 42,500 poles in the previous year. In the Consumer Durables division, the Morphy Richards (MR) brand of UK introduced a new range of Water Heaters which contributed significantly to its performance. During the year under review, the key driver to the growth of economy segment of Bajaj Electricals' Fans business unit was the successful launch of 'Speedster'. During the year, the company's luminaires business unit saved energy of about 10,62,264 KWh by marketing solar street light luminaires. With regards to IBMS portfolio, the Luminaires division strategically focused on working in Data Centre projects and accordingly, cumulatively more than 50 data centers projects have been executed in the country. During the year under review, the company's lighting business unit made concentrated effort in developing LED based products by launching LED Bulbs, Panel Lights, Down Lighters, portable lanterns and torches. During the year, Bajaj Electricals ensured that it continues to build on its reputation of a distribution and a strong distribution network of more than 1000 distributors and 5000 direct dealers. During the year under review, the company's EXIM business unit launched Dubai branch office. The business unit won prestigious order for supply of high masts for 3 FIFA under 19 Football Stadiums from Dubai Municipality. The business unit maintained No. 1 position in Sri Lanka and No.2 position in Ghana for Ceiling Fans. During the financial year ended 31 March 2016, Bajaj Electricals' Transmission Line Towers (TLT) business unit completed and commissioned 2 sub-stations of 132 kV along with connected transmission lines and bays at Mungoli and Gohad for MPPTCL. The TLT business unit bagged order for 220 kV sub-station along with connected transmission line and bay at Mittemari in Karnataka from KPTCL. The business unit successfully completed and commissioned 187 KM long 765 kV D/C Kudgi Kolhapur Transmission line for PGCIL. The business unit also successfully completed and commissioned re-conductoring of Neyveli TS-I to TS-II expansion 400 kV link with HTLS conductor along with LILO of 2nd circuit of Neyveli-Trichy 400 kV D/C line at Nagapatnam Pooling Station. The TLT business unit bagged 2 packages of 765 kV D/C Warora Parli transmission line from PGCIL and completed Pile Foundations at 15 tower locations for 132 kV transmission lines of BSPTCL with design, engineering and construction in record time of 6 months. During the year under review, the company's Power Distribution (PD) business unit won orders worth Rs 120 crore, including the prestigious orders of Feeder Separation Project by Madhya Pradesh Poorva Kshetra Vidyut Vitaran Company Limited (MPPKVVCL) at Rewa District and Madhya Pradesh Madhya Kshetra Vidyut Vitaran Company Limited (MPMKVVCL) at Guna District, to close the year-end order book at Rs 1,677 crore. During the year, the focus of this business unit was on to improve project execution capabilities and efficient supply chain management and in order to achieve this, the business unit took strong strides in implementing TOC as a methodology. This has resulted in increase in the speed of project execution substantially. During the year under review, the company's Illumination business unit won and successfully commissioned many notable orders including Rs. 72 crore EESL order for retrofitting over 86,000 LED Streetlights in Delhi with remote management; Rs. 35 crore order for 611 Nos. Highmasts with floodlights for a Nigerian refinery and the floodlighting of the iconic Mohun Bagan football stadium in Kolkata. During the year under review, the Siddeshwar temple in Solapur, Dakshineshwar temple in Kolkata and Chatrapati Shivaji Terminus building of Central Railways were illuminated. The Lighting of the Chatrapati Shivaji Terminus building has become Mumbai's landmark visual. During the year under review, Bajaj Electricals made significant progress towards stabilizing Leap Ahead initiatives in all facets of EPC business. These initiatives channelize activities of business viz. tendering, engineering & design, sales, supply chain, manufacturing and logistics towards faster completion of project execution. This has resulted in closure and handing over of some of the projects to the customers before time, resulting in improving in working capital turns. In consumer durables business, the focus of the company's Fans business unit for FY 2015-16 continued on implementation of Reach Expansion Program (RREP). The CSD channel continued on its growth path by delivering 11% growth over the previous year. The production at the company's Chakan unit showed increase during the year under review with the production of 6,00,934 numbers of fans as against 4,57,436 numbers of fans in the previous year. This unit has been developed to cater to the demand of export market. During FY 2015-16, the company's Luminaires business unit made a significant progress in stabilizing Leap Ahead initiative in supply chain of luminaires, which has resulted in timely availability of material against confirmed orders and increase in sales. During the year under review, the company's lighting business unit made concentrated efforts in developing LED based products by launching LED Bulbs, Panel Lights, Down Lighters, portable lanterns and torches. The company's 2.8 MW Wind Farm located at Village- Vankusawade in Satara District of Maharashtra generated 29,80,491 electrical units during the year under review as compared to 30,67,570 electrical units in the previous year. During the financial year ended 31 March 2017, the operations of Bajaj Electricals' GLS bulbs and Tube lights manufacturing unit located at Kosi, Uttar Pradesh, which originally belonged to a sick company registered with BIFR and purchased by the company in an open bid invited by the Operating Agency for BIFR, in the year 2012-13, were closed as the efforts put in by the company's management to improve its operations were not yielding the desired results and there was not even a remote chance of improvement therein. FY 2016-17 has been a watershed year in the history of Bajaj Electricals. During the year under review, the company merged its four erstwhile consumer facing business divisions-Kitchen Appliances, Domestic Appliances, Fans and Lighting into one. This initiative is expected to bring in greater economies of scale and synergies, thereby improving the profitability. Unification of consumer-facing businesses will also enable the company expand its reach and offer more products over a period of time. Also, the Lighting business witnessed an integration of all sub-segments such as GLS, CFL, FTL & CL into LED, leading to extraordinary growth in this category. During the year under review, the company's Engineering, Procurement and Construction (EPC) business made a steady progress thanks to its leadership position in select domains, superior product portfolio and proven execution capabilities. During the year under review, the power distribution division executed the rural electrification work in some of the toughest territories of the country like Kishanganj and Jamui in Bihar, Morena and Balaghat in Madhya Pradesh. During the year, the company's exports division executed a prestigious project awarded by the Ministry of Sports, Oman. During FY 2016-17, the company's 2.8 MW Wind Farm located at Village Vankusawade in Satara District of Maharashtra generated 33,37,281 electrical units as compared to 29,80,491 electrical units in the previous year. During the year under review, Bajaj Electricals set up its new R&D Centre in Navi Mumbai with a mission to give its business a competitive edge. The new R&D Centre is a one-of- its-kind facility housing all aspects of research, design, development and testing capabilities under one roof. With a team of highly talented engineers, the R&D Centre will be the origin of all future products and technologies. During the financial year ended 31 March 2018, Bajaj Electricals incurred capital expenditure of Rs 40.93 crore. The company had advanced a sum of Rs 3.80 crore to Starlite Lighting Limited (SLL) as a Short-Term Loan inter-alia on the collateral security by way of pledge of 3500000 (28%) equity shares of Rs 10 each held in SLL by the Promoters of SLL, under an Agreement of Pledge of Shares dated February 23, 2007, with a right to the company to purchase the same, at its sole discretion, at a pre-determined consideration of Rs 0.10 paisa per equity share. During the year ended 31 March 2018, Bajaj Electricals exercised its right to acquire these shares and with this acquisition, the shareholding of the company in SLL has increased from 19% to 47%. The Board of Directors of Bajaj Electricals at its meeting held on November 9, 2017, considered and approved the revised valuation / share entitlement ratio for a demerger of the manufacturing business of Hind Lamps Limited (HLL) into the company and made consequential amendment to the Scheme (hereinafter referred to as Amended Scheme). As per the revised valuation report dated October 31, 2017, as issued by Messrs Katre Barwe & Associates, Chartered Accountants, Mumbai, the independent valuation firm, the revised share entitlement ratio of equity shares for the proposed demerger of the manufacturing business of the HLL into the company, as at relevant date, shall be 97 equity shares of Bajaj Electricals of Rs 2 each fully paid up for every 1,000 equity shares of HLL of Rs 25 each fully paid up (Revised Valuation Report). Accordingly, the shareholders of HLL, except the company, shall now be issued 471420 fully paid-up equity shares of the company of the face value of Rs2 each, as against 529740 equity shares proposed earlier in consideration for the demerger, in compliance with the provisions of Section 2(19AA) of the Income Tax Act, 1961. On November 20, 2017, Bajaj Electricals had filed the Amended Scheme with the stock exchanges under Regulation 37 of the Listing Regulations. On March 21, 2018, the stock exchanges conveyed their no-objection to the company in terms of Regulation 94 of the Listing Regulations while advising the company to publish the information pertaining to Dr. Rajendra Prasad Singh, Independent Director of the company, in the matter of G.E.T Power Limited in the Scheme and to bring the same to the notice of shareholders and the National Company Law Tribunal (NCLT). To meet the requirements of the aforesaid observation letters, the Board at its meeting held on March 29, 2018, suitably amended the Scheme (hereinafter referred to as the Amended Scheme with SEBI/RBI Observations). The company is now in the process of filling the Amended Scheme with SEBI/RBI Observations with NCLT.In FY 2017-18, Bajaj Electricals saw successful implementation of its renewed strategy with its dealer inventory programme rollout moving towards completion. FY 2017-18 witnessed the successful roll out of Range and Reach Expansion Program (RREP) in 80% of the country. This translates to serving nearly 500 districts, 400 distributors catering to more than 144,000 retailers. The strengthening of distribution already showed positive results in the last quarter of FY 2017-18 with categories like irons, water heaters, fans, induction cookers, mixers and LED registering high double digit growth as compared to same period during last year. In domestic appliances, the Company gained market share through new product initiatives with wider and deeper distribution. In fans, the Company retained its significant position in both premium and economy categories. Within kitchen appliances, the company maintained leadership in mixer grinders and its dominant place in juicer mixer grinders and food processors sub segments. In gas stoves, there was substantial value growth driven by a demand for high end offerings. The company expanded its network of 418 authorised service centres in 298 cities, to 489 centres in 341 cities. In FY 2017-18, Bajaj Electricals's partner Morphy Richards India consolidated its position by launching new products in Dry Iron, a new series in Oven Toaster Grillers, Microwave Oven and a refreshing color range hand blenders with DC motors. It also launched its stylish, premium luxury and cutting edge global products in the Indian market namely, 'Redefine', 'Prism' and 'Total Control'. On August 22, 2017, Morphy Richards launched its global range in India to capture the interest of Indian audience through smart technology and innovative designs. It launched IOT air-cooler to improve customer experience and make cooling process easy. During FY 2017-18, the company's Transmission Line Towers division carried out transmission line & sub-station work at more than 25 sites in 14 states of India. During the year under review, the division successfully commissioned & handed-over 11 out of 15 lines in BSPTCL project. This contributed significantly to improving the power situation in Bihar. During the year under review, the division successfully commissioned three 132 kV stations of MPPTCL along with associated lines and three 132 kV stations of OPPTCL along with associated lines and first 220 kV substation along with associated transmission line for solar evacuation at Suwasra, Madhya Pradesh. During the year under review, the division received first 132 kV GIS order from West Bengal State Electricity Board and bagged the first 132 kV export order for monopoles in Zambia. The company's broad communication strategy for FY 2017-18 stayed focused on positioning the company to be known for its innovative solutions and technological expertise. The Company launched its first B2B corporate campaign called 'Magic of Light' showcasing its capabilities around Street lights, Transmission Line Towers, Power Distribution & Illumination and to create awareness about some of its successfully designed and commissioned complex landmark infrastructure projects. Notably, this campaign showcased the company's role in the infrastructure building for the country. During the year 2019, the Company entered into a Share Purchase and Shareholders Agreement (SPSHA) with Nirlep Appliances Private Limited (Nirlep) and its shareholders for the acquisition of entire shareholding of Nirlep in two tranches for a total cash consideration of Rs 38.45 crore. In terms of SPSHA, during the year under review, the Company has, in tranche one acquired 79.85% of equity share capital of Nirlep for a cash consideration of Rs 30.70 crore. Subsequent to this acquisition, Nirlep has become a subsidiary of the Company. During year 2022-23, Starlite Lighting Limited (SLL/ the Transferor Company) merged with Bajaj Electricals Limited (the Company) effective from September 30, 2022. Consequently, upon the merger, SLL ceased to be a subsidiary of the Company, with effect from September 30, 2022. In 2023, the Company launched mixer grinders featuring DuraCut blades; geysers; fans with Super5Tuff technology; fans with Thermatuff technology; air coolers with DuraMarine Pump. In addition, Nirlep Appliances Private Limited and Bajel Projects Limited became 100% subsidiaries of the Company during 2022-23.