HIDDEN TEXT TO MARK THE BEGINNING OF THE TABLE OF CONTENTS Credit Proposal (Form DD) Name of Unit : TRANSFORMERS AND ELECTRICALS KERALA LIMITED Customer Id : C00050409 Proposal No. : P0005040905 Sanctioning Authority : CCSC Branch : CB ERNAKULAM (4062) Business Group : COMMERCIAL CLIENTS GROUP Proposal Date : 21-08-2019 Proposal For : Sanction / Approval / Confirmation Ratings : CRA - Rating ECR IRAC Previous Current SB-8 SB-9 BRICKWORK / BBB / 24-10-2018 Standard BRICKWORK / BBB / 21-02-2020 Standard INDEX Contents Abbreviation Section A - Borrower Unit’s Profile and Details of Due Diligence Section B - Proposal for Sanction / Approval / Confirmation Section C - Performance and Financial Indicators Section D - Loan Policy/Deviations/Compliance/Regulatory Prescriptions Section E - Summary of Critical Risk Factors / Mitigations Section F - Assessment of Fund Based Limits Section G - Assessment of Non Fund Based Limits Section H - Capital commitment and Pricing Section I - Security Section J - Other Terms and Conditions Section K - Justification and Recommendation Annexure - RAROC Annexure-2 - Details of Due Diligence Annexure-5 - Details of Diversion of Funds to Related/Unrelated Entities or Unrelated Activities Page No. 1 2 23 35 67 70 91 95 100 108 117 120 131 136 140 Abbreviation Abbreviation Name Abbreviation Description BHEL BHARATH HEAVY ELECTRICALS LIMITED BIFR BOARD FOR INDUSTRIAL AND FINANCIAL EE . ELECTRICAL AND EQUIPMENTS KSEB LT & HT CIRCUIT BREAKERS MCB MCCB KERALA STATE ELECTRICITY BOARD LOW TENSION & HIGH TENSION CIRCUIT BREAKERS MINIATURE CIRCUIT BREAKER MOULDED CASE CIRCUIT BREAKER MEIL MEGHA ENGINEERING INFRASTRUCTURE LIMITED NABL NATIONAL ACCREDITATION BOARD FOR TESTING AND CALIBRATION LABORATORIES NLCL Neyveli Lignite Corporation Limited NPCIL NUCLEAR POWER CORPORATION OF INDIA LIMITED NTPC NATIONAL THERMAL POWER CORPORATION PGCIL POWER GRID CORPORATION OF INDIA LIMITED PPA POWER PURCHASE AGREEMENT RCD RESIDUAL CURRENT DEVICE TELK TRANSFORMERS AND ELECTRICALS KERALA LIMITED UDAY UJWAL DISCOM ASSURANCE YOJANA Confidential and Property of State Bank of India NEWFORMAT Page 1 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Section A Borrower Unit’s Profile and Details of Due Diligence Circle / SBU : CCG Branch : CB ERNAKULAM-4062 A1. Borrowing Unit's Profile Name of the Unit : TRANSFORMERS AND CIF No. : 78760281576 ELECTRICALS KERALA LIMITED Whether the Unit is a Central Government PSU: Yes Date of incorporation : 09-12-1963 Date of commencement of operations : 09-12-1963 Segment : C&I Constitution : PSU - Unlisted Industry : ELECTRICAL EQUIPMENT Activity : MFG. OF MACHINES FOR ELECTRIC DISTRIBUTN Group, if any : NA Chairman / MD / Promoter / CEO/ CFO : Dilip Kumar Dubey-Nominated Director, PRASAD BHASKARAN NAIR-MANAGING DIRECTOR/ Managing Director, PRASHANT KUMAR MOHAPATRA-Nominated Director,SHIBU SUBAIDABEEVI ABDULRASHEED-Nominated Director,MAMMEN JACOB-Nominated Director, VIJAYAKUMARI PAROL-Nominated Director,RAMACHANDRAN K K-Nominated Director,MOHANAN N C-CHAIRMAN Main Contact Person : Ajith Kumar V , Senior Manager Finance & Accounts Unit : Existing Unit Contact Number : 9946660212 If Existing Connection since when : 01-01-1964 Group dealing with us since : Date of Last Renewal/ Review : 06-022019 If Reviewed valid upto : 29-06-2019 Existing Banking Arrangement: WC : MBA TL : Whether Project Loan : Proposed Banking Arrangement: WC : MBA TL : Whether Project Loan : Confidential and Property of State Bank of India NEWFORMAT Page 2 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED IRAC Status as on: 31-07-2019 Advances : Standard Investments : Not Applicable Previous IRAC Status: Advances : Standard Investments : Not Applicable IRAC status of the constituent with other banks, as per CRILC data search Advances : Standard Investments : Not Applicable Whether a takeover case : No Whether the account has been restructured / CDR Account :No A2. Addresses & Locations of the Company/ Firm / Unit Registered Office AP VII/336 ANGAMALY SOUTH, City: ERNAKULAM, Dist: ERNAKULAM, State: Kerala, India, Pin: 683573 AdministrativeOffice AP VII/336 ANGAMALY SOUTH, City: ERNAKULAM, Dist: ERNAKULAM, State: Kerala, India, Pin: 683573 Plant / Factory AP VII/336 ANGAMALY SOUTH, City: ERNAKULAM, Dist: ERNAKULAM, State: Kerala, India, Pin: 683573 Names & Addresses of Promoters / Directors DIN Sr. No. Name Design ation DIN PAN 1 Dilip Kumar Dubey Nomina 0813716 AAIPD50 ted 3 37A Directo r 2 Government of Kerala Corpor ate Promot er 3 MAMMEN JACOB Nomina 0825581 AAHPM8 ted 2 753H Directo Confidential and Property of State Bank of India NEWFORMAT Passport Others (Aadhar Full Address C/O V N ubey, 92, Aakriti Apartments, Plot No 62 I P Extension, Patparganj, Shakarpur Delhi East Delhi Delhi India 110092 TC 12/174/2, Malayil Page 3 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED DIN Sr. No. Name Design ation DIN PAN Passport r Others (Aadhar Full Address Mulavana Kunnukuzhy Vanchiyoor PO Thiruvananth apuram Thiruvananth apuram Kerala India 695035 4 MOHANAN N C CHAIR 0764852 AOHPM7 J250014 MAN 3 100A 6 Aramam BROADWAY ROAD Perumbavoor Ernakulam Kerala India 683542 5 NTPC LIMITED Corpor ate Promot er NTPC BHAWAN, SCOPE COMPLEX, 7 INSTITUTION AL AREA ,LODHI ROAD NEW DELHI NEW DELHI Delhi India 110003 6 PRASAD BHASKARAN NAIR Managi 0742384 AAIPN30 G736164 ng 9 09L 3 Directo r MOHANAM SANKARAMA NGALAM COMPOUND MANAKKARA SASTHAMKO TTA Kerala India 690521 7 PRASHANT KUMAR MOHAPATRA Nomina 0780072 AHNPM5 P562697 ted 2 452E 2 Directo r GYAN CHAND IV, 94-B INDIRAPURA Confidential and Property of State Bank of India AAACN0 255D NEWFORMAT Page 4 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED DIN Sr. No. Name Design ation DIN PAN Passport Others (Aadhar Full Address M GHAZIABAD GHAZIABAD Uttar Pradesh India 201014 8 RAMACHANDR Nomina AN K K ted Directo r GGXPK1 515F Karyangadan Thalavanikka ra Ollur Thalore Thrissur Kerala India 680306 9 SHIBU SUBAIDABEEVI ABDULRASHEE D Nomina 0776676 BKKPS8 ted 9 478P Directo r VARUVILA VEEDU NILAKKAMU KKU KADAKKAVO OR POST TRIVANDRU M TRIVANDRU M Kerala India 695306 10 VIJAYAKUMARI Nomina 0724750 ABKPV9 PAROL ted 4 197Q Directo r 28/1686D VARATHA ST JOSEPH CHURCH KADAVANTH ARA P O ERNAKULAM ERNAKULAM Kerala India 682020 A3. Whether names of borrower, promoters, directors, group concerns, guarantors figure in defaulter/willful defaulters list: 1 CICs Defaulters List (Rupees 1 Crore and above) dated 31-03-2019 Confidential and Property of State Bank of India NEWFORMAT No Page 5 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED 2 CICs Defaulters List (Rupees 25 Lacs and above) dated 31-03-2019 No 3 ECGC Caution List No 4 Credit Information Companies - Credit History Yes 5 Disqualified Directors No 6 Banned List of Promoters(SEBI) No 7 Loan Rejection List dated 30-06-2018 No 8 IPROBE No 9 Credit Information Companies - Suit Filed List No 10 Non-Cooperative Borrowers List Not Verified 11 Other Defaulter No In case of 'Yes' for any of the above Sr. No. 1 Name NTPC LIMITED Profile Defaulters Corporate promoter Yes CIN/LLPIN/ DIN PAN/ID AAACN0255D In case of 'Not Verified' for any of the above Sr. No. 1 Name Government of Kerala Profile Defaulters Corporate promoter CIN/LLPIN/ DIN PAN/ID Not Verified Whether defaulter is a Director : No Any exposure (Rs. 5 crores and above) of our Bank in the Defaulter Company (CRILC data search to be made of use of) Position of Accounts of applicant company with other Banks (CRILC data search to be made of use of) Whether reported in ECGC caution list/ Specific approval list: Confidential and Property of State Bank of India NEWFORMAT No Page 6 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Whether reported in Banned list of promoters of SEBI: Whether Directors are disqualified as per MCA site: No No Whether information on loan Rejections/ Slippage has been obtained (for proposal of Rs. 50 crore & above): Yes Whether borrower/ associate/ guarantor/ promoter/ director/ is a non-cooperative borrower?: Not Verified Non cooperative list cannot be verified for State Government as the same is not covered by defaulters list . RBI -CRILC site is verified for TELK and NTPC and both are not classified as noncooperative borrower. Whether reported in iProbe: No Whether reported in IBG defaulters list: No If yes in any of the above, give details and reasons for accepting the current proposal Deafulter list cannot be verified for State Government who is the part promoter ,as the same is not covered by the defaulter list. Confidential and Property of State Bank of India NEWFORMAT Page 7 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED A4. Capital Structure (Shareholding Pattern) Existing Proposed Confidential and Property of State Bank of India NEWFORMAT Page 8 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED % of Holding Description Existing Proposed 99.16 99.16 Pvt. Corporate Bodies 0.03 0.03 Indian Public 0.79 0.79 NRI / OCB 0.02 0.02 0.00 0.00 100.00 100.00 Promoters Mutual Funds Banks / Financial Institutions Foreign Institutional Investors Others Total 100.00 iii) Promoters' shareholding (%) Current 99.16 % Last Year: 99.16 % Comment on change in shareholding pattern, if any There is no change in shareholding pattern. Whether Promoters' shares pledged to our Bank/ other Banks/FIs: No Confidential and Property of State Bank of India NEWFORMAT Page 9 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED A5. Credit Rating Credit Rating: Borrower Current CRA Based on Balance Sheet as on Validated on 31/03/201 31/03/201 7 6 06-09-2018 31-10-2016 CRA Rating (without any upgrade on account of Navratana / Maharatna) Not Applicable CRA Rating (after upgrade on accounrt of Navratana / Maharatna) Non Trading Regular CRA Model Previous Not Applicable Not Applicable Not Applicable Facility Rating Facility Id and Name Current Previous CRA Rating SB-9 SB-8 Overall Score 53.52 57.94 Financial Score 24.20 32.30 Minimu m Score 23.00 23.00 Current Type and Subtype Non Trading Regular Previous Rating Score Rating Score F00050409004 BG NFB - WC FR-9 40.12 FR-9 40.96 F00050409003 LC NFB - WC FR-10 35.92 FR-9 38.16 F00050409001 Cash Credit FB - WC FR-3 85.62 FR-10 34.06 Details of information / update in case of any change after the date of NIL. Brief comments on reasons leading to improvement/decline in last available internal rating CRA based on ABS 2017-18 is SB-9. CRA has come down by 1 notch from SB-8 to SB-9 mainly on account of decrease in Confidential and Property of State Bank of India NEWFORMAT Page 10 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Financial risk score. There has been decline in sales during FY 2017-18 compared to FY 2016-17and the company has achieved only 57.16% of estimated sales and 22.51% of estimated PAT. A6. Whether subjected to any dynamic review : No (With triggers: Applicable in case of total exposure of Rs. 10 crores and above in all Business Groups, including IBG. Without triggers: Half yearly - all borrowers enjoying aggregate limits of Rs. 500 crores and above.) ii) If no, reasons and justification there for No trigger to undertake dynamic review A7. External Rating Present Rating Date of External Rating Agency Long Term Rating Short Term Rating BBB A3 21-11-2018 BRICKWORK Valid upto 21-022020 Long Term Rating Amount Short Term Rating Amount 12.02 220.40 Rating Rationale : The ratings reaffirmed at BBB. External rating is based on the audited financials of the Company up to FY17, provisional financials of FY18 and first 6 months of FY19, management provided projected financials up to FY20, publicly available information, and information/clarifications provided by the management. The ratings draw strength from reputed promoters with strong credit profile, professional and experienced management, track record of streamlined business operations of over 5 decades, brand value of having been in technological collaboration with M/s. Hitachi Limited, Japan, low gearing and moderate Current Ratio, revenue visibility through moderate order book position as on 31.10.2018, and steady demand scenario evolving through growing economy, increasing industrialization, and potential future growth in per capita consumption of electricity in India. However, the ratings are constrained by small scale of operations characterized by low net sales, customer concentration risk, geographical concentration of business activities in south India, deterioration in ISCR for FY18 compared to FY17, further deterioration in already stretched Cash Conversion Cycle in FY18, thin profitability margins, and intense competition among numerous incumbents likely to keep pressure on margin and market share. Going forward, ability of the Company to sustainably improve the scale of operations and profitability margins, prudently manage working capital requirements, diversify product and customer base, and keep up with the technological up gradations in the Confidential and Property of State Bank of India NEWFORMAT Page 11 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED industry would be the key rating sensitivities. Rating Outlook: Stable Details of bank facilities rated Long Term Rating 1. Cash Credit-Rs.12.02 crs with State Bank of India Short Term Rating 1. Bill Discounting (LC)-Rs.44.00 crs with State Bank of India 2. Bank Guarantee -Rs.80.40 crs with State Bank of India 3. Letter of Credit -Rs.16.00 crs with State Bank of India 4. Cash Credit -Rs.15.00 crs with South Indian Bank 5. Supply Bill Purchase -Rs.10.00 crs with South Indian Bank (Non-LC) 6. UBD (LC) -Rs.55.00 crs with South Indian Bank Previous Rating Date of External Rating Agency Long Term Rating Short Term Rating BBB A3 25-07-2017 BRICKWORK Valid upto 24-102018 Long Term Rating Amount Short Term Rating Amount 12.02 120.21 Rating Rationale : BWR has principally relied upon the audited financial results upto FY16, provisional financials of Fy17, publicly available information and information/clarification provided by the TELK's management. The rating continues to derive strengths from the professional and experienced management, strong credit profile of Govt. of Kerala and NTPC Ltd, joint venture with Govt. of Kerala and NTPC Ltd leads to strong support from the promoters and comfortable gearing profile of TELK. However, the ratings are constrained by modest scale of operations, streched working capital cycle and intense competition in the industry. Going forward, the ability of the Company to improve the scale of operations, to sustain the gearing level achieved and to withstand in the competitive market will remain key rating sensitivities. Comments on changes in rating, if any Rating of the company continues to remain at BBB. The internal rating of the company is SB 9 based on ABS 2017-18. As per circular no:CRO/RMD-IND/7/2018-19 dated 29.12.2018 the ECR mapped to an internal rating of SB-9 is B. TELK's external rating is better than the internal rating.Hence no Confidential and Property of State Bank of India NEWFORMAT Page 12 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED action required. Are there any negative events / triggers that happened after Balance-sheet Date and borrower rating is under watch.: No Comments A8. Brief Background of the Company/Group & Management: (To include competence/reputation including recent development / news related to company / industry and its impact on the company as well as involvement in legal disputes, strictures passed against them by Government agencies): Transformers and Electricals Kerala limited (TELK) was incorporated in 1963 as a Government of Kerala (GoK) undertaking. Initially TELK was promoted by GoK and Kerala State Industrial Development Corporation Limited(KSIDC) in collaboration with Hitachi Limited of Japan. TELK gave India, its first 400kV Class Transformer, First 315MVA Auto Transformer and Generator Transformer for India's first 500MW Thermal Unit. The Company is an ISO certified Company since 1995. TELK is currently an approved high quality supplier to all power utilities in India and many prestigious utilities abroad. TELK started its commercial production in 1966 and was working satisfactorily till 1981-82.The fourth stage of expansion for manufacturing Gas Circuit Breakers led to cost overrun. This coupled with a demand recession and a few bad years of production due to power cut, resulted in continuous losses to the Company thus eroding networth completely.The Company was referred to BIFR during 1995. After several failed attempts on revival of the unit, during 2006, they had made negotiations with NTPC for a joint venture for the revival of the unit. Since 2007, TELK is a joint venture between GoK and NTPC Ltd, with NTPC having 44.60% shareholding. As per the joint Venture Agreement, Board of Directors of the Company will have four nominees from NTPC and four nominees from Government of Kerala .The Chairman of the company is a nominee of Government of Kerala while Managing Director is a nominee of NTPC Ltd. The company successfully implemented the rehabilitation package of BIFR. As on 31.03.2011 it could wipe off all accumulated losses.It declared a dividend also in FY Confidential and Property of State Bank of India NEWFORMAT Page 13 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED 11. At the request of the Company, BIFR issued orders for allowing the company to come out of the purview of BIFR as its net worth turned positive. Till 2014, company was making profits .However, from 2015 onwards it was reporting losses due to the continued impact of lower demand for transformers compared to supply in the market and resultant impact on selling price.The profit margin of the company has substantially dropped due to the above issues faced by Power sector. From 2016-17 onwards the market situation has changed as the demand for transformers increased. During the FY 2016-17,the company has reported a profit of Rs.4.89 crs and Rs.2.64 crs during FY 2017-18. The renewal of limits was done on 31.10.2018. As the company could not submit the audited financials on time, continuation of the limits was sanctioned for six months from 01.01.2019 by CCSC vide its meeting dated 06.02.2019. The company presently enjoys working capital facilities under MBA from us and South Indian Bank, with a total exposure of Rs.123.42 crs.The company is rated BBB by Brickwork Ratings which is valid till 21.02.2020 .The internal rating of the company based on ABS as on 31.03.2018 is SB-9 (pending for validation). A9. Corporate Governance Standards (family managed/professionally managed etc., compliance with listing agreement): TELK is a joint venture between Government of Kerala and NTPC, with NTPC having 44.60% shareholding since 2007.As per the Business Collaboration & Shareholder's Agreement , the Board of Director's of the Company has been reconstituted with four nominees of Government of Kerala and four nominees of NTPC Ltd.The Chairman of the board shall be the nominee of the Government of Kerala and the Managing Director shall be a nominee of NTPC Ltd. The list of present Board of Directors is given below: 1. Shri. N.C. Mohanan- Chairman- Government of Kerala have appointed Shri. N.C. Mohanan as Chairman and Director w.e.f. 08.09.2016. Confidential and Property of State Bank of India NEWFORMAT Page 14 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED 2. Shri. Prasad Bhaskaran Nair- Managing Director-NTPC Nominee-Shri. Prasad B. has taken charge as the Managing Director w.e.f 09.01.2016 3. Shri. Prasant Kumar Mohapatra, Director (Technical), NTPC Limited has been appointed as a Part-time Director in TELK w.e.f. 21.06.2018. Shri.P.K. Mohapatra is a graduate in Mechanical Engineering (REC Rourkela). He joined NTPC in 1980 as an Executive Trainee and has more than 37 years of experience from concept to commissioning of power plants. 4. Shri. D.K. Dubey has been nominated by NTPC Limited as a part-time Director on the Board of Directors of TELK w.e.f. 20.12.2018. Presently, he is serving NTPC Limited in the capacity of RED (South) at Secunderabad. Prior to this, he was Executive Director of NTPC-Ramagundam since November 2016. A Mechanical Engineer from the Awadesh Pratap Singh University and also an MBA (Finance) from FMS-Delhi, Shri. Dubey joined NTPC on September 21, 1981. He has varied experience and has held important positions in a career spanning over three-and-a half decades in NTPC. 5. Shri. Shibu A - Government of Kerala have appointed Shri. Shibu A.S. as a Director on the Board of Directors of TELK w.e.f. 05.12.2018. Presently, he is in the service of Government of Kerala as Under Secretary, Finance Department. 6. Shri. K.K. Ramachandran- Government of Kerala have appointed Shri. K.K. Ramachandran as a Director on the Board of Directors of TELK w.e.f. 20.06.2017. 7. Smt. P. Vijayakumari- Government of Kerala have appointed Smt. P. Vijajayakumari as a Director on the Board of Directors of TELK w.e.f. 20.07.2017. Presently, she is in the service of KSEB Ltd, as Director, Transmission. 8. Shri. Mammen J. has been nominated by NTPC Limited as a Director on the Board of Directors of TELK w.e.f. 10.08.2018. Presently, he is serving NTPC Limited in the capacity of GM (Commercial), SR-HQ, NTPC. Confidential and Property of State Bank of India NEWFORMAT Page 15 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED A10. Brief write up on corporate actions done/to be done/proposed like merger, demerger, corporate restructuring (not CDR), sale of undertakings etc. NIL A11. Existing Limits with our Bank(details of last five years) Amount INR in Crore Existing Date of Sanction Curre ncy FB NFB WC 06-07-2012 TL Net Sales Average (Only for the utilisati Relevant on % @ Period) 12.02 88.90 202.37 80.00 24-09-2013 INR Crore 12.02 88.90 154.56 85.00 31-10-2014 INR Crore 12.02 88.90 170.00 60.00 23-03-2016 INR Crore 12.02 88.90 154.64 60.00 18-03-2017 INR Crore 27.02 96.40 164.74 59.10 04-04-2018 INR Crore 12.02 0.00 96.40 182.86 89.27 31-10-2018 INR Crore 12.02 0.00 96.40 06-02-2019 INR Crore 12.02 0.00 96.40 Confidential and Property of State Bank of India NEWFORMAT Page 16 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED A12. Particulars of losses incurred by Bank Particulars Notional Loss Loss/Notional Loss/Haircut suffered by the Bank on account of write off/ Compromise Settlements/References to CDR in respect of previous exposures on Companies floated by Related parties, Groups, Associates and Directors (Please quantify). Specific comments on ‘Right to recompense’ clauses need to be furnished Comments NIL NA A13. Conduct of Account No. No. No. of days Limit Peak of of Facility Curr Outstan Irregular to adjust with our Irregul times days Name & Id ency ding ity Peak bank arity irreg irreg irregularity ular ular LC / F000504090 INR 03 16.00 12.18 0.00 Reasons for irregularity Comments : No irregularity in the account Cash Credit / INR F000504090 01 12.02 5.01 0.00 0.00 0 0 0 Reasons for irregularity Comments : No irregularities BG / F000504090 INR 04 80.40 55.23 0.00 Reasons for irregularity Comments : No irregularity in the account Comment briefly on irregularities in the accounts in the past 12 months – number of times irregular & time taken for adjustment of peak irregularity No irregularities during the last 12 months. Confidential and Property of State Bank of India NEWFORMAT Page 17 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Letter of Credit applicable : Yes Letter of Credit: Amount INR in Crore Particulars Last Financial Year Current Financial Year up to previous month Total No. of LC Bills 58 13 Total Amount of LC 44.95 4.66 No., days & Amount of LC Bills that devolved No. Days Amount No. Days Amount 0 0 0 0 0 0 % of LC bill devolved relative to the LC limit No. Amount No. Amount 0 0 0 0 Of the above, not adjusted in 15 days No. Amount No. Amount 0 0 0 0 Maximum no. of days taken for regularizing the account Bank Guarantees applicable : Yes Bank Guarantees: Particulars Amount INR in Crore Last Financial Year Current Financial Year up to previous month No. of guarantees invoked, if any 0 0 Amount of guarantees invoked, if any 0 0 Whether Cash Credit a/c was rendered irregular, on account of above- no. of occasions No. Amount No. Amount 0 0 0 0 Maximum no. of days taken for regularisation Confidential and Property of State Bank of India 0 NEWFORMAT 0 Page 18 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Comments on conduct of account ( LC devolvement, BG invocation, return of bills negotiated, irregularity in CC/OD account, delay in servicing interest / instalments of term loan) routing of sales proceeds through the account in proportion to sanctioned limit including comments in last credit audit report and early warning signals, if any. No irregularities during the last 12 months. (Adhoc CC of Rs.15.00 crs released by e-SBT should have been liquidated by 10.09.2017. Due to cash flow mismatch company could not liquidate the ad-hoc facility.However, company has fully liquidated its Ad-hoc limit and account was regularised on 08.11.2017.The relevant irregularity got confirmed by the appropriate authority). Routing of sales is proportional to our share of limits in MBA. Credit Audit Observations dated 20.12.2018: 1. Account is irregular and in SMA from 18/09/2018 as the continuation is available up to 17/09/2018. Renewal to be done immediately to avoid slippage in to NPA account. Branch reply: Continuation of limits from 18.09.2018 to 31.12.2018 and thereafter from 01.01.2019 up to 29.06.2019 sanctioned by CCSC vide its resolution dated 31.10.2018 and 06.02.2019 respectively. The present proposal is for renewal of limits based on ABS 2017-18 and provisional BS for FY 2018-19. 2.Total FCE is unhedged and company is not having any hedging policy. Branch reply: The foreign currency exposure of the company as on 31.03.2018 is Rs.0.93 cr which is only around 0.61% of the total turnover. Since the FCE is very low, company has not formalised any hedging policy. Confidential and Property of State Bank of India NEWFORMAT Page 19 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED 3.Statutory Auditors made qualified observation: a) Trade receivable of Rs 97.14 crs, Loans (Non-current asset) of Rs 0.19 crs, Loans (Current Asset) of Rs 0.44 crs, Balance with Govt. authorities of Rs 2.46 crs, Advances to supplier & contractor of Rs 0.93 crs, Provision for medical reimbursement of Rs.0.49 crs are subjected to confirmation. b) Shortfall in insurance of stock is observed by the statutory auditor (mentioned in other matter paragraph. c) Reconciliation of fixed asset with fixed asset register is not produced for verification to statutory auditor of the company. Branch Reply: a)The Auditors have opined that except for the possible effects of the material weaknesses described above on the achievement of the control criteria, the Company has maintained, in all material respects an adequate internal financial controls system over financial reporting based on the guidelines issued by ICAI. The auditors have further certified that these material weaknesses do not affect the standalone IndAS financial statements of the Company. b) The shortfall in insurance of stock was that pertaining to the stock which are lying with fabricators. Company has confirmed that these stocks were insured by the fabricator. c) We have advised the company suitably in this regard. It has been informed that necessary steps have been taken to avoid recurrence of this qualification. 4. Non operative income is noticed and is Rs. 2.52 cr and details not provided Branch Reply: Other income consists of the following: Interest income-Rs.0.80 cr., Profit from sale of item of PPE & scrap-Rs.0.006 cr., Duty Draw back and duty scrip-Rs.0.21 cr. and Miscellaneous income Rs.1.50 crs. 5. Continuation of the Limits is available up to 17/09/2018 only and renewal is pending. Branch Reply: Continuation of limits from 18.09.2018 to 31.12.2018 and thereafter from 01.01.2019 up to 29.06.2019 sanctioned by CCSC vide its resolution dated 31.10.2018 and 06.02.2019 respectively. The present proposal is for renewal of limits based on ABS 2017-18 and provisional BS for FY 2018-19. Confidential and Property of State Bank of India NEWFORMAT Page 20 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED 6. FY 2017-18: Company could not able to achieve the sales and achieved Rs. 174.27 cr against the estimation of 273.28 cr (63.77%). Inventory level is Rs.76.64 cr which is 99.06% more than the estimations. OCA level is Rs. 52.12 cr which is 206.59% more than the estimations and OCL is Rs. 49.20cr which is 24.59% more than the estimations. Sundry Creditors level is Rs. 17.73 cr which is 172.77% more than the estimations. Branch Reply: For FY 2017-18, the company had estimated higher sales of Rs. 268.28 crs based on the orders in hand for execution. For this purpose the company had requested for enhancement of working capital limits. Since company could not submit the audited financials, enhancement request of the company was not considered. The company also experienced delay in realisation of receivables from two major customers. Most of the orders received by the company for execution during FY 2017-18 are carried over to FY 2018-19. All these factors led to non-achievement of estimated sales for the FY 2017-18. As per PBS, the company could register a growth of 37% in turnover during FY 2018-19. From FY 2017-18, company started recognizing Revenue only after the goods reached customers destination point. So all the goods which were under transit as on 31.03.2018 from the factory gate till the customers destination point were recognized as Goods in transit and classified along with Finished Goods under inventory. As on 31.03.2018, Goods in transit under inventory amounts to Rs.26.98 crs. The overall Current Assets level as per Balance sheet has improved by 6.85% over the estimated level for FY 17-18, (from Rs.147.43 crs to Rs.157.53 crs). The overall current liability level as on 31.03.2018 was Rs.96.78 crs which was 12.55% more than the estimated level. The position is considered as acceptable since the current ratio is at a comfortable level of 1.63 as on 31.03.2018. Comments on adherence to Financial Discipline: The company's adherence to financial discipline is satisfactory. The conduct of credit facilities with us is satisfactory . The company is maintaining current account with Federal Bank, which is a nonlender. Previously, the company enjoyed credit facilities under consortium and Confidential and Property of State Bank of India NEWFORMAT Page 21 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Federal Bank was one of the Bankers in the erstwhile consortium. The branch is following up intensively with the company for closure of current account with Federal bank. The Branch note to levy penal interest in case the current account is not closed before 31.12.2019. Details of intercompany transactions / investments, if any: No Details of information, shared in consortium meeting under sharing of information: N.A .Presently the limits are under MBA . A14. Review of Cash Credit Account for previous year: Review of Cash Credit Account applicable : Yes Amount INR in Crore Sr. No. Amount Comments i. Total debit summations 249.58 ii. Total credit summations 258.11 %of (ii) to total sales 122.87 The company is routing all transactions through the account. A15. Review of Term Loans (Term Loans with other Banks/FIs also to be mentioned): Review of Term Loans applicable - No Confidential and Property of State Bank of India NEWFORMAT Page 22 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Section B B1. Proposal for Sanction / Approval / Confirmation Proposal for Sanction (i) Renewal of FBWC limits of Rs. 12.02 Crore and NFBWC limits of Rs. 96.40 Crore at the existing levels Proposal for Approval (i)continuation of 25% concession in processing charges against card rates i.e. to recover Rs.0.26 cr+ GST as against the applicable charges of Rs.0.35 cr +GST with sacrifice amount of Rs.0.09 cr. Proposal for Confirmation (i) Action in having continued the limits beyond the validity of last sanction i.e. beyond 29-JUN-19 . Amount INR in Crore This proposal falls within the powers of CCSC as (i) FB/NFB/Total indebtedness is INR 108.42 Crore Corporate Proposal Remark The present proposal is for renewal of credit facilities at the existing level. (ii) Involves Policy Level Deviations: No (iii) The borrower/ his relative(s) is a director in any other bank: No Furnish details of Directors and whether approval from ECCB obtained. Brief Description of the borrowing entity, their activity and what the proposal Transformers and Electricals Kerala limited (TELK) was incorporated in 1963 as a Government of Kerala (GoK) undertaking. Initially TELK was promoted by GoK and Kerala State Industrial Development Corporation Limited(KSIDC) in collaboration with Hitachi Limited of Japan. TELK gave India, its first 400kV Class Transformer, first 315MVA Auto Transformer and Generator Transformer for India's first 500MW Thermal Unit. The Company is an ISO certified Company since 1995. TELK is currently an approved high quality supplier to all power utilities in India and many prestigious utilities abroad. TELK started its commercial production in 1966 and was working satisfactorily till 1981-82.The fourth stage of expansion for manufacturing Gas Circuit Breakers led Confidential and Property of State Bank of India NEWFORMAT Page 23 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED to cost overrun. This coupled with a demand recession and a few years of low production due to power cut, resulted in continuous losses to the Company thus eroding networth completely.The Company was referred to BIFR during 1995. After several failed attempts on revival of the unit, during 2006, they had made negotiations with NTPC for a joint venture for the revival of the unit. Since 2007, TELK is a joint venture between GoK and NTPC Ltd, with NTPC having 44.60% shareholding. As per the joint Venture Agreement, Board of Directors of the Company will have four nominees from NTPC and four nominees from Government of Kerala .The Chairman of the company is a nominee of Government of Kerala while Managing Director is a nominee of NTPC Ltd. The company successfully implemented the rehabilitation package of BIFR. As on 31.03.2011 it could wipe off all accumulated losses.It declared a dividend also in FY 11. At the request of the Company, BIFR issued orders for allowing the company to come out of the purview of BIFR as its net worth turned positive. Till 2014, company was making profits .However, from 2015 onwards it was reporting losses due to the continued impact of lower demand for transformers compared to supply in the market and resultant impact on selling price.The profit margin of the company has substantially dropped due to the above issues faced by Power sector. From 2016-17 onwards the market situation has changed as the demand for transformers increased. During the FY 2016-17,the company has reported a profit of Rs.4.89 crs, followed by Rs.2.64 crs during FY 2017-18 and Rs.3.16 crs during FY 2018-19. The renewal of limits was last done on 18.03.2017. The company had submitted Audited financials for the FY 2016-17 only in August 2018. The delay in preparation of ABS for FY 2016-17 had spill over effect in the preparation of ABS for FY 2017-18 and the same was submitted in July 2019. As the company could not submit the audited financials on time, continuation of the limits was sanctioned on three occasions as follows: a. For 180 days from 18.03.2018 by WBCC-II vide its resolution dated 04.04.2018 b. Up to 31.12.2018 by CCSC-I in its meeting held on 31.10.2018. c. For six months from 01.01.2019 by CCSC vide its meeting dated 06.02.2019. The company presently enjoys working capital facilities under MBA from us (Rs. Confidential and Property of State Bank of India NEWFORMAT Page 24 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED 108.42 crs) and South Indian Bank (Rs.15.00 crs), with a total exposure of Rs. 123.42 crs.The company is rated BBB by Brickwork Ratings which is valid till 21.02.2020 .The internal rating of the company based on ABS as on 31.03.2018 is SB-9. The present proposal is for: Sanction: 1.Renewal of Working Capital of INR 108.42 Crore at the existing level (FB-WC: INR 12.02 Crore, NFB-WC: INR 96.40 crore). Approval: 1. Continuation of 25% concession in processing charges against card rates i.e. to recover Rs.0.26 cr+ GST as against the applicable charges of Rs.0.35 cr +GST with sacrifice amount of Rs.0.09 cr. Confirmation: 1. Action in having continued the limits beyond the validity of last sanction i.e. beyond 29.06.2019. As per the extant guidelines, renewal of limits can be carried out for unlisted companies, subject to the latest available ABS being not more than 18 months old and Provisional Balance Sheet not older than 5/6 months. Accordingly, the present renewal is being proposed based on ABS as on 31.03.2018 and Provisional Balance Sheet as on 31.03.2019. Board of directors: 1. Shri. Nellampurath Chellappan Nair Mohanan- Chairman- Government of Kerala have appointed Shri. N.C. Mohanan as Chairman and Director w.e.f. 08.09.2016. He is a lawyer and member of CPI(M) Ernakulam District Secretariat. 2. Shri. Prasad Bhaskaran Nair- Managing Director- NTPC Nominee- Shri. Prasad B. has taken charge as the Managing Director w.e.f 09.01.2016. He is a B.Sc Engineering Graduate from College of Engineering Trivandrum. Confidential and Property of State Bank of India NEWFORMAT Page 25 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED 3. Shri. Prasant Kumar Mohapatra, Director (Technical)- NTPC Limited has appointed him as a Part-time Director in TELK w.e.f. 21.06.2018. Shri.P.K. Mohapatra is a graduate in Mechanical Engineering (REC Rourkela). He joined NTPC in 1980 as an Executive Trainee and has more than 39 years of experience from concept to commissioning of power plants. 4. Shri. Dileep Kumar Dubey has been nominated by NTPC Limited as a part-time Director on the Board of Directors of TELK w.e.f. 20.12.2018. Presently, he is serving NTPC Limited in the capacity of RED (South) at Secunderabad. Prior to this, he was Executive Director of NTPC-Ramagundam since November 2016. A Mechanical Engineer from the Awadesh Pratap Singh University and also an MBA (Finance) from FMS-Delhi, Shri. Dubey joined NTPC on September 21, 1981. He has varied experience and has held important positions in a career spanning over threeand- a half decades in NTPC. 5. Shri. ShibuSubaidabeevi Abdulrasheed- Government of Kerala have appointed Shri. Shibu A.S. as a Director on the Board of Directors of TELK w.e.f. 05.12.2018. Presently, he is in the service of Government of Kerala as Under Secretary, Finance Department. 6. Shri. Karaingadan Kumaran Ramachandran- Government of Kerala have appointed Shri. K.K. Ramachandran as a Director on the Board of Directors of TELK w.e.f. 20.06.2017. 7. Smt. Parol Vijayakumari- Government of Kerala have appointed Smt. P. Vijajayakumari as a Director on the Board of Directors of TELK w.e.f. 20.07.2017. Presently, she is in the service of KSEB Ltd, as Director, Transmission. 8. Shri. Mammen Jacob has been nominated by NTPC Limited as a Director on the Board of Directors of TELK w.e.f. 10.08.2018. Presently, he is serving NTPC Limited in the capacity of GM (Commercial), SR-HQ, NTPC. Confidential and Property of State Bank of India NEWFORMAT Page 26 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED B2. Credit Limits (Existing and Proposed) Amount INR in Crore Table 1A Existing Currency Our Bank (i) Proposed Change % Total Cons / Our Bank % Total Cons / (i / MBA/ (iii) (iii / MBA/ ii)*100 Syndication iv)*100 Syndication (ii) (iv) 44.49 27.02 12.02 44.49 27.02 Our Bank (iii - i) Total Cons / MBA/ Syndication (iv - ii) 0.00 0.00 Total FB-WC (i) INR 12.02 Total FB-TL (ii) INR 0.00 Total FB (i)+(ii)=(a) INR 12.02 44.49 27.02 12.02 44.49 27.02 0.00 0.00 Total NFB-WC (iii) INR 96.40 100.0 96.40 96.40 100.0 96.40 0.00 0.00 Total NFB-TL (iv) INR 0.00 0.00 0.00 Total Derivatives (v) INR 0.00 0.00 0.00 Total NFB (iii)+(iv)+(v)=(b) INR 96.40 100.0 0 96.40 96.40 100.0 0 96.40 0.00 0.00 Total Indebtedness (a)+(b)=(c) INR 108.42 87.85 123.42 108.42 87.85 123.42 0.00 0.00 108.42 87.85 123.42 108.42 87.85 123.42 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Investments (d) INR Leasing (e) INR Total Exposure (c)+(d)+(e)=(f) Financial/cash collateral (as per Basel norms) (g) Effective Exposure (f)-(g) Capital Charge 108.42 87.85 123.42 108.42 4.81 5.16 ROCC 26.31 21.79 RAROC 22.65 18.46 Confidential and Property of State Bank of India NEWFORMAT 87.85 123.42 0.35 Page 27 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED B3. Individual items detailed below 1B. Working capital applicable: Yes Table 1B Working Capital Facility Name Currency Existing Proposed Change in exposure LTV proposed 12.02 12.02 0.00 75.00 12.02 12.02 0.00 Existing Proposed Change in exposure LTV proposed F00050409003 - LC INR ( LC ) 16.00 16.00 0.00 90.00 F00050409004 - BG INR ( BG ) 80.40 80.40 0.00 90.00 96.40 96.40 0.00 108.42 108.42 0.00 FB Working Capital F00050409001 Cash Credit ( CC ) INR Fund based Sub-Total Facility Name Currency NFB Working Capital Non Fund based Sub-Total Total Working Capital 1C. Term exposures applicable: No 1D. Project Financing Exposure applicable: 1E. Derivatives applicable: No No Inter-changeability From Facility To Facility Existing Percentage Amount Proposed Percentage Amount None Confidential and Property of State Bank of India NEWFORMAT Page 28 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED B4. Credit Limits (Company and Group) Amount INR in Crore Company Group Exposure Existing Proposed Existing Proposed Fund Based 12.02 12.02 12.02 12.02 Non Fund Based 96.40 96.40 96.40 96.40 108.42 108.42 108.42 108.42 108.42 108.42 108.42 108.42 Bank's Share in Total Exposure (%) 87.85 87.85 87.85 87.85 Bank's Share in WC (%) 44.49 44.49 44.49 44.49 100.00 100.00 100.00 100.00 Total Indebtedness Incl. letter of Comfort # Out of total indebtedness,outstanding of overseas exposure, if any, against LOC or Investments Leasing Total Exposure Bank's Share in TL (%) Bank's Share in NFB (%) # Issued against the counter guarantee of the company/ group B5. Banking Arrangement and Sharing Pattern Existing Financial Arrangements Proposed Lead Bank (if consortium / Financial Arrangements Lead Bank (if consortium / TL WC MBA MBA Amount INR in Crore FB @ (Proposed) NFB @ (Proposed) Investments & Leasing (Proposed) Total @ (Proposed) SHARE(%) @ (Proposed) TL (Proposed) WC (Proposed) 0.00 12.02 96.40 0.00 108.42 87.85 (0.00) (12.02) (96.40) (0.00) (108.42) (87.85) SBI Confidential and Property of State Bank of India NEWFORMAT Page 29 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED 0.00 12.02 96.40 0.00 108.42 87.85 (0.00) (12.02) (96.40) (0.00) (108.42) (87.85) 0.00 15.00 0.00 0.00 15.00 12.15 (0.00) (15.00) (0.00) (0.00) (15.00) (12.15) SBI (Total) Total Exposure of the constituent with Other Banks as per CRILC data search Top Five other Banks in terms of their Exposure 0.00 15.00 0.00 0.00 15.00 12.15 (0.00) (15.00) (0.00) (0.00) (15.00) (12.15) 0.00 27.02 96.40 0.00 123.42 100.00 (0.00) (27.02) (96.40) (0.00) (123.42) (100.00) South Indian Bank Total (SBI + Other Banks) Confidential and Property of State Bank of India NEWFORMAT Page 30 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Sharing Arrangement (existing &proposed)- presentation by way of Pie Chart Existing Proposed Any major change proposed in sharing arrangement : No *Action plan to reduce SBI % share if beyond the acceptable limits. Rationale Corrective Action Plan to bring exposure to within norms, In case SBI exposure exceeds the norms B6. Group exposure particulars Confidential and Property of State Bank of India NEWFORMAT Page 31 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED *List activity contributing more than 20 % of group’s turnover. Club rest in other B7. External rating analysis of the group (Below investment grade only) Name of the Company * Currency Exposure Our Share Amount % Rating LT Rating Agency ST None * Company having more than 20% share in the group turnover to be covered individually and all others are to be clubbed. B8. Risk appetite of the Bank on the industry (Risk advisory) as per latest update Amount INR in Crore Industry: ELECTRICAL EQUIPMENT Activity: MFG. OF MACHINES FOR ELECTRIC DISTRIBUTN Sub Industry: POWER TRANSMISSION AND DISTRIBUTION EQUIPMENT RMD Guidance Note Dated: 2019 12-06- (i) RMD Guidance Note Some of the factors which should be examined while appraising loan proposals are listed below: (a) Competitive manufacturing capabilities: The electrical equipment companies must have a good understanding of its market, customers and their needs and should be capable of manufacturing products in response at low cost. (b) Collaborative Partnerships for technology and R&D: Indian firms can augment their technological know-how and R&D capabilities through JVs and collaborative partnerships with global majors in the field. (c) Concentration risk: The units dependence on a single/ very limited number of buyer(s) or product(s) may adversely impact the company. Also relying on very limited number of suppliers may prevent manufacturers from getting raw materials at competitive prices. This factor plays an important role in overall cost management in rising prices scenario. (d) Efficient working capital management: Efficient working capital management is crucial for electrical equipment companies due to commodity risk. e) Financial strength: In view of rising defaults, technological changes, competition and threat of cheaper imports for the electrical equipment units ensure that the finance is extended to units with sound financial strength and business plans. (f) In-demand product portfolio: While considering exposures to units in Electrical Equipment sector, it must be ascertained that the units are operating in the growing business segments and product lines like boilers, turbines, transformers, switchgears, energy meters, etc. (g) Skill Development: Although inexpensive and abundant manpower is available, focus should also be on their skill development and technical competence so that the units are able to better cope up with technological upgradations. Confidential and Property of State Bank of India NEWFORMAT Page 32 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED (ii) (a) Qualitative Approach (ii)(b) Threshold Level Approved Outlook: Neutral Approved Level Enhancements New Connections SB-8 & above* / A & Better SB-6 & above / AA & Better (iii) Quantative Approach A. As per CRMD Guidance Note B. As per Quarterly Exposure Norms Industry Level Bank's Total Advances 3103627 As On 31-03-2019 Actual Level (%) Approved Level (%) Sub Industry Level 1.61 2.37 Industry Level 1.61 2.37 Bank's Total Advances 2859517 As On Actual Level (%) 30-09-2018 Approved Level (%) Industry Level Industry Specific Risks Identified by CRMD (iv) Comment A head-room of Rs. 22,300 Cr for taking additional exposure on the sector is available. RBI Ceiling Internal Ceiling Proposed Exposure Individual Company 41048.00 6157.00 108.42 Group 51310.00 28733.00 108.42 If breaching the limit, comments on risk mitigation. The company is rated SB-9 based on ABS 2017-18 and the approved ceiling allows an additional exposure to the tune of Rs.22300.00 Cr. for enhancements / new connection.There is no enhancement proposed and the present proposal is for renewal of limits at the existing level. Confidential and Property of State Bank of India NEWFORMAT Page 33 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Confidential and Property of State Bank of India NEWFORMAT Page 34 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Section C Performance and Financial Indicators C1. Performance and Financial Indicators (Company as a whole & Division-wise, if available, separately) Amount INR in Crore 2017-18 2018-19 2019-20 2020-21 Estimated Audited Estimated Provisional Estimated Projected 01-04-2017 01-04-2017 01-04-2018 01-04-2018 01-04-2019 01-04-2020 to to to to to to 31-03-2018 31-03-2018 31-03-2019 31-03-2019 31-03-2020 31-03-2021 Gross Sales (Value) 292.88 155.73 247.01 210.07 240.57 258.02 Net Sales (Value) 268.28 153.36 247.01 210.07 240.57 258.02 1.00 1.10 Subsidy in Sales Exports (value) 0.08 Net Sales (Quantity)Units in Exports (Quantity)Units in Capacity Utilization Raw Materials 169.57 143.53 119.85 92.64 138.78 152.66 5.00 3.59 4.00 3.02 4.52 4.97 Direct Labour 50.00 54.98 53.11 48.71 58.19 61.00 SG & A costs 11.55 13.69 17.27 14.64 13.26 14.59 3.00 5.81 4.85 5.66 5.82 6.40 Operating Profit(OP) After Interest 18.73 -12.55 12.94 5.06 11.72 13.50 PBT 20.73 7.44 12.94 7.99 11.72 13.50 PAT 11.73 2.64 9.26 3.16 4.65 7.95 Cash Accruals 13.23 3.95 10.86 4.72 6.63 10.13 EBIDTA 25.23 14.56 19.39 15.21 19.52 22.08 9.40 9.49 7.85 7.24 8.11 8.56 Power and Fuel Interest EBIDTA Margin If the latest Audited B/S is not available, explanation as to why they are not available, to be given. Since the Joint Venture partner NTPC has published the financials under IndAS, TELK also had to prepare their accounts for FY 2016-17 under IndAS. Migration to IndAs and finalisation of audit for the first time under the same took a lot of time. Confidential and Property of State Bank of India NEWFORMAT Page 35 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED The company had submitted Audited financials for the FY 2016-17 only in August 2018. The delay in preparation of ABS for FY 2016-17 had spill over effect in the preparation of ABS for FY 2017-18 and the same was submitted in July 2019. The present proposal is hence based on ABS as on 31.03.2018 and provisional financials as on 31.03.2019. @ figures in brackets denote estimates at the time of renewal # the estimates, projections should be backed by facts / logical assumptions and should be prepared by the person having sufficient knowledge of the economy, industry, business and past record. If the account has been restructured in the past, actual performance of the unit should invariably be compared with the estimates / projections made at the time of restructuring and commented on. Comments on i) Critical risks including change in accounting policies during the year and their impact on P&L, low capacity utilization, stagnant growth etc. in sales, profitability etc.(other than project funding, which are covered in separate section) Nil ii) Reasonability of estimates/projections for Current Year/Next Year. Performance of the company during FY 2017-18 and FY 2018-19 Net Sales The company registered a turnover of Rs.153.36 crs during FY 2017-18, a decline of 5.53% over PY and 57.16% of the estimated turnover. For FY 2017-18, the company had estimated higher sales of Rs.268.28 crs based on the orders in hand for execution. For this purpose the company had requested for enhancement of working capital limits. Since company could not submit the audited financials, enhancement request of the company was not considered. The company also experienced delay in realisation of receivables from two major customers. Most of the orders received by the company for execution during FY 2017-18 are carried over to FY 2018-19. All these factors led to non-achievement of estimated sales for the FY 2017-18. Further, from FY 2017-18, company started recognizing Revenue only after the goods reached customers destination point. Hence, all the goods which were under transit as on 31.03.2018 from the factory gate till the customers destination point Confidential and Property of State Bank of India NEWFORMAT Page 36 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED were recognized as Goods in transit and classified along with Finished Goods under inventory. As on 31.03.2018, Goods in transit under inventory amounts to Rs.26.98 crs and not considered under sales. As per the provisional data, TELK had a net sales of Rs.210.07 crs during FY 201819, registering a growth of 37% over the PY level (85% of estimated sales of Rs. 247.01 crs for FY 2018-19). Theorder position (as on 30.06.2019) of the company is as follows: Sl No: Equipment No MVA Amount (Rs. in crs) 1 Power Transformers 60 54.31 197.25 2 Current Transformers 7 0.20 3 Potential Transformers 7 0.21 4 CSD(including 3 2.72 25.36 spares/services ) TOTAL 77 223.02 The major customers of the company include NTPC, NPCIL, PGCIL, NHPC, state electricity boards etc. Apart from these, M/s MEIPL and M/s GVPR Engg are two companies to whom company has been supplying transformers since last three years. Company's supplies to Non-PSU companies are mostly against LCs. The quarterly sales of the company up to Q1 of FY 2019-20 is Rs.21.63 crs (Rs. 35.44 crs during Q1 of FY 2018-19). The company normally books maximum sales during the last quarter of the financial year. During FY 2018-19, sales during Q4was Rs.99.74 crs and that during Q4 of last FY 2017-18 was Rs.107.54 crs which is 47.48% and 69.05% of net sales during the respective years. The estimated sales of Rs.240.57 crs for the FY 2019-20is hence considered achievable. Profit & Profitability There is a Y-o-Y decline of 46.01% in PAT from FY 2016-17 to FY 2017-18 and the company achieved only 22.50% of the estimated figure. Though there has been Y-oY growth of 11.04% in PBT (Rs.7.44 crs during FY 2017-18 as against Rs.6.70 crs during FY 2016-17), deferred tax of Rs.4.80 crs during the year led to decline in profit compared to previous year. Hence, profitability also declined from 3.01% (FY 2016-17) to 1.72% (FY 2017-18). Confidential and Property of State Bank of India NEWFORMAT Page 37 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED As per the provisional data, TELK had a net profit of Rs.3.16 crs. during FY 201819, recording a growth of 20% over the PY level. TNW TNW of the company has increased from Rs.58.71 crs (as at 31.03.2017) to Rs. 66.61 crs (as at 31.03.2018) on account of plough back of profits and reduction in Deferred Tax Assets. As per the PBS, the same has improved further by Rs.7.19 crs. TOL/TNW The gearing ratio of the company improved from 1.64 as on 31.03.2017 to 1.60 as on 31.03.2018 on account of improvement in TNW. The ratio is well below the desired level of less than or equal to 3.50 (as per the CRA model). Improvement in TNW has led to further improvement in the ratio to 1.47 as on 31.03.2019. TOL/Adj TNW No investment in associates and subsidiaries and hence TOL/Adj TNW is same as the TOL/TNW of the company. The ratio is well below the desired level of less than or equal to 3.50 (as per the CRA model). Current Ratio The current ratio of the company as on 31.03.2018 is 1.63 as against 1.46 as on 31.03.2017 which is above the desired level of >=1.40 (as per the CRA model). The ratio has further improved to 1.65 as on 31.03.2019. The NWC position has also improved from Rs.42.04 crs as on 31.03.2017 to Rs.60.75 crs. as on 31.03.2018 and to Rs.65.66 crs as on 31.03.2019. Comparison of industry specific financial parameters[Electrical Equipments] for Current Ratio, TOL/ Adj TNW, Interest Coverage Ratio and Long Term Debt/ EBIDTA as per Banks guidelines and company's level as per audited financials for 2017-18. Current Ratio TOL/Adj TNW Interest Long Term Coverage Ratio Debt/EBIDTA Approved level >=1.00 <=4.00 >=2.60 <=3.60 >=0.75 <=5.00 >=2.00 <=4.50 Min Acceptable level/*Max Acceptable level Confidential and Property of State Bank of India NEWFORMAT Page 38 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Company's 1.63 1.60 2.51 0.82 level *Max Acceptable level for TOL/Adj TNW and Long Term Debts/EBIDTA iii) Whether export oriented unit: No iv)Whether the facility proposed envisages capacity expansion: No Division-wise data exists : No C2. Interim Financials Amount INR in Crore Interim Financials Particulars Q1 30-06-2019 Net sales 21.63 Q1 30-06-2018 Q4 31-03-2019 35.44 Q4 31-03-2018 99.74 107.54 Export PAT -10.75 18.84 Industry Exposure as on 30-06-2018 FBL NFBL Total 48986 Auditors (Membership No. of the Auditor / Firm registration number in case of Audit firm): Name of Auditor / Audit Firm Membership No / Firm Regn No. George John and Prabhu 000917S Date of Last Audit :25-07-2019 Change in Accounting year : No Change in Auditors : No Confidential and Property of State Bank of India NEWFORMAT Page 39 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Comments on financial management of the Company The Auditors have identified the following material weaknesses The Company did not have an appropriate internal control system for: 1. Obtaining confirmation of balances in respect of Trade Receivables, Advances to Suppliers and Contractors, Balance with Government Authorities and Loans as on 31.03.2018. 2. Physical verification of material (owned by the Company) lying with fabricators as on 31.03.2018. 3. Authentication of vouchers and approval thereon by the superior officer is not available in most of the cases. However , except for the possible effects of the material weaknesses described above on the achievement of the control criteria, the Company has maintained ,in all material respects an adequate internal financial controls system over financial reporting based on the guidelines issued by ICAI. The auditors have further certified that these material weaknesses does not affect the standalone IndAS financial statements of the Company. C3. Market & Industry Analysis Write up on the Product /industry/Sector and the Company’s Standing (Comments on domestic/international standing, business strategies, competitive advantage, price trend, competitiveness of the borrower etc. The para to conclude with the outlook for the unit) [Source:CRMD guidelines dated 12.06.2019] Indian Electrical Equipment industry comprises of two segments: 1.Generation Equipment: Boilers, Turbines, Generators (BTG) and 2. Transmission & Distribution (T&D) and allied equipments: Transformers, Cables, Transmission lines, Switchgears, Capacitors, Energy meters, Surge arrestors, Stamping and lamination, Insulators, Insulating material, Indicating instruments, and winding wires, etc. 1.Transformers: Transformer is a device that helps in changing the voltage level while transmitting electrical energy over long distances, so as to avoid energy losses during transmission and make the required current available to consumers. Step-up transformers are used to increase the voltage while decreasing the current during transmission and step-down transformers are used to decrease the voltage while increasing the current. Both these types when present in upper part of value chain Confidential and Property of State Bank of India NEWFORMAT Page 40 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED (i.e. transmission part) are called power transformers. Distribution transformers are used to transmit power to the end consumer and appear in the distribution part of the value chain. The size of transformers market is expected to expand at a CAGR of 12% over next three years. In 2016-17, transformers category witnessed a growth of around 6% y-o-y primarily owing to PGCIL ordering supported by expansion in rural electrification. Transmission system is also witnessing strengthening through the centrally funded schemes like DDUGJY and IPDS. Healthy exports, particularly to European, African and South American countries also contributed to production growth. Instrument transformers are used for measuring voltage and current in electrical power systems. Its role is to provide accurate inputs to protection, control and metering systems. It also performs the function of insulating the metering circuit from the primary high voltage system. Instrument transformers are of two kinds, viz. current transformers and voltage transformers. The instrument transformer category has grown at a CAGR of 3% during the period 2012-13 to 2015-16. In 2016-17, production of instrument transformers exhibited a decline of 13% due to sluggish ordering for state distribution utilities (mainly responsible for ordering of distribution transformers) and delays in finalizing orders. 2. Switchgears Switchgear refers to the combination of electrical equipment like fuses, LT & HT circuit breakers, miniature circuit breakers, control panels, switch boards etc. The basic function of switchgear is protection, which involves interruption of short-circuit and overload fault currents while maintaining service to unaffected circuits. Switchgear also provides isolation of circuits from power supplies. Key switching equipments include switch fuse units, LT & HT circuit breakers. The aggregate production of three main components (fuse switch units, LT & HT circuit breakers) has declined marginally at a CAGR of 2 per cent from 2012-13 to 2015-16 mainly due to a high base of Switch fuse units in 2012-13. However during 2016-17 the segment has witnessed a growth of around 41% y-o-y on account of revival in demand from the industrial segment. 3. Motors Electric motors convert electrical power into mechanical power and are often a part of a motor driven system. In industrial applications, electric motor driven systems are used for pumping, compressed air, fans, conveyance, and other forms of mechanical handling and processing. During FY13 to FY16, production of Motors decreased at a CAGR of 2.7%. During FY17 production of motors crossed level of 14000MW and has y-o-y growth of 7%. 4.Transmission Line Towers Transmission line towers form the backbone of transmission network with conductors and steel constituting the important project Confidential and Property of State Bank of India NEWFORMAT Page 41 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED components The transmission tower industry's market size grew strongly by 17% year-on-year in 2017-18 to Rs 257 billion, from Rs 221 billion in 2016-17. However this strong growth in 2017-18 was recorded on the back of almost nil growth in the previous fiscal, where in the market size grew tepidly by ~Rs. 1 billion (i.e. from Rs. 220 billion in FY 2016 to Rs. 221 billion in FY 2017). The major driver for this growth has been rise in the production (8% y-o-y growth in the 9M 2017-18 period) in the domestic market coupled with rising realizations on account of rise in raw material (rise in the cost of Steel and Zinc) cost. Industry Electrical Equipments industry is a sizable part of Indian manufacturing sector contributing 9.9% by value. This industry is 1.4% of Indias GDP. It manufactures generation, transmission and distribution equipment serving primarily to the power sector. The sector provides direct employment to 5 lakh persons, indirect to 10 lakhs, and over 50 lakhs across the entire value chain. Demand for the BTG segment depends on new capacity additions in Power generation. This segment is estimated to grow at a CAGR of 24.6% over FY 15-22. The 12th Five Year Plan had a target to add 88.5GW capacity by 2017 .Under the 12th Five Year Plan, the Government has added 93.5 GW of power generation capacity, thereby surpassing its target. 138 GW by 2022 is expected to be added during the 13th FYP. Power T&D is expected to see much bigger investments and growth owing to governments focus on electrification more particularly enhancing demand from rural areas. This will increase power off-take, and also the capacity utilization of generation plants thus enhancing demand for electricity. This coupled with reforms for financial recovery of Discoms means better orders and payment receipts cycle for T&D electrical equipment. Electrical Equipment industry is directly dependent on projects from Power sector. As such several factors which affect Power sector, affect Electrical Equipment industry as well. The following factors in Power sector may have a positive impact on Transmission sector: 1. The new government has introduced the Deendayal Upadhyaya Gram Jyoti Yojana (DDUGJY) with focus on improved reach and quality of electric supply to rural areas. It encompasses threefold objectives of feeder separation, augmentation of T&D infrastructure and rural electrification. DDUGJY allocation of Rs. 38 Bn in 2018-19. Confidential and Property of State Bank of India NEWFORMAT Page 42 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED 2. Integrated Power Development Scheme (IPDS) has the mandate of strengthening of sub-transmission and distribution network and metering in urban and semiurban areas. Union Budget has allocated to IPDS for Rs. 49 Bn in 2018-19. This increased funding for Transmission and Distribution segments are expected to boost demand for electrical equipment. 3. Increased budgetary allocation for infrastructure, particularly roads, railways and smart cities, is expected to give a boost to the Electrical Equipments industry. Major Challenges 1. Competition from imports: Cheaper imports from countries like China, Korea has been a threat for the industry. Imports have been increasing rapidly and around 1/3rd of the domestic consumption is fulfilled by imports. 2. High working capital requirement: Industry is working capital intensive as the SME players hold high inventory of finished goods to meet demand from large players. Also, customers, retain part of payment as performance guarantee which is released after satisfactory review of work done. 3. Raw material prices: Prices of metals used in the manufacturing of equipments are very volatile. SMEs face threat due to price volatility as they neither have hedging strategies in place nor the capital to stock inventory of raw materials. Prices have recovered and recently are on a rising trend mainly for aluminium and copper. 4. Technological obsolescence: Large firms on account of better cash accruals, credit facilities and stronger order books can afford technology up-gradations easily. However, SME players which form 85% of the total players in the sector, have low adaptability to new technology due to insufficient availability of cash. 5. Shortage of skilled labour: Availability of skilled labour is a significant issue especially at plants located with raw material proximity in mind. This can become a significant hindrance to growth of domestic electrical equipment manufacturing industry. Confidential and Property of State Bank of India NEWFORMAT Page 43 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED 6. Low investments in R&D: The sector is characterized by investment in R&D as low as 1%. R&D is necessary to keep pace with technological changes in the industry. 7. Lack of testing facilities: SMEs in the industry face shortage of adequate testing facilities and are dependent on testing facilities of large players like BHEL. 8. Delayed Receivables: Delay in realization caused stalling and delaying of projects, locking up the inventory. This is more applicable to EPC companies, undertaking projects of stressed Discoms. Such stranded orders have negative impact on future orders and demand. Government initiatives like UDAY are showing improvement in situation of Discoms which is likely to mitigate this risk to a considerable extent. Industry Prospects: a. EE industry market size is estimated at Rs.1,58,100 Crs, registering a growth of 4% in FY 2017-18. This growth was mainly aided by demand from major end user industries such as power, infrastructure, railways, etc., and growth in exports. Low voltage as well as medium and high voltage switchgear, cables, transmission towers, and insulator segments were main growth drivers of the industry, while energy meters, distribution transformers and conductors showed a decline. Revival in demand from realty, infrastructure, and other manufacturing industries as well as the governments focus on capacity augmentation across generation and T&D are expected to support growth in the medium term. b. It is expected that sector's revenue to grow at a compounded annual growth rate (CAGR) of 4-5% in the medium term, on the back of investments in T&D as well as renewables sectors. SMEs export their products to large electrical equipment manufacturers, thus acting as contractors. These exports have aided growth in certain sectors such as cables, meters, switchgears, etc. We expect the trend of improving exports supporting revenue growth to continue in the medium term. Growth is also expected to be there on ground due to increased focus on infrastructure and rural development, especially with the 100% rural electrification target to be achieved by March 2019. c. Utilisation is expected to rise marginally but remain in the range of 60-70% over the next three years. Demand from the power generation segment is expected to be weak, while that from the transmission and distribution (T&D) segment is likely to Confidential and Property of State Bank of India NEWFORMAT Page 44 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED grow rapidly. Also, industrial demand (steel, cement, textiles, etc.) is expected to be weak, whereas railways and renewables will support the growth. d. Operating margins improved on account of a marginal rise in utilisation and stable raw material prices. Intense competition in the industry, coupled with limited value-added nature of small and medium enterprise (SME) players, leads to low bargaining power and small growth margins. Operating margins to remain in the range of 8.5-9.5% for next fiscal on account of volatility in raw material prices. SME players are susceptible to volatility in raw material prices and exchange rate. Working capital requirements are expected to remain high. SMEs tend to hold inventory to meet large orders. e. Long term growth rate for the electrical equipment industry is projected to be at 25.4% CAGR from USD 21bn (FY15) to USD 102.5bn (FY22). Over the long term the key growth drivers would be growing demand for power consumption with electricity reaching rural and hitherto untapped regions; opportunities for replacement, maintenance and brownfield expansions; higher investments and capacity expansions with the increasing entry of global players through JV route; and policy support by the Central Government. Company;s Position TELK is a manufacturer of High Voltage Power transformers. Being a JV between GoK and NTPC, with very few competitors, TELK enjoys a comfortable position in the market. The company has been awarded many quality certifications like ISO 9001,QMS,NABL etc. The main clients of the company include all state electricity boards, NTPC, PGCIL, MEIL, GVPR Engineering etc. For the FY 2019-20, the company has already bagged orders for power transformers to the tune of Rs.223.02 crs . Market Share of the company Key customers and Vendors of the Company Confidential and Property of State Bank of India NEWFORMAT Page 45 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED • Nuclear Power Corporation of India Ltd. • National Thermal Power Corporation Ltd • KSEB • All state electricity boards • Railways • Cochin International Airport • Megha Engineering Infrastructure Ltd • GVPR Engineers Ltd, Hyderabad • Bharath Heavy Electricals • Power Grid Corporation of India Ltd. Details of Key Products The main product of the company is Extra High Voltage Power Transformer .The range of Power transformers offered is from 20 MVA to 315 MVA(3 phase)/825 MVA (single phase).These products conform to national and other international standards.The company also manufactures bushings ,gear etc. Trend in pricing of raw materials, finished goods and operating margins The key raw materials are CRGO Steel, Copper and Aluminum. The raw material is not abundantly available locally. Usually, EE players partly procure the materials locally and partly through import. As key input needs to be imported for some equipment like transformers, the industry is also subject to foreign currency fluctuation risk. CRGO steel sheet is used in the manufacture of transformers . The prices have been very stable for entire last fiscal (17-18) at around Rs.59000/t level. Y-o-Y there has been a marginal 1.19% increase. The basic customs duty on MgO coated cold rolled steel coils for use in manufacture of CRGO steel has been reduced from 10 %to 5 % in Budget 2017-18. Reduction of BCD on CRGO steel will help in reduction of the cost of power transformers. The Industry profitability is expected to remain under pressure due to dependence on imports and increase in raw material prices among other factors like intensified international competition and long delivery schedules. Details of Exports, if any Details of Exports to Associate concerns, if any Confidential and Property of State Bank of India NEWFORMAT Page 46 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED The company's exports are meager and it exported only to Oman during FY 201718, which is a country under Medium risk category. The exports constituted only 0.05% of the total turnover. Ability to compete against imports The company is in existence since 1963 and is one of the industry majors in the Power Transformer manufacturing industry.Also,with the strong backing of NTPC ,the company is still the sought after name among all the state electricity boards and companies like NTPC, PGCIL etc. Critical Success factors 1.The company has a long track record ranging back to 1963. 2 .Joint Venture between GoK and NTPC. 3.The firm is a preferred supplier amongst all state electricity boards, Indian railways etc owing to a high level of quality conformations. Confidential and Property of State Bank of India NEWFORMAT Page 47 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED C4. Ratio Analysis Amount INR in Crore 2017-18 2018-19 2019-20 2020-21 Estimated Provisional Estimated 01-0401-0401-042018/31- 2018/31- 2019/3103-2019 03-2019 03-2020 Projected 01-042020/3103-2021 Estimated 01-042017/3103-2018 Audited 01-042017/3103-2018 1.71 1.63 1.71 1.65 1.68 1.71 61.44 60.75 73.02 65.66 76.22 84.25 0.21 0.39 0.3 0.31 0.32 0.33 27.13 17.65 19.87 15.93 14.32 13.28 0.14 0.18 0.14 0.13 0.11 0.1 Interest Coverage Ratio * 8.41 2.51 4 2.69 3.35 3.45 FACR, if applicable -0.66 -0.62 -0.68 -0.68 -0.74 -0.75 0 0 24.81 47.12 30.11 31.59 32.32 31.99 9.4 9.49 7.85 7.24 8.11 8.56 Long Term Loans / EBIDTA 0 0.68 0.78 0.49 0.44 0.43 Debt / Equity 0 0.15 0.2 0.1 0.1 0.1 0.01 0.04 0.02 0.03 0.03 0.03 Particulars Liquidity Ratios Current Ratio NWC NWC/sales Bank Finance (BF) to Current Assets (%) BF/Gross sales Coverage Ratios DSCR, if applicable Operating cost to Sales (%) EBIDTA / Net Sales Interest/Cost of Sales Confidential and Property of State Bank of India NEWFORMAT 0 Page 48 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED 2017-18 2018-19 2019-20 2020-21 Estimated 01-042017/3103-2018 Audited 01-042017/3103-2018 PBT/Net Sales% 7.73 4.85 5.24 3.8 4.87 5.23 Gross Current Assets ( as no. of days of sales) 184 369 260 289 286 288 Net Sales to Total Tangible Assets (times) 1.44 0.89 1.27 1.15 1.18 1.17 11.16 4.29 6.67 4.39 5.73 6.14 PBT / Tangible Net Worth 0.21 0.11 0.17 0.11 0.14 0.15 (Inventory/Net Sales)+(Receivables/Gross Sales)(Days) 183 346 252 232 241 244 Operating Cycle- No. of total days 167 346 252 232 241 244 TOL/TNW 0.86 1.6 1.56 1.47 1.45 1.41 TOL/Adj. TNW 0.86 1.6 1.56 1.47 1.45 1.41 6.98 -8.18 5.24 2.41 4.87 5.23 11.06 3.2 10.05 3.68 5.13 8.06 Particulars Estimated Provisional Estimated 01-0401-0401-042018/31- 2018/31- 2019/3103-2019 03-2019 03-2020 Projected 01-042020/3103-2021 Turnover Ratios PBT to Total Tangible Assets (%) Solvency Ratios Profitability Ratios OPM %( OP/NS %) ROE% * Interest coverage ratio: Calculation method EBITDA/Interest Comments on Adverse movements in a. TNW TNW of the company has increased from Rs.58.71 crs (as at 31.03.2017) to Rs.66.61 crs (as at 31.03.2018) on account of plough back of profits and reduction in Deferred Tax Assets. As per the PBS, the same has improved further by Rs.7.19 crs. b. TOL/TNW The gearing ratio of the company improved from 1.64 as on 31.03.2017 to 1.60 as on 31.03.2018 on account of improvement in TNW. The ratio is well below the desired level of =3.50 (as per the CRA model). Improvement in TNW has led to further Confidential and Property of State Bank of India NEWFORMAT Page 49 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED improvement in the ratio to 1.47 as on 31.03.2019. c. TOL/Adj. TNW No investment in associates and subsidiaries and hence TOL/Adj TNW is same as the TOL/TNW of the company. The ratio is well below the desired level of =3.50 (as per the CRA model). d. Current Ratio & NWC The current ratio of the company as on 31.03.2018 is 1.63 as against 1.46 as on 31.03.2017 which is above the desired level of >=1.40 (as per the CRA model). The ratio has further improved to 1.65 as on 31.03.2019. The NWC position has also improved from Rs.42.04 crs as on 31.03.2017 to Rs.60.75 crs. as on 31.03.2018. e. Details of any significant Non Operating Income / Expenditure that materially alters the PAT Nil f. Comments on variation of more than 20% from industry best figures for EBIDTA/Net Sales Industry figure for EBIDTA /Net Sales is not available. PBT/Net sales of TELK is 4.85% for FY 2018 and 3.80 for FY 2019.The industry average for PBT/Net salesis 2.61%for FY 2018 and 3.76 for FY 2019. Hence, there is no variation from industry best figures. Confidential and Property of State Bank of India NEWFORMAT Page 50 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED C5. Synopsis of Balance Sheet Amount INR in Crore Current Liabilities 2017-18 2018-19 2019-20 2020-21 Estimated Audited Estimated Provisional Estimated Projected 01-04-2017 01-04-2017 01-04-2018 01-04-2018 01-04-2019 01-04-2020 1 2 1 3 1 4 to to to to to to 31-03-2018 31-03-2018 31-03-2019 31-03-2019 31-03-2020 31-03-2021 Short term Bank 40.00 27.81 35.00 26.50 27.02 27.02 Other Current Liabilities (B) (Total of i,ii,iii & iv) 45.99 68.97 68.09 74.16 85.48 92.13 i. Sundry Creditors 6.50 21.27 19.86 19.19 18.35 20.18 ii. Advance Payments 7.50 1.93 2.99 2.99 5.27 5.80 iii. TL Inst. Repayable in 12 months (incl FCCB) 0.00 0.00 0.00 0.00 0.00 0.00 31.99 45.77 45.24 51.98 61.86 66.15 85.99 96.78 103.09 100.66 112.50 119.15 iv. Provisions & Others CL Total Current Liabilities (C) = (A+B) Confidential and Property of State Bank of India NEWFORMAT Page 51 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Amount INR in Crore Term Liabilities 2017-18 2018-19 2019-20 2020-21 Estimated Audited Estimated Provisional Estimated Projected 01-04-2017 01-04-2017 01-04-2018 01-04-2018 01-04-2019 01-04-2020 1 2 1 3 1 4 to to to to to to 31-03-2018 31-03-2018 31-03-2019 31-03-2019 31-03-2020 31-03-2021 v. Term Loans - SBI (> 12 months) vi. Term Loans Others (>12 months) 0.00 0.00 0.00 0.00 0.00 0.00 vii. Debentures, Redeemable Pref. shares (<12 years), 0.00 0.00 0.00 0.00 0.00 0.00 viii. Unsecured Loans 0.00 0.00 0.00 0.00 0.00 0.00 ix. Other Term 0.00 9.84 15.09 7.52 8.68 9.54 x. DTL 0.00 0.00 0.00 0.00 0.00 0.00 Total Term Liabilities (D) = Total of (v to x) 0.00 9.84 15.09 7.52 8.68 9.54 Total Outside Liabilities (E) = (C+D) 85.99 106.62 118.18 108.18 121.18 128.69 xi. PUC (Including Premium) 42.97 42.97 42.97 42.97 42.97 42.97 xii. Reserves & Surplus(Other than Revaluation Reserves) 67.04 50.39 50.85 50.75 50.84 50.84 0.00 16.19 16.19 16.19 16.19 16.19 Net Worth (NW) (F) = Total of (xi to xiv) 110.01 109.55 110.01 109.91 110.00 110.00 Total Liabilities (G) = (E+F) 196.00 216.17 228.19 218.09 231.18 238.69 xiii. Share Application Money xiv. Others Confidential and Property of State Bank of India NEWFORMAT Page 52 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Amount INR in Crore Current Assets 2017-18 2018-19 2019-20 2020-21 Estimated Audited Estimated Provisional Estimated Projected 01-04-2017 01-04-2017 01-04-2018 01-04-2018 01-04-2019 01-04-2020 1 2 1 3 1 4 to to to to to to 31-03-2018 31-03-2018 31-03-2019 31-03-2019 31-03-2020 31-03-2021 a. Cash & Bank Balances 5.00 0.01 0.38 0.02 0.02 0.02 c. Receivables(< 6 months) 91.93 44.93 91.36 86.89 84.44 88.66 d. Investments (Other than long term) 4.00 5.37 5.20 6.34 5.85 6.44 e. Total Inventory 38.50 101.31 78.87 46.72 74.12 83.58 8.00 5.91 0.30 26.35 24.29 24.70 147.43 157.53 176.11 166.32 188.72 203.40 b) LC/BG Margins, Fixed Deposit & liquid investments f. i. Dues from Associate / Subsidiaries f. ii. Other Current Assets - Others Total Current Assets (A) Confidential and Property of State Bank of India NEWFORMAT Page 53 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Amount INR in Crore Fixed Assets 2017-18 2018-19 2019-20 2020-21 Estimated Audited Estimated Provisional Estimated Projected 01-04-2017 01-04-2017 01-04-2018 01-04-2018 01-04-2019 01-04-2020 1 2 1 3 1 4 to to to to to to 31-03-2018 31-03-2018 31-03-2019 31-03-2019 31-03-2020 31-03-2021 Gross Block 22.50 18.09 20.72 18.15 19.17 20.00 4.12 3.07 3.23 3.05 3.96 4.00 23.38 15.15 17.50 15.11 15.22 16.01 0.01 0.01 0.01 0.01 0.01 0.01 12.90 0.00 0.00 0.00 0.00 0.00 2.00 0.54 0.36 0.54 0.55 0.55 Non Current Assets (C) 14.91 0.55 0.37 0.55 0.56 0.56 Total Tangible Assets (A+B+C = D) 185.72 173.23 193.98 181.98 204.50 219.97 Intangible Assets, including DTA (E) 6.36 15.84 16.37 12.17 7.30 7.30 Accumulated Loss, if any (F) 3.92 27.10 17.84 23.94 19.38 11.42 Total Assets (D + E + F) 196.00 216.17 228.19 218.09 231.18 238.69 Less: Cumulative Depreciation Net Block (excluding revaluation reserves) + Capital Work in Progress (B) Investment in Associates, Subsidiaries, Sister Other Investments Receivables > 6 months Others L.T Loans & Advances Confidential and Property of State Bank of India NEWFORMAT Page 54 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Comments (Deterioration/improvement in financials, corrective action plan, if financials are weak) i) Comments on any change in capital structure There is no change in capital structure ii) Comments on Short Term borrowings, As per ABS as on 31.03.2018, STB if not commensurate with increase in increased by Rs.6.26 crs, increase in value of inventory & receivables. inventory and receivables is Rs.24.91 crs. iii) Movements of Unsecured Loans (quasi No unsecured loan equity) iv) Change in investments in Group companies / others No investment in group companies v) Comments on Sundry Debtors beyond 6 months - present position Receivables beyond 6 months is Nil as vi) Loans and advances to group companies Confidential and Property of State Bank of India on 31.03.2019 Nil NEWFORMAT Page 55 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED vii) Others , if any (as on 31.03.2018) Other current liabilities of Rs.45.77 crs as on 31.03.2018 include:Amount payable to employees and other dues Rs. 20.36 crs, statutory liabilities-Rs.6.91 crs, provision for tax-Rs.3.21 crs, provision for employment benefits-Rs. 15.24 crs, Unclaimed Dividend- Rs.0.05 cr. Other Term Liabilities of Rs.9.84 crs include Provision for gratuity, leave encashment and sick leave. Others in Net Worth consists of Capital Reserve of Rs.16.19 crs Investments (Other than long term) of Rs.5.37 crs include Margin Money Deposit- Rs.5.28 crs, Unclaimed Dividend Account- Rs.0.05, Other deposits- Rs.0.04 crs Other current assets of Rs.5.91 crs include: Balance with government authorities-Rs.3.16 crs, Employee advances-Rs.0.29 cr, Advances to suppliers and contractors- Rs.1.06 crs, EMD- Rs.0.54 cr, employee advancesRs.0.86 cr. Other Non-current Assets of Rs.0.54 crs include Deposits- Rs.0.42 crs and Long term government gold deposit with SBIRs.0.12 cr Qualified opinion for ABS 2017-18: Confidential and Property of State Bank of India NEWFORMAT Page 56 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED The statutory auditor has made the following qualifications for the ABS 2017-18: 1. The company has not obtained confirmation of balances in respect of Trade Receivables, Advances to suppliers and contractors, balance with Government Authorities and Loans as on 31.03.2018. 2. a. The company has obtained a statement from the third party indicating the details of materials held by them. Except for this, there are no records relating to material lying with third parties. b. Physical verification of material lying with fabricators as on 31.03.2018 has notbeen done. 3. Authentication of vouchers and approvals thereon (except for bank vouchers) by superior officer is not available in almost all the cases. 4. Details regarding break up of EMD and security deposit received from contractors and retention money due to contractors are not available. 5. In some of the Fixed Assets, code nos are not seen affixed on these assets. 6. It is observed that the booking of Income Tax deduction at source (TDS) liability has not been passed through the respective ledger accounts resulting in a higher debit balance in TDS payable and higher credit balance in parties account. 7. GST Input Tax Credit Account, GST payable account and CENVAT credit accounts are not reconciled with the records of the company. The Auditors have opined that except for the possible effects of the material weaknesses described above on the achievement of the control criteria, the company has maintained, in all material respects an adequate internal financial control system over financial reporting based on the guidelines issued by ICAI. The auditors have further certified that these material weaknesses do not affect the standalone IndAS financial statements of the company. Comments in adverse movements only in the above: (Not to exceed 5-6 lines) i) Comments on any change in capital structure There is no change in capital structure Confidential and Property of State Bank of India NEWFORMAT Page 57 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED ii) Comments on Short Term borrowings, if not commensurate with increase in value of inventory & receivables. As per ABS as on 31.03.2018, STB increased by Rs.6.26 crs, increase in inventory and receivables is Rs.24.91 crs. iii) Movements of Unsecured Loans (quasi equity) No unsecured loan iv) Change in investments in Group companies / others No investment in group companies v) Comments on Sundry Debtors beyond 6 months - present position Receivables beyond 6 months is Nil as on 31.03.2019 vi) Loans and advances to group companies Nil vii) Others , if any Other current liabilities of Rs.45.77 crs as on 31.03.2018 include:Amount payable to employees and other dues Rs.20.36 crs, statutory liabilities-Rs.6.91 crs, provision for tax-Rs.3.21 crs, provision for employment benefits-Rs.15.24 crs, Unclaimed Dividend- Rs.0.05 cr. Other Term Liabilities of Rs.9.84 crs include Provision for gratuity, leave encashment and sick leave. Others in Net Worth consists of Capital Reserve of Rs.16.19 crs Investments (Other than long term) of Rs.5.37 crs include Margin Money DepositRs.5.28 crs, Unclaimed Dividend Account- Rs.0.05, Other deposits- Rs.0.04 crs Other current assets of Rs.5.91 crs include: Balance with government authoritiesRs.3.16 crs, Employee advances-Rs.0.29 cr, Advances to suppliers and contractorsRs.1.06 crs, EMD- Rs.0.54 cr, employee advances- Rs.0.86 cr. Other Non-current Assets of Rs.0.54 crs include Deposits- Rs.0.42 crs and Long term government gold deposit with SBI- Rs.0.12 cr Confidential and Property of State Bank of India NEWFORMAT Page 58 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED C6. Statutory dues/Other Contingent liabilities Dues Statutory dues Contingent liabilities Amount Quantified in ABS as on 31-03-2018 Impact on financial position (as % of TNW) Negative Score in CRA, if any 0.63 0.00 0.00 62.85 24.62 8.00 Any legal case or any significant disclosures in the notes to account which can have a serious impact on financials of the company: No Unhedged exposures and extent of risk, if natural hedge not available, risk mitigation plan Comments, in brief, if the impact is significant The foreign currency exposure of the company as on 31.03.2018 is Rs.0.93 cr which is only around 0.61% of the total turnover. Since the FCE is very low, company has not formalised any hedging policy. Confidential and Property of State Bank of India NEWFORMAT Page 59 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED C7. Movement of NWC / Liquidity/TNW Amount INR in Crore 2017-18 NWC Current Ratio 2018-19 2019-20 2020-21 Estimated Provisional Estimated Projected Estimated Audited 61.44 60.75 65.66 65.66 76.22 84.26 1.71 1.63 1.65 1.65 1.68 1.71 Net cash from operating -8.63 1.23 Net cash from investing 3.28 2.36 Net cash from financing 1.99 -6.97 Net increase in cash/cash equivalent -3.36 -3.38 Comment on reasons for decline in NWC ( Such as Cash Losses, Diversion of funds, insufficient cash accruals to pay TL instalment etc.), if any and action plan to improve the position The NWC position has improved from Rs.42.04 crs as on 31.03.2017 to Rs.60.75 crs. as on 31.03.2018 and to Rs.65.66 crs as on 31.03.2019. The current ratio of the company as on 31.03.2018 is 1.63 as against 1.46 as on 31.03.2017 which is above the desired level of >=1.40 (as per the CRA model). The ratio has further improved to 1.65 as on 31.03.2019 (provisional). Confidential and Property of State Bank of India NEWFORMAT Page 60 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Movement of Long Term Funds (Funds Flow) Long Term Sources Amount INR in Crore Funds Flow 2017-18 2018-19 2019-20 2020-21 Estimated Audited Estimated Provisional Estimated Projected 01-04-2017 01-04-2017 01-04-2018 01-04-2018 01-04-2019 01-04-2020 to to to to to to 31-03-2018 31-03-2018 31-03-2019 31-03-2019 31-03-2020 31-03-2021 a) Cash Accruals 13.23 3.95 10.86 4.72 6.63 10.13 b) Equity Funds 0.00 0.00 0.00 0.00 0.00 0.00 c) Loans -4.15 5.69 5.25 -2.32 1.16 0.86 d) Others 15.66 0.25 -0.98 -1.22 -1.07 -2.13 24.74 9.89 15.13 1.18 6.72 8.86 Total Long Term uses Amount INR in Crore Funds Flow 2017-18 2018-19 2019-20 2020-21 Estimated Audited Estimated Provisional Estimated Projected 01-04-2017 01-04-2017 01-04-2018 01-04-2018 01-04-2019 01-04-2020 to to to to to to 31-03-2018 31-03-2018 31-03-2019 31-03-2019 31-03-2020 31-03-2021 a) CAPEX 10.08 0.80 2.51 -0.06 1.02 0.83 b) Others -4.74 -9.62 0.35 -3.67 -4.86 0.00 5.34 -8.82 2.86 -3.73 -3.84 0.83 19.40 18.71 12.27 4.91 10.56 8.03 Total Long Term Surplus / Deficit Comments: As on 31.03.2018, the company has a long term surplus of Rs.18.71 crs . For the FY 2018-19,the company has long term surplus of Rs.4.91crs. No long term deficit is estimated/projected by the company . Hence, the position is considered acceptable. Confidential and Property of State Bank of India NEWFORMAT Page 61 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Movement of TNW Amount INR in Crore Provisional 2018-19 01-04-2018 to 31-03-2019 Estimated 2019-20 01-04-2019 to 31-03-2020 Projected 2020-21 01-04-2020 to 31-03-2021 66.61 73.80 83.33 3.17 4.65 7.95 Add. / Subtract Change in Intangible Assets 0.04 0.03 0.00 Adjust Prior Year Expenses 0.33 0.00 0.00 3.65 4.85 0.00 73.80 83.33 91.28 Investment in Associates / Subsidiaries (A & S) 0.00 0.00 0.00 Long Term Loans to A & S 0.00 0.00 0.00 73.80 83.33 91.28 Opening TNW (excluding SAM $) Share Application Money ($) Add PAT Add. (a) Increase in Equity (b) Increase in Share Premium Deduct Dividend Payment Add/Subtract: DTL/DTA Closing TNW Adjusted TNW $ SAM be converted to equity by next Balance sheet date. Comments in brief, if the impact is significant The amount shown under prior year expenses represents 'other comprehensive income/loss' The amount shown in Prior year expensesperatins to decrease in other equity (Reserves)of Rs.0.33 cr resulted on account ofOther comprehensiveincome of Rs. 0.33 cr that will not be reclassified to profit and loss. TNW of the company has increased from Rs.66.61 crs (as at 31.03.2018) to Rs. 73.80 crs (as at 31.03.2019) on account of plough back of profits and reduction in Confidential and Property of State Bank of India NEWFORMAT Page 62 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Deferred Tax Assets. TNW is estimated & projected to improve in the coming years mainly on account of plough back of profits. Confidential and Property of State Bank of India NEWFORMAT Page 63 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED C8. Activity-wise Cash Flow Analysis Previous Year Last Year 2017-18 2018-19 Profit before Tax 7.44 7.99 Add: Depreciation 1.31 1.56 4.27 5.66 -13.59 0.00 Cash Flow from Operating Activities Misc Expenses written off Interest Paid Net Loss on Fixed Assets Sold Diminution in value of Investment Provision for doubtful debts / age base provisions bad debts recovered gold brought to books by crediting misc income -0.01 impairment value of gold with Bank Less: Dividend received Less: Interest received 4.09 2.42 -4.67 12.79 Trade receivables 64.81 -41.96 Inventories -73.12 54.59 Loans & Advances / Other Current Assets 0.09 -20.64 Liabilities and Provisions 4.11 Cash from Operating Activities -8.78 Income Tax 0.15 Operating Profit before Working Capital Working Capital 4.78 investment Confidential and Property of State Bank of India NEWFORMAT Page 64 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Net Cash from Operating Activities (a) -8.63 1.23 -0.81 -0.06 Dividend received 0.00 0.00 Interest received 4.09 2.42 3.28 2.36 6.26 -1.31 -4.27 -5.66 Net Cash from Financing Activities (c) 1.99 -6.97 Net Increase / Decrease in Cash (a)+(b)+(c) -3.36 -3.38 Previous Year Last Year a. Net Cash from Operations -8.63 1.23 b. Net Cash from Investments 3.28 2.36 c. Net Cash from Financing 1.99 -6.97 d. Net increase in Cash / Cash Equivalent -3.36 -3.38 b) Cash Flow from Investing Activities Addition in Fixed Assets Sale of Fixed Assets Advances for Capital Expenditure Sundry Creditors for Capital Expenditure Investments Non current assets Net Cash from Investing Activities (b) c) Cash flow from Financing Activities Long Term Borrowings Repayment of Term Loans Short Term Borrowing Buyback of Shares Interest paid Dividend paid Corporate Dividend Tax DTA Consolidated Cash Flow Comments in brief, if the impact is significant There is a net decrease in cash by 3.36 crs during FY 2017-18 mainly due to Confidential and Property of State Bank of India NEWFORMAT Page 65 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED outflow from operations (Provision for doubtful trade receivables- Rs.13.59 crs). C9. Inter - Firm Comparison i. Finance Related Name of Company Bharat Heavy electricals FB Lts NFB $ Lts $ Year Sales CR Cash Net Cycle Profit PBT/ Net Sales 2500.0 26000. 2018 28925. 1.62 316.00 806.60 5.48 0 00 81 TOL/ TNW 1.08 TELK 12.02 96.40 2018 153.36 1.63 346.00 2.64 4.85 1.60 Transformers and Rectifiers Limited 81.00 234.21 2018 685.06 0.96 302.00 4.36 1.00 2.39 $ wherever available either from our own data or external source ii. Market Related Name of Company Industry Company Market Currency /Sector P/E Cap P/E Face Value @ Share Price * EPS of Last Year High Low Current None (* for listed companies) @ 52 weeks' High Low: face value to be mentioned, if not Rs. 10. Comments The TELK is a relatively small player compared to BHEL and Transformers and Rectifiers india Limited. The profitability of TELK is better than both the other players.The current ratio of the company is better than transformers and rectifiers india limited. Confidential and Property of State Bank of India NEWFORMAT Page 66 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Section D LOAN POLICY / DEVIATIONS / COMPLIANCE / REGULATORY PRESCRIPTIONS D1. Deviations in Loan Policy Parameters I. Prudential Norms Borrower Indicative Min/Max Level Company's as per Loan level as on 31Policy 03-2019 Manufacturing Justifications 6157.00 108.42 Complied with. II. Prudential Norms - Group 28733.00 108.42 Complied with. III. FB Exposure to the Industry 62851.00 12.02 Complied with. IV. Substantial Exposure : Borrower 10% of Bank's capital funds 108.42 Complied with. V. Substantial Exposure : group 10% of the Bank's Capital Funds 108.42 Complied with. VI. Term Loan Tenor N.A N.A Complied with. VII. CRA Minimum Score FR-23, BR-9, MR-13 FR-32.30,BR9.64,MR-19.07 Complied with. VIII. Hurdle Rate SB-10 SB-9 Complied with. IX. TOL/Adj TNW <=4.00 1.47 Complied with. X. Current ratio >=1.33 1.65 Complied with. XI. Debt/Equity 2.00 N.A N.A XII. Promoters Contribution N.A N.A N.A XIII. Averages Gross DSCR (TL) >=1.20 N.A N.A XIV. Long Term Debt / EBITDA <=3.60 0.57 Complied with. Confidential and Property of State Bank of India NEWFORMAT Page 67 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED XV. Interest Coverage Ratio >=2.60 2.69 Complied with. N.A N.A N.A RLRR+ 5%, effective rate being 12.65% p.a Card Rate NA .NA XVI. Non Compliance of Norms for Strategic Schemes: viz. Corporate Loans, TIFS, CRE and Others XVII. Rate of Interest XVIII. Exposure to large specified Borrowers, in excess of permitted limit XIX. Others D2. Other deviations: Parameters Complian ce(Y/N) i) Takeover Norms NA ii) Advances to Bank's Directors and the parties related to Directors NA iii) Advances to Officers and the Relatives of Senior NA Confidential and Property of State Bank of India Deviations NEWFORMAT Justifications Page 68 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Officers of SBI / Other Banks iv) Advances to Directors of Other Bank(s) and parties related to other Bank's Directors NA v) The Undertaking on (Restrictions on number of Layers) Rules 2017 obtained NA vi) The Undertaking on enhancing credit supply for large borrowers through market mechanism NA Note : (*Refer latest RBI master Circular on Statutory and other Restrictions) Justification for Deviations from Risk Angle Confidential and Property of State Bank of India NEWFORMAT Page 69 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Section E Summary of Critical Risk Factors / Mitigations Critical Risks Perceived Mitigating Factors CRA / ECR Financial Risks Related Group Related The Financial Risk score of the company based on ABS as on 31.03.2018 is 24.20 and has decreased over previous year. There has been decline in sales during FY 2017-18 compared to FY 2016-17and the company has achieved only 57.16% of estimated sales and 22.51% of estimated PAT. Business and Industry Risks The company manufactures extra high voltage Power Transformers and its accessories.The products of the company maintain high level of quality and has ISO and NABL certfications. As per IEEMA report,the electrical equipment industry,especially demand for transformers is expected to grow in the coming years .However,being a joint venture between GoK and NTPC Ltd, strong support from the promoters is available to the company. Management Risks TELK is a joint venture of Govt of Kerala and NTPC Ltd . Hurdle Rates The CRA rating of the company based on ABS as on 31.03.2018 is SB-9 and is above the hurdle rate of SB-10. The company scores 24.20 under Financial Risk,9.64 under Business & Industry Risk & 19.07 under Management Risk , which are above the respective hurdle score of 23.00,9.00 and 13.00. Any other adverse remarks in ECR Nil. The company is rated BBB /stable by Brickwork ratings and is valid up to 21.02.2020. Group gearing, where applicable Nil Adverse features in Nil Group Concerns/Associate entities, interlocking / diversion of funds, if any Confidential and Property of State Bank of India NEWFORMAT Page 70 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Details of guarantees extended to sister concerns / associates. Value of guarantees To our Bank Amount in To other Bank Amount in Sustainabili Environmental Nil Clearances & ty Concerns Sustainability measures Other pending approvals, if any Audit Reports RFIA Report Credit Audit Report Date:20-12-2018 ORM Marks CRM Marks 55.12 Remarks(comments only on non-complied issues) 1. Account is irregular and in SMA from 18/09/2018 as the continuation is available up to 17/09/2018. Renewal to be done immediately to avoid slippage in to NPA account. 2.Total FCE is unhedged and company is not having any hedging policy 3.Statutory Auditors made qualified observation: a) Trade receivable of Rs Confidential and Property of State Bank of India 1. Continuation of limits from up to 29.06.2019 is sanctioned by CCSC vide its resolution dated 06.02.2019. Renewal of limits based on ABS 2017-18 and provisional BS of FY 2018-19 is under progress. 2. FCE of the company as on 31.03.2018 is Rs.0.93 cr which is only around 0.61% of the total turnover. Since the FCE is very low, company has not formalised any hedging policy. 3. a)The Auditors have opined that except for the possible effects of the material weaknesses described above on the achievement of the control criteria, the Company has maintained, in all material respects an adequate internal financial controls system over financial reporting based on the guidelines issued by ICAI. The auditors have further certified that these material weaknesses do not affect the standalone IndAS financial statements of the Company. b) The shortfall in insurance of stock was that pertaining to the stock which are lying with fabricators. Company has confirmed that these stocks were insured by the fabricator. c) We have advised the company suitably in this regard. It has been informed that necessary steps have been taken to avoid recurrence of this qualification. 4. Other income consists of the following: Interest income-Rs.0.80 cr., Profit NEWFORMAT Page 71 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED PPE & scrap-Rs.0.006 cr., Duty Draw back and duty scrip-Rs.0.21 cr. and Miscellaneous income Rs.1.50 crs. 5. Same as point no 1. 6. For FY 2017-18, the company had estimated higher sales of Rs. 268.28 crs based on the orders in hand for execution. For this purpose the company had requested for enhancement of WC limits. Since company could not submit the audited financials, enhancement request of the company was not considered. The company also experienced delay in realisation of receivables from two major customers. Most of the orders received 97.14 crs, Loans (Non- by the company for execution during FY current asset) of Rs 0.19 2017-18 are carried over to FY 2018-19. All crs, Loans these factors led to non-achievement of (Current Asset) of Rs estimated sales for the FY 2017-18. 0.44 crs, Balance with Govt. authorities of Rs 2.46 crs, Advances to supplier & contractor of Rs 0.93 crs, Provision for medical reimbursement of Rs.0.49 crs are subjected to confirmation. b) Shortfall in insurance of stock is observed by the statutory auditor (mentioned in other matter paragraph. c) Reconciliation of fixed asset with fixed asset register is not produced for verification to statutory auditor of the company. 4. Non operative income is noticed and is Rs. 2.52 cr and details not provided 5. Continuation of the Limits is available up to 17/09/2018 only and renewal is Confidential and Property of State Bank of India NEWFORMAT Page 72 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED pending. 6. FY 2017-18: Company could not able to achieve the sales and achieved Rs.174.27 cr against the estimation of 273.28 cr (63.77%). Inventory level is Rs.76.64 cr which is 99.06% more than the estimations. OCA level is Rs. 52.12 cr which is 206.59% more than the estimations and OCL is Rs. 49.20cr which is 24.59% more than the estimations. Sundry Creditors level is Rs. 17.73 cr which is 172.77% more than the estimations. Critical ESR / LRM observations, In case of Renewal Proposal. RBIAFI u/s 35 Legal Audit Dated :26-07-2018 Remarks(comments only on non-complied issues) Legal Audit conducted by Adv Sri K Sivakumar. Nil Statutory Audit Report Dated:15-07-2019 Name of Auditor K Venkitachalam Aiyer & Co Remarks (including availability of collaterals) Nil Confidential and Property of State Bank of India NEWFORMAT Page 73 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Stock & Receivable Audit Report Dated: Stock & Receivable Audit waived for PSU. Qualifications, if any, given by the auditors in the Balance Sheet / financial statements The Auditors have opined that except for the possible effects of the material weaknesses described above on the achievement of the control criteria, the company has maintained, in all material respects an adequate internal The auditor has made financial control system over financial the following reporting based on the guidelines issued by qualifications for the ICAI. The auditors have further certified that ABS 2017-18: these material weaknesses do not affect the 1. The company has standalone IndAS financial statements of the not obtained company. confirmation of balances in respect of Trade Receivables, Advances to suppliers and contractors, balance with Government Authorities and Loans as on 31.03.2018. 2. a. The company has obtained a statement from the third party indicating the details of materials held by them. Except for this, there are no records relating to material lying with third parties. b. Physical verification of material lying with fabricators as on 31.03.2018 has not been done. 3. Authentication of vouchers and approvals thereon (except for bank vouchers) by superior officer is not available in almost all the cases. 4. Details regarding break up of EMD and security deposit received from contractors and Confidential and Property of State Bank of India NEWFORMAT Page 74 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED retention money due to contractors are not available. 5. In some of the Fixed Assets, code nos are not seen affixed on these assets. 6. It is observed that the booking of Income Tax deduction at source (TDS) liability has not been passed through the respective ledger accounts resulting in a higher debit balance in TDS payable and higher credit balance in parties account. 7. GST Input Tax Credit Account, GST payable account and CENVAT credit accounts are not reconciled with the records of the company. Country Risk Country Risk Nil. The company's exports are meager and it exported only to Oman during FY 2017-18, which is a country under Medium risk category. The exports constituted 0.05% of the total turnover. Compliance Compliance of earlier sanction terms including Security creation (Primary / collateral) / maintenance of escrow account / furnishing personal / Corporate Guarantee, post sanction modification etc Confidential and Property of State Bank of India The Compliance details are furnished below in Non-compliance Section a & b NEWFORMAT Page 75 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED The foreign currency exposure of the company as on 31.03.2018 is Rs.0.93 cr which is only around 0.61% of the total (i) Financial Hedge: 0 % turnover. of FCE Hedged Foreign Currency Exposure: Foreign Currencey Exposure (ii) Natural Hedge: 0 % (FCE) of the of FCE Company Unhedged Foreign Currency Exposure: 100 % of FCE Any other adverse features# # including any recent significant events, adverse press reports or market intelligence that may affect the risk profile of the customer and aggravate the risk of lending E2 (a). Comments on: Borrower: Default/wilful default and any other unsatisfactory features in conduct of accounts with us /other banks or institutions Nil. No irregularities during last 12 months Defaults by any associate/JV/subsidiary or any unsatisfactory features in conduct of accounts with us/other banks or institutions NIL Overall market perception about promoters/company/group TELK is a manufacturer of high voltage Power Transformers.Being a joint Venture between GoK and NTPC, with very few competitors,the company enjoys a comfortable position in the market.The company has also been awarded many quality certifications like ISO:9001,QMS,NABL accredition etc.The major clients of the company include state electricity boards, NTPC, NPCIL, PGCIL and private players like MEIL, GVPR Engg etc. Overall leveraging position of the group in relation to promoters equity in the business and free reserves Industry Risk (comment on demand supply, availability of raw materials, import/export competitiveness, extent regulated, entry barriers ) and ability of the borrower to meet the competition Detailed in Market and Industry analysis-page no:11-18. Confidential and Property of State Bank of India NEWFORMAT Page 76 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Environmental issues, if any, and Approval status and Social Issues, if any To track the movement of ESG (Environmental, Social and Governance) practices in the company, rating is to be monitored as under : Scoring System for Environment, Social and Goverance issues (Value Statements / Scoring Bands) 1. ENVIRONMENT ISSUES 1.1 Register of Regulations Sr. No. Value Statement (iii) The legal register is maintained but rarely updated. Score Company Score 2 2 Score Company Score 2 2 Score Company Score 1 1 Score Company Score 1 1 Score Company Score 1 1 1.2 Pollution Prevention Sr. No. Value Statement (iii) Pollution prevention measures are adopted and pollution levels are meeting the prescribed standards. 1.3 Hazardous Waste Management Sr. No. Value Statement (ii) Tracking and reporting of hazardous waste is being done to a certain extent, as per regulations. ( Partial Compliance). 1.4 Resource Efficiency Sr. No. Value Statement (ii) Few measures have been adopted to conserve natural resources . 1.5 Green House Gas (GHG) emissions reduction Sr. No. Value Statement (ii) The company monitors GHG emissions, but no plans to reduce / offset GHG emissions exist. Confidential and Property of State Bank of India NEWFORMAT Page 77 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED 1.6 Environment & Social Management System Sr. No. Value Statement (iii) The company has an environment and social management system. (Such as ISO 14001, ISO 50001, SA 8000,OHSAS 18001, etc.). Score Company Score 2 2 Score Company Score 1 1 Score Company Score 2 2 Score Company Score 3 3 Score Company Score 2 2 Score Company Score 1.7 Disclosure and Reporting Sr. No. Value Statement (ii) Internal ESG monitoring reports are prepared as and when required by the company’s management / Board of Directors. 1.8 Environmental Management Plan Sr. No. Value Statement (iii) Environmental Management Plan (EMP) is prepared and partially implemented by company. 2. SOCIAL ISSUES 2.1 Social Policy Sr. No. Value Statement (iv) A robust HR policy exists covering all the aforesaid features including contractors. 2.2 Grievance Redressal Mechanism Sr. No. Value Statement (iii) A proper grievance redressal system for employees is in place, but the grievances are not documented regularly. 2.3 Monitoring / Audits Sr. No. Value Statement Confidential and Property of State Bank of India NEWFORMAT Page 78 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED (iii) Internal as well as External ESG audits are conducted in the company. 2 2 2.4 Minimize Impacts and Provide Fair Compensation and Livelihood Restoration Sr. No. Value Statement (iii) Land acquisition process does not involve significant social issues such as physical displacement. Occasional protests in the community with regard to the company exist. The company has done an assessment of impacts but has not done anything to manage / mitigate them. Score Company Score 2 2 Score Company Score 2 2 Score Company Score 2 2 Score Company Score 2 2 2.5 Emergency Plans Sr. No. Value Statement (iii) An emergency evacuation plan and a disaster management plan for all the identified risks are displayed across the company. 2.6 Health and Safety Policy and Training Sr. No. Value Statement (iii) The company has a health and safety policy in place, but the company does not conduct health and safety training for its employees. 3. GOVERNANCE ISSUES. 3.1 Promote a Fair and Transparent Way of Doing Business Sr. No. Value Statement (iii) The company conducts business on an arm’s length basis with its Associate & Subsidiaries. In case of family businesses, ownership and rights of all shareholders are respected and terms of employment for all family members are documented. Confidential and Property of State Bank of India NEWFORMAT Page 79 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED 3.2 Ensure Good Governance Practices at the Company Sr. No. Value Statement (ii) It has a policy on Good Governance Practices or is ready to, formulate and announce anti- corruption, counterfraud (ACCF) policies (in three months) and a simple ACCF management program (in six months) with a basic compliance mechanism. Score Company Score 1 1 Score Company Score 1 1 3.3 Ensure Adequate Internal Checks for Managing Risks Sr. No. Value Statement (ii) There is a well- defined internal control system for key areas of operations of the company. There is staff entrusted with the responsibility of internal audits Average Score Applicable for Environment issues: Sr.No. Sub Parameter. Score 1.1 Register of Regulations 2 1.2 Pollution Prevention 2 1.3 Hazardous Waste Management 1 1.4 Resource Efficiency 1 1.5 Green House Gas (GHG) emissions reduction 1 1.6 Environment & Social Management System 2 1.7 Disclosure and Reporting 1 1.8 Environmental Management Plan 2 Composite score 2 NEWFORMAT Page 80 / 144 Confidential and Property of State Bank of India Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Average Score Applicable for Social issues: Sr.No. Sub Parameter. Score 2.1 Social Policy 3 2.2 Grievance Redressal Mechanism 2 2.3 Monitoring / Audits 2 2.4 Minimize Impacts and Provide Fair Compensation and Livelihood Restoration 2 2.5 Emergency Plans 2 2.6 Health and Safety Policy and Training 2 Composite score 2 Average Score Applicable for Government issues: Sr.No. Sub Parameter. Score 3.1 Promote a Fair and Transparent Way of Doing Business 2 3.2 Ensure Good Governance Practices at the Company 1 3.3 Ensure Adequate Internal Checks for Managing Risks 1 Composite score 1 Average Overall Score Applicable for Environment, Social and Government issues: Sr.No. Parameter. Composite Score 1 Environment 2 2 Social 2 3 Governance 1 Composite score 2 NEWFORMAT Page 81 / 144 Confidential and Property of State Bank of India Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Parameter Rating Environmental 2 Social 2 Governance 1 Rating Explanation Rating - 0 Rating - 1 Rating - 2 Company is fully Company does not compliant with all meet minimum ESG the applicable laws standards & regulations Company goes beyond legal requirements and follow additional ESG best practices Rating - 3 Company incorporates international best practices in its procedures Any prosecution/investigation against the borrowers/promoters/directors going on. No Major Deviation, if any in respect of RBI guidelines/SEBI/stock exchange/any other regulator (RBI guidelines on ECB/financing of JVs abroad/FDI guidelines/financing of NBFCs etc., if applicable) Nature of Guidelines Details, Impact & Mitigation None Any unusual feature in assessment of the credit facilities which may pose more than normal risk and is not in conformity with generally accepted lending norms including permitting higher 'Loan To Value' ratio against stocks/receivables, stretch in WC cycle etc. Nil Working capital cycle length Existing (days): 232 Proposed (days): 241 Comment, if any stretch in working capital cycle observed and risk mitigation There is only a marginal stretch in working capital limits estimated for FY 2019-20. The company has estimated the working capital cycle based on the demand and market conditions. Confidential and Property of State Bank of India NEWFORMAT Page 82 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Comments from Credit Audit( Executive Summary Page)/statutory auditors/ Stock Audit / Legal Audit/ RBI official/other Audits requiring attention of sanctioning authority (only the items of pending compliances as on date need to be furnished) Name of Audit Report Credit Audit Report Date 20-122018 Non-compliance Present position Timeline for compliance Credit Audit observations and Branch Reply discussed elsewhere in the proposal. Non-compliance, if any of earlier sanction terms and proposed timelines for compliance. Sanction Date Financial Covenants 31-102018 06-022019 Target date for complianc Covenant Details Non-compliance details Others (i) Renewal based on audited financials of 2017-18 to be completed by 31.12.2018 (ii) ECR to be obtained for entire exposures. (i) Present proposal is based on audited financials of 201718 and provisional financials not older than 6 months. The company had submitted Audited financials for the FY 2016-17 only in August 2018. The delay in preparation of ABS for FY 2016-17 had spill over effect in the preparation of ABS for FY 2017-18 and the same was submitted in July 2019. Hence the delay. Continuation of limits for a further period of 180 days from 01.01.2019 has however been approved by CCSC on 06.02.2019. (ii) ECR covers the entire exposure for Rs.232.42 crs (Brickworks BBB rating valid up to 21.02.2020) Others Renewal based on audited financials of 2017-18 and provisional financials not older than 6 months (in case provisional financials as on 30.11. 2018 is not available) to be put up to sanctioning authority by 30.04.2019 Present proposal is based on audited financials of 2017-18 and provisional financials not older than 6 months. The company had submitted Audited financials for the FY 2016-17 only in August 2018. The delay in preparation of ABS for FY 2016-17 had spill over effect in the preparation of ABS for FY 2017-18 and the same was submitted in July 2019. Hence the delay. b. Non-compliance status with Other terms and Conditions of earlier sanction : Sanction Date Sanction Date Non-compliance details Target date for None Confidential and Property of State Bank of India NEWFORMAT Page 83 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Major deviation, if any from Loan Policy/ lending norms for NBFCs/ Corporate Loan / other schematic lendings, which require sanctioning authority's approval and rationale. Nature of deviation Justification for acceptance None For listed companies, change in capital market perception (market capitalization for last 3 years) as also recent recommendations , available if any from reputed brokerage houses: Not a listed company Capability to execute large projects (if proposal is for project funding, details in addendum): N.A Any other critical risk factors requiring attention of sanctioning authority viz. country risk, counter party risk, regulatory risk in overseas territories etc. Nature of Risk Factor Details of Risks Mitigation None E2 (b). Early Warning Signals: Early warning signals, if any (as per the given list) and corrective plan in respect of warning signal(s) observed: Early Warning Signals observed, if any Sr. Early Warning Signals Yes No /No . /NA 1 Persistent Irregularity in Account N 2 Defaults in - Repayment Obligations Servicing of - Periodic Interest N 3 Devolvement of LC liabilities/Invocation of Guarantees N Confidential and Property of State Bank of India Comments(if adverse) NEWFORMAT Page 84 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED 4 Lower credit summations in the account. N 5 Sales transactions not routed through Cash Credit account N 6 Declining current ratio N 7 Operating losses/net losses N 8 Erosion of TNW N 9 Opening of accounts with other banks N 10 Default in payment to the banks /sundry debtors and other statutory bodies, etc., bouncing of the high value cheques N 11 Funds coming from other banks to liquidate the outstanding loan amount N 12 Onerous clause in issue of BG/LC/standby letters of credit N 13 In merchanting trade, import leg not revealed to the bank N 14 Funding of the interest by sanctioning additional facilities N 15 Floating front/associate companies by investing borrowed money N 16 Increase in borrowings, despite huge cash and cash equivalents in the borrower's balance sheet N 17 Material discrepancies in the annual report N 18 Significant in consistencies within the N Confidential and Property of State Bank of India The company came out of loss during FY 2016-17. NEWFORMAT Page 85 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED 18 annual report (between various sections) N 19 Frequent change in accounting period and/or accounting policies N 20 Frequent requests for general purpose loans. N 21 Movement of an account from one bank to another. N 22 Frequent adhoc sanctions. N 23 LCs issued for local trade/ related party transactions. N 24 High value RTGS payments to unrelated parties. N 25 Heavy cash withdrawal in loan accounts. N 26 Declining profitability N 27 Liabilities appearing in ROC search report, not reported by the borrower in its annual report N 28 Substantial related party transactions N 29 Delay observed in payment of outstanding dues N Only redundant charges appearing in RoC search report. Nil during the last FY. There was only one instance during FY 201718.The company could not liquidate the ad-hoc facilty on time.The account was irrregular for 59 OPERATIONAL & PHYSICAL 30 Low activity levels - in plant N Low activity levels - in Bank Account N 31 Disorderly diversification/frequent changes in plans N 32 Overdue receivables N Confidential and Property of State Bank of India NEWFORMAT Page 86 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED 33 Return of outward bills unpaid/dishonoured cheques N 34 Low inventory movement N 35 Non-payment of wages/power bills N 36 Frequent labour troubles N 37 Loss of critical / important customers N 38 Frequent return of finished goods N 39 Raid by Income tax/sales tax/central excise duty officials N 40 Frequent change in the scope of the project to be undertaken by the borrower N 41 Under insured or over insured inventory N 42 Dispute on title of the collateral securities N 43 Costing of the project which is in wide variance with standard cost of installation of the project N 44 Foreign bills remaining outstanding for along time and tendency for bills to remain overdue N 45 Request received from the borrower to postpone the inspection of the godown for flimsy reasons N 46 Higher level of claims not acknowledged as debt N 47 Same collaterals N Confidential and Property of State Bank of India NEWFORMAT Page 87 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED 47 charged to a number of lenders N 48 Concealment of certain vital documents like master agreement, insurance coverage N 49 Reduction in the stake of promoter /director N 50 Substantial increase in unbilled revenue year after year 51 Large number of transactions with inter connected companies and large outstanding from such companies N 52 Significant movements in inventory, disproportionately higher growth in turnover N 53 Significant movements in receivables, disproportionately higher than the growth in turnover and/or increase in age of the receivables N 54 Disproportionate increase in other current assets N 55 Significant increase in working capital borrowings as a percentage of turnover N 56 Critical issues highlighted in the stock audit report 57 Increase in Fixed Assets, without corresponding increase in turnover (when project is implemented) NA Stock Audit waived for PSUs N Confidential and Property of State Bank of India NEWFORMAT Page 88 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED 58 Poor disclosure of materially adverse information and no qualification by the statutory auditors N 59 Non submission of original bills N LOSS OF MARKET REPUTATION 60 Court cases against the unit N 61 Inability to raise supplies on usual credit terms N ATTITUDINAL CHANGES 62 Avoids contact with the Bank N 63 Non/ delayed submission of data and financials Y 64 Fudging of financial statements (e.g. change in accounting practices, qualifying remarks by the auditors etc.) N 65 Dissension amongst partners/promoters N The company had submitted Audited financials for the FY 2016-17 only in August 2018. The delay in preparation of ABS for FY 2016-17 had spill over effect in the preparation of ABS for FY 2017-18 and the same was submitted in July 2019. 66 Invoices devoid of TAN and other details 67 Resignation of the key personnel and frequent changes in the management OTHERS 68 Adverse impact of change in government policy N 69 Emergence of new competitors /technology N Confidential and Property of State Bank of India NEWFORMAT Page 89 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED 70 Financing the unit far away from the branch N Confidential and Property of State Bank of India NEWFORMAT Page 90 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Section F ASSESSMENT OF FUND-BASED LIMITS F1. Assessment of Working capital Limit (If the assessment of the WC limit is based on any other parameters, like Cash Budget Method, Nayak Committee-Turnover Method, please specify them along with an explanation) i. Inventory & receivable levels: (Amount)(Days) Inventory/Payments Audited 2017-18 Provisional 2018-19 Estimated 2019-20 Projected 2020-21 Raw Material Imported Amount Day Domestic FG 86 Receivables (Domestic) Amount Receivables (Export) Amount Receivables (Total) Amount Day Day Day 0 69 74 11.76 86.89 0.00 44.93 26 133 0 88.66 124 0.00 0 86.89 156 16.10 84.44 0.00 0 11.80 19 20 156 109 14.75 15.61 44.93 55.68 131 26 30 109 47.61 13.46 30.18 0.00 0 124 29 74 0.00 17.65 36.41 Amount Day 0 34.37 Amount Day 0.00 0 Amount Day SIP 0.00 0.00 0 84.44 133 88.66 124 S.Creditors Import Amount Day Domestic Amount Day 21.27 48 Other Current Amount Assets Comments on holding level 19.19 91 4.85 18.35 40 25.49 20.18 45 21.91 22.32 Majority of the RM used in the manufacture of transformers are procured indigenously, except for a few items like bushing oil and sometimes CRGO steel. However the company had not imported any raw material during FY Confidential and Property of State Bank of India NEWFORMAT Page 91 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Comments on holding level 2018-19. The normal holding period of the company is around 2 to 3 months and it is estimated to increase to around 4 months. As the high value raw materials are very much subject to price volatility, the company has estimated to make procurement in advance in the coming years, even though raw materials may be utilised later only - as per the production plan. Since the company is engaged in manufacture of heavy electrical equipment like transformers which are specialty products, procurement of raw materials and manufacture is based on work orders in hand. The company has informed that there might be instances where they hold production of some transformer for a particular period, even after commencement of production and give priority to some other transformers for a particular year (which may not be true for another year / period). Hence there could be variation in raw material holding period Y-o-Y. The company manufactures high voltage power transformers and the estimated levels of 26 days for SIP is acceptable. The holding levels of finished goods are considered at acceptable levels. There was a stretch in holding level of receivables in FY 2018-19. The receivable holding levels were more than 5 months during FY 2018-19. In majority of the cases, realization of a part of receivables happen only after commissioning and successful testing of equipment at the customer end. Hence there is variation in receivable level for different years. The company has estimated the receivables holding level to be below 5 months for FY 2019-20. The sundry creditors level estimated around 1-1.5 months is reasonable and in line with the normal working of the company. The overall WC cycle of the company is estimated to increase marginally from 232 days in FY 2018-19 to 241 days in FY 2019-20. Comments / Justification The holding levels estimated by the company are based on the current market and demand and the order received .The levels are realistic and may be accepted. Confidential and Property of State Bank of India NEWFORMAT Page 92 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED ii. Assessed Bank Finance Assessed Bank Finance Amount INR in Crore Audited 2017-18 Net Sales Inventory / Net sales + Receivables / Gross sales Provisional 2018-19 153.36 346 210.07 232 Estimated 2019-20 Projected 2020-21 240.57 258.02 241 244 Net Sales to Total tangible Assets 0.89 1.15 1.18 1.17 Total Current Asset (TCA) 157.53 166.32 188.72 203.40 Other Current Liabilities (OCL)(excluding sundry creditors) 47.81 55.09 67.24 72.07 WC Gap (TCA-OCL) 88.56 92.16 103.24 111.27 NWC (TCA-TCL) 60.75 65.66 76.22 84.25 Bank Finance ( WC Gap – NWC) 27.81 26.50 27.02 27.02 FBWC 27.81 26.50 27.02 27.02 NFBWC 96.40 96.40 96.40 96.40 NWC/TCA(%) 38.56 39.48 40.39 41.42 Sr Cr / TCA (%) 13.43 11.47 9.67 9.86 BF/TCA(%) 17.65 15.93 14.32 13.28 OCL (excluding Sundry Creditors) /TCA % 30.35 33.12 35.63 35.43 3.07 15.32 11.60 10.97 OCA/TCA(%) Brief Comments: The BF to TCA is estimated to remain at the same level of around 14%. The present proposal is for renewal of FB and NFB working capitals at the existing level. The company is yet to submit the audited financials for the FY 2018-19 . The present proposal is based on ABS as on 31.03.2018 and Provisional financials as on 31.03.2019. EPC/FBD limits applicable : No F2. Appraisal Memorandum for Term Loan (The format provided in Annexure 'A' for Project Term Loans to be used for other Term Loans also.) Assessment of Credit Facility under ELECTRONIC DEALER FINANCING SCHEME (e-DFS) Applicable: No Confidential and Property of State Bank of India NEWFORMAT Page 93 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Assessment of Stand by Line of Credit Applicable: No Assessment of the Limits under e-DFS: Applicable: No Additional Assessment for Peak Level Limit (if required) Applicable: No Additional Assessment for Non Peak Level Limit Applicable: No Confidential and Property of State Bank of India NEWFORMAT Page 94 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED SECTION - G ASSESSMENT OF NON-FUND BASED LIMITS G1. Computation of LC limit: Amount INR in Crore Foreign LCs Domestic LCs Total Purchases of RM (Esti/Proj) Total LCs 6.00 132.78 138.78 60.00 60.00 60.00 0.30 6.64 6.94 a) Usance (Average) (in days) 90.00 40.00 65.00 b) Lead time (Average) (in days) 30.00 25.00 28.00 120.00 65.00 LC Limit Required (M × T) 1.20 14.39 15.59 LC Recommended (A) 1.00 14.00 15.00 LC for Lead Time for which Creditors are not Created (Monthly RM out of LC*b/30) (B) 0.30 5.53 5.83 Level of Creditors (LC backed) (A-B) 0.70 8.47 9.17 Recommended LC Limit 1.00 14.00 15.00 Procurement out of LC (%) Monthly RM Purchases out of LC * (M) Total Time (a + b) (T) Our Share 15.00 Documentary : 15 Margin(%) Non Documentary : Existing : 10 Usance / Sundry Creditors Proposed : 10 40/40 Maximum Usance Period of LC estimates No of days Domestic LCs 40 Foreign LCs 90 * In case of foreign LCs, purchases should be net of duties. Comments on mismatch, if any, between Usance available & Sundry Creditors The majority of company's purchases are domestic purchases and accordingly, the usance period of 40 days considered for assessment of domestic LCs is same as the estimated holding level of sundry creditors. Import purchases happen only rarely and generally maximum usance of 90 days is available for the same. Comments on assessment of LC Limits The company is currently enjoying an LC limit of Rs.15.00 crs as per previous sanction.The proposed LC limits of the company is assessed at the existing level. The LC limit is utilized by the company for procuring CRGO (Cold Rolled Grain Oriented) steel which is the main raw material and for purchase of various other components used in the manufacture of Power Transformers. The company may also require foreign LCs for purchase of some parts like CRGO steel from Korea and Japan .Hence an import LC limit of Rs.1.00 cr is proposed for sanction as a sub limit of LC limit of Rs.15.00 crs. Confidential and Property of State Bank of India NEWFORMAT Page 95 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED G2. Assessment of BG Limit Amount INR in Crore Outstanding BGs as on 14-08-2019 55.23 Add: BGs required during the period from 01-09-2019 to 31-08-2020 33.50 Less : Estimated maturity/cancellation of BGs during the period from 0109-2019 to 31-08-2020 8.30 Requirements of BGs 80.43 Our share in BG Limit 80.40 Recommended BG limit 80.40 Financial : 80.4 Performance : 80.4 Margin (Existing / Proposed): 10 / 10 Comments on assessment of BG Limits The company was enjoying BG limits to the tune of Rs.80.40 crs as per previous sanction.The total BG limit is assessed at the existing limit only. The Bank Guarantee limits are mainly used for getting advance payment from customers and for contract performance (During the last FY no Financial BG has been issued). As on 14.08.2019, the company has an outstanding BG of Rs.55.23 crs and has estimated an additional requirement of Rs.33.50 crs. BGs amouting to Rs.8.30 crs is expected to mature during the next twelve months and hence a BG limit of Rs.80.40 crs is assessed for the next twelve months. The company may be permitted to utilize the BG limits as Performance or Financial Bank Guarantee as required.Hence Financial Guarantee of Rs.80.40 crs is considered as a sub limit of Performance Bank Guarantee. Assessment of BG limits for EPC contractors/ Construction Industry (In case of EPC Contractors/ Construction industry detailed assessment in respect of Guarantees issued for Bid bond, Mobilization, Performance, Retention, Other BGs be Confidential and Property of State Bank of India NEWFORMAT Page 96 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Amount INR in Crore 1 Total Value of tenders participated at any point of time - next 12 months (A) 2 Success/ Strike rate @ (m)% (B) 3 Bid Bonds @ (n)% on value of the tenders participated (C) calculated on the assumption that the EMD BGs are rotated once in (p) months. [(C) = A × n% × p ÷ 12] (where, A=Total Value of Bid bonds, p = no of months) 4 Performance Guarantees @ (q)% of item 2 [D= B × q% × nn ÷ 12 ] nn (where, n = no of months) (D) 5 Mobilisation advance guarantees @ (r)% of item 2 [E= B × r% × nn ÷ 12] nn (where, n = no of months) (E) 6 Retention money guarantees @ (s)% on completion of works for next (n) months (S) 7 Requirement of Guarantees for miscellaneous purposes 8 Guarantees required for new & existing projects (3+4+5+6+7) 9 Add: Outstanding Bank Guarantees as on Total Bank Guarantees (8+9) 10 Less: Bank Guarantees expiring during next months including return of bid bonds Bank Guarantees Required Recommended Comments on mismatch, if any, between Mobilization BGs given and Advance payment Comments on assessment of BG Limits (for EPC contractors/ Construction Industry) Confidential and Property of State Bank of India NEWFORMAT Page 97 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED G3. Assessment of Credit Exposure Limit (Forward Contract/ Derivative Limit) I. Past Performance Method (PP Method) Amount INR in Crore Note: Only revenue exposures for the year are considered under this component Year Exports T/O Imports T/O * Pr Year-2 * Pr Year-1 * Pr Year Total T/O (3 years) Average T/O (3 Years) Eligible Notional Note: Eligible Notional is higher of the average of previous 3 years T/O or previous year's T/O. Applicable CCF=2% (< 1 Year) Purchase Limits (PFE) Sales Limits (PFE) PFE on Eligible Notional Note: PFE on eligible notional is the Limit. Separate sub-limits for Sales and Purchases are to be assessed. CEL under PP component A II) Documentary Evidence Method (DE Method) Amount INR in Crore Eligible Notional based on various contracts and obligations on hand. (Revenue contracts both short & long term, repayments other inflows or outflows). Exchange Rate Contracts Tenor Eligible Notional (Actual) * II. a) Exchange Rate Contracts Revenue (Current Year) Applicable CCF <1 Year 2% CEL under DE (Revenue current year) >1 Year <=5 Years > 5 Years NA NA NA NA B Note: Higher of the A or B is added to the other components of exposures and limits Higher of A or B Amount INR in Crore II. b) Exchange Rate Contracts DE Others (Repayment/ Revenue other than II (a) & Tenor <1 Year >1 Year <= 5 > 5 Years 2% 10% 15% i ii iii * Amount Applicable CCF PFE DE Others (i+ii+iii) C Total Exchange Rate Contracts (Higher of (A or B) +C) (1) Confidential and Property of State Bank of India NEWFORMAT Page 98 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Notes: (i) Eligible Notional arrived at on aggregate repayments / receipts for the relevant years basis. (ii) Receipts out of long term revenue contracts for first year are considered only under DE eligibility Amount INR in Crore III. Interest Rate Contracts Tenor Eligible Notional(Actual) <1 Year >1 Year <=5 Years > 5 Years 0.50% 1.00% 3.00% i ii iii * Amount (ECB etc.) Applicable CCF (Max Period) PFE on Eligible Notional Total CEL IR Contracts (i+ii+iii) 2 * Add Negative MTM of Existing Contracts 3 Total Forward/Derivative Limits (1) + (2) + (3) 4 Summary Derivative Limits - Forward Contract Exports Imports Total Limit Options Swaps I. Past Performance( Revenue) * II. Documentary Evidence II(a). Exchange Rate Contracts II(b). Exchange Rate Contracts(DE III. Interest Rate Contracts IV. Sub Total {[( I or II (a)] +II (b)+III} V. Negative MTM of Existing Total (IV + V) Comments on assessment of Derivative Limits Confidential and Property of State Bank of India NEWFORMAT Page 99 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Section H H1. Capital requirement (details to be furnished for all facilities individually) (Amount INR in Crore) Nature of the facilities proposed Estimated Capital Capital Pricing Net outstanding requirement requirement proposed Interest as on 31% (@) – Amount (@) Income/fe 03-2020 of (@) e based the current income * / Previous (@) year (@) Funded Exposures Working Capital Est 5.50 11.50 0.93 12.65 0.38 Act 0.58 11.50 0.58 10.70 0.21 BD BD under Est LC Act 4.50 11.50 0.27 8.25 0.02 2.99 11.50 0.26 8.45 0.02 0.00 1.10 Cash Credit CC Non Funded Exposures Est 56.21 11.50 2.64 Act 56.21 11.50 2.64 Est 7.34 11.50 0.10 Act 7.34 11.50 0.10 BG BG 1.33 0.00 0.13 LC LC 0.13 Unhedged exposures in the balance sheet of the borrower INR 0.00 0.00 0.00 0.00 0.00 Est 73.55 3.94 1.63 Act 67.12 3.58 1.69 Total ROCC 21.79 ( 26.31 ) RAROC 18.46 ( 22.65 ) Hurdle rate for RAROC 20.00 ( 20.00 ) Confidential and Property of State Bank of India NEWFORMAT Page 100 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Note * Net Interest Income (Interest Income net of Market Related Funds Transfer Pricing System) & earnings by way of Commission charged on non funded exposures, Forex turnover only to be shown. @ Actual as on 31 st March last year to be shown in brackets. Comment on acceptability of lower returns if RAROC is less than Hurdle rate for RAROC, including potential for cross sell opportunities RAROC is above the hurdle rate. The RAROC of the company for FY 2018-19 was 29.20% and is estimated at 21.88% for the FY 2019-20 (Excel sheets for RAROC calculations annexed with the proposal). Further we have other businesses from the company as given below: 1.The salary of around 500 employees are routed through our Angamally Branch under Corporate Salary Package. 2.A part of the retail loan requirements like personal loan, Housing Loan, Car loan etc of the employees are also being provided by our Bank . The income from the above are not quantified and reckoned for RAROC calculation. Confidential and Property of State Bank of India NEWFORMAT Page 101 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED H2. Income Analysis / Value of account From (Amount INR in Crore) Estimates Actuals Estimates WC Int. 4.37 1.34 1.37 TL Int 0.00 0.00 0.00 LC 0.10 0.13 0.13 BG 1.15 1.33 1.10 Bills 0.00 0.00 0.00 0.00 0.00 0.31 0.23 0.35 0.00 0.00 0.00 5.93 3.02 3.04 Forex Loan processing / upfront fee Commitment Charge Income from others Viz CMP, Cross-Selling etc For other verticals in the bank For Non Banking Subsidiaries Total earnings from the account for SBG(excluding banking subsidiaries) H3. Loss / Income on account of Concessions and Additional Business during the period of reporting (only in case of renewal proposal) (A) Sacrifice Amount INR in Crore Concession Facility Id Nature (Facility Name) F0005040 Cash Credit ( CC ) 9001 Confidential and Property of State Bank of India Currency Average Monthly Incomes per Card Rate (i) Average Monthly Income at Approved Rate (ii) Average Monthly Sacrifice till Date after date of sanction (i-ii) INR 0.14 0.14 0.00 NEWFORMAT Page 102 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Amount INR in Crore Concession Nature Average Monthly Incomes per Card Rate (i) Average Average Monthly Income Monthly at Approved Sacrifice till Rate (ii) Date after date of sanction(i-ii) Remittance Processing Charges 0.00 1.25 1.25 0.00 Mortgage creation Charges 0.00 Upfront fee for TL 0.00 LC / BG commission 0.10 0.10 Any Other (Please Specify) Total Average Monthly Sacrifice (A) Confidential and Property of State Bank of India 0.00 0.00 1.35 NEWFORMAT 1.35 0.00 Page 103 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED (B) Income from Additional Business Nature / Type of Cross Selling Product Expected Additional Business for the year during last Sanction /Renewal Actual Average Additional Monthly Business Income in the last during year ( Previous after last FY (B) Sanction / Renewal) Average Monthly Income during current FY Up to the date of Sanction (C) Additional Avg. Monthly Income After the after date of sanction sanction (D-C)=E (D) SBI Mutual fund 0.00 0.00 0.00 0.00 0.00 0.00 SBI Life Insurance 0.00 0.00 0.00 0.00 0.00 0.00 SBI General Insurance 0.00 0.00 0.00 0.00 0.00 0.00 Personal Accidental Insurance of staff 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Fee income from Wealth Salary accounts of all employees of Co. 6.00 0.00 0.00 0.00 0.00 Loan and advances to staff of company 5.00 0.00 0.00 0.00 0.00 Group Insurance to All employees 0.00 0.00 0.00 SBI Credit Card 0.00 0.00 0.00 SBI Viswayatra Foreign Travel Card 0.00 0.00 0.00 Vendor-Dealer Finance 0.00 0.00 0.00 SBI Capital Market Ltd. 0.00 0.00 0.00 CMP 0.00 0.00 0.00 Any other business (Please Specify) 0.00 0.00 0.00 0.00 0.00 0.00 Total 11.00 Net Income / Loss: (E) – (A) 0.00 0.00 0.00 H4. Proposed Pricing (All individual Fund based facilities to be furnished) Confidential and Property of State Bank of India NEWFORMAT Page 104 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Interest Rates: Facility Facility Id Facility Name Name Existing Pricing terms Facility Account Rate Currenc No. (Rate y Type) F00050409001 - Cash Credit CC 8.55 (MCLR 1 Y) INR Proposed Pricing terms Card Rate Concession Existing Rate Reset Card/ Card Rate Concession Proposed Rate Reset Extended, if Periodicity Proposed Extended, if Periodicity Spread Effective any (Basis Spread Effective Spread Effective any (Basis Spread Effective Rate Rate Rate Rate Rate Rate Rate Rate Points) (Rate Type) Rate Points) 2.00 10.55 0.00 2.00 10.55 12M RLLR (7.65) 2.00 9.65 0.00 2.00 9.65 12M H5. Other Concessions Already Extended / Proposed i. Service Charges Existing Terms Income Head Processing Fee Card Rate Card Rate. 0.30% of the limit+GST maximum Rs.0.30 cr Consession Extended, if any (%) 25 Proposed Terms Existing Rate Rs.22.50 lacs +GST 0.35% of the loan Amount (Maximum of Rs 35 Lac ) 0.00 UpfrontFee 0.00 N.A Card Rate Consession Extended, if any (%) Proposed Rate 25 Rs.26.25 lacs +GST 0.00 0.00 N.A 0.00 N.A 0.00 0.00 0.00 Commit Charges card rate 0 card rate i) If the average utilization is more than 75%- No charges ii)If the average utilization is between 50-75%0.25% p.a to be recovered on entire unutilized portion on a quarterly basis. iii)If the average utilization is less than 50%- 0.50% p.a. on entire unutilized portion on a quarterly basis. 0 Card Rate LC Card Rate 0 Card Rate 0 Card Rate BG Card Rate 0 Card Rate 1.40% p.a (Minimum Commission per LG- Rs 2000.00) PBG- 1.80% p.a (Minimum Commission per BG- Rs 600.00) FBG- 2.10% p.a (Minimum Commission per BG- Rs 600.00) 0 Card Rate Comments / Justification: LC/BG charges are proposed at card rates. 25% concession is proposed for processing charges. Justification is provided in section 10 of the Confidential and Property of State Bank of India NEWFORMAT Page 105 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED proposal. Details of interest rate and other Service Charges offered by other banks (in case of MBA/Consortium) ii. Movement of RAROC/ROCC Previous Year Existing Year Estimates Actual Estimates RAROC 17.31 22.65 18.46 ROCC 22.14 26.31 21.79 Comment on infirmities in security creation, if any Nil iii. Pricing of our Bank vis-a-vis pricing of other Banks Facility Id Facility Name - Name Facility Account Proposed Currenc No. Rate y Bank 1 Bank 2 Bank 3 Bank 4 Bank 5 None Comment H6. Utilization of Limits Average Utilization % FB Limits 92.01 NFB Limits 68.32 Comments in brief, if utilisation is less than 60% Utilization ismore than 60%. H7. Justification based on Cost Benefit analysis 25% concession in processing charges against card rates i.e. to recover Rs. 0.26 cr+ GST as against the applicable charges of Rs.0.35 cr +GST with sacrifice amount of Rs.0.09 cr. As per last sanction by CCSC, the company was sanctioned with the following concessions: Processing Fee Card Rate Approved Rate Concession 0.30 cr + GST 0.23 cr + GST 25% The company has requested for concession in processing charges at par with the previous rate. The total income from the account during FY 2018-19 is Rs.3.02 crs and the RAROC was 29.20% which is above the hurdle rate of 20%. RAROC is estimated at 26.09% with a total anticipated income of Rs.2.95 crs. (All other charges are assumed at card rates) Confidential and Property of State Bank of India NEWFORMAT Page 106 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Cost benefit analysis of the same is given below: Card Rate Amount Interest RLRR (5.40%) 1.01 earned on CC + Mark up (2.25%) + 5.00 % 1.40% p.a 0.13 LC income (Minimum Commission per LG- Rs 2000.00) PBG- 1.80% 1.10 p.a (Minimum BG income Commission per BG- Rs 600.00) FBG- 2.10% p.a (Minimum Commission per BG- Rs 600.00) Processing fee 0.35% of the 0.35 limit +GST; maximum Rs. 0.35 cr+GST Other Income Card Rate 0.45 (Bill Discounting commission) 3.04 Aggregate Proposed Rate Card Rate Amount Sacrifice 1.01 0.00 Card Rate 0.13 0.00 Card Rate 1.10 0.00 25% concession 0.26 0.09 Card Rate 0.45 0.00 2.95 0.08 Income The total sacrifice is Rs.0.09 cr. TELK is one of the few investment grade PSUs in Kerala. Apart from the credit facilities, the company is routing the salary of around 500 employees through our Angamally Branch under Corporate Salary Package. Also,the retail loan requirements likepersonal loan, Housing Loan, Car loan etc. of the employees are also being provided by our Bank In view of the long standing relationship and the value of connection we recommend for approval of concession of 25% in processing charges. Confidential and Property of State Bank of India NEWFORMAT Page 107 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Section I Security I1. Primary Security ( all existing securities and those proposed to be brought in, to be mentioned) Existing Sr. Security SAR Type Value ** Date of Basis of No ID & FAE & Valuatio Valuatio SBI . Facilitie SI Priori Apportio Total n n ned to Value Share s Com ty of of in Total plian ROC Facilitie s of SBI Securit Value t Charg y (Y/N e 1 S00050 Yes 409000 1 CC, LC, BG ROC ROC CERSAI Charg Search Date e Report Status Date (Creat ed on) Hypo INR INR INR 31/03/ Balance Yes Sheet theca 117.37 133.61 117.37 2019 tion Crore Crore Crore & Paripass u 1st Char ge 11-052016 Details of Security * : ., STOCKS AND RECEIVABLESHypothecation of Stock & Receivables Creation / perfection of Security Completed : Yes 2 S00050 Yes 409000 4 CC, BG, LC Hypo theca tion & Paripass u 1st Char ge INR 3.42 Crore INR 3.89 Crore INR 31/03/ Balance Yes Sheet 3.42 2019 Crore 14-082018 Details of Security * : Name of the security holder : Transformers and Electricals Kerala Limited, Relationship with Borrower : Borrower, Security Description : ., Name of the security holder : Transformers and Electricals Kerala Limited, Relationship with Borrower : Borrower, Security Description : Hypothecation of other current assets, Hypothecation of Other Current Assets Creation / perfection of Security Completed : Yes Total 120.79 Confidential and Property of State Bank of India NEWFORMAT Page 108 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Security Id Security Type Security subtype TIR Obtained from TIR Date None Proposed Sr. Security SAR Type Value ** Date of Basis of No ID & FAE & Valuatio Valuatio Apportio Total SBI . Facilitie SI Priori n n Value Share s Com ty of ned to of in Total plian ROC Facilitie s of SBI Securit Value t Charg y (Y/N e 1 S00050 Yes 409000 1 CC, BG, LC ROC ROC CERSAI Charg Search Date e Report Status Date (Creat ed on) Hypo INR INR INR 31/03/ Balance Yes Sheet theca 117.37 133.61 117.37 2019 tion Crore Crore Crore & Paripass u 1st Char ge 14-08- 20-032018 2018 Details of Security * : STOCKS AND RECEIVABLES, .Hypothecation of Stock & Receivables 2 S00050 Yes 409000 4 CC, LC, BG Hypo theca tion & Paripass u 1st Char ge INR 3.42 Crore INR 3.89 Crore INR 31/03/ Balance Yes Sheet 3.42 2019 Crore 14-08- 20-032018 2018 Details of Security * : Name of the security holder : Transformers and Electricals Kerala Limited, Relationship with Borrower : Borrower, Security Description : ., Name of the security holder : Transformers and Electricals Kerala Limited, Relationship with Borrower : Borrower, Security Description : Hypothecation of other current assets, Hypothecation of Other Current Assets Total 120.79 Security Id Security Type Security subtype TIR Date TIR Obtained from None Confidential and Property of State Bank of India NEWFORMAT Page 109 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED I2. Collateral Security (1st Charge) (only exclusive collateral securities to be furnished, residual values of primary securities not to be furnished) ( all existing securities and those proposed to be brought in, are mentioned) Existing Sr. Security SAR Type Value ** Date of Basis of No ID & FAE & Valuatio Valuatio SBI . Facilitie SI Priori Apportio Total n n ned to Value Share s Com ty of of in Total plian ROC Facilitie s of SBI Securit Value t Charg y (Y/N e 1 S00050 Yes 409000 2 BG, LC, CC Hypo theca tion & Paripass u 1st Char ge INR 1.40 Crore INR 1.59 Crore ROC# ROC CERSAI Charg Search Date e Report Status Date (Creat ed on) INR 31/03/ Balance Yes Sheet 1.40 2019 Crore 14-08- 20-032018 2018 Details of Security * : Description of Machinery : Movable Fixed Assets of the company, Make : FIXED ASSETS, Description of Machinery : Movable Fixed Assets of the Company , Make : FIXED ASSETS, Hypothecation of Fixed Assets Creation / perfection of Security Completed : Yes Total 1.40 # 15(ii) below Security Id Security Type Security subtype TIR Obtained from TIR Date None Proposed Sr. Security SAR Type Value ** Date of Basis of No ID & FAE & Valuatio Valuatio SBI . Facilitie SI Priori Apportio Total n n ned to Value Share s Com ty of of in Total plian ROC Facilitie t Charg s of SBI Securit Value y (Y/N e 1 S00050 Yes 409000 2 BG, LC, CC Hypo theca tion & Pari- INR 1.40 Crore Confidential and Property of State Bank of India INR 1.59 Crore ROC# ROC CERSAI Charg Search Date e Report Status Date (Creat ed on) INR 31/03/ Balance Yes Sheet 1.40 2019 Crore NEWFORMAT 14-08- 20-032018 2018 Page 110 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED pass u 1st Char ge Details of Security * : Description of Machinery : Movable Fixed Assets of the Company , Make : FIXED ASSETS, Description of Machinery : Movable Fixed Assets of the company, Make : FIXED ASSETS, Hypothecation of Fixed Assets Total 1.40 #15(ii) below Security Id Security Type Security subtype TIR Date TIR Obtained from None I3. Collateral Security (2nd Charge) (only exclusive collateral securities to be furnished, residual values of primary securities not to be furnished) Existing Sr. Security SAR Type Value ** Date of Basis of No ID & FAE & Valuatio Valuatio SBI . Facilitie SI Priori Apportio Total n n ned to Value Share s Com ty of of in Total plian ROC Facilitie t Charg s of SBI Securit Value y (Y/N e ROC# ROC CERSAI Charg Search Date e Report Status Date (Creat ed on) None Total 0.00 # If not filed, time permitted and by whom Security Id Security Type Security subtype TIR Date TIR Obtained from None Proposed Sr. Security SAR Type Value ** Date of Basis of No ID & FAE & Valuatio Valuatio SBI . Facilitie SI Priori Apportio Total n n ned to Value Share s Com ty of of in Total plian ROC Facilitie t Charg s of SBI Securit Value y (Y/N e ROC# ROC CERSAI Charg Search Date e Report Status Date (Creat ed on) None Confidential and Property of State Bank of India NEWFORMAT Page 111 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Total 0.00 # If not filed, time permitted and by whom Security Id Security Type Security subtype TIR Obtained from TIR Date None Note * To include detail like Khata no./Survey No./Patrta No.etc, Flat No.,House No,Area/extent of land, address ** In case of Consortium/MBA Accounts our share to be provided. Details of Total security for the I4. Guarantees (Personal / Corporate / Others) Existing Personal Guarantees Sr. No. Security Id Facilities Name of Guarantor Net Means Excluding Investment As on Compiled on As on Compiled on Including Investment None Proposed Personal Guarantees Sr. No. Security Id Facilities Name of Guarantor Net Means Excluding Investment Including Investment None Existing Corporate Guarantees Sr. Security Facilities Name of No. Id Guarantor TNW As on External Rating, if any LT ST External Rating Valid Upto LT Interna Rated l CRA on Rating ST None Proposed Corporate Guarantees Sr. Security Facilities Name of No. Id Guarantor TNW As on External Rating, if any LT ST External Rating Valid Upto LT Interna Rated l CRA on Rating ST None Confidential and Property of State Bank of India NEWFORMAT Page 112 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Existing Government Guarantees: Central Govt / State Govt (name of State) Sr. No. Security ID Facilities Government/Dep artment Name Amount Valid Upto None Proposed Government Guarantees: Central Govt / State Govt (name of State) Sr. No. Security ID Facilities Government/Dep artment Name Amount Valid Upto None Existing ECGC/CGTMSE/others Sr. No. Security ID Facilities Nature of Guarantee Guarantee Amount None Proposed ECGC/CGTMSE/others Sr. No. Security ID Facilities Nature of Guarantee Guarantee Amount None Comments on change in Security (Primary / Collateral /Guarantees) from the last sanction: No change in security proposed. I5. Additional information on Security (i) Loan to value ratio a. Stocks 75.00 b. Receivables 50.00 c. Receivable from Associates & Subsidiaries, if any 0.00 d. Fixed assets (for term loans) Confidential and Property of State Bank of India NEWFORMAT Page 113 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED (ii) If ROC has not been filed, time permitted and by whom: Not Applicable (iii) Total value of immovable property: Whether Agricultural property : No Particulars Existing Proposed ( to be filled in, only when any change is being Basis of Valuation Agricultural Residential Commercial Factory land & building Plant & machinery 13.27 Provisional Balance Others (iv) Our Share of security in the Immovable property: Existing : 0% Proposed: 0% Value of the property, which has not been valued as stipulated: Not Applicable Date by which valuation will be complete, if pending in respect of any item: Not Applicable (v) Confirm enforceability i.e. whether SARFAESI compliant : Yes Movables like shares (other than those of borrowing entity), mutual funds, fixed Confidential and Property of State Bank of India NEWFORMAT Page 114 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Movables Currency Total Value Our Share None (vi) Total Collateral security percentage in relation to facility extended (first First Charge on immovable property as % of exposure 0% First Charge on liquid instruments as % of exposure 0% Total collateral coverage by way of second charge on fixed assets / immovable property, if any 0% FACR (in case of TLs) - Min Year I6. Security Coverage Existing Proposed Security Coverage SBI: Including Residual Value(%) Excluding Residual Value(%) Including Residual Value(%) Excluding Residual Value(%) Term Loan (%) 0 0 0 0 120.5 120.5 120.5 120.5 0 0 Working Capital (%) Comment on infirmities in security creation, if any Nil Fixed Asset Coverage Ratio Nil 0 0 a) Please indicate time frame allowed for perfection of security Not Applicable b) Charges to be levied in case of delay in security creation (other than the time permitted by the sanctioning authority): 1 % on the entire outstanding till such time the formalities are completed. To be collected by : Remarks c) Deviation from existing security (if any) to be mentioned in the proposal, Nil Confidential and Property of State Bank of India NEWFORMAT Page 115 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED d) Percentage of Non - SARFAESI Compliant Security, if any out of total collateral security: 0 The properties mentioned have been visited by Confidential and Property of State Bank of India NEWFORMAT Page 116 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Section J a. Security Details as mentioned under Section I b. ECGC Cover Pre - shipment Credit Guarantee Post - shipment Credit Guarantee NA NA SCR Policy with Buyer Wise Limit NA c. Margins: (For Each Facility as Applicable) Cash Credit Existing Proposed RM: Domestic 25.00 % 25.00 % RM: Imported 25.00 % 25.00 % SIP 25.00 % 25.00 % FG 25.00 % 25.00 % Receivables Cover 180 days 50.00 % 50.00 % Letter of Credit 10.00 % 10.00 % 45 40 10.00 % 10.00 % TL / DPG % % Project LC % % EPC % % PCFC % % LC usance period BG Justification for deviation from existing margin (in brief), if any No deviations from existing margin proposed. As per last sanction,the company was enjoying 10% cash margin for NFB limits as against the requirement of 25%. The company is in existence since 1963 and has a relation of around five decades with us. There has not been any case of LC devolvement or BG invocation in the past. Moreover, the company has strong backing from its promoters viz GoK and NTPC Ltd.Hence continuation of existing margin of 10% for LC and BG limits is proposed. Confidential and Property of State Bank of India NEWFORMAT Page 117 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED d. Insurance Existing Insurance Security Insurance Latest Insurance Insurance Id Policy Valuation Waiver Cover S000504 KSID/F1/1 090001 0031/2019 133.61 165 Risks Covered Risks Excluded Fire Proposed Insurance Security Insurance Latest Insurance Insurance Id Policy Valuation Waiver Cover S000504 KSID/F1/1 090001 0031/2019 133.61 165 Risks Covered Risks Excluded Fire Comments : Justification for Waiver (if any) NIL e. Inspection Inspection Periodicity Quarterly Comments As per the previous sanction, inspection periodicity was quarterly.We propose for continuation of quarterly inspection in view of the following: (i)TELK is a state government owned enterprise with strong backing from NTPC with BBB rating. (ii)The company is banking with us for more than five decades. (iii)Except for a single instance of irregularity during FY 2017-18, the conduct of the account is satisfactory. f. Repayment Schedule Term Loan Facility Start Date/End Date Repaymen Facilit t or y Moratoriu Curren Confidential and Property of State Bank of India Period NEWFORMAT No. of Installm ents Installment Amount Total Repayment Amount Page 118 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Facility Start Date/End Date m cy Period No. of Installm ents Installment Amount Total Repayment Amount Total Period in Months: Comment : None Corporate Loan Facility ID Facility Name Name Facility Name Facility Name Facility None Other Term Loan Facility ID Facility Name None Working Capitals Facility ID Facility Name None g. Critical covenants, if proposed to be diluted ( * Only if from the list of specified critical covenants ) Nature of covenant to be diluted Justification for acceptance None h. Modification, if any, required from Standard Covenants, all other covenants will apply Justification for deviation ( in brief), if any, to be furnished Confidential and Property of State Bank of India NEWFORMAT Page 119 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Section - K K1. SWOT Analysis of the Proposal Strength : Borrowing Unit : 1.TELK is a PSU under joint venture with NTPC. 2.The Joint venture with NTPC in 2007 had benefitted the company to improve its performance and come out of BIFR. 3.An ISO certified company since 1995.The company also has NABL certification. 4.The company is in existence since 1963 . 5.The company registered profits from 2016-17 onwards after two consecutive years of loss. Borrower(s) (Proprietor/Partner/Director) N.A Weakness : Borrowing Unit : The demand for electrical equipments is dependent on projects from Power Sector. The company's fortune is closely linked to performance of power sector. Mitigation: The company's major clients include National Thermal Power Corporation (NTPC), Nuclear Power Corporation of India Ltd(NPCIL), Power Grid Corporation of India Ltd (PGCIL), National Hydroelectric Power Corporation Ltd (NHPC), MEIPL, GVPR Engineers etc. At present,TELK has orders worth Rs.223.00 crs in hand . Moreover, strong support from promoter NTPC is also available.Further, Power sector is estimated to perform well in view of the thrust given by the Govt on 100% electrification. Confidential and Property of State Bank of India NEWFORMAT Page 120 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Revamping of transmission system being implemented by Power Utilities across the country also has a positive impact on demand for transformers, which is beneficial for TELK. Borrower(s) (Proprietor/Partner/Director) Opportunities : Borrowing Unit : 1. At present the company is mainly supplying to MEIL, NTPC and KSEB,majority share being that of the private player,MEIL. Apart from these, TELK is also supplying to SIEMENS, Karnataka Power Corporation Limited, NLCL and NPCIL only .The company has opportunity to supply Power Transformers to other state electricity boards also. 2.Due to the recent heavy rainfall in Kerala and resultant floods, KSEB has suffered huge damage and presently there is a sudden rise in demand for transformers. Being a PSU and the only high voltage Power Transformer manufacturer based in Kerala,company has enough opportunity to tap the orders from KSEB. Borrower(s) (Proprietor/Partner/Director) Threat : Borrowing Unit : 1.Threat of cheaper imports: 2.Competition from Private sector companies. Mitigation: The company in collaboration with NTPC is taking efforts for product innovation, cost reduction & improvement in technology to overcome competition. Confidential and Property of State Bank of India NEWFORMAT Page 121 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Relationship established with major consumers through active market presence spanning over 50 years and strict insistence on quality of products. Borrower(s) (Proprietor/Partner/Director) K2. Justification for the proposal : 1. Transformers and Electricals Kerala Limited (TELK) is a Public Sector Enterprise, a Joint venture of Government of Kerala (54.56 % shareholding) and National Thermal Power Corporation Ltd (44.60% shareholding). 2. TELK is in existence since 1963 and dealing with us since 1964. 3. The company is rated BBB/stable by Brickwork Ratings, whichis valid till 21.02.2020. 4. The JV with NTPC has benefitted the company to come out of sick company status. 5. The company is rated SB-9 based on ABS as on 31.03.2018. 6. The company could register profits during FY 2016-17, FY 2017-18 and FY 201819 after two consecutive years of loss. 7. The conduct of the account is satisfactory with no history of devolvement of LCs or invocation of BGs. 8. RAROC for FY 2018-19 was 29.20% and estimated to be 21.88% for FY 2019-20. 9. Bank Finance to Total Current Assets is only around 15%. Further, ABF is only around 12% of estimated turnover. 10. The present proposal for renewal of limits at the existing level is based on ABS 2017-18 (less than 18 months old) and Provisional Balance Sheet (less than 5 months old), as permitted under our extant guidelines. The Provisional Balance Sheet has been signed by Chartered Accountant. The present WC limits are considered need based to sustain the current level of activities. Liquidity, solvency and profitability ratios are at comfortable levels as per Audited and Provisional financials. Once ABS for FY 2018-19 is submitted by the company, we note to test the same against provisional on four parameters viz. sales, EBIDTA, Current Ratio and TOL/Adj TNW. A one time penalty of 0.50% shall be levied if actuals vary adversely by more than 10% from the provisional in respect of more than two of the above four parameters. In view of the above we recommendthe following: SANCTION FOR: 1. Renewal of FBWC limits of Rs.12.02 Crore and NFBWC limits of Rs.96.40 Confidential and Property of State Bank of India NEWFORMAT Page 122 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Crore at the existing levels. 1.a. Renewal of Cash Creditlimit at the existing level of Rs.12.02 crs. The company is presently enjoying credit facilities under MBA from SBI and South Indian Bank. The last full fledged renewal was done on 18.03.2017 and on delayed submission of ABS, continuation of limits was permitted on three occasions as shown below: a. For 180 days from 18.03.2018 by WBCC-II vide its resolution dated 04.04.2018 b. Up to 31.12.2018 by CCSC-I in its meeting held on 31.10.2018. c. For six months from 01.01.2019 by CCSC vide its meeting dated 06.02.2019. Currently the company is enjoying FBWC limit of Rs.12.02 crs. and NFBWC limits of Rs.96.40 crs. from us. Based on the provisional financials the turnover of the company has improved by 36.98% over the previous year level. The company has already bagged orders worth Rs.223.00 crs during the current FY and has estimated a turnover of Rs.240.57 crs based on the same. The order book position (as on 30.06.2019) of the company is as follows: Sl No: Equipment No MVA Amount (Rs. in crs) 1 Power Transformers 60 54.31 197.25 2 Current Transformers 7 0.20 3 Potential Transformers 7 0.21 4 CSD(including 3 2.72 25.36 spares/services ) TOTAL 77 223.02 The major customers of the company include NTPC, NPCIL, PGCIL, NHPC, state electricity boards etc. Apart from these, M/s MEIPL and M/s GVPR Engg are two companies to whom company has been supplying transformers since last three years. The assessed ABF of Rs.27.02 crsis only 12% of the estimated sales turnover. The company's request is found to be need basedandas per assessmentmade in Annexure-Iwe recommend for renewal of cash creditlimit at existing level of Rs. 12.02 crs. 1.b Renewal of LC limit at the existing level of Rs.16.00 crs. 1.c Renewal of Bank Guarantee limit at the existing level of Rs.80.40 crs. Confidential and Property of State Bank of India NEWFORMAT Page 123 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED The LC limit is utilized by the company for procuring CRGO (Cold Rolled Grain Oriented) steel which is the main raw material and for purchase of various other components used in the manufacture of Power Transformers. Earlier, the company used to import CRGO steel from Japan and Korea, but for last two years the company is obtaining the same from inland suppliers like M/s Kryfs Power Components Ltd and M/s Mahindra Steel. During FY 2018-19, 57 LCs amounting to Rs.44.10 crs were issued in favour of suppliers of TELK. The Bank Guarantees are mainly utilized for getting advance payments from NTPC, electricity boards, MEIL and GVPR Engineers Ltd and for contract performance. During FY 2018-19, our Angamally Branch had issued 29 Bank Guarantees to the tune of Rs.10.19 crs and also 41 renewals of BGs amounting to Rs.56.06 crs. The NFB limits are conducted satisfactorily and there has not been any devolvement of LCs or invocation of BGs in the past. The company's request is considered need based and is eligible for renewal of Non Fund Based working capital facilities at the existing levels as per the detailed assessment made in Annexure -II of this proposal. Hence we recommend for sanction of renewal of non-fund based facilities at the existing level of Rs.96.40 crs. NOTE: (i) Proposal for clearance from RMD for exposure on State Government & State Government owned / guaranteed entities, as per Circular No.: CCO/CPPDADV/20/2018 19 dated 10.05.2018, has been submitted on 14.08.2019 and the clearance is awaited. The present proposal, does not envisage any additional exposure since the limits are being renewed at the existing level. 2. Continuation of 25% concession in processing charges against card rates i. e. to recover Rs.0.26 cr+ GST as against the applicable charges of Rs.0.35 cr +GST with sacrifice amount of Rs.0.09 cr. As per last sanction by CCSC, the company was sanctioned with the following concessions: Processing Fee Card Rate Approved Rate Concession 0.30 cr + GST 0.23 cr + GST 25% The company has requested for concession in processing charges at par with the previous rate. The total income from the account during FY 2018-19 is Rs.3.02 crs and the RAROC was 29.20% which is above the hurdle rate of 20%. RAROC is estimated at 21.88% with a total anticipated income of Rs.2.86 crs. This is the only concession being proposed and interest rate and other charges are being recommended as per card rates. Confidential and Property of State Bank of India NEWFORMAT Page 124 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Cost benefit analysis of the same is given below: Card Rate Amount Interest RLRR (5.40%) 0.92 earned on CC + Mark up (2.25%) + 2.00 % 1.40% p.a 0.13 LC income (Minimum Commission per LG- Rs 2000.00) PBG- 1.80% 1.10 p.a (Minimum BG income Commission per BG- Rs 600.00) FBG- 2.10% p.a (Minimum Commission per BG- Rs 600.00) Processing fee 0.35% of the 0.35 limit +GST; maximum Rs. 0.35 cr+GST Other Income Card Rate 0.45 (Bill Discounting commission) 3.04 Aggregate Proposed Rate Card Rate Amount Sacrifice 0.92 0.00 Card Rate 0.13 0.00 Card Rate 1.10 0.00 25% concession 0.26 0.09 Card Rate 0.45 0.00 2.95 0.09 Income The total sacrifice is Rs.0.09 cr, which is only 3% of the estimated total income from the company TELK is one of the few investment grade PSUs in Kerala. Apart from the credit facilities, the company is routing the salary of around 500 employees through our Angamally Branch under Corporate Salary Package. Also,the retail loan requirements likepersonal loan, Housing Loan, Car loan etc. of the employees are also being provided by our Bank In view of the long standing relationship and the value of connection we recommend for approval of concession of 25% in processing charges. CONFIRMATION Confidential and Property of State Bank of India NEWFORMAT Page 125 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Confirmation of Branch action in having continued the limit beyond the validity of last sanction i.e. beyond 29.06.2019: The last renewal of credit facilities was sanctioned on 18.03.2017 by the Executive Committee of e-SBT. The account was migrated to our Branch in July 2017. The renewal of working capital limits before the expiry of sanction could not be undertaken as the company could not submit the audited financials. Hence continuation of credit facilities for 180 days from 18.03.2018 was sanctioned by WBCC-II vide its resolution dated 04.04.2018. As the Joint Venture promoter NTPC had published the financials for FY 2016-17 under Ind AS, TELK also had to complete the audit under Ind AS. The auditor appointed by CAG could not carry out the restatement of accounts under Ind AS which resulted in delay in finalization of accounts. The audited financials for FY 2016-17 and CMA data were submitted in August 2018 only. The branch submitted a full-fledged renewal proposal in Sep 2018, based on ABS 16-17 and PBS 17-18, and sought approval for deviation in the stipulation contained in Circular No. CCO/CPPD-ADV/68/2018-19 dated 07.09.2018 that renewal of working capital limits to be carried out based on provisional financials which is not more than 5 months old. However, CCSC-1 in its meeting held on 31.10.2018 approved only continuation of limits at the existing level upto 31.12.2018 and observed that renewal of limits based on ABS 17-18 to be completed by 31.12.2018. Since the company could not submit the ABS 17-18 within the above timeline of 31.12.2018, the branch put up a proposal for allowing continuation of limit for a further period of 180 days from 01.01.2019. This was approved by CCSC-1 in the meeting held on 06.02.2019 with an observation that renewal based on audited financials of 17-18 and provisional financials not older than 6 months to be put upto the sanctioning authority before 30.04.2019. The branch has been constantly following up for ABS 17-18, but the audit process was getting delayed. Though it was indicated that audited financials would be finalised before 30.06.2019, the same was concluded only on 25.07.2019. CMA data and Provisional Balance Sheet for 18-19 have also been finalised thereafter and CRA proposal submitted to CVC on 31.07.2019, which got validated on 19.08.2019. Branch action in having continued the limits beyond the validity of last sanction i.e. beyond 29.06.2019 may kindly be confirmed in view of the following. 1. After three consecutive approvals for continuation of limits (04.04.2018, 31.10.2018 and 06.02.2019), the branch was keenly following up with the company to have a proper renewal of limits in place, as observed by the respective Committees. Renewal proposal could not be submitted before expiry of validity of Confidential and Property of State Bank of India NEWFORMAT Page 126 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED last sanction, since the company was not able to finalise the audited financials in June 2019, as had been assured to the branch. 2. Continuation of limits beyond 29.06.2019 was permitted at the existing level since the conduct of account was otherwise satisfactory, without any compliance issues relating to security perfection and documentation. Activity level was satisfactory, sufficient DP was available and the accounts were operated well within limits. Average utilisation from FB limit was less than 50% during this period (minimum of Rs.0.07 crs and maximum of Rs.7.24 crs). Average utilisation of NFB limit during the period was 70%. 3. TELK is a PSU and a joint venture between GoK and NTPC, with a BBB rating and long standing satisfactory relationship since 1964. K3. Recommended for Proposals : For, sanction / approval / confirmation Sanction for : (i) Renewal of FBWC limits of Rs. 12.02 Crore and NFBWC limits of Rs. 96.40 Crore at the existing levels Approval for : (i)continuation of 25% concession in processing charges against card rates i.e. to recover Rs.0.26 cr+ GST as against the applicable charges of Rs.0.35 cr +GST with sacrifice amount of Rs.0.09 cr. Confirmation for : (i) Action in having continued the limits beyond the validity of last sanction i.e. beyond 29-JUN-19 . K4. It is certified that (i) Assessment of all the credit facilities has been done to meet the genuine requirement of the borrower. (ii) Appraisal and Due Diligence Report placed in loan Proposal Due Diligence Format ( Format DD). (iii) We have verified the names of the TPEs (Auditors (CAs), Lawyers, Valuers) who are associated with the company / unit in the present proposal and confirm that their names neither appear in the IBA caution list nor put under caution as per data Confidential and Property of State Bank of India NEWFORMAT Page 127 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED available in VMS. (iv) All the critical risk factors which affect viability and acceptability of the overall credit risk have been mentioned in the Loan Proposal Sanction Format ( Form S). (v) Due care has been taken in cross checking annual financial statements, ownership/title deeds of the movable/immovable property which have been charged to the Bank for all secured exposures. (vi) We have cross checked the financials as mentioned in the Balance Sheet from those available on the website of Ministry of Corporate Affairs, or we confirm having obtained independent confirmation of certification, from the Chartered Accountant firm concerned directly by e-mail/fax. (vii) Steps have been taken to Verify Authenticity & Reasonableness of Performance Figures and Estimates/Projections in terms of Circular No CCO/CPPDADV/112/2015-16 dated 07.11.2015. (viii) A compliance certificate from the CEO / CFO of the company, containing inter alia, that there are no unauthorised diversion of funds and they have complied with the Regulations of SEBI, Government of India, RBI etc, has been obtained. (ix) Verification of items in Profit & Loss account and Balance Sheet has been done in terms of Circular No CCO/CPPD-ADV/35/2014-15 dated 11.06.2014. Confidential and Property of State Bank of India NEWFORMAT Page 128 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED (x) We certify that the proposed Corrective Action Plan (CAP) is in compliance with our circular no. CCO/CPPD-ADV/166/2013-14 dated 24.03.2014 and subsequent instructions on the subject. We also confirm that the asset classification of the account is as per the IRAC norms of RBI as applicable for such exposure. (xi) We (the appraisers) have confirmed technical (based on TEV study, if done) and financial aspects of the project and based on their assessment, the project is technically feasible and economically Viable. (xii) Deviations which require sanctioning authority approval have all been mentioned for approval. (xiii) Overall the risk is considered to be a fair banking risk and within the risk appetite for the borrower/group/industry. (xiv) RAROC is above hurdle rate / or RAROC is below hurdle rate but there are enough cross sell and other business opportunities which we intend to exploit. (xv) The proposal has been examined from regulatory compliance perspective and certify that it adheres to the required regulatory requirements. (xvi) We certify that Central Fraud Registry website has been viewed and there are no matching details related to the proposed credit proposal in any manner in the availabe data on the CFR website. (xvii)We clearify that all the triggers of e-circular number CCO/ CPPDADV/41/2017-18 DATED 12th july 2017 and subsequent intructions on identification of Red Flagged Account have been examined in this account. (xviii)The relevant Customer Appropriateness and Suitability (CAS) categorisation for derivative transactions has been done (wherever applicable) according to the current financials of the Customer and the relevant documents shall be obtained prior to disbursement of the sanctioned facilities. The conduct of account is satisfactory and therefore it has not been reported to FIC for categorization as Red Flagged account or Fraud Account or otherwise. We certify that there are no other changes in the terms of sanction from the previous sanction other than those mentioned below: (Applicable for renewal / enhancement proposal) Major terms of Sanction Changes proposed from Security related: Collateral Security, Personal Guarantee, Corporate Guarantee. No ECGC cover (Applicable for export Finance) Insurance No Rate of Interest No Confidential and Property of State Bank of India If “Yes”- Justification provided on Para number of Section or Annexure Number No NEWFORMAT Page 129 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Margins: Stocks (RM, SIP, FG), Spares/ stores & consumables, Receivable No Cover period for receivables No Cash Margin for NFB facilities: LC,BG/DPG etc. Interchangeability of limits No Inspection (frequency etc.) No Stock Statement (frequency etc.) No Standard Covenants No Change in Scope of Project if any (Applicable for Term Loan/ Project loan) No Change in COD if any (Applicable for Term Loan/ Project loan) Any Misc. Approval obtained after last sanction No No No ADDITIONAL ASSESSED BY ASSESSMENT BY APPRAISED BY 2ND ADDITIONAL ASSESSMENT BY Signature Name Anand J S Designation Management Trainee Place :CB Ernakulam Remesh Thekkethu Sivasankaran Nair Asst. Gen. Manager Dileep S S Asst. Gen. Manager Date : 19-08-2019 Confidential and Property of State Bank of India NEWFORMAT Page 130 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Annexure-RAROC I. Interest on Advances Existing ( Last Financial Year ) Facility Id & Facility Name CCY Rate Type R.O.I Charged % A Interest Expenses Actual Amount B Annualized Amount C Rate % D Amount NII Amount F = C*(AD)/A FB-WC F00050409005 BD INR MCLR 1Y 8.45 0.45 0.45 8.15 0.43 0.02 F00050409001 Cash Credit INR MCLR 1Y 10.55 0.89 0.89 8.15 0.69 0.20 1.34 1.34 1.12 0.22 Working Capital Total Intt. FB-TL None Term Loan Total Interest 0.00 0.00 0.00 0.00 Total Interest 1.34 1.34 1.12 0.22 Proposed ( Current Financial Year ) Facility Id & Facility Name CCY Rate Type R.O.I Charged % A Interest Expenses Actual Amount B Annualized Amount C Rate % D Amount NII Amount F = C*(AD)/A FB-WC F00050409001 Cash Credit INR MCLR 1Y 9.65 0.92 0.92 7.95 0.76 0.16 F00050409005 BD INR MCLR 1Y 8.25 0.45 0.45 7.95 0.43 0.02 1.37 1.37 1.19 0.18 Working Capital Total Intt. FB-TL None Term Loan Total Interest 0.00 0.00 0.00 0.00 Total Interest 1.37 1.37 1.19 0.18 II. Fee Income a) LC Business Total 0.13 0.13 Total 1.33 1.10 b) BG Business c) Bills Business Total Confidential and Property of State Bank of India NEWFORMAT Page 131 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED d) Forex Business Total e) Others Existing Proposed 0.22 0.26 Total 0.22 0.26 Total 1.68 1.49 Processing Charges Upfront Fee Commitment Charges III. Exposure at Default (EAD) Long Term ECRA Rating: BBB i) Existing (Last Year Ended Last March) Facility Id & Facility CCY Q4 last year Name O/s Avg O/s Higher of A4 &B Fin. Collateral CCF % EAD RW % A4 B C D E F =[((C*E)/100) G RWA H= C x (E/100) x (G/100) FB-WC F00050409005 BD INR 2.99 11.2 11.2 0.00 100 11.2 100 11.2 F00050409001 Cash Credit INR 0.58 5.03 5.03 0.00 100 5.03 100 5.03 FB-TL None NFB-WC F00050409004 BG INR 56.21 57.46 57.46 5.75 50 22.98 100 22.98 F00050409003 LC INR 7.34 8.4 8.4 0.84 20 0.84 100 0.84 NFB-Projects None Total 82.09 82.09 40.05 40.05 ii) Proposed (Current Year Ending Next March) Facility Id & Facility CCY Q4 last year Name O/s Avg O/s Higher of A4 &B Fin. Collateral CCF % EAD RW % A4 B C D E F =[((C*E)/100) G RWA H= C x (E/100) x (G/100) FB-WC F00050409001 Cash Credit INR 5.00 8 8 0.00 100 8 100 8 F00050409005 BD INR 2.99 11.2 11.2 0.00 100 11.2 100 11.2 0.84 20 0.84 100 0.84 FB-TL None NFB-WC F00050409003 LC INR 7.34 8.4 Confidential and Property of State Bank of India 8.4 NEWFORMAT Page 132 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED F00050409004 BG INR 56.21 57.46 57.46 5.75 50 22.98 100 22.98 NFB-Projects None Total 85.06 85.06 43.02 43.02 Note #After netting off financial / cash securities (as per Basel norms) Confidential and Property of State Bank of India NEWFORMAT Page 133 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED IV. LGD Calculation Existing Exposure ( Avg Quarter End Outstanding for Year Ended Last March ) Exposure: 46.64 Security Category Value of Required Overcoll Required Required Effective LGD % Security level of ateralisa Minimu Minimu Value of Overcoll tion m m Collateral ateralisa Amount Collatera Collatera If X<=Y tion (%) l (%) l Amount then D = 0, If X>Y then D = X LGD Residual Amount Exposure (A) (B) X = (A x 100 / B) (C) Y=(C/ 100 x Previous Residual Value ) (D) (E) Eligible Financial Collateral 0 100 0.00 0 0.00 0.00 0.00 0.00 46.64 Eligible Financial Receivables 0 125 0.00 0 0.00 0.00 50.00 0.00 46.64 CRE / RRE 0 140 0.00 30 13.99 0.00 50.00 0.00 46.64 122.19 140 87.28 30 13.99 46.64 60.00 27.98 0.00 0.00 65.00 0.00 0.00 Other Physical Collateral Unsecured Total 122.19 46.64 F = (D x G=( E) / 100 Residual O/S Exposure -D) 27.98 LGD % (Total LGD Amount / Exposure) 59.99 Proposed Exposure ( Estimated Avg Outstanding as at Next March ) Exposure: 49.61 Security Category Value of Required Overcoll Required Required Effective LGD % Security level of ateralisa Minimu Minimu Value of Overcoll tion m m Collateral ateralisa Amount Collatera Collatera If X<=Y tion (%) l (%) l Amount then D = 0, If X>Y then D = X LGD Residual Amount Exposure (A) (B) X = (A x 100 / B) (C) Y=(C/ 100 x Previous Residual Value ) (D) (E) Eligible Financial Collateral 0 100 0.00 0 0.00 0.00 0.00 0.00 49.61 Eligible Financial 0 125 0.00 0 0.00 0.00 50.00 0.00 49.61 Confidential and Property of State Bank of India NEWFORMAT F = (D x G=( E) / 100 Residual O/S Exposure -D) Page 134 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Receivables CRE / RRE Other Physical Collateral 0 140 0.00 30 14.88 0.00 50.00 0.00 49.61 122.19 140 87.28 30 14.88 49.61 60.00 29.77 0.00 0.00 65.00 0.00 0.00 Unsecured 122.19 Total 49.61 29.77 LGD % (Total LGD Amount / Exposure) 60.01 V. RAROC Calculation S.No Item Details Existing Last Year Current Proposed Year 1 Interest on Advances 1.34 1.37 2 Expenses 1.12 1.19 3 Net Interest Income (item 1 - item 2) 0.22 0.18 4 Non-Interest Income 1.68 1.49 5 Net Income (item 3 - item 4) 1.90 1.67 6 EAD (Exposure at Default) 40.05 43.02 7 PD (Probability of Default) based on ECR (Borrower's Long Term Rating) 1.09 0.99 8 LGD (Loss Given Default) 59.99 60.01 9 Expected Loss (item 6 x item 7 x item 8) 0.26 0.26 10 RWA (Risk Weighted Assets) 40.05 43.02 11 CRAR % 11.50 11.50 12 Credit Risk Capital (Item 10 x Item 11) 4.61 4.95 13 Operational Risk Capital (item 5 x %) 0.29 0.25 14 Regulatory Capital (item 12 + item 13) 4.90 5.20 15 Tax Rate 32.16 32.16 16 Tax Adjusted Return (item 5*(100 - item 15)/100) 1.29 1.13 17 ROCC (item 5 / item 14) x (1 - item 15) 26.31 21.79 18 Risk Adjusted Return (item 5 - item 9) x (1 - item 15) 1.11 0.96 19 RAROC % (Risk Adjusted Return on Capital) (item 18/item 14) 22.65 18.46 Confidential and Property of State Bank of India NEWFORMAT Page 135 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Annexure-2 Details of Due Diligence Date of PreSanction visit Place(s) visited Name(s) of officials, who visited Registered Office & Factory premises,Angamally Whether papers required for Yes 01/08/2019 Remesh T S, AGM & RM KYC obtained (PAN/Articles/Memo etc)? Date of Latest Search Report obtained from ROC 19-08-2019 If not obtained, furnish reasons Whether information on loan Yes rejections / slippages has been obtained as per extant circular / Circular and position has been furnished (Y/N) Remarks Formalities regarding Yes obtention of legal opinion/valuation report completed (Yes/No)? Whether CIRs obtained from existing Bankers (Yes/No)? No If not obtained, furnish reasons Existing connection. Whether Pre-screening of the No customers has been obtained from M/s Cubictree Technology Solutions Pvt Ltd ( CTSPL) ( Ref- Circular No CCO/CPPD-ADV/146/2014Confidential and Property of State Bank of India NEWFORMAT Page 136 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED 15 dated 30.12.2014 ) Other Observations, if any Details of Post sanction monitoring done in last 12 months, in case of renewal / existing relationship: Date & Name(s) Sri Remesh T S-AGM & of Senior Relationship Manager officials, who 19.06.2019 visited the unit / customer Observation Discussions were held with Mr Ajith Kumar V-Sr Manager (F&A) of TELK Ltd.Advised the officials to submit the audited financials of FY 2017-18 at the earliest as continuation of limits are also on the verge of expiry. Mr Ajith clarified that the audited financials are in final stage of preparation and will be submitted in July 2019. Creation of charge in terms of Charges for the facilities created as per ROC search sanction report dated 19.08.2019. Deviations observed , if any Nil. Redundant charges are seen and we have advised the company to initiate measures for removing the same. Date & Name (s) of the official (s) who visited in respect of security verification Observation Comments on insurance of Being a PSU,the insurance of entire current assets security as per sanction term and Fixed Assets are taken from Kerala State Insurance Department. Deviations observed , if any Nil Implementation of Project as per schedule: Deviations observed , if any: Details of Business Visits, Meeting with top company officials, Bank’s senior Confidential and Property of State Bank of India NEWFORMAT Page 137 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED management meets / discussions with PE investors: Comments on SMA follow-up: Submission of irregularity Account was irregular and in SMA from 18/09/2018 report /FFR and observations as the continuation was available up to 17/09/2018. of the controlling authority: Action initiated for Continuation of limits from 18.09.2018 up to regularisation of the account: 31.12.2018 and from 01.01.2019 up to 29.06.2019 was sanctioned by CCSC vide its resolutions dated 31.10.2018 and 06.02.2019 respectively. Present proposal is for renewal of limits based on ABS 201718 and provisional BS of FY 2018-19. Any other unsatisfactory features after sanction / renewal of the account: Nil. We confirm that on the basis of inspection, information and explanations obtained, the security (mentioned in the proposal) has not suffered any significant impairment. Confidential and Property of State Bank of India NEWFORMAT Page 138 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Date Chart 1. Nature of facility(ies) applied for: Renewal of credit facilities at the existing levels 2. Date of receipt of the proposal: 25-07-2019 3. Information sought on changes in the revised business plan: 29-07-2019 4. Reply received: 08-08-2019 5. Discussions held with Company's officials: 08-08-2019 6. Information received: 08-08-2019 7. In Principle Note submitted: 8. Date of receipt of complete information: 16-08-2019 9. Date of submission to sanctioning authority (for sanctioning authorities up to the level of GM): 10. Date of submission to CCCC if proposal is to be sanctioned by CCCC or higher authorities: Designation Name APPRAISED BY AVP Anand J S ASSESSED BY Asst. Gen. Manager Remesh Thekkethu Sivasankaran Nair ADDITIONAL ASSESSMENT BY Dy. Gen. Manager Dileep S S Date Initials 2ND ADDITIONAL ASSESSMENT BY Confidential and Property of State Bank of India NEWFORMAT Page 139 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Annexure-5 Details of Diversion of Funds to Related/Unrelated Entities or Unrelated Activities (On consolidated basis) Name of the Borrower TRANSFORMERS AND ELECTRICALS KERALA LIMITED i. Investments made by borrowal unit in Associates / Subsidiaries / Other related parties @ : Name of Company where invested Period of Investment(in Amount Invested Previous Year Last Year None Total ii. Amount of Dividend Received from Associates / Subsidiaries / Other related parties + : Dividend Received Name of Company where invested Previous Year Last Year None Total iii. Loans & Advances granted to Associates / Subsidiaries / Other related parties $ : Name of Company to which Loans & Advances were granted Loans & Advances Previous Year Last Year None Total iv. Interest Received on Loans & Advances from Associates / Subsidiaries / Other related parties # : Name of Company where invested Rate of Interest Previous Year Last Year Interest Received Previous Year Last Year None Total Confidential and Property of State Bank of India NEWFORMAT Page 140 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED v. Loans & Advances granted to Promoters / Directors of borrowal unit / Other related parties $$ : Loans & Advances Name of Promoters / Directors Previous Year Last Year None Total vi. Interest Received on Loans & Advances granted to Promoters / Directors of borrowal unit / Other related parties @@ : Rate of Interest Name of Promoters / Directors Previous Year Amount Invested Previous Year Last Year Last Year None Total vii. Contingent Liabilities in terms of Corporate Guarantees extended for the debt to Associates / Subsidiaries / Other related parties ## : Beneficiary Co. (Associates / Subsidiaries) Details of Guarantee extended Comission Received Previous Year Last Year None Total viii. Investment / Loans & Advances in other Un-related Activities / Entities ++ Name of Un-related Entity / Activity Rate of Interest Previous Year Last Year Interest / Dividend Previous Year Last Year None Total Confidential and Property of State Bank of India NEWFORMAT Page 141 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED @ Details of Investments alongwith period for investment made + Details of Dividend received $ Details of Loans and Advances # Details of Rate of Interest & Amount $$ Details of Loans and Advances @@ Details of Rate of Interest & Amount ## Details of Guarantees, Beneficiaries Names and Commission received if any ++ Details of Investments/Loans and Advances in other un-related activities / unrelated entities i. Whether Bank's prior approval was sought by parent company for investment / Loan & Advances in Associates / Subsidiaries? - NA If no reasons thereof: ii. Whether permission from Bank obtained for Corporate Guarantee extended for Associates / Subsidiaries? - NA If no reasons thereof: iii. Whether the investment in Associates / Subsidiaries is more than one year? - NA If yes reasons thereof: iv. Whether Loan & Advances granted to Associates / Subsidiaries are being repaid on time? - NA v. Whether 2% penalty has been charged for breach of convenant(s)? - NA vi. Related Party Transactions Adverse comments, if any, in Audited Balance Sheet in respect of related party The related party transaction includes 1. Sale of goods and services to NTPC Ltd(JV promter) amounting to Rs.1.66 crs and receivables outstanding as on 31.03.2018 of Rs.0.91 cr. Confidential and Property of State Bank of India NEWFORMAT Page 142 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED 2.Sale of goods and services to entities under the control of same government ie KSEB -Rs.36.75 crs (Sale of goods and electricity charges) and to TCCL(Travancore Cochin Chemicals Limited)-Rs.85000/-(sale of goods and purchase of goods) 3.Compensation to Key Management Personnel 4.Honorarium to Chairman,Sitting fees to Nominee Directors and Reimbursement of Traveling expenses . There are no adverse comments regarding this in the Audited Balance Sheet. Confidential and Property of State Bank of India NEWFORMAT Page 143 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED Confidential and Property of State Bank of India NEWFORMAT Page 144 / 144 Form DD for Credit Proposal No. P0005040905 Generated by Anand J S (8158258), CB ERNAKULAM (4062, Team Code : T00406201) On 21-08-2019 2.16 PM TRANSFORMERS AND ELECTRICALS KERALA LIMITED