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Jain Irrigation Systems Ltd-DVR.

BSE: 570004 Sector: Industrials
NSE: JISLDVREQS ISIN Code: IN9175A01010
BSE 00:00 | 20 Sep 17.20 0.52
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NSE 00:00 | 20 Sep 16.90 0.35
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OPEN 17.29
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VOLUME 338
52-Week high 53.50
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P/E 0.31
Mkt Cap.(Rs cr) 33
Buy Price 16.90
Buy Qty 142.00
Sell Price 17.20
Sell Qty 3500.00
OPEN 17.29
CLOSE 16.68
VOLUME 338
52-Week high 53.50
52-Week low 13.25
P/E 0.31
Mkt Cap.(Rs cr) 33
Buy Price 16.90
Buy Qty 142.00
Sell Price 17.20
Sell Qty 3500.00

Jain Irrigation Systems Ltd-DVR. (JISLDVREQS) - Director Report

Company director report

Board's Report

To the Members

The Directors present their report on the financial performance business andoperations of the Company for the year ended 31st March 2014.

1. Financial Highlights Rs in Million (except EPS)

Particulars 2013-14 2012-13
Domestic Sales 30692 27571
Export Sales & Services 9816 6490
Other Operating Income 823 1048
Sales and Operating Income 41331 35109
Operating Profit 5020 5793
Interest and Finance Charges 3908 4111
Depreciation and Amortisation 1413 1195
Profit before taxation and exceptional items (301) 487
Provision for Tax
Deferred Tax Asset/(Liability) 414 100
Current Tax Provision 74 86
Profit for the year before Prior Period Expenses 39 301
Profit for the year 39 301
Profit b/f from the previous year 8346 8341
Balance available for Appropriation 8385 8642
Out of which the Directors have appropriated as under;
Proposed Dividend 231 227
Dividend Distribution Tax 39 39
Transfer to General Reserve 27 30
Balance carried forward 8088 8346
Earnings per Share ( Rs )
Basic 0.09 0.70
Diluted 0.09 0.70

2. Operations - Standalone

The overall operating income and revenue was at Rs 41331 Mn for year ended March 312014 a growth of 17.7% over last year's level of Rs 35109 Mn. The Hi-Tech Agri IrrigationInput products reported a 14.5% growth at Rs 26612.5 Mn in FY 2014 against Rs 22798.2 Mnin FY 2013. The Industrial products division grew at a better 34.5% reporting revenue atRs 13448.9 Mn in FY 2014 against Rs 10002.1 Mn in FY 2013. The Green Energy productsde-grew 23.3% due to conscious management decision to concentrate on cash flow rather thanrevenue growth and reported revenue of the Rs 1769.7 Mn as against Rs 2309.2 Mn for FY2013.

Revenue for the year under review grew by 17.7% over year ago supported by PE Pipes61.8% Fruit Processing 24.1% & MIS 20%. The Net Profit at Rs 39 Mn against Rs 301 Mnlast year was impacted by the foreign exchange losses resulting from depreciating rupeeand MTM loss of Rs 1975.5 Mn against Rs 934.2 Mn in previous year

3. Dividend

Sr.No. Particulars of Equity Shares Amount ( Rs )
1 25% ( Rs 0.50 per share) on 443119978 Ordinary Equity Shares of Rs 2 each 221559989
2 25% ( Rs 0.50 per share) on 19294304 DVR Equity Shares of Rs 2 each 9647152
Sub Total 231207141
3 Dividend Distribution Tax @ 16.995% 39293654
Total (1+2+3) 270500795

The Directors propose to the Shareholders a Dividend of Rs 0.50 each on Ordinary &DVR Equity Shares involving an outlay of Rs 231.21 million to all eligible shareholdersand Rs 39.29 million as Dividend Distribution Tax for the year ended 31st March 2014.

4. Fund Raising

a) Sale of Wind Power Undertaking:

During the year under review the Company hived off Wind Power Undertaking which wasoperating at Theni Tamil Nadu. The unit included 8 Wind turbines and 28.5 acres of Landand all related assets and liabilities. The average PLF for 3 year period of Wind Turbineswas just about 26%. The shareholder approval was obtained by way of Postal Ballot andactual transfer was effected in Q4 FY 2014. The total value of Wind Power Undertaking wasRs 645 Mn.

b) Equity Warrants Conversion:

As Members are already aware the Company after obtaining all the necessary approvalshad issued 75 lac Equity Warrants at a price of Rs 86.30 each aggregating Rs 647.25 mn outof which as per SEBI (Issue of Capital & Disclosure Requirements) Regulations 2009the 25% deposit was paid upfront at the time of issue and on payment of balance 75% thewarrants were converted into Equity shares of Rs 2 each on 20-03-2014. The proceeds areutilised for strengthening the long term working capital base of the Company as proposedwhile raising the funds.

5. Capacity Expansion and Capital Expenditure

The Company has continued its ongoing growth/ maintenance capex and the following tablegives the capex incurred for capacity expansion implemented during the year and theresultant capacity addition in FY 2014:

Sr. No. Segment name Unit Addition in Capacity for FY 2014 Capex FY 2014 ( Rs Mn)
1 MIS/SIS MT 2410 436
2 Piping Systems MT 32750 343
3 Dehydrated Vegetable/ Fruit Puree etc MT 3800 429
4 Tissue Culture Mn. Nos 10 119
5 Others & Corporate - - 516
Total 1843

Growth capex has been detailed at 1-4 above and rest is either maintenance orcorporate capex.

6. List of Awards / Recognition - Financial Year 2013-14

A) Jain Irrigation Systems Limited

Award/Recognition name Instituted by Given for
FMB (Managing Globalisation of the family business) Award SPJIMR - S.P. Jain Institute of Management & Research Managed Social Contribution in their Family Business
Business Standard - CSR Award Amity Global Business School Pune Winner : Manufacturing Category
PLEXCONCIL Award PLEXCONCIL Top Exporter of PVC Foam Sheet
PLEXCONCIL Award PLEXCONCIL Top Exporter of Pipes & Hoses
PLEXCONCIL Award PLEXCONCIL Top Exporter of Drip Irrigation Systems (MIS)
CNBC Asia India Corporate Responsibility 2013 Omkar Realtors and Developers Pvt. Ltd. For its outstanding contribution to society
Star Performer Award EEPC India (Formerly Engineering Export Promotion Council) Star Performer award 2012-13 in the product group of other agricultural forestry machinery and parts large enterprise
Global CSR Excellence & Leadership Award (in the category "Accounting for Climate Change") ABP News JISL's work with products such as drip and solar which reduce the impact of climate change was a major aspect that was taken into consideration. JISL has registered five CDM (Carbon Credits) projects with UNFCCC even though the carbon market is not showing signs of improvement. JISL's efforts are constant in working towards a low carbon economy
GAIL's - Top Customer Award (Rank-3) GAIL (India) Ltd. the Youngest Maha Navratana Company GAIL's esteemed customer for Polymers for achieving 3rd Rank on All India basis based on purchases from GAIL during FY 2012-13
Agriculture Summit 2014 Award of Honour Govt. of Punjab For outstanding contribution in Agriculture Development
Innovating for a Better Tomorrow CNN-IBN & Infosys For their significant business and social impact. Serving as role models these innovations have changed the course of India's progress
Transformation Business Award Financial Times London & International Finance Corporation (World Bank Group) Achievement in inclusive Business (Special Commendation)

B) Padmashri Bhavarlal H. Jain - Chairman

Award/Recognition name Instituted by Given for
Aadyakavi Maharshi Valmiki Rashtriya Jeevan Gaurav Purskar Daryasagar Samajik Sanstha Jalgaon Significant activity in the field of Industrial Agriculture
Adarsha Vyapari Uttam The Poona Merchants Chamber Pune "Adarsha Vyapari Uttam" Puraskar 2013
Adhavaryu Indian Agriculture & Food Processing Industry For the betterment of Food Science and Technology in India both Academic and Industrial
Excellence Award and Scroll of Honour Indian Council of Agricultural Research New Delhi For his Innovative Contributions to Indian Agriculture

7. Other major developments during FY 2014

a) ESOP Variations:

In 2005-08 period the Company had granted 4 lots of 25 lacs Equity Shares to itsassociates on various dates between 27th January 2007 and 27thJune 2008 at different exercise price. However in 2013 the Share price becameunattractive the associates were not interested in option exercise despite options havingbeen vested fully in June 2011 i.e. 2 years or more before. Thus Company's Board andShareholders approved revision in Exercise Price to Rs 60.45 or thereabouts in last AGM on27-09-2013. Most of associates have now exercised the option and are willing to depositExercise Price in Company's Bank Account soon hereafter.

b) FITCH Rating:

The India Ratings and Research the rating arm of FITCH Ratings group upgraded theCompany's short term and long term rating to "investment grade" during the year(November 2013) with a 'stable outlook'. The ratings upgrade did benefit the Company inbringing its overall cost of debt down in 2nd half of FY 2014. However thefull impact of this and possible further upgrading of rating may help Company bring itscost of debt down further in next fiscal year.

c) About NBFC i.e. Sustainable Agro-Commercial Finance Limited FY 2014:

The following table gives details of funds raised by NBFC during the FY 2014:

Nature of funds From Amount ( Rs Mn) Remarks
(a) Equity shares (Rights Issue) Jain Irrigation Systems Limited 556.25 55.62 Mn Shares
(b) Equity shares (Preferential Issue) International Finance Corporation (IFC) 69 6.90 Mn Shares
(c) Equity Shares (Preferential Issue) Jain Irrigation Systems Limited & IFC 50.99 5.09 Mn Shares
(d) Equity warrants (Preferential Issue) Promoter Family 218.94 21.89 Mn Share Warrants
Total 895.18

Financial Year 2014 was first fully operational year for the NBFC and at the end of FY2014 the sanctions had crossed Rs 1021.5 Mn while disbursements have touched Rs 1014.5Mn. Even repayment of loans has started and was placed at Rs 147.8 Mn. The outstandingloans were reported at Rs 948.7 Mn and during the first year there were no Non PerformingAssets (NPAs) at the end of FY 2014. SAFL has 25 offices across Maharashtra while it hasstrength of 137 people. The SAFL has tied up with 17 Sugar factories for sanctioning loanaggregating to Rs 570 Mn under third party tie-up wherein total disbursements were Rs369.9 Mn.

8. Other major developments post March 2014

The Company has established a New Onion Dehydration Line (3800 MTpa). This wascommissioned by the Company with a capacity of processing 17.5 metric tons per day. Thisis the longest dryer in the Country i.e. 70 meters. The dehydration line was fabricatedin-house.

Since last 16 years Company has been in Onion dehydration process and has formed achain of 4500 farmers through contract farming. The Company has dehydration lines atJalgaon and Baroda. Baroda lines have a capacity of 18.0 metric ton per day output andJalgaon lines have capacity of processing 32.5 metric ton per day output. Capacity ofJalgaon lines have increased by 12.5 metric ton. This new dehydration line helps toprocess onions in less time.

9. Directors retiring and their background

Shri Ajit B. Jain and Shri Atul B. Jain are retiring by rotation as per Companies Act2013 and being eligible offer themselves for re-appointment at the ensuing AGM. Theirbrief background is as under:-

Shri Ajit B. Jain (DIN 00053299) is BE (Mech). He is Joint Managing Director of theCompany since 1994 and is responsible for the pipe division as well as marketing of allplastic products including drip irrigation guidance for extension service anddevelopment of new applications and products. He joined in 1984 and started his trainingin production and maintenance in the pipe division. During the period from 1985-1990 hewas in charge of establishing our new pipe production plant at Sendhwa (in the state ofMadhya Pradesh in India). In 1991 he was appointed Director with the overallresponsibility of the pipe manufacturing plant at Jalgaon including productionmaintenance and marketing of new applications & products and adaptation of driptechnology for Indian conditions.

Shri Atul B. Jain (DIN 00053407) is a Commerce Graduate. He joined the managementteam in 1992. He was posted in London office and developed the Food Processingdistribution business in Europe and helped the Company to maintain the plastic exports toEurope. He was appointed CMO of the Company w.e.f. 20th August 2002. Besides overallmarketing management responsibility he has also handled all India marketing function ofDrip Irrigation and PVC pipe products PE and other specialty pipes and fittings all overthe world. He has been involved with development of new applications & products inoverseas markets for food and plastic sheet divisions. He also is at present the JointManaging Director of the Company.

10. The operations of subsidiaries

The Mauritius based direct subsidiary of the Company has a revenue of $ 496899 andmade a net loss of $ 24497. Summarised Balance Sheet and the Income statement of the saidsubsidiary is available elsewhere in the Annual Report. The subsidiary has redeemedPreference Shares of holding Company amounting to $ 5175000 during the year underreview. The Netherlands based direct subsidiary of the Company has earned an income of $1675583 and made a net profit of $10349. Summarised Balance Sheet and the Incomestatement of the subsidiary is available elsewhere in the Annual Report. The subsidiaryhas received $ 7500000 as Loan from the Holding Company during the year under review.

Other Subsidiaries

Information on operations of other operating and financial subsidiaries has beencovered under management discussion and analysis (MDA) in this Annual Report.

II.Employee Stock Option Plan (ESOP)

The implementation of Employees Stock Options and Shares Plan 2005 (ESOP-2005) hascontinued during the year under review. Till date four lots are issued to eligibleassociates including whole time directors and key management personnel. No employee hasbeen issued options entitling such person to subscribe to more than 1% of Ordinary EquityShare capital of the Company.

Details and disclosures in compliance with the Clause 12 of the SEBI (Employee StockOption Scheme and Employee Stock Purchase Scheme) Guidelines 1999 are set out in thetable below:

Sr.No. Particulars Lot No. 1 Lot No. 2 Lot No. 3 Lot No. 4
A] Options Granted (on sub divided Ordinary Equity Shares) 2500000 2500000 2500000 2500000
B] Date of Grant 27-Jan-07 04-Jun-07 14-Feb-08 27-Jun-08
C] Pricing Formula 25% discount on market price on the date preceding the date of grant 10%* discount on market price on the date preceding the date the date of grant 10%* discount on Market price on the date preceding the date the date 10%* discount on market price on the date preceding the date the date of grant
* Revised by 27th AGM Resolution. Also see para 7(a) of grant
D] Options vested (on sub divided Ordinary Equity Shares) 2500000 2500000 2500000 2500000
E] Options exercised (on sub divided Ordinary Equity Shares) 2358050 2224625 2471250 Nil
F] The total number of shares arising as a result of exercise of option (on sub divided shares) 2358050 2224625 2471250 Nil
G] Options lapsed (on sub divided shares) Nil Nil Nil Nil
H] Variations in terms of options None Yes* Yes* Yes*
I] Money realised by exercise of options - in Million) 145.14 183.96 280.73 Nil
J] Total Number of options in force (on sub divided Ordinary Equity Shares) 141950 275375 28750 2500000
K] Employee-wise details of options granted to:
i) Senior managerial personnel 377500 203750 456250 456250
ii) Any other employee who receives a grant in anyone year of option amounting to 5% or more of option granted during that year
iii) Identified employees who were granted option during any year equal to or exceeding 1% of the issued capital (excluding outstanding warrants and conversions) of the Company at the time of grant
L] Diluted Earnings Per Share (EPS) pursuant to issue of shares on exercise of option calculated in accordance with Accounting Standard (AS) 20 'Earnings per Share' NA NA NA NA
M] *Where the Company has calculated the employee Compensation cost using the intrinsic value of the stock options the difference between the employee compensation cost so computed and the employee compensation cost that shall have been recognized if it had used the fair value of the options shall be disclosed. The impact of this difference on profits and on EPS of the Company shall also be disclosed (in lacs) NA NA NA NA
N] Weighted average exercise price and weighted average fair values of options shall be disclosed separately for options whose exercise price either equals or exceeds or is less than the market price of the stock on the grant date.
(a) weighted average exercise price ) 61.552 82.692 113.60 85.80
(b) weighted average fair value ) 35.022 34.954 55.40 42.22
O] A description of the method and significant assumptions used during the year to estimate the fair values Black Scholes Method Black Scholes Method of options including the following weighted average information:
(1) risk-free interest rate 7.50% 8% 9% 9%
(2) expected life (in years average) 4 4.5 5 5
(3) expected volatility (in months) 6 6 6 6
(4) expected dividends and 25% in 2014 25% in 2013
(5) the price of the underlying share in market at thetime of option grant. Rs per share (on non sub divided Ordinary Equity Shares) 410.35 459.40 630.15 476.20

The Shareholders and the Board of Directors have approved a new ESOP-2011 with5356000 options through an Employee Trust. The Trustee is independent professional andshall administer the Scheme under the guidance of Compensation Committee. The scheme of2011 is fully compliant with SEBI (ESOS/ESPS) Guidelines 1999 as amended up to date.

12. Director's Responsibility Statement

In accordance with the provisions of Section 217(2AA) of the Companies Act 1956 yourDirectors state that:

i) In the preparation of the annual accounts the applicable Accounting Standards havebeen followed except to the extent indicated in notes;

ii) The accounting policies are selected and applied consistently and are reasonable;prudent judgments and estimates were made so as to give a true and fair view of the stateof affairs of the Company as at 31st March 2014 and of the profit of the Company forthe year ended 31st March 2014;

iii) Proper and sufficient care has been taken for the maintenance of adequateaccounting records in accordance with the provisions of Companies Act 1956 forsafeguarding the assets of the Company and for preventing and detecting fraud and otherirregularities;

iv) The Directors have prepared the annual accounts for the FY ending 31stMarch 2014 on a 'going concern basis'.

13. Material Developments in Human Resource

"You are the owner of your work" the Company's policy has established afeeling of responsiveness amongst the associates. The Company in turn takes extra effortsto see that associates not only meet their needs and aspirations but also provides extrasupport to the associates and their families when need arises. This creates a special bondbetween the associates and the Company management thus illuminating a feeling of 'Owner'in the associates.

Associate Engagement

Various HR initiatives have been adopted by the Company to bring the feeling of"Organisation as a large family under one roof" not only to the associates buttheir family members in a systematic manner. Many pilgrimage tours were undertaken for theassociates and their parents and grandparents. This year one pilgrimage tour of 9 dayscovered 38 parents and grandparents along with 7 associates. Issue of infertility isincreasing day by day and due to lack of proper guidance/treatment many people give uptheir hopes. Company has identified such associates and with proper counseling andtreatment till date 11 families are enjoying the success of the program with 5 malechildren and 6 female children and 40 cases are in process. Like every year 176 childrenof associates between standard 7th to 10th have been benefitedthrough "VidyarthiUtkarsh Abhiyan". Educational scholarship for childrenof associates continued this year too. Deserving children of associates were awarded withthe scholarship on need and merit basis. 527 children benefited by scholarships amountingto Rs 8.556 Mn. Special focus was given for the education of the girl child. Company alsotried to cover the children of associates in low income group even though they were notacademically meritorious to encourage them to take up higher studies. Visits of familymembers of the associates have been conducted at all Company locations in Jalgaon. Itgives them the information about the importance of job of their family members and alsoabout the unique work culture of the organization i.e. "Work is Life". Total 145visits have been organized during whole year and covered 5437 family members ofassociates.

Social Involvement:

Blood donation camps were organized twice at 6 months intervals wherein 1633 units ofblood were donated by associates of the Company to local blood banks.

Training:

The Company is helping to meet the academic requirements of students opting for"Agricultural Engineering" by providing them 16 week training which is mandatoryat Agri Universities. The students were given one month class room training and threemonths field training in which students get exposure in survey design installationmaintenance of Micro Irrigation Systems and field operations. The training gives them thereal experience and trainees who proved themselves during training were absorbed by theCompany in employment. Training is a continuous process for increasing performance /skills of associates and it continues at all our locations all the time.

The location and program-wise training details are as under:

Associates Training 2013-14

In House Training

External Institute

sr. No. Location No. of Programs No. of Associates Duration (Man Hours) No. of Programs No. of Associates Duration (Man Hours) Total Man Hours
1 Agri Park 24 284 674 16 66 1211 1885
2 Plastic Park 639 9325 37421 31 79 1176 38597
3 Food / Energy Park 222 4792 10460 32 130 2177 12637
4 Orientation 9 352 19712 - - - 19712
5 Overseas Training - - - 1 17 2128 2128
Total 894 14753 68267 80 292 6692 74959

Agricultural Engineers' Training 2013-14

In House Faculty

External Programs

Sr. No. Location No. of Programs No. of Associates Duration (Man Hours) No. of Programs No. of Associates Duration (Man Hours) Total Man Hours
1 Engineer Training 11 171 35568 7 178 37024 72592
2 Engineer Field Training (3 months) - - - - 54 41800 41800
Total 11 171 35568 7 232 78824 114392

Recruitment and Manpower Strength

Recruitment is an ongoing process throughout the year in search of right people atright places which also includes the On-Campus selection for Engineering Graduates andPost Graduates from Agriculture field all over the country. Sometimes walk in interviewsalso help to get good people on urgent basis. The recruitment was done on the basis ofmerit potential ability compatibility with the organizational culture fitness withson-of-the-soil empathy. The strength of the Company reached 8341 on 31stMarch 2014 after gross addition of 1171 during FY 2013-14.

14.Corporate Social Responsibility & Sustainability Report 1) Corporate SocialResponsibility

a] CSR activities broad view

The Company has adopted six villages namely Wakod Shirsoli PB Shirsoli PNTakarkheda Mohadi and Kadauli in the Jalgaon district for improving the educationalhealth and sanitation conditions. Company regularly conducts medical camps seminars aboutalternative medical disciplines and social awareness. The literary activities among themasses and awards to the poets and writers in this field are conducted and taken care byour charity "Bahinabai Memorial Trust". Our Jain Sports Academy supportsmore than 450 sportsmen for 18 sports with 40 coaches.

b] Gandhi Research Foundation

Gandhi Research Foundation activities are going at full swing amidst ever increasingnumber of visitors. The graph of students taking exams on 'Gandhi Vichar SanskarPariksha' is also showing upward trend with over 118000 students appearing in2013-14. We have seen many national and international personalities get associated withGRF this year. Proff. Douglas Allen Prof of Philosophy University of Maine New YorkProf. Michael Nagler Proff of Comparative Literature University of California BerkleyProf. Michael Lunine San Francisco State University Fernando Ferrarra Reviro MonterreyMexico. Other notable personalities those visited and delivered lectures were Dr. MelDuncan and Dr. Raghunath Mashelkar. Gandhi Research Foundation also received GRIHA 5 starrating. Gandhi Teerth also received the "Artist in Concrete Award" inBest Museum Category at Asia Festival in Pune. New Program on 'Kantai Gram SudharYojana' was launched by GRF for women empowerment and self-sustaining of villages.

c] Direct expenditure on various CSR activities in total spending of Rs 35.59 Mn for FY2013-14

d] Anubhuti - 2

Anubhuti-2 is school for underprivileged families in and around the Jalgaon city. Thisschool has first second third and fourth standards and will add on one standard everyyear up to standard tenth. The selection criteria benefits student from really low incomefamilies. The student stay in the school from 8.30 am to 4.00 pm. The breakfast lunch andsnacks are also provided. Their activities vary from sports dance music culturalaspects and presentation skills. The language lab and special dedicated staff for eachactivity helps to improve the performance of the student. Overall personality developmentof the student is focus of the school.

e] Kantai Bandhara

The 'Kantai Bandhara' (weir) was inaugurated by the Deputy CM of Maharashtra Mr. AjitPawar and Minister of Irrigation Mr. Sunil Tatkare. The Rs 8 crore project (capacity 1792million litres) was funded by the Company. As per the Maharashtra Government directivesthe Company is entitled to 50% reservation of the water in storage every year the restbeing allocated for society by the concerned Government of Maharashtra Department. Thiswill provide Company with assured water supply for use in food processing (fruit and oniondehydration) especially during dry summer droughts and low rainfall months. The regionis marked by high temperature moderate rainfall (700mm annually) and frequent drought.This affects the availability of water for agriculture human and animal consumption. Thisstorage structure is not only sufficient for Company needs but also for society. It willhelp reduce off-season water availability and sudden floods in downstream areas. The GirnaRiver catchment covers around 9000 square kilometers with the water extending 5.6kilometres from the Bandhara making it possible for the backwater to supportpisciculture. The storage structure will benefit eight villages with a population of16000.

2) Sustainability Reporting

The third Sustainability Report is available on our website. This report covers all theoperations of

Jain Irrigation around the globe. This report also covers all the information processand materiality related to Economic Environment and Social aspects of the organization inthe Year 2011-12 and 2012-13. The fourth sustainability report will now be published inthe year 2015.

All facilities in Jalgoan are certified as per ISO 14064 GHG- Management Systems andISO 50001- Energy Management Systems. The Unnati project was extended with target up to50000 ha. The ongoing activities related to sustainable agriculture includes project byUnilever - Rajapuri Mango Development program for selected farmers. During the financialyear the sustainability related aspects for which Company was issued 13780 carbon creditsfrom Wind Power projects (now sold) along with 3620 Voluntary Carbon Credit of Solarpower projects. Sustainability goal includes bringing more and more farmers under JainGAP.

15. Environment Health and Safety performance

• The Company is maintaining Integrated Management System (IMS) with integrationof ISO 9001 ISO 14001 & OHSAS 18001 system standards. IMS Certifications are earliercompleted done at Jalgaon Hyderabad & Udumalpet plants and systems are maintainedwith continual improvement. The IMS was also implemented during the year 2013-14 at Alwarand Bhavnagar plants and they have received the certification by TUVNORD for all the threestandards. The work on IMS certification for Survey Design Installation and Servicingactivity is under progress at other locations.

• Rain water harvesting is done from factory open area as well as from roof top inbuildings and same is used for recharging of wells through suitable rain water harvestingstructures.

• Fire hydrant system at Plastic Park Jalgaon has been made fully operationalcovering entire manufacturing facility. Internal fire hydrant system is planned for PEPipe building. Fire hydrant system installation work is in progress at Hyderabad andUdumalpet plants and it is expected to be operational during next financial year.

• Smoke detection & alarm system is under installation in Server roompurchase MIS and complete first floor of administration building.

• Some of the safety measures initiated in the manufacturing facilities are givenbelow:

• Limit switches are installed at entrances of all underground grinder sections.

• Timer based automation of fixture table is done at Injection Moulding.

• Gas Monitor for CO2 CO H2S O2 and LEL is purchased and monitoring of thesegases has started.

• LOTO system related tools are purchased and implementation has started.

• Green cover is increased at various locations by plantation of variety ofplants.

16. Internal Controls and Management Information Systems

ERP

Post implementation of SAP across India locations now some more modules are taken upfor implementation which would further improve the efficacy and MIS reports from thesystem.

Internal Controls

SAP implementation allowed a number of strategies to implement internal control in thebusiness application through process mapping segregation of duties authorisations.Independent of the SAP functionality and control check your Company is proactivelyidentifying the areas for further improvement which shall remain an on going process.

Future

The Company has plan to integrate its IT infrastructure by rolling out SAP at foreignsubsidiaries to further streamline Manufacturing Supply Chain. Local and globalreporting analysis in a common enterprise wide format. It will provide bettercollaboration with our worldwide units transparency and efficiency for global operations.

Internal Audit

The Company has continued to avail services of Ernst & Young LLP to conductinternal audit in SAP environment and add value by strengthening internal controls andimproving efficiency of operations at same time.

17. Fixed Deposits

The Company during the year under review has not accepted nor renewed any depositsfrom public under the Companies (Acceptance of Deposits) Rules 1975. The Company had nounclaimed / overdue deposits as on 31st March 2014.

18. Auditors

The Auditors M/s. Haribhakti and Co. Chartered Accountants Mumbai have furnished aCertificate under Section 139 of the Companies Act 2013 that their proposedre-appointment if made will be in accordance with the said provision of the CompaniesAct 2013. The Audit Committee has recommended that M/s. Haribhakti and Co. a firm ofChartered Accountants Mumbai be reappointed as Statutory Auditors. The Shareholders mayreappoint the Statutory Auditors as per AGM Notice already sent separately.

19. Particulars of Employees

As per provisions of Section 217 (2A) of the Companies Act 1956 only six of thepersons in employment of the Company have drawn remuneration in excess of Rs 500000/- permonth during the year under review or part thereof as per details in the Annexure to thisreport.

20.Particulars of Energy Conservation Technology Absorption Research and DevelopmentForeign Exchange Earnings and Outgo.

A] Energy Conservation Plastic Park :-

In Injection Moulding plant performance of various old pumps were improved byreplacing them with higher efficiency pumps and thereby reducing energy consumption.Insulating pads were installed on barrels of injection Moulding machines and this hasresulted in reduction in loss of energy by 10 to 20%. Variable Frequency drives wereprovided on Injection Moulding Machine to reduce the average energy consumption by 20%.Retrofitting of old Injection Moulding with servo motors resulted in 40% reduction inenergy consumption and increase in production due to lower cycle time. In MIS pipeVariable Frequency drive were provided on Turbo of Mixer and Screw Compressor to reduceenergy consumption by 20%. The Pipe Cooling Tower & their water circulation pumpoperation was automated by making them temperature dependent to reduce the energyconsumption by 20%. In Drip line plant energy consumption was reduced by 20 % byreplacement of DC motor & drive by AC motor & Drive. Installed lower watt LEDinstead of existing higher watt CFL in garden dome light to reduce energy consumption.Common vacuum pump was installed on PVC pipe extrusion lines for barrel vacuum to reduceenergy consumption. Energy consumption was reduced by installing short wave heater byreplacing old U type heater on socket machines. In Polytube performance of each pump hasimproved by replacing higher efficiency pump to reduce energy consumption. In PVC sheetenergy consumption in grinding section was reduced by using high wear resistant bladematerial. In PVC sheet 100% reduction in energy consumption during sheet cutting ofthickness 6 mm to 25 mm by replacing Saw Motor to Knife Blade. Foggers and green net isprovided to chilling plants to avoid the effect of atmospheric temperature on the chillingplant in summer season. This has helped in saving the electrical energy and maintainingrequired temperature of process water.

Being an environmentally responsible organization and in continuation of our effortstowards well being of environment and society we have implemented energy management system(EMS) as per ISO 50001 and started accounting of our greenhouse gas emissions (i.e. carbonfootprint) from the year 2012 - 13 onwards as per the requirements specified in ISO 14064: 2006 Part - I. Plastic park has successfully undergone Energy Management Systems and GHGverification audit by TUV NORD and was awarded ISO 14064 - 3 & ISO 50001certifications.

Food Park :-

(a) Fruit

• Modification in sterilizer - Variable frequency drive installed to controlcooling tower pumps to save electricity. During sterilization motor electricityconsumption was 11.76 KW/Hr which reduced to 2 KW/Hr due to this modification. Net savingin Rs 1.88 Mn. per annum

• Plant lighting system replaced from CFL to LED type. Net saving in Rs 0.20 Mn.per annum

• Installed new plate freezer for small pack frozen product. Net saving inelectricity Rs 0.70 Mn. per season.

• Sterilizer piston pump recycling system of seal water installed. Saving in water96000 ltrs per day has been realised.

(b) Onion

• Replacement of Conventional lighting with LED lights. Saving of electricity62665 kwh/ annum. Total amount saved per year INR 0.50 Mn.

Energy Park :-

Solar pumping system : Under energy saving and energy management program Solarpumping system of 244 HP (27 nos) are installed in Tissue Culture park to supply water forPoly house Green house and Agriculture. For solar pumping system 277.4 Kwp solar modulesare used to generate power and run 27 pumps to supply water for Polyhouse (total 137 HP)Green house (total 54 HP) and Agriculture (total 51 HP). In total solar pumps deliver53.76 Lakh liters water per day and save electrical energy 6 Lakh KWH/annum.

Agro photovoltaic System: New experiments are initiated at Tissue Culture Park tomaximize agriculture land utilization for production of electrical power with solar energyand agriculture food crop combine together on same land. Solar modules are installed atsuitable height on pole. The solar modules rotate on their axis and track the sun togenerate maximum power. The light transmission at crop level is maintained to grow them aswell. The power generated by solar modules is used to run the pump for irrigation at theTissue Culture Park.

Agri Park & Tissue Culture :-

Measures taken for reducing energy consumption:

• A total of 100kv solar based energy production established at Tissue CulturePark to operate automated tray filling and seeding line and green house operations.

• Rain Water harvesting network had been created to harvest rain water from PolyHouses used for production of tissue culture banana and pomegranate plants. This enablesus harvesting of at least 151500m3 of water per year.

• Recycling of used and irrigation runoff water in Tissue Culture plant hardening.Irrigation runoff collection has been implemented through subsurface drainage to a waterre-cycling pond. Used process water is also collected to a pond. All recycled water isreused after appropriate treatment.

• It is a general practice for most of the biotech R&D labs to run aPolymerase Chain Reaction (PCR) setup in the late evening and allow it to run all throughthe night and keep the samples at incubation at 4C in the thermo-block itself. Thisconsumes lots of energy/electricity. The laboratory has made it a policy not to run anyPCR reactions overnight and plan in such a way so that all reactions are completed latestby the evening when the associates leave.

• In order to save energy as well as fluctuating power supply is given onlythrough voltage stabilizers and uninterrupted power suppliers. Supply voltage is monitoredwith a regulation level of 1% the supply frequency at 501Hz and neutral to earthvoltage to less than 1volt AC and earth resistance to less than 1ohm. This also ensuresagainst any leakage in electricity thereby leading to conservation.

B] Technology Absorption

Plastic Park:-

• In Drip tape plant Company installed a high precision & high speed extrusionline to produce tape product and the extrusion line is capable of producing the Tape withline speed very much higher than that of line usually available in the market.

• Continuing with the efforts towards productivity improvement Company hasinstalled additional high precision all electric injection moulding machines with hotrunner molds for making disc for disc filtration system.

• Sand Blasting machine has been installed to get SA2.5 type surface finish onmetal products / parts.

• New Injection moulding machines were procured and installed with advancedtechnical feature like injection unit with linear guide rail.

Food Park:-

a) Fruit

• Painting of re-con drums automated.

• Non chemical water treatment plant - trials carried out to avoid water scalingin sterilizers. After installation of the non chemical treatment plant existing softwater treatment plant will be isolated for cooling towers only.

• Existing ECRC storage converted to 4-10 C cold storage for storing of finishedproduct

• New full length rare earth magnet installed in fruit washer for better controlof metal particles.

b) Onion

• Ozone generation system installed for onion flume water.

• Entire line established from concept to commissioning for onion dehydration withenhanced onion processing by 25 % i.e. 125 TPD of extra processing.

• Conversion of steam heated dryer where hot air was made using steam to directhot air through hot air generator it saves electricity consumption and water.

• Rotary screen used for removal of suspended fibrous impurities from onion flumewater to maintain low turbidity.

• Installation of refrigeration system in DHO packing area to lower the roomtemperature so that the DHO can be cooled down thereby it will remain crispy which willsmoothen milling operation.

• Use of High sensitivity gravity fall metal detectors on onion powder and friedonion packing line.

Energy Park:-

Solar Photovoltaic:

• Expansion of production capacity by adding 2nd Automatic Modulemanufacturing line of 25 MWp & in Manual line by 5 MWp. So present Module productioncapacity is 55 MWp ( 1st Auto line 20 MWp; 2nd Auto line 25 MWp& Manual Line 10 MWp).

• Development of Transparent PV module using transparent backsheet which is lightin weight as compared to traditional transparent module.

• Received IEC - 61215 (ed 2) for all PV modules 3 Wp to 300 Wp & IEC - 61730Part 1 & 2 for PV modules 130 to 300 Wp

• Successfully passed PID (Potential Induced Degradation) test for 4 different PVmodule families.

• Development of silicone sealant cartridge filling machine. This machine is ableto fill silicone sealant cartridge from bucket because readymade silicone sealantcartridge are very costly as compared to silicone sealant in bucket.

• Development of String Transfer unit for manual line. Previously it was done bymanual flipping. So it reduces breakage of solar cells during string transfer.

Solar Thermal: During the FY 2013 - 2014 a plastic inner tank for storage of hotwater is developed in house for the systems up to 300 liters per day capacity. Thisreduces the overnight heat loss in the solar water heater system. This development willalso increase the life of the inner tank that are traditionally manufactured in eitherMild Steel or Stainless Steel by conventional welding process.

C] Research and Development

Plastic Park:-

• New filtration system for MIS : Automatic hydraulic & electrical screen wasdeveloped. Its unique features are:

• Energy efficient by about at least 10 - 15% over conventional screen filters.

• Wide range of availability : 4" to 14"

• Available in standard 100 micron screen but other screen sizes are alsoavailable on request.

• Higher filtration efficiency due to high opening area.

• Simultaneous operation of filtration and flushing and this result in timesaving.

• Filter Screen is available in high quality stainless steel.

• Better cost to performance ratio

• Product range of ASTM fittings expanded by developing reducing Tee 1 Rsthreaded Reducing Bush % Rs etc. and SWR fittings range expanded by developing 90mm ventcoul pipe cliff 90mm etc.

• Similarly the PVC fittings - union female thread 20 - 63 mm Threaded Elbow 63 -90 mm single union valve 40 - 75 mm Elbow 180 mm reducing Bush 160 Rs 140 200 Rs 160180 Rs 63 Top cap 140 180 etc. were developed.

• 630mm PVC pipe was developed and for export market the pipe was made with Nonlead base stabilization system. Production of 630mm PVC pipe was first time in India.

• For the specific requirement of European market the PVC Integral foam sheet wasmade with Non Lead Non Tin stabilization system and the product was accepted forperformance and requirements.

• PVC Integral foam sheet products range has been expanded by developing two morenew products namely Rose wood and Dark Brown Integral foam sheets. The market response tothe Rose wood and Dark Brown has good and with the colour resembled the wood the productsfinds good response and finds application for wood replacement.

Food Park

a) Fruit Processing

New product developed -

• Aseptic Green Mango Puree

• Aseptic Carrot Juice Concentrate

• IQF Ripe Banana Whole and Dices

• IQF Raw Banana Whole

b) Onion Processing

i] Use of UV lights to reduce microbiology of dehumidified air being supplied to onionmill.

ii] Retrofit of traction controller in battery operated imported forklift to avoiddependency on imported costlier spares.

iii] Installation of automatic controlled access hygiene stations at associate entryas a Pre-requisite requirement to avoid microbiological and foreign matter contamination.

Energy Park

a] 4000W BLDC motor based solar pump controller

Solar pump controller is used in Solar Pumping system with very high efficiency BLDCmotor. Very wide operating range of voltage and wattage enables optimized sizing of solarPV array. MPPT functionality makes the maximum utilization of Solar Power. Sensor less dryrun protection overload short circuit reverse polarity protection provided to make areliable and rigid product. All the components used are from standard makes and byconsidering the stress on components to get long life of a product.

b] Development of High Efficiency Solar LED Street Light systems

LED base Solar Street lighting system is developed and supplied to the differentlocation in India to save electrical energy consumption. System is based on dusk to dawnoperation with dimming operation in the late night to reduce the power consumption. LEDStreet light saves much more energy when compared to sodium vapor lamps metal halide& halogen lamps. These are stand alone systems with storage battery luminary andsolar panel on one single pole hence can be installed in remote locations as well.

c] Battery Less Solar Tracker System

In this project we developed the smart solar tracking system. This is single axistime based solar tracking system. It is maintenance free system as it does not contain abattery. This is rigid and robust electronics design for solar tracking system. It is plugand play solar tracker system.

Agri Park & Tissue Culture

a) Twelve flowering related genes had been identified and characterised in Banana. Outof these three genes look very promising and have capability to change flowering time inBanana. This work has laid the foundation of project to reduce life cycle of banana plant.

b) In Mango five genes associated with regulation of flowering and alternate bearinghad been identified.

c) Significant progress has been made in way to develop tissue culture protocol formango propagation.

d) Micro propagation protocol of coffee has been developed and ready forcommercialization.

D] R & D Expenditure

Sr. No. Particulars 2013-14 2012-13
a. Capital Expenditure 13.47 11.68
b. Revenue Expenditure 153.49 173.87
Total 166.96 185.55
c. % of Revenue 0.40% 0.53%

E] Foreign Exchange Earnings and Outgo in Million)

Sr. No. C.I.F. Value of Imports Expenditure and Earnings of Foreign Currency 2013-14 2012-13
a. C.I.F. Value of Imports Raw Materials Components and Stores and Spares 5277.89 5010.57
Total 5277.89 5010.57
Expenditure in Foreign Currency (on Cash basis)
i. Interest and Finance ) Charges 584.68 577.70
ii) Discount/ Commission on ) Export Sales 114.12 41.30
Export Selling/ Market ) Development 12.39 103.15
iv) Travelling Expenses 10.43 26.13
) Law & Legal/ Professional ) Consultancy Expenses 38.91 46.93
b. i) Testing Quality & other ) Charges 60.03 143.49
Total 820.56 938.70
c. Earnings in Foreign Currency
FOB Value of Exports 9229.93 6.113.23
Interest and Other Income - -

Annexure to Board's Report - 2013-14

Statement of Particulars of employees pursuant to the provisions of Section 217(2A) ofthe Companies Act 1956 read with Companies (Particulars of Employees) Rules 1975 asamended upto date.

Sr. No. Name of Employee Total Experience (Years) Designation Remuneration Gross ( Rs ) Qualifications Commencement of Employment with Company Particulars of last Employment Last Post Last Employer No. of Years (Previous Employment) Covered Under 500000/ Category w.e.f.
1 Shri Ashok B Jain 31 Vice Chairman 19633092 B.Com 12.01.87 Own Business Partner Jain Brothers Industries 4 01.04.2010
2 Shri Anil B Jain 29 Managing Director 19633092 B.Com. LLB 12.01.87 Own Business Partner Jain Brothers Industries 2 01.04.2010
3 Shri Ajit B Jain 29 Jt. Managing Director 19633092 B.E. 11.01.85 - - - - 01.04.2010
4 Shri Atul B Jain 22 Jt. Managing Director 19633092 B.Com 01.01.91 - - - - 01.04.2010
5 Shri R Swaminathan 41 Director - Technical 8844948 B.Tech (Chem) 15.06.82 Service Plant Manager Flavours & Essence P. Ltd. 2.5 01.10.2010
6 Shri Manoj L Lodha 16 President - Banking & Finance 8465184 CA 05.11.98 - - - - 01.06.2010

1. Shri Ashok B. Jain Shri Anil B. Jain Shri Ajit B. Jain and Shri Atul B. Jain arerelated to each other as brothers and sons of Chairman Shri B. H. Jain.

2. Remuneration includes perquisites and commission.