Latin Manharlal Chat
BSE Prices delayed by 5 minutes...
     Prices as on Oct 24, 2017 - 2:59PM     
  ABB India 1356.5 [ 1.84% ]
  ACC 1780 [ -0.02% ]
  Axis Bank Ltd. 453.8 [ 0.87% ]
  Bajaj Auto Ltd. 3213.45 [ -0.07% ]
  Bank of Baroda 143.6 [ 4.17% ]
  Bharti Airtel 500.55 [ 0.61% ]
  Bharat Heavy Ele 87.9 [ 1.33% ]
  Bharat Petroleum 510.35 [ -0.07% ]
  Britannia Ind. 4611 [ -1.17% ]
  Cipla 598.35 [ 0.78% ]
  Coal India Ltd. 289.9 [ -0.02% ]
  Colgate Palm. 1056 [ -0.54% ]
  Dabur India 318.8 [ 0.57% ]
  DLF Ltd. 177.8 [ -0.73% ]
  Grasim Inds. 1183 [ 0.19% ]
  HCL Technologies 918.7 [ -1.75% ]
  HDFC 1724.7 [ 0.22% ]
  HDFC Bank 1866 [ 0.18% ]
  Hero MotoCorp 3775.1 [ -0.40% ]
  Hindalco Indus. 268.55 [ -1.41% ]
  ICICI Bank 266.6 [ 1.54% ]
  IDFC L 63.7 [ 0.00% ]
  Indian Hotels Co 111.05 [ -1.42% ]
  IndusInd Bank 1665.2 [ -1.81% ]
  Infosys 925.5 [ -1.51% ]
  ITC Ltd. 267.15 [ 0.15% ]
  Jindal St & Pwr 161.3 [ 2.25% ]
  L&T 1136.05 [ 0.11% ]
  Lupin Ltd. 1033.8 [ -0.28% ]
  Mahi. & Mahi 1355 [ -0.88% ]
  MTNL 20.1 [ -0.50% ]
  Nestle India 7236 [ -0.13% ]
  NIIT Ltd. 111 [ 2.49% ]
  NMDC Ltd. 121.05 [ 0.41% ]
  NTPC 181.75 [ 2.89% ]
  ONGC 176.55 [ 2.88% ]
  Reliance Inds. 936.1 [ -0.21% ]
  SBI 254.1 [ 3.40% ]
  Vedanta 334.7 [ 1.72% ]
  Shipping Corpn. 95.4 [ 7.01% ]
  Sun Pharma. 536.4 [ -0.71% ]
  Tata Chemicals 745.5 [ 2.12% ]
  Tata Motors Ltd. 416.9 [ -1.28% ]
  Tata Steel 719.75 [ 1.18% ]
  Tata Power Co. 82 [ 0.31% ]
  Tata Consultancy 2582.9 [ -0.12% ]
  United Spirits 2499.4 [ 0.09% ]
  Wipro Ltd 296.3 [ -0.10% ]

Company Information

Home » Market » Company Information

ABB India Ltd.

Oct 24, 02:59
1356.50 +24.50 (+ 1.84 %)
 
VOLUME : 201482
Prev. Close 1332.00
Open Price 1348.00
TODAY'S LOW / HIGH
1340.00
 
 
 
1365.00
Bid PRICE (QTY.) 1355.05 (6)
Offer PRICE (Qty.) 1356.50 (1)
52 WK LOW / HIGH
950.00
 
 
 
1619.45
Oct 24, 02:54
1359.60 +25.75 (+ 1.93 %)
 
VOLUME : 143304
Prev. Close 1333.85
Open Price 1340.00
TODAY'S LOW / HIGH
1336.25
 
 
 
1365.00
Bid PRICE (QTY.) 1358.60 (2)
Offer PRICE (Qty.) 1359.50 (1)
52 WK LOW / HIGH
931.35
 
 
 
1620.00
Company Information Menu

Search Company

Market Cap. ( ₹ ) 28811.06 Cr. P/BV 8.78 Book Value ( ₹ ) 154.92
52 Week High/Low ( ₹ ) 1620/931 FV/ML 2/1 P/E(X) 76.57
Bookclosure 09/05/2017 EPS ( ₹ ) 17.76 Div Yield (%) 0.29
DIRECTOR'S REPORT
You can view full text of the latest Director's Report for the company.
Year End :2016-12 

The Directors have pleasure in presenting their Sixty Seventh Annual Report and Audited Accounts for the year ended December 31, 2016.

1. Financial Results:

(Rs, in Crore)

Particulars

For the year ended

December 31, 2016

December 31, 2015

Profit Before Taxation

576.05

474.59

Less: Provision for Tax

- Current Tax

229.20

203.71

- Deferred Tax

(29.40)

(29.00)

Profit after Tax

376.25

299.88

Balance Brought Forward from last year

109.41

103.90

Amount available for Appropriation

485.66

403.78

Appropriations:

General Reserve

210.00

150.00

Debenture Redemption Reserve

50.00

50.00

Proposed Dividend

84.76

78.41

Corporate Dividend Tax

17.26

15.96

Balance Carried Forward

123.64

109.41

485.66

403.78

2. Dividend:

Your Directors recommend payment of a dividend at the rate of ' 4 (Rupees Four only) per share for the year ended December 31, 2016 on 211,908,375 equity shares of ' 2/- each.

3. Performance Review:

The Company secured orders valued Rs, 12,466 crore in 2016 as against Rs, 8,100 crore in the previous year, reflecting the technology push in the transmission business and the continued traction in transportation and renewable energy. Services and export-led orders resulted in more comprehensive customer engagements. The order backlog at the end of the year stood at Rs, 11,821 crore which continued to provide visibility to the future revenue streams. The revenue from operations for the Company for the year 2016 stood at Rs, 8,648 crore as against Rs, 8,140 crore in the previous year, reflecting stability of operations in an uncertain market situation. Profit before tax was up by 21% at Rs, 576 crore in 2016 on higher sales as compared to Rs, 475 crore in the previous year mainly due to operational excellence initiatives, supply chain efficiencies, focus on project management. Net profit after tax was up by 25% at Rs, 376 crore for the current year as compared to Rs, 300 crore in the previous year. Consequently the earnings per share for the year 2016 stood at Rs, 17.76 per share as compared to Rs, 14.15 per share in the year 2015.

For detailed analysis of the performance, please refer to the Management’s Discussion and Analysis given in Annexure - A, forming part of this Report.

4. Extract of Annual Return:

As per provisions of Section 92 (3) of the Companies Act, 2013 (the Act) read with Rule 12 of the Companies (Management and Administration) Rules, 2014 as amended from time to time, the extract of the Annual Return in the Form MGT-9 is given in Annexure - B, forming part of this report.

5. Board Meetings held during the year:

As required under the Act and Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the Listing Regulations), during the year, 4 meetings of the Board of Directors were held and one meeting of Independent Directors was also held. The details of the meetings are furnished in the Corporate Governance Report.

6. Compliance on criteria of Independence by the Independent Directors:

All Independent Directors of the Company have given declarations to the Company under Section 149 (7) of the Act that, they meet the criteria of independence as provided in Sub-Section 6 of Section 149 of the Act and also under the Listing Regulations.

7. Remuneration Policy of the Company:

The Remuneration Policy of the Company for appointment and remuneration of the Directors, Key Managerial Personnel and Senior Executives of the Company along with other related matters have been provided in the Corporate Governance Report.

As and when need arises to appoint Director, the Nomination and Remuneration Committee (NRC) of the Company will determine the criteria based on the specific requirements. NRC while recommending candidature to the Board, will take into consideration the qualification, attributes, experience and Independence of the Candidate. Director(s) appointment and remuneration will be as per NRC Policy of the Company.

A Statement of Disclosure of Remuneration pursuant to Section 197 of the Act read with Rule 5(1) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is given in Annexure - C, forming part of this report.

8. Dividend Distribution Policy:

As required under the Regulation 43A of the Listing Regulations, the Company has formulated a Policy on Dividend Distribution. This Policy can be accessed on the Company's website at www.abb.co.in.

9. Particulars of loans, guarantees or investments under Section 186 of the Act:

During the year under review, your Company has not granted any Loan, Guarantees or made Investments within the meaning of Section 186 of the Act.

10. Amount, if any, proposed to be transferred to Reserves:

The Company transferred a sum of Rs, 210 Crore towards General Reserve and Rs, 50 Crore towards Debenture Redemption Reserve during the Financial Year 2016.

11. Material changes and commitment, if any, affecting financial position of the Company from the end of Financial Year and till the date of this Report:

There has been no material change and commitment, affecting the financial performance of the Company occurred between the end of the Financial Year of the Company to which the Financial Statements relate and the date of this Report.

12. Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo:

The particulars as prescribed under Section 134 of the Act read with Rule 8 (3) of the Companies (Accounts) Rules, 2014, relating to Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo are given in Annexure - D, forming part of this report.

13. Risk Management Policy:

The Company is having a Risk Management Policy and constituted a Risk Management Committee as required under Listing Regulations. The Committee oversees the Risk Management process including risk identification, impact assessment, effective implementation of the mitigation plans and risk reporting. The purpose of the Committee is to assist the Board of Directors in fulfilling its oversight responsibilities with regard to enterprise risk management.

The details and the process of Risk Management as implemented in the Company are provided as part of Management's Discussion and Analysis which forms part of this Report.

14. Corporate Social Responsibility (CSR) initiatives:

The Company is having a Policy on Corporate Social Responsibility and constituted a CSR Committee as required under the Act for implementing various CSR activities. Composition of the Committee and other details are provided in Corporate Governance Report. Education, Access to Electricity, Health Care, Environment, skills enhancement for creating employable opportunities for the differently abled personnel, etc., are the focal area under the CSR Policy.

The Company has implemented various CSR projects directly and / or through implementing partners and the projects undertaken by the Company are in accordance with Schedule VII of the Act. During the year under review, the Company has achieved 99% of the amount to be spent by the Company on CSR activities.

Detailed report on CSR activities as required under the Companies (Corporate Social Responsibility Policy) Rules, 2014 is given in Annexure - E, forming part of this report.

15. Annual evaluation of Board, its Committees and Individual Directors:

The Board of Directors has carried out an annual evaluation of its own performance, its Committees and individual Directors pursuant to the requirements of the Act and the Listing Regulations.

Further, the Independent Directors, at their exclusive meeting held during the year, reviewed the performance of the Board, its Chairman and Non Executive Directors and other items as stipulated under the Listing Regulations.

16. Audit Committee:

The details pertaining to composition of the Audit Committee and terms of reference are included in the Corporate Governance Report, which forms part of this Report.

17. Related Party Transactions:

The Board of Directors has adopted a policy on Related Party Transactions. The objective is to ensure proper approval, disclosure and reporting of transactions as applicable, between the Company and any of its related parties. All contracts or arrangements with related parties, entered into or modified during the financial year were at arm's length basis and in the ordinary course of the Company's business. All such contracts or arrangements were entered into only with prior approval of the Audit Committee, except transactions which qualified under Omnibus approval as permitted under law. During the year under review, there were no contracts or arrangements with related parties referred to in sub-section (1) of Section 188 of the Act as amended from time to time. Therefore, there is no requirement to report any transaction in Form No. AOC-2 in terms of Section 134 of the Act read with Rule 8 of the Companies (Accounts) Rules, 2014 as amended from time to time. Transactions with related parties, as per requirements of Accounting Standard 18 are disclosed in the notes to accounts annexed to the financial statements. Your Company's Policy on Related Party Transactions, as adopted by your Board, can be accessed on the Company's website. Link for the same is http://new.abb.com/docs/ librariesprovider19/default-document-library/ related-party-transaction-policy.pdf?sfvrsn=2

18. Reporting of frauds:

There was no instance of fraud during the year under review, which required the Statutory Auditors to report to the Audit Committee and /or Board under Section 143(12) of the Act and Rules framed there under.

19. Transfer to Investor Education and Protection Fund:

As required under Section 124 of the Act, the unclaimed dividend amount aggregating to ' 21.01 lakh lying with the Company for a period of seven years pertaining to the financial year ended on December 31, 2008, was transferred during the year 2016, to the Investor Education and Protection Fund established by the Central Government.

20. Particulars of Employees:

The information on employees particulars as required under Section 197(12) of the Act read with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 as amended from time to time, are given in Annexure - F, forming part of this report. In terms of Section 136 of the Act, the Report and Financial Statements are being sent to the Members and others entitled thereto, excluding this Annexure. This Annexure shall be provided to Members on a specific request made in writing to the Company. The said information is available for inspection by the Members at the Registered Office of the Company on any working day of the Company up to the date of the 67th Annual General Meeting.

21. Directors' Responsibility Statement:

To the best of our knowledge and belief and according to the information and explanations obtained by us, your Directors make the following statements in terms of Section 134(3) (c) and 134 (5) of the Act, that:

a) in the preparation of the annual financial statements for the year ended December 31, 2016, the applicable Accounting Standards have been followed along with proper explanation relating to material departures, if applicable;

b) for the financial year ended December 31, 2016, such accounting policies as mentioned in the Notes to the financial statements have been applied consistently and judgments and estimates that are reasonable and prudent have been made so as to give a true and fair view of the state of affairs of the Company and of the Profit and Loss of the Company for the year ended December 31, 2016;

c) proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d) the annual financial statements have been prepared on a going concern basis;

e) proper internal financial controls are in place and such internal financial controls are adequate and were operating effectively;

f) proper systems have been devised to ensure compliance with the provisions of all applicable laws and are adequate and operating effectively.

22. Corporate Governance Report and Certificate:

As required under Regulation 34 (3) read with Schedule V (C) of the Listing Regulations, a report on Corporate Governance and the certificate as required under Schedule V (E) of the Listing Regulations from Messrs V. Sreedharan & Associates, Practicing Company Secretaries, regarding compliance of conditions of Corporate Governance are given in Annexure - G and Annexure - H respectively, forming part of this report.

23. Secretarial Audit:

Pursuant to provisions of Section 204 of the Act read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and amendments thereto, your Company engaged the services of Messrs HBP & Co., Company Secretaries, Bengaluru, to conduct the Secretarial Audit of the Company for the financial year ended December 31, 2016. The Secretari al Au dit Report in Form MR-3 is given in Annexure - I, forming part of this report.

24. Business Responsibility Report:

As required under Regulation 34 of the Listing Regulations, the Business Responsibility Report forms part of the Annual Report.

25. Whistle Blower Policy:

The Company has a Vigil Mechanism for Directors and Employees to report their concerns about unethical behavior, actual or suspected fraud or violation of the Company's Code of conduct. The mechanism provides for adequate safeguards against victimization of Director(s) and Employee(s) who avail of the mechanism.

The Whistle Blower Policy is available on Company's website at www.abb.co.in.

26. Directors and Key Managerial Personnel:

During the year under review there are no changes in Directors and Key Managerial Personnel of the Company. Details of Directors, Key Managerial Personnel and Composition of various Committees of the Board are provided in the Corporate Governance Report forming part of this report.

In accordance with the provisions of the Companies Act, 2013 read with Article 164 of the Articles of Association of the Company, Mr. Tarak Mehta (DIN: 06995639), Director, retire by rotation at the ensuing Annual General Meeting of the Company, and being eligible, offers himself for re-appointment.

Necessary resolution relating to Director who is seeking re-appointment is included in the Notice of Annual General Meeting. The relevant details of the said Director is given in the annexure to the Notice of the Annual General Meeting.

As on date, Mr. Sanjeev Sharma, Managing Director, Mr. B. Gururaj, Company Secretary and Mr. T.K. Sridhar, Chief Financial Officer, are the Key Managerial Personnel of the Company.

27. Deposits:

During the year under review, your Company did not accept any deposit within the meaning of the provisions of Chapter V - Acceptance of Deposits by Companies read with the Companies (Acceptance of Deposits) Rules, 2014.

28. Significant and Material Orders Passed by the Regulators or Courts or Tribunals impacting the going concern status of the Company:

There has been no significant and material order passed by the Regulators or Courts or Tribunals impacting the going concern status and Company's operations. All orders received by the Company during the year are of routine in nature which have no significant / material impact.

29. Internal Control Systems and their adequacy:

The details on Internal Control Systems and their adequacy are provided in the Management's Discussion and Analysis which forms part of this Report.

30. Disclosure as per the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013:

The Company has zero tolerance towards sexual harassment at the workplace and has adopted a policy on prevention, prohibition and redressal of sexual harassment at workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules thereunder. As required under law, an Internal Compliance Committee has been constituted for reporting and conducting inquiry in to the complaints made by the victim on the harassments at the work place. During the year 2016, no complaint of sexual harassment has been received.

31. Statutory Auditors:

Messrs S R BATLIBOI & ASSOCIATES LLP, Chartered Accountants (Firm Registration No. 101049W/ E300004), Statutory Auditors of the Company would retire on the conclusion of this Annual General Meeting on completion of their term of appointment.

Since Messrs S R BATLIBOI & ASSOCIATES LLP, Chartered Accountants are not eligible for reappointment as Statutory Auditors of the Company as per Companies Act, 2013, the Board of Directors on recommendation of the Audit Committee, recommended the appointment of Messrs B S R & Co. LLP, Chartered Accountants (Firm Registration No.101248W/W-100022) as Statutory Auditors of the Company for a term of 5 years, in place of Messrs S R BATLIBOI & ASSOCIATES LLP to hold office from the conclusion of 67th Annual General Meeting until the conclusion of 72nd Annual General Meeting, subject to ratification of their appointment at every Annual General Meeting. Consent and certificate from the said firm has been received to the effect that their appointment as Statutory Auditors of the Company, if appointed at ensuing Annual General Meeting, would be according to the terms and conditions prescribed under Section 139 of the Act and Rules framed there under.

A resolution seeking their appointment forms part of the Notice convening the 67th Annual General Meeting and the same is recommended for your consideration and approval.

32. Cost Auditor:

In terms of the provisions of Section 148 of the Act read with the Companies (Cost Records and Audit) Rules, 2014 as amended from time to time, the Board of Directors, on the recommendation of the Audit Committee, have appointed Ashwin Solanki & Associates, Cost Accountant (Registration No: 100392) as Cost Auditor of the Company, for the financial year ending December 31, 2017, on a remuneration as mentioned in the Notice convening the 67th Annual General Meeting for conducting the audit of the cost records maintained by the Company.

A Certificate from Ashwin Solanki & Associates, Cost Accountant has been received to the effect that their appointment as Cost Auditor of the Company, if made, would be in accordance with the limits specified under Section 141 of the Act and Rules framed there under.

A resolution seeking Member's ratification for remuneration payable to Cost Auditor forms part of the Notice of the 67th Annual General Meeting of the Company and same is recommended for your consideration and ratification.

Cost Audit and Compliance reports for the year 2015 were not mandatory.

33. Acknowledgements:

The Board of Directors take this opportunity to thank the Company's parent company, customers, members, suppliers, bankers, associates, Central and State Governments and employees at all levels for their support and co-operation extended to the Company during the year.

For and on behalf of the Board

Frank Duggan

Chairman

DIN:02937233

Place: Mumbai

Date: March 23, 2017