Schneider Electric President Systems Unlisted Shares Annual Reports

Schneider Electric President Systems Unlisted Shares

Schneider Electric President Systems Limited Annual Report 2023-24 Summary: **Overview:** The Schneider Electric President Systems Limited delivers impact across India's IT and Telecom landscape. The report highlights the company's financial performance, strategic initiatives, and commitment to ethical business practices and sustainability. It emphasizes driving impact through efficiency, upholding trust, and adhering to Schneider's 'Life is On' commitment. **Financial Performance:** The company has seen positive financial results for FY 2024. Operating revenue reached ~4,000 million INR, specifically 3,929.72 million INR, a 17.8% annual growth compared to 3,336.36 million INR in FY 2023. Profit After Tax for FY 2024 was 299.66 million INR, compared to 166.89 million INR the previous year. The Profit Before Tax has grown and crossed the milestone of +10%, as percentage of revenue from operations. The company withdrew an appeal pending at Securities Appellant Tribunal (SAT) and successfully complied with the Securities and Exchange Board of India and Securities Appellant Tribunal Orders. The equity shares of the company were listed on the Metropolitan Stock Exchange of India Limited (MSEI) on January 19, 2024. The increased Return on Capital Employed (ROCE) for the FY 2023-24 stood at 22.57 times as compared to 14.59 times reported in the previous year. **Strategic Focus and Initiatives:** Key strategies include digital transformation, sustainability, and enhancing customer experience. The company integrates Environmental, Social, and Governance (ESG) factors into core business operations. They have made strides in ensuring global sustainability guidelines in new products. The company realigned their business plans to focus on the key growth sectors such as IT Racks for data centers. **Corporate Governance and Social Responsibility:** The company emphasizes ethical business practices, transparency, accountability, and data security. Corporate governance and responsibility remain a priority. The company has undertaken various Corporate Social Responsibility (CSR) activities. CSR teams planted over 70,000 saplings, including mangrove plantations in Sundarbans and Urban Forestation at CRPF Camps. The board of Directors have approved changing the nomenclature of CSR Committee to Environmental, Social and Governance & Corporate Social Responsibility Committee ("ESG & CSR Committee"). **Business Outlook:** The global economy is expected to witness a synchronous rebound in 2025 as major election uncertainties will be out of the way. Made in India campaign will get strengthen further from increased production and export opportunities. Key sectors include IT/Networking and ITES, Telecom, General and Industrial Electronics. Geographies served by the Company and Revenue Segmentation are: India (80%), Neighbouring Countries (Sri Lanka, Bangladesh, Nepal) (1%), Europe (3%), Pacific (12%), North America (NAM) (4%). **Risks and Internal Controls:** The report acknowledges potential risks like currency fluctuations and supply chain disruptions. The company analyzes all risks and ensures robust operational strategy, regular monitoring, appropriate policies and controls are in place to mitigate the risks. The company has an Internal Control System commensurate with its size, scale, and complexity. Mr. Surender Kumar was appointed as the Chief Risk Officer of the Company with effect from December 06, 2023. **Board of Directors and Key Management Changes:** Several changes occurred in the Board of Directors, including resignations and appointments. Ranjan Pant was re-appointed as Chairman. Anuj Kudesia was appointed as Managing Director with effect from May 27, 2024. Shivaprasad Srinivas, resigned from the position of Whole-Time Director with effect from March 13, 2024. Subhrendu Sarkar, appointed as Whole-Time Director and redesignated as Chief Financial Officer of the Company with effect from December 06, 2023. **Compliance and Governance:** The Company has complied with the Secretarial Standards-1 (Meetings of Board of Directors) and Secretarial Standards-2 (General Meetings). The Company's financial controls were adequate and operating effectively. **Auditors:** M/s. S.N. Dhawan and Co LLP, Chartered Accountants, were appointed as the Statutory Auditors of the Company. **Overall Outlook:** The company is optimistic about future growth prospects and is focusing on digital transformation, sustainability, and customer experience. They aim to achieve sustainable growth and deliver value to shareholders while operating ethically and responsibly. The management expresses gratitude to employees, shareholders, and partners.

Schneider Electric President Systems Unlisted Shares

The Annual Report for 2022-2023 of Schneider Electric President Systems Limited covers the business and operations of the company for the financial year ended March 31, 2023. **Board of Directors and Corporate Governance:** The report lists the Board of Directors, including Ranjan Pant (Chairman and Independent Director), Ramakrishna Rajasekharan Nair (Independent Director), Shivaprasad Srinivas (Whole-Time Director), Arnab Roy, Chitra Sukumar, Sachin Bhalla, and Subhrendu Sarkar (all Non-Executive Directors), and Sapna Bhatia (Company Secretary). It details the various committees of the Board, including the Audit Committee, Nomination and Remuneration Committee, Corporate Social Responsibility Committee, and Stakeholder's Relationship Committee, listing their members. The report discusses changes in the Board composition including the appointment of Arnab Roy, Chitra Sukumar, and Subhrendu Sarkar as Additional Directors. The company recommends the re-appointment of independent directors, and directors retiring by rotation as mentioned in the notice of the AGM. Details such as Director Identification Numbers (DINs), age, nationality, expertise, and committee memberships are provided for directors seeking appointment/re-appointment. The report confirms the independence of Independent Directors as per Section 149(6) of the Companies Act, 2013. The board evaluation process is described. **Financial Performance:** The financial results for the year 2022-23 are presented, with a revenue from operations of INR 3,336.36 million (compared to INR 3,671.55 million in the previous year) and a profit after tax of INR 166.89 million (compared to INR 157.45 million in the previous year). The company's turnover dropped by 9% mainly due to a reduced offtake in the Telecom Sector. Return on Capital Employed (ROCE) remained at 19.33%. The Board of Directors have decided not to recommend the dividend for the financial year ended March 31, 2023. The company voluntarily opted to adopt Ind-AS with effect from March 31, 2023, with transition date as April 01, 2021. **Statutory and Secretarial Matters:** The report includes the Secretarial Audit Report conducted by Chandrasekaran Associates, which notes general compliance with statutory provisions, rules, and regulations. It also includes reports from the Statutory Auditors (S.N. Dhawan & Co LLP) and Cost Auditors (Rao, Murthy & Associates). Details regarding the re-appointment and remuneration of the Cost Auditors are provided. The Company maintains an Internal Control System. The report addresses the status of pending litigation with SEBI and certain public shareholders, including the filing of an appeal before the Securities Appellate Tribunal (SAT). **Other Disclosures:** The report contains disclosures related to the Sexual Harassment at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and a Vigil Mechanism/Whistle Blower Policy. Details on Risk Management. The Company didn't report any cases of sexual harrasment. It also discusses the Code of Business Conduct and Ethics of the Company. The company had 1590 total shareholders on March 31, 2023. **CSR Activities:** The Annual Report on CSR Activities for the Financial Year 2022-23 is included as Annexure I. The company's CSR Policy is outlined, and the composition of the CSR Committee is detailed. The total CSR obligation for the financial year was INR 32,04,708/-, which was fully spent. **Annexures:** The report includes several annexures providing supplementary information, including the Statement pursuant to Section 102(1) of the Companies Act, 2013, a Secretarial Audit Report, and details on conservation of energy, technology absorption, and foreign exchange earnings and outgo.

Schneider Electric President Systems Unlisted Shares

Growth. Annual Report 2021-2022 of Schneider Electric President Systems Limited discusses several key aspects of the company's performance and governance. **Board of Directors & Governance:** The report lists the Board of Directors as of March 31, 2022, including Ranjan Pant (Chairman), Ramakrishna Rajasekharan Nair, Rachna Mukherjee, Srinivasa Narasimhan, Sachin Bhalla, Swaminathan Venkatraman, Mohamed Adil, Shivaprasad Srinivas, Sugata Sircar, and Arnab Roy, along with Sapna Bhatia as Company Secretary. Several changes in the Board composition occurred during the year, including appointments of Sachin Bhalla and Arnab Roy as Additional Non-Executive Directors and Shivaprasad Srinivas as Additional and Whole-Time Director and resignation of Swaminathan Venkatraman and Sugata Sircar as Non-Executive Director and Mohamed Adil from the position of Whole-Time Director. The report details the various committees of the Board, including the Audit Committee, Nomination and Remuneration Committee, Corporate Social Responsibility Committee, Stakeholders Relationship Committee, and Finance Committee. **Annual General Meeting (AGM):** The report includes the notice for the 38th Annual General Meeting, scheduled for September 13, 2022, via video conferencing. The agenda includes ordinary business such as adopting the audited financial statements for the year ended March 31, 2022, and re-appointing Mr. Srinivasa Narasimhan as a Non-Executive Director. Special business includes the appointment of Mr. Shivaprasad Srinivas as a Whole-Time Director and approval of the Worldwide Employee Share Ownership Plan (WESOP). Instructions for accessing and participating in the AGM through video conferencing and e-voting are provided. **Financial Performance:** The Board's Report presents the financial results for the year ended March 31, 2022, with comparisons to the previous year. Key figures include: * Gross Revenue from Operations: INR 3671.55 million (2021-22) vs INR 2532.19 million (2020-21) * Net Revenue: INR 3673.95 million vs INR 2536.02 million * Profit After Tax: INR 160.50 million vs INR 143.76 million The Board decided not to recommend a dividend for the financial year ended March 31, 2022. **Director's Responsibility Statement:** The board confirms that applicable accounting standards have been followed in preparing the annual accounts, and that they have taken proper care for the maintenance of adequate accounting records. **Other Key Points:** The company participates in the Worldwide Employee Share Ownership Plan (WESOP) of Schneider Electric SE France, its ultimate holding company. The company manages risk in line with current risk management best practices. **Auditor's Report:** The Independent Auditor's Report by S.N. Dhawan & Co LLP provides an unqualified opinion on the financial statements, emphasizing a matter regarding pending litigation with SEBI. **Corporate Social Responsibility (CSR):** The company has a CSR policy and spent INR 30,06,985 against ongoing projects and there were no other expenses during 2021-2022 **Equity Shares:** As on March 31, 2022, Schneider Electric South East Asia (HQ) Pte Ltd. hold 80.49% of the total equity share capital of the company. **Factories:** The locations of the company’s factories are listed as Attibele Factory Unit-1, Attibele Factory Unit-2 and Attibele Factory Unit-3. This summary captures the essential information from the provided Annual Report, encompassing corporate governance, financial performance, and operational highlights.

Schneider Electric President Systems Unlisted Shares

GROWTH **Overview:** The document is the 2020-2021 annual report for Schneider Electric President Systems Limited, focusing on financial statistics, board activities, and compliance matters. **Board of Directors & Corporate Information:** * Lists the Board of Directors with their designations (Chairman, Non-Executive Directors, Whole-Time Director) and mentions that brief profiles are available on the company website. * Details the various committees of the Board: Audit Committee, Nomination and Remuneration Committee, Corporate Social Responsibility Committee, Stakeholders Relationship Committee, and Finance Committee, along with their members. * Provides contact information for Statutory Auditors (S.R. Batliboi & Associates, LLP), Cost Auditors (Rao Murthy & Associates), Registrar & Share Transfer Agent (Universal Capital Securities Pvt Ltd), Registered Office, and Corporate Office. **Financial Statistics (31.03.2021 vs 31.03.2020):** * **Total Income:** Increased from INR 2,151.32 million to INR 2,536.02 million. * **EBITDA:** Increased from INR 98.79 million to INR 242.44 million. * **Profit after Taxation:** Significantly increased from INR 14.30 million to INR 143.76 million. * **Tangible Assets:** Increased slightly from INR 302.14 million to INR 303.45 million. * Presents a detailed breakdown of assets, liabilities, and equity, comparing figures from March 31, 2021, to previous years. Key financial ratios like EBITDA % to Net Product Sales and Return on Net Worth are also provided. **Notice of Annual General Meeting (AGM):** * Announces the 37th AGM will be held on September 20, 2021, via video conferencing. * Outlines ordinary business matters to be addressed, including adoption of financial statements, re-appointment of Mr. Sugata Sircar as Director, and appointment of Statutory Auditors (S.N. Dhawan & Co. LLP replacing S.R. Batliboi & Associates LLP). * Details special business including the appointment of Mr. Sachin Bhalla as a Non-Executive Director, ratification of Cost Auditors’ remuneration, and approval to participate in the Worldwide Employee Share Ownership Plan (WESOP). * Explains the process for participating in the AGM through VC/OAVM and e-voting, including instructions for members with unregistered email IDs and those facing technical difficulties. * Sets the "Cut-off Date" of Monday, September 13, 2021 for remote e-Voting and e-Voting at the 37th AGM. **Board's Report:** * Presents the 37th annual report summarizing the company's performance, dividend decisions, and board-related matters. * States that the Net Sales Turnover increased by 18% over the previous year. * The Board decided not to recommend dividends. * Discusses the appointment of Sachin Bhalla as Additional Director and the re-appointment of Sugata Sircar. * Mentions Board meetings, criteria for independence, and evaluation processes. * Provides details on board committees (Audit, Nomination & Remuneration, CSR, Stakeholders Relationship, Finance) and their composition. **Auditors' Reports:** * Includes the Independent Auditor's Report with a qualified opinion due to unreconciled trade payables, along with an emphasis of matter concerning litigation with SEBI. * Contains the Secretarial Audit Report with qualifications regarding delays in form filings, remuneration disclosures, and chairman authorization. * Features the management's response to the Secretarial Audit Report's observations. **Other Key Points from the Board's Report:** * Explains policies on remuneration, risk management, and CSR activities. * Describes the procedures for internal audit and internal financial controls. * Discusses conservation of energy, technology absorption, and foreign exchange earnings and outgo. * Addresses the status of equity shares and related issues with SEBI, including ongoing litigation. * Includes details of related party transactions, disclosure on remuneration, and Directors' Responsibility Statement. * Offers general information on investor-related matters, dematerialization of shares, and electronic communication. **Annexures:** * Annexure I: Annual Report on CSR activities. * Annexure II: Secretarial Audit Report. * Annexure III: Conservation of Energy, Technology absorption and Foreign Exchange Earnings and Outgo. * Annexure IV: Disclosure on remuneration. * Annexure V: Details of Directors. **CSR Activities for FY 2020-2021:** * Includes brief outline on the CSR Policy of the Company. * Discloses a CSR amount spent of 3,542,336 INR, and provides details of spent amounts for various activities such as natural disaster relief, electrician support, PM care fund, and ex gratia to employees on COVID relief. * Reports on the composition of the CSR Committee, number of meetings held and attended. **Conclusion:** The document serves as a comprehensive overview of the company's performance, governance, and compliance activities during the fiscal year 2020-2021. It highlights growth in revenue and profit, ongoing legal matters, and the company's commitment to corporate social responsibility and ethical governance.