MIRA INFORM REPORT

 

 

Report Date :

03.11.2006

 

IDENTIFICATION DETAILS

 

Name :

SUPREME INDUSTRIES LIMITED

 

 

Registered Office :

612, Raheja Chambers, Nariman Point, Mumbai –  400 021, Maharashtra, India

 

 

Country :

India

 

 

Financials (as on) :

30.06.2006

 

 

Date of Incorporation :

17.02.1942

 

 

Com. Reg. No.:

11-3554

 

 

CIN No.:

[Company Identification No.]

L35920MH1942PLC003554

 

 

Legal Form :

A Public Limited Liability Company. The shares of the company are listed on the Stock Exchanges.

 

 

Line of Business :

Manufacturers of PVC Pipes & Fittings, Material Handling Crates and Plastic Moulded Chairs.

 

RATING & COMMENTS

 

MIRA’s Rating :

A

 

RATING

STATUS

PROPOSED CREDIT LINE

56-70

A

Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums

Fairly Large

 

Maximum Credit Limit :

USD 8000000

 

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is a well – established and reputed company having fine track. Their trade relations are fair. Financial position is good. Payments are correct and as per commitments. The company is doing very well.

 

It can be considered good for any normal business dealings at usual trade terms and conditions.

 

It can be regarded as a promising business partner in a medium to long – run. 

 

LOCATIONS

 

Registered Office :

612, Raheja Chambers, Nariman Point, Mumbai –  400 021, Maharashtra, India

Tel. No.:

91-22-22851656/22820072

Fax No.:

91-22-22851657

E-Mail :

supremenpt@supreme.co.in, supreme@supreme.co.in

Website :

http://www.supreme.co.in

 

 

Corporate Office :

17/18, Shah Industrial Estate, Veera Desai Road, Andheri (West), Mumbai – 400 053, Maharashtra

Tel. No.:

91-22-26322800-806/26734700

Fax No.:

91-22-26367057 / 26367264/26734777

E-Mail :

supremenpt@supreme.co.in, supreme@supreme.co.in

 

 

Corporate Office :

1101, 1161 & 1162, Solitaire Corporate Park, 167, Guru Hargovindji Marg, Andheri Ghatkopar Link Road, Andheri (East), Mumbai 400 093

Tel. No.:

91-22-4043 0000

Fax No.:

91-22-4043 0099

E-Mail :

supreme@supreme.co.in

 

 

Factory 1 :

·         Andheri, Mumbai, Maharashtra

·         Daman, Union Territory

·         Derabassi, Punjab

·         Durgapur, West Bengal

·         Halol, Gujarat

·         Hosur, Tamilnadu

·         Jalgaon, Maharashtra

·         Kanpur Dehat, Uttar Pradesh

·         Kanhe, Maharashtra

·         Khopoli, Maharashtra

·         Khushkhera, Rajashtan

·         Malanpur 1, Madhya Pradesh

·         Malanpur 2, Madhya Pradesh

·         Nandesari, Gujarat

·         Noida, Uttar Pradesh

·         Pondicherry 1, Union Territory

·         Pondicherry 2, Union Territory

·         Salt Lake, Kolkata, West Bengal

·         Pithampur, Madhya Pradesh

·         Silvassa, Union Territory

 

 

Branches / Regional Offices

Located at:-

 

·         Ahmedabad, Gujarat

·         Bangalore, Karnataka

·         Chennai, Tamilnadu

·         Hyderabad, Andhra Pradesh

·         Kolkata, West Bengal

·         Mumbai, Maharashtra

·         New Delhi

 

 

The Supreme Group

Western Region & Corporate Office

Solitaire Corporate Park

BLDG. No. 11-01, 11-61, 11-62,

167, Guru Hargovindji Marg,

Andheri- Ghatkopar Link Road,

Chakala, Andheri (East)

Mumbai-400093

Tel. : 91-22- 240430000, 267710000

Fax : 91-22- 240430099, 267710099

E-Mail : info@supreme.co.in

 

 

Regional Office

Delhi

 

518, Osian Building, 12, Nehru Place New Delhi- 110019

Tel.: 91-11-51618008, 26468445, 26423162,26423163

 

Chennai

 

New No. 15, Old No. 9, Urmila House, 3rd Floor,Ark Colony, Eldams Road, Alwarpet, Chennai-600018

Tel.: 91-44-52132804/5/6

Fax.: 91-4452132809

 

Kolkata

 

601, Central Plaza,

2 / 6. Sarat Bose Road, Kolkata-700020

Tel.: 91-33-24858840(Dir.), 24858837, 24858839 (Board)

Fax.: 91-33- 24858838

 

DIRECTORS

 

Name :

Mr. B. L. Taparia

Designation :

Chairman

 

 

Name :

Mr. M. P. Taparia

Designation :

Managing Director

Date of Birth

22/10/1937

Date of Appointment

02/08/1966

Qualification

B.A

`Other Directorship

Siltap Chemicals Limited

Supreme Petrochem Limited

Supreme Capital Management Limited

Dherand Chemical Terminal Limited

Kabra Extrusion Tecknik Limited

 

 

Name :

Mr. S. J. Taparia

Designation :

Executive Director

Date of Birth

7th October, 1945

Date of Appointment

15th June 1977

Qualification

B. E. (Mach.)

`Other Directorship

Siltap Chemicals Limited,

Supreme Petrochem Limited,

Supreme Oriented Films Limited,

Supreme Vinyl Films Limited,

Supreme Capital Management Limited,

Supreme Industries (Goa) Limited,

Oriental Containers Limited,

Dherand Chemical Terminal Limited,

Diamond Dye-Chem Limited,

Multilayer Films Private Limited,

Balbheem Investments & Trading Company Private Limited,

Platinum Granite Private Limited,

Suraj Granite Industry Private Limited,

The Gujarat Textile Private Limited

 

 

Name :

Mr. V. K. Taparia

Designation :

Director

Date of Birth

26th October, 1955

Date of Appointment

29th October, 1984

Qualification

B. Com

Other Directorship

Supreme Oriental Films Limited,

Siltap Chemical Limited,

Supreme Vunyl Films Limited,

Supreme Industries (Goa) Limited

 

 

Name :

Mr. B. V. Bhargava

Designation :

Director

 

 

Name :

Mr. H. S. Parikh

Designation :

Director

 

 

Name :

Mr. N. N. Khandwala

Designation :

Director

 

 

Name :

Mr. S. R. Taparia

Designation :

Director

 

 

Name :

Mr. E B Desai

Designation :

Director

 

 

Name :

Mr. Y P Trivedi

Designation :

Director

 

KEY EXECUTIVES

 

Name :

Mr. O. P. Roongta

Designation :

Senior Vice President

(Finance & Secretary)

 

 

Name :

Mr. J. M. Totla

Designation :

Senior Vice President (Operations)

 

MAJOR SHAREHOLDERS

 

Names of Shareholders

No. of Shares

Percentage of Holding

Promoters

17

44.98

Non Residents Individuals / OCB

438

4.21

Companies

434

13.50

Fll's / Fl's / Mutual Fund / Bank

15

0.08

Individuals

26051

37.23

Total

26955

100.00

 

BUSINESS DETAILS

 

Line of Business :

Manufacturers of PVC Pipes & Fittings, Material Handling Crates and Plastic Moulded Chairs.

 

 

Products :

Item Code No. (ITC Code)

39172309 / 39174000

Product Description

PVC Pipes & Fittings

 

 

Item Code No. (ITC Code)

39239000

Product Description

Material Handling Crates

 

 

Item Code No. (ITC Code)

94018000

Product Description

Plastic Moulded Chairs

 

GENERAL INFORMATION

 

No. of Employees :

2500

 

 

Bankers :

·         Central Bank of India, Fort, Mumbai  - 400 023, Maharashtra

·         State Bank of India

·         Saraswat Co-operative Bank Limited

·         Bank of India

·         ING Vysya Bank

·         The Karur Vysya Bank Limited

·         Banque Nationale De Paris

·         ICICI Bank Limited

·         Centurion Bank of Punjab

·         Bank of Baroda

·         IDBI Bank Limited

·         Societe Generale

·         BNP Paribas

·         UTI Bank Limited

·         Vijaya Bank

 

 

Facilities :

SECURED LOAN

31.03.2006

WORKING CAPITAL LOANS

 

From Banks - Rupee Loans

397.020

TERM LOANS

 

IDBI Limited. - Foreign Currency Loan

38.358

ICICI Bank Limited. - Foreign Currency Loan

156.791

ABN Amro Bank - Foreign Currency Loan

166.813

State Bank of Hyderabad - Rupee Loan

233.153

State Bank fo India - Rupee Loan

200.000

Foreign Currency Loan

61.373

Vijaya Bank - Foreign Currency Loan

74.877

United Bank of India - Rupee Loan

124.980

State Bank of Patiala - Rupee Loan

99.867

Federal Bank Limited.

134.694

NOTES :

 

Working Capital Loans from Banks (A) are secured against hypothecation and/or pledge of stocks and Book Debts, second subservient charge on certain fixed assets of the Company and personally guaranteed by three Directors, which is counter guaranteed by the Company.

 

Term Loans are secured / to be secured on par! passu basis by mortgage of: (a) Immovable properties of the company, situated at various locations, both present & future, subject to the exclsuion of

properties at Andheri, Jalgaon, Malanpur & Kolkata:

 

Lenders

Amount of Loan

I DB I

US$ 3 million

ICICI Bank Limited

US$ 4.976 million

Boerenieenbank B.A. (Rabobank)

US$ 4 million

Federal Bank Limited

Rs. 200 million

State Bank of Patiala

Rs. 200 million

United Bank of India

Rs. 250 million

Vijaya Bank

US$ 3.3 million

ABN Amro Bank

US$ 4.53 million

State Bank of India

Rs. 200 million

State Bank of Hyderabad

Rs. 400 million

 

movable properties such as plant, machineries & moulds of the Company, both present and future, (excluding current

assets charged to bankers for working capital) and second / subservient charge on current assets of the Company.

 

These loans are personally guaranteed by three Directors which is counter guaranteed by the Company.

 

UNSECURED LOANS

 

Fixed Deposits

186.942

Commercial Paper (maximum amount during the

500.000

Total

686.942

 

 

 

Banking Relations :

Good

 

 

Auditors :

Chhogmal & Company

Chartered Accountants

 

 

Associates/Subsidiaries :

  • Supreme Petrochem Limited
  • Supreme Capital Management Limited
  • Multiplayer Films Private Limited
  • Varali Investment & Trading Company Private Limited
  • Jagatguru Investment & Trading Company Private Limited
  • Balabheem Investment & Trading Company Private Limited
  • Platinum Granite Private Limited
  • Platinum Plastics & Industries Private Limited
  • Suraj Packaging Private Limited 
  • Supreme Industries (Goa) Limited

 

CAPITAL STRUCTURE

 

Authorised Capital :

No. of Shares

Type

Value

Amount

30000000

Equity Shares

Rs. 10/- each

Rs. 300.000 millions

11200000

Preference Shares

Rs. 10/- each

Rs. 112.000 millions

33800000

Unclassified Shares

Rs. 10/- each

Rs. 338.000 millions

 

Total

 

Rs. 750.000 millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

13390837

Equity Shares

Rs. 10/- each

Rs. 133.906 millions

420000

Equity Shares

Rs. 10/- each

Rs. 4.200

 

Total

 

Rs. 138.108 Millions

 


 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

30.06.2006

30.06.2005

30.06.2004

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

138.108

142.300

142.300

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

1866.200

1977.200

1882.100

4] (Accumulated Losses)

0.000

0.000

0.000

NETWORTH

2004.308

2119.500

2024.400

LOAN FUNDS

 

 

 

1] Secured Loans

1687.926

2009.000

1640.300

2] Unsecured Loans

686.942

456.400

404.300

TOTAL BORROWING

2374.868

2465.400

2044.600

DEFERRED TAX LIABILITIES

428.320

0.000

0.000

 

 

 

 

TOTAL

4807.496

4584.900

4069.000

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

3592.550

3012.200

2853.900

Capital work-in-progress

0.000

25.600

65.600

 

 

 

 

 

339.723

347.800

347.800

DEFERREX TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

982.692
746.200

561.000

 

Sundry Debtors

1118.291
899.600

801.800

 

Cash & Bank Balances

77.079
75.200

95.700

 

Loans & Advances

423.463
579.200

485.500

Total Current Assets

2601.525
2300.200

1944.000

Less : CURRENT LIABILITIES & PROVISIONS

 
 

 

 

Current Liabilities

1512.398
954.800

1000.100

 

Provisions

213.904
146.100

142.200

Total Current Liabilities

1726.302
1100.900

1142.300

Net Current Assets

875.223
1199.300

801.700

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

0.000

 

 

 

 

TOTAL

4807.496

4584.900

4069.000

 


PROFIT & LOSS ACCOUNT

 

PARTICULARS

 

30.06.2006

30.06.2005

30.06.2004

Sales Turnover [including other income]

9867.301

9504.300

9208.400

 

 

 

 

Profit/(Loss) Before Tax

503.282

256.500

227.400

Provision for Taxation

103.700

20.000

17.500

Profit/(Loss) After Tax

399.582

236.500

209.900

 

 

 

 

Export Value

841.992

654.218

NA

 

 

 

 

Import Value

1972.212

1109.886

NA

 

 

 

 

Total Expenditure

9530.990

9430.200

8981.000

 

QUARTERLY

 

PARTICULARS

 

 

 

30.09.2006

(1st Quarter)

Sales Turnover

 

 

2284.800

Other Income

 

 

90.000

Total Income

 

 

2374.800

Total Expenditure

 

 

2071.500

Interest

 

 

63.900

Gross Profit

 

 

239.400

Depreciation

 

 

101.500

Tax

 

 

39.500

Reported PAT

 

 

98.400

 

200609 Quarter 1  - Gross Sales Includes Plastic Products Rs. 2503.333 million Others Rs. 127.191 million Expenditure Includes Raw Material Consumed Rs. 1751.820 million (Increase) / Decrease in Stock in Trade Rs. (245.809) million Employee's Cost Rs. 89.166 million Other Expenditure Rs. 476.306 million Tax Includes Corporate Tax Rs. 37.50 million Fringe Benefit Tax Rs. 2.00 million EPS is Basic Status of Investor Complaints for the quarter ended 30.09.2006 Complaints Pending at the beginning of the quarter Nil Complaints Received during the quarter 08 Complaints disposed off during the quarter 08 Complaints unresolved at the end of the quarter Nil 1. The Company processed 28,677 MT of polymers during the first quarter of the current year a compared to 25,830 MT in the previous year recording a growth of 11.02%. 2. Exceptional Income of Rs 82.474 million is profit on transfer of leasehold rights in a plot of land situated at IT Park, Salt Lake (Kolkata), subject to long term tax liability of Rs. 21.000 million which have been included under Corporate Tax provision. 3. (a) Shareholders of the Company in the Annual General Meeting held on 05.10.2006 have approved issuance of fully paid equity shares of Rs. 10 each as bonus share in the ratio of 1(One) equity share for every 1(One) existing equity shares of Rs. 10 each held by capitalising Capital Redemption reserve & Securities premium Account. (b) The Diluted EPS has been calculated accordingly. 4. The Company is engaged mainly in processing of polymers and as such is the only reportable segment, as per Accounting Standard on Segment Reporting (AS-17) issued by ICAI. The geographical segmentation is not relevant as export turnover is not significant in respect to total turnover. 5. Provision for Deferred Tax will be ascertained and accounted for at the end of the year. 6. The figures for the previous quarter / year have been regrouped / rearranged wherever necessary. 7. The above financial results, which have been subjected to Limited Review by the Auditors, have been reviewed by the Audit Committee and approved by the Board of Directors at their meetings held on 26.10.2006

 

 


KEY RATIOS

 

PARTICULARS

 

30.06.2006

30.06.2005

30.06.2004

Debt Equity Ratio

1.19

1.11

1.17

Long Term Debt Equity Ratio

0.90

1.02

1.10

Current Ratio

1.11

1.61

1.53

TURNOVER RATIOS

 

 

 

Fixed Assets

1.76

1.58

1.59

Inventory

13.08

14.25

17.92

Debtors

11.21

10.95

11.18

Interest Cover Ratio

2.19

1.98

1.84

Operating Profit Margin (%)

9.03

9.79

10.03

Profit Before Interest and Tax Margin (%)

5.36

5.57

5.48

Cash Profit Margin (%)

5.96

6.76

6.86

Adjusted Net Profit Margin (%)

2.28

2.54

2.31

Return on Capital Employed (%)

13.62

12.06

12.01

Return on Net Worth (%)

12.76

11.67

11.09

 

STOCK PRICES

 

Face Value

Rs.10/-

High

Rs.449.70/-

Low

Rs.446.00/-

 

 

LOCAL AGENCY FURTHER INFORMATION

 

History

 

Incorporated in 1942 at Wadala, Mumbai, Supreme Industries (SIL) was promoted by the family of Kantilal K Mody. In 1996, the Taparia family took control of the company through outright purchase of shares. SIL has been consistently increasing its capacities in the plastics processing industry. Today it has one of the largest plastic processors in the country, with a product range catering to both, the industrial and consumer segment. 


 
 Over the years, it has gone into almost all segments of plastic products and put up plants at various locations in the country. It manufactures injection-moulded items, extruded items, industrial moldings, crates, furniture, polyethylene foam and polypropylene foam, PVC pipes and fittings, multi-layer sheets and products thereof, and multi-layer films.The company's operations are undertaken from Calcutta in West Bengal, Hosur in Tamil Nadu, Jalgaon and Kanhe in Maharashtra.

 
 
 The company came out with a rights issue in July 1993 to expand and upgrade its products and plant equipment. Its products are used as components in automobile parts; in material handling as crates/boxes; and in furniture as tables/chairs. In the refrigeration industry, they are used as doors/panels, and in the packaging industry for packing edible and hydrogenated oils. 


 
 The company bought assets of Litelon Private. Limited. in 1996 and Camphor Allied Products in 1998 that were manufacturers of protective packaging products. In 2000, it sold its wholly owned subsidiary Premier Lighting Industries. 


 
 Supreme Oriented Films and Supreme Vinyl Films was amalgamted with the Supreme Industries Limited with the prior approval from the shareholders. The move is to conslidate the groups plastic packaging business under one company and also to consolidate its marketing operations. Both the company shareholders were allotted shares in the ratio of 1:90 for SVFL and 1:22 for SOFL. 


 
 Siltap Chemicals Limited amalgamted with the company during the year 2002-03. The ratio is fixed at 1:2 in favour of Supreme industries.

 

FINANCIAL PERFORMANCE: 


 
 The performance of the Company for the financial year 2005-2006 is reflected by the following key ratios: 


During the year, the Company has incurred capital expenditure of Rs. 842.300 Millions to augment the capacities at various plants and to introduce new products in various product segments. Major capital expenditure was incurred for the following projects. 

 

v      Enhancing the capacity of Plastic piping System. 

v      Installation of 7 layer state of the art extrusion line in Performance Packaging Division, 3. Installation of    PVC/ PVDC coating line in PVC Film Division 

 

v      Enhancing capacities of Protective Packaging products and 

 

v      Enhancing injection moulding capacity at plants located at Noida, Pondichery and Lalru 

v      Acquiring Moulds for new products in Furniture & Crates. 


 The company has initiated plans for development of its properties at Andheri in Mumbai and evaluating proposals for Salt lake in Kolkatta To pursue these projects, the company has incurred a capital expenditure of Rs. 176.300 Millions during the year. 


 
 As part of its strategy to focus on changing needs of market segments, the Company has plans for capital expenditure of over Rs. 1200.000 Millions during 2006-2007. These investments are expected to further improve the financial performance of the Company in the coming years. The requirement of additional funds for financing its capital projects will be met by internal resources and borrowings. 


 
 The gross working capital comprising of receivables and inventories as at 30.06.2006 is 21.39.% of net sales as compared to 20.2% of net sales as at 30.06.2005. The Company has adequate facilities granted by the consortium of bankers for its working capital requirement. The short-term debt rating of P1 has been re-affirmed by CRISIL. 


 
 The increasing credit demand from the industry and increase in administrative rate by Reserve Bank of India at regular intervals has put the interest rate under pressure. 


 
 The Company has restructured its debt profile to reduce the incidence of interest on operational performance. in spite of increasing rate of interest on borrowed funds, close monitoring of working capital has resulted into reduction of interest and financing charges in terms of percent to total income at 2.73% for the year as compared to previous financial year at 3.04%. 


 
 INDUSTRY STRUCTURE AND DEVELOPMENT 


 
 The Company is engaged in processing and manufacturing of plastic products, components and other end-user industry products, and is market leader in various products. The Company is preferred partner to user industries with commitment to supply high quality customised products and integrated services. 
 
 India is one of the countries with very low per capita consumption of plastics. The consumption of plastics in India during the financial year 2005-2006 was around 4.6 Million tons indicating a growth of around 12% compared to previous year. After several years of low consumption, the industry appears to have come back to a growth path. They expect that the pace of growth may continue and per capita consumption of plastics will improve. 


 
 India is far behind in export of plastics products due to various factors. The export of plastics goods from China was around 15 billion Dollars in the year 2005 against 1 billion Dollar from India in 2005-2006. Considering the inherent strength of the plastics processing industry in the country, to adopt to fast changing requirement and its capabilities to deliver customised products, the exports of value added products are expected to grow once the concept of SEZ is fully operationalised. They envisage good growth potential for exports of plastics products from India. 


 
 Government of India is taking initiatives to boost the manufacturing activities in India. Creation of SEZ is one of such initiatives. Introduction of Value Added Tax (VAT) by most of the states is expected to not only boost State revenues but will also have positive impact on manufacturing activities. It is expected that the remaining states will also follow VAT system very soon. Central Sales Tax (CST), which is a big hindrance in integrating the tax system in the country, is expected to be abolished in phases over a period of 2 to 3 years. Government has de-reserved 180 items from Small Scale reservation list and has expressed it's intention to de-reserve the list of remaining 326 items in near future. Plastics products still constitute major chunk of residual items in the reserved category. De-reservation thereof is expected to boost consumption of plastics and trigger export growth of plastics products. This will create further growth opportunities for the company's business. 


 
 The company has taken initiatives to boost its export. Expansion of capacity of cross laminated products, plastics piping system, flexible packaging film and opening up of a subsidiary in UAE are some of the initiatives taken by the company to take its exports to greater heights. 

 

 OPERATIONAL PERFORMANCE


 PLASTICS PIPING SYSTEMS 


 
 The year 2005-2006 was a good financial year for Piping Division. The prices of PVC resin remained stable and affordable for major part of the year resulting in the growth of PVC resin consumption in the country at 27%. Against the national growth by 27%, the company registered a growth of 40%, which is quite heartening. 


 
 The Company has the largest range of products and is a solution provider offering complete system with an extensive reach in the country. The Company is respected for its quality and services. These factors have enabled the company to achieve higher volume growth than the industry growth in this segment. 
 
 The Company sold 57215 MT of Pipes and Fittings during the year 2005-2006 against 40854 MT sold during 2004-2005. The company's exports also grew substantially. The Company has exported 3130 MT of Pipes and Fittings during the year 2005-2006 against 2120 MT exported during the year 2004-2005 registering a growth of nearly 51 %. 


 
 The company has set-up Wholly Owned subsidiary in Sharjah at SAIF Zone with a view to improve it's share and launch value added products in international market. The results of which will be seen over coming years. The focus will continue to increase the products for export. 


 
 The Company had planned initially to invest Rs.100.000 Millions during the year 2005-2006 to increase the capacity of 54000 MT p.a. for PVC Pipes to 66000 MT p.a. However, looking to the robust growth and increasing demand for Pipes, Company invested Rs. 175.000 Millions and increased the capacity of Pipes & Fittings to nearly 78000 MT p.a. This helped the Company in meeting its peak season demand during March-June period. 


 
 The required investment is also made to enhance the range of Casing /Bore well Pipes, Sewerage /Drainage Pipes, Ribbed Screen Casing Pipes, Structured Wall Well guard Casing Pipes and Structured Wall Ecodrain drainage Pipes. 


 
 With the available range of products, Company has developed a product portfolio of around 4000 items. This is helping Company in attracting new channel partners. 


 Company's network is continuously growing. During the current year the Company aims to increase the network further to ensure that there is no area left unrepresented and company's products are made available in every nook and corner of the country. 


 
 The Company has commissioned the plant in U.P and expects to have substantial capacity utilization during the current year. The Company's focus is to make quality products available to Agriculture and Housing segment at affordable price in U P and surrounding areas. 


 
 The Company's plumbing product range mainly, Indogreen for hot and cold water and Aquagold for cold water has seen tremendous growth during the year 2005-2006. The sale of these products nearly tripled compared to sale during the year 2004-2005. The Company strongly believes that these product lines have high growth potential as they are targeted to replace GI Pipes. The advantages of Indogreen PPR Pipes and PVC Aquagold Pipes over GI Pipes are numerous. The system is well accepted in international market. With superior properties, they also enjoy cost advantage. The Company therefore, has initiated steps further to enhance the capacity for these product lines to meet the growing demand of plumbing system. 
 
 The Underground Drainage System is proving to be cost efficient based on life performance. Presently the company is supplying products to Punjab Sewerage Board and Punjab Health Dept. who in turn are using the Pipes for Sanitation in 190 Villages as a Pilot project. After completion of this project and looking to the success of the project, Punjab Govt. is determined to take-up this project to many other villages. The company is convinced that many other State Govt. will also follow the same route to improve the hygiene and sanitation condition in rural India. 


 
 The Government is planning to bring millions of hectares of un-irrigated land under irrigation through irrigation projects. The State Govts are actively working to ensure that most of the villages are supplied with adequate quality potable water. There is further thrust on rainwater harvesting and improvement in sanitation conditions. These initiatives taken by Central and State will see enormous growth for piping products. 


 
 The Government has announced many schemes for improvement of Primary/Secondary Education, Primary Health Centers and tourism. This has brought in the latent growth potential through renewed construction activity for Educational Institutes, Shopping Malls, Hospitals and Five Star Hotels / Budget Hotels. The country's IT sector is booming. They see now high growth coming through retail sectors. All these requirements along with infrastructure projects will ensure that the demand for Piping products will grow steadily beyond 20% p.a. over next 10 years. 


 
 The company has acquired 100 acres of land at Gadegaon, which is 15 km away from Jalgaon. The company is planning to create world-class production facility at this new site and intends to invest Rs.500.000 Millions in the current year. The present manufacturing facilities at Jalgaon Unit are expected to be shifted to new site by August' 2007. The first phase of production facilities at the new site is expected to start commercial production in the first quarter of 2007. 


 
 The company enjoys good reputation for its quality, range of products and services. The brand is recognized as a National Brand ahead of all its competitors. 


 
CONSUMER PRODUCTS 

 

FURNITURE 
 
 The Furniture Division has seen a volume growth of about 6 percent. Turnover of furniture division has gone up by approx. 11% i.e., from Rs.1200.000 Millions to Rs.1330.000 Millions. The company continues to concentrate on its furniture manufacturing activity at 4 locations viz: Pondicherry, Durgapur (West Bengal), Lalru (Punjab) and Guwahati (Assam).

 
 
 The company is focusing to broaden the range of value added furniture products, which help to build the superior brand image of company's products for its durability and aesthetics. Such products command better price realization and are relatively less affected by raw material cost volatility. The share of such products sale had gone upto 13% in value during the year under review. The company intends to increase share of such products by another 2% in value during next 12 months. 


 
 The company's furniture product enjoys good acceptance in the market for its quality, design, colour and range. The brand is also regarded as a premium brand in the country. There are now only two brands on all India basis whose annual turnover in Plastics furniture is more than Rs.1000.000 Milions, including that of the company. 


 
 FOOD SERVICEWARE 


 
 Most of the states have streamlined the VAT rates for these products at 4% and that has changed the outlook for food service ware products. The Company's products are now affordable and the demand for company's products in domestic market is steadily increasing. During the year 2005-2006 the Company sold 720 MT in the Domestic Market against 485 MT sold during the year 2004-2005 thus registering a growth of nearly 50%. 


 
 Realizing the trend and potential to grow in the domestic market, the Company has prepared a road map to focus on increasing the sale of these products in the domestic market. Accordingly orders have been placed for many new products to be launched in the first quarter of this year. 


 
 The enhanced product range will boost domestic sales. The Company expects to double the domestic sales in the current year. The necessary marketing network is being put in place to ensure that the Company's products are available in all the major segments of use. 


 
 The company is at an advanced stage of discussions with a major retail network for show casing its products in shopping malls. This will boost the domestic sale and with shopping malls coming up in most  of the cities and

 
 
 towns across the country. The Company expects to grow this business substantially through such retail network as experienced in other countries. 


 
 The Company exported 2026 MT of products in the year 2005-2006 against 1913 MT exported during the last year registering a moderate growth of 6%. Increasing sales of these products in the domestic market has not diminished the Company's enthusiasm to further expand its presence in the international markets. 
 
 The company has plans to introduce high value added products in international Market, which will improve its bottom line. The Company has an adequate established network of clients in major international markets and hence achieving annual growth of 20% by volume looks feasible. 
 
  
 INDUSTRIAL PRODUCTS 


 
 The demand of industrial products was better. This has resulted in growth of over 15% in company's industrial component business. Company performed well in products for automobiles, household appliances and televisions. Prospects for this year are encouraging. Capacity enhancement activities in Talegaon and Noida factories are completed. Some additional capacities may also be required to be created at both these plants. Khushkhera factory at Rajasthan is being modified to make only auto products and the supplies of auto components from this plant are expected from September onwards. 
 
 Company has started manufacturing TV cabinets at Pondicherry factory and planning expansion of capacity for industrial moulded products in this factory during the current year. 


 
 Company has successfully started supplies of industrial moulded products from Durgapur unit, which is running at full capacity. This was earlier done at Salt Lake Factory in Kolkata. As per indications, industrial activities are likely to grow in West Bengal and company may be required to look for expansion. 
 
 Soft drink crate business continues to be very slow. Uncertainty still prevails in this business. In the current year also requirement of soft drink crates is expected to be low. 


 
 Company achieved growth of over 35% in Trade Crate sector. New products were introduced as planned and manufacturing of these products started at different zones. Company has set up fabrication facilities (post moulding activities to add values) at all its manufacturing sites. Company hopes to maintain similar growth rate for the current year as well. 


 
 In Technology Center, the activities mainly confined to designing and outsourcing moulds from India and abroad. The center has successfully added various new moulds in industrial products, crates and furniture. As per plans, company disposed off the machines installed at technology center. Company has proper tie up for the repairs of the moulds at various units. 


 
PACKAGING PRODUCTS 


 
 PACKAGING FILMS 


 
 Volume growth was over 40% this year. Growth however was in low value segments. Besides, raw material costs continued to be very high. Hence, margins in this business. were under pressure. 
 
 7 Layer blown film extruder and 8-colour rotogravure-printing machine were installed in October 2005. This is the only 7 component 7 layer film line in the Country. This has taken the company to a leadership position in this segment. The variety of film structures that can be produced on this equipment is quite large and comprehensive. 


 
 Several new projects have been taken up to package various products in these films. The Company is getting positive feedback from it's customers. This should ensure a good growth for value added products from this year onwards. 


 
 Several international customers have given their acceptance to these value added products. As a result, exports are picking up. Against exports of 160 tonnes last year, the company expects to export over 500 tonnes in this year. The company expects an overall volume growth of over 25% over the previous year and more than an equivalent increase in growth of value added products. 


 
 PROTECTIVE PACKAGING 


 
 Sales in this division grew by 18% in value over the previous year. All, except the Air Bubble film i.e ABF bottlenecking work taken up were completed successfully, thereby increasing productivity of non-cross linked and cross-linked PE foam. Debottlenecking of ABF will be completed in the 1st  quarter of this year. Besides, expansions of cross-linked foam facility in all three plants have taken place between March & May, this year. The benefits of these expansions would accrue in the current year. 


 
 The two-stage cross-link foam line will be established by Oct this year. The company has a tie up with M/s Sanwa Kako of Japan who is one of the leaders in the manufacturing of these products. Their company would get full technical support and marketing guidance to ensure that the equipments get established very quickly. The Company has also imported these products to establish the market so that the Plant gets fully loaded as soon as the production is started. 


 
 The company also plans to start manufacturing extruded cross-linked PE foam by March 2007. The Company intends to build its market by importing these products. 


 
 Several new products have been launched for use in construction activity as well as for insulation. Some of these products have been developed based on the customer's requirements. Response for these products has been good. In view of increased construction activity in the country, the company expects products of this segment to do well. 


 
 The new facility planned for in Maharashtra would start this year offering just in time products to customers in this region while saving on logistics costs. 


 
 Several competitors of individual products have mushroomed over the last two years bringing unhealthy competition in the trade segment. However, the company has strategized to enhance its product range and technical services to its customers thereby ensuring continued growth and improved profitability. The company expects the business to grow by over 25% this year. 


 
 RIGID PVC FILM 


 
 There was marginal growth of 4% in Rigid PVC film business. Company installed PVDC coating line during the year and successfully introduced PVC/PVDC film. The feed back from the customers are encouraging. Company expects to get in to regular business for this value added product from this year onwards. Company is looking for opportunities for adding more value added products in this line of business. 
 
 CROSS LAMINATED FILM 


 
 The XF division has done well during the year under review despite rising raw material prices. 
 
 The Company uses cross-laminated film for making tarpaulins, bags, rainwater harvesting sheets and fumigation covers. For the third year in a row the tarpaulin segment has shown a robust growth. This segment grew by 24% over the previous year. The division achieved production of 5631 tonnes of XF Film and products thereof during the year against the production of 5015 tonnes in the previous year. With the mix of thickness and sizes, the Company could not produce more than this volume with the current installed capacity for the year. 


 
 The bag business had dropped in the year. This was principally due to a very large customer switching over to other packing material instead of XF bags. The Company is working with other industrial raw material producers to introduce XF bags for their packing requirements. Company expects to make breakthrough in certain applications in the current year. 


 
 The division sold 5680 tonnes of products during the year compared to 4889 tonnes, in the previous year. The Exports increased to 1036 tonnes from 887 tonnes in the previous year. 


 
 In the year 2006-2007, the company will be investing around Rs.230.000 Millions to enhance the capacity of cross laminated film products from 6000 tonnes to 10500 tonnes. This enhanced capacity is expected to be fully operational by the month of April/May 2007. 


 
 Due to soaring crude prices the raw material prices are expected to remain at a high level throughout the year. However, this may not affect the business in the current year also. There is a growing demand for company's tarpaulin all over the country. This segment is expected to register growth of more than 30% in the current year. 


 
 With the additional capacity at its disposal, the company is planning to make all out efforts to push its products in the world market. The Company expects to increase its export by more then 50% in volume during the current year. There is increasing acceptance of products in several developed countries. 
 
 The overall business in this division is expected to grow by 30% by volume in the current year. 
 
 INTERNAL CONTROL SYSTEM 


 
 The company has adequate internal audit and control systems. Internal auditors comprising of professional firms of Chartered Accountants have been entrusted the job to conduct regular audits at all units/locations and report to the management the lapse, if any. Both internal auditors and statutory auditors independently evaluate the adequacy of internal control system. Based on the audit observations and suggestions, follow up and remedial measures are being taken including review and increase in the scope of coverage, if necessary. These reports together with remedial measures initiated are finally reviewed by the Audit Committee of Board of Directors. No serious lapse has been reported by any of the internal auditors for any of the unit during the year. 


 
 HUMAN RESOURCES 


 
 Human resource is considered as key to the future growth strategy of the Company and looks upon to focus its efforts to further align human resource policies, processes and initiatives to meet its business needs. In order to focus on keeping employees abreast of technological and technical developments, the Company provides opportunity for training and learning within the country and abroad. Industrial relations at all the units and locations are very cordial. 

 

 

The company’s fixed assets of important value include freehold land, leasehold land, building, plant,

 

As per Website Details

 

Supreme puts in its very best effort to achieve its goal of  impeccable quality and undisputed excellence. It is truly from such efforts that their credentials of leadership have sprung.

 

Perfection may be elusive,excellence isn't . And getting better is always within reach. For a company,

this quest is critical to its existence,  and to its future. For a leader, even more so. As today yields endlessly to  tomorrow, this search for excellence  shouldn't stop.  And at Supreme, it never will.

 

 

Every company seeks to excel. Yet, they see ourselves as having an even more significant role to play.

 

 By expanding their capabilities in technology and product development, and exploring new challenges, they hope to chart a new course of possibilities. Beyond excellence, they seek breakthroughs: that will enhance their leadership in the industry. "

 

 

 

 

 

Founded in 1942, Supreme is an acknowledged leader of India's plastics industry.

 

Handling volumes of over 100,000 tonnes of polymers annually, effectively makes us the country's largest plastics processors.

 

Not surprisingly, they also offer the widest and most comprehensive range of plastic products in India.

 

Their 20 advanced plants are powered by technology from world leaders, and complement their extensive facilities for R & D and new product development.

 

In fact, Supreme is credited with pioneering several products in India. These include Cross- Laminated Films, HMHD Films, Multilayer Films, SWR Piping Systems, PP Mats and more.

 

They are seeking to perform strongly internationally as well. Exports remain a focal area of their operations, even as they add newer markets to their list worldwide.

 

 2005 will see The Supreme Group turnover touch a projected Rs. 23,000 million (USD 500 million).

 

 

 

 

 

At Supreme, they aspire to Total Quality.They stand committed to seeing this excellence permeate every aspect of their operations, at everylevel in the organisation.Several of their plants are ISO certified:

 

for their quality management systems, safety norms, and environmental performance standards. It is indicative of their larger quality consciousness that helps us make superior products, exceed th expectations of their existing clients, and win new customers with confidence.

 

 

 

 

  In their endeavour to contribute their mite to society, and to the environment they operate in, they have taken several small but meaningful steps.

 

Take education, for example. Supreme has established a Sanskrit college, an industrial training institute and medical institutions in Rajasthan.

 

 Supreme Petrochem has adopted three villages near its plant in Maharashtra : and is providing drinking water, constructing classrooms, offering scholarships, even contributing resources for the local library.

 

Over 100,000 trees have been planted as part of a social afforestation programme.

 

 

Already accredited with ISO 14001, many of their units are demonstrating industry best practices of pollution control, waste management and energy optimization.

 

 

 

 

 

 

Their Technology Centre, near Mumbai, spearheads their thrust into the area of new product development.

 

The centre's world class Tool Room undertakes CAD, CAM and CAE related projects: notably for engineering and fabricating intricate moulds and dies.

 

 

 More importantly, the Centre is equipped with diverse software and systems to design, produce prototypes and assess quality in a variety of areas. Evaluation is based on simulating prospective performance of the product before clearing it for commercial manufacture or use.

 

The Centre also serves as a facilitator - as a point of induction for new technologies and adapting them to Indian needs.

 Product development teams at all Supreme Divisions work in synergy with the Centre, to effectively turn specific customer requirements into precisely tailored products.

 

 

 

 

 

 

At Supreme, they value people as their most prized asset. Nurturing this resource is therefore a priority with us.

 

 

By providing opportunities for enhancement of individual skills and personal growth, they seek to synthesize motivation of the self with the belief in the larger growth of the company.

 

Employees at all levels are encouraged to participate in quality management and technological update programmes. They reward the spirit of dynamism and proactive response, across the board,  in their 2000 strong organisation.

 

 

 

 

 

 

 

 

 

Perseverance. Determination. Integrity. And award winning excellence to crown it ..... their growth has been fuelled by potent qualities.

 

 

Their turnover touched Rs. 19,300 million in 2004, contributing to a cumulative growth of 53% over the last five years.

 

 

By the year 2010, they anticipate crossing the Rs. 40,000 million mark.

 

 

Group assets currently stand at Rs. 9,200 million.

 

 

Consistency of performance and consolidation of growth have been the distinctive features of their progress over the years. Today, they continue to move forward with solid expansion plans underway.

 

 

In 2005, Supreme will have invested over Rs. 1000 million in capacity enhancement programmes in three years alone. Supreme Petrochem is upgrading its installed capacity to 272,000 TPA, with a further 40,000 TPA expandable PS facilities under implementation.

 

 

 

 

From Strength to Strength

 

 

From modest beginnings, as a small single product company in the 1950s, to a Rs. 20,0000.000 Millions multi-unit conglomerate with India's largest plastic products portfolio today, the Supreme Group has certainly come a long way.

 

This unrelenting growth has come through diverse efforts: consolidation and expansion, enhancement of capacities, addition of fresh products and variants, establishment of newer plants, and occasionally, even acquisition of under-performing but high potential units and brands.

 

Understandably, the integration route has been successfully explored by the Group.

 

For instance, in a major backward integration move, Supreme Petrochem Limited.-- and with it, one of India's largest world class styrenics complexes-- came into being.

 

Similarly, diversification and horizontal integration have been fuelled by strategic collaborations with technology leaders. Two prime examples of this are introduction of multi-layer films and calendered film products in the country .

 

The Group has made substantial complementary investments in R & D. This has not only helped in a thorough and superior assimilation of cutting edge technologies, but also contributed to a collateral development of newer and improved products on a continuing basis.

 

So, while Supreme SWR systems were India's first viable alternative to conventional GI pipes and fittings, the unflagging creation of newer fittings keeps an unmatched range growing ever further .

 

A client-friendly approach, a readiness to customize and an eagerness to provide all technical support have played no mean role in propelling Supreme to leadership.

 

An open mind and receptivity to new ideas and needs remain hallmarks of the Group's interface with all customers-- in India and across the globe .

 

 

 

 

 

The Supreme Industries Limited has reported gross turnover and other income of Rs. 4071.300 Millions  (including Rs. 167.100 Millions of polymer trading) in the first 6 months ended 31 st December 2004 of the current year as against Rs. 4297.300 Millions (including Rs. 352.900 Millions of polymer trading) during the corresponding period of last year.

 

 

Operating profit for the first half of current year is lower at Rs. 256.300 Millions as against Rs. 325.200 Millions in last year and the Net Profit is Rs. 51.200 Millions as against Rs. 113.600 Millions  in the corresponding period of previous year .

 

 

The first half of the current year has witnessed steep volatility in polymer prices. The whole of the plastic processing industry has passed through a bad phase due to such volatility, which has led to degrowth in consumption of plastics in the Indian economy inspite of GDP growth in excess of 7%. The overall consumption of majority of commodity plastics in the last 9 months (April 2004 to December 2004) was either negative or flat. The prices have since then stabilized and outlook remains positive for the first half of the calendar year .

 

 

Supreme is increasing its capacities in more value added products and to increase its export capabilities which would minimize the effects of such volatility in polymer prices. The Company has planned capex of Rs. 650.000 Millions during the current year, Major capex has been committed for such value added products and to augment the capacity for export markets .

 

 

The second half of the current year looks promising and the Company expects to achieve it's financials in line with the previous year .

 

Mumbai, For The Supreme Industries Limited

 

Dated, 31 st January, 2005

 

Sr. Vice-President (Finance) & Secretary

 

 

 


CMT REPORT [Corruption, Money laundering & Terrorism]

 

The Public Notice information has been collected from various sources including but not limited to: The Courts, India Prisons Service, Interpol, etc.

 

1]         INFORMATION ON DESIGNATED PARTY

No records exist designating subject or any of its beneficial owners, controlling shareholders or senior officers as terrorist or terrorist organization or whom notice had been received that all financial transactions involving their assets have been blocked or convicted, found guilty or against whom a judgement or order had been entered in a proceedings for violating money-laundering, anti-corruption or bribery or international economic or anti-terrorism sanction laws or whose assets were seized, blocked, frozen or ordered forfeited for violation of money laundering or international anti-terrorism laws.

 

2]         Court Declaration :

No records exist to suggest that subject is or was the subject of any formal or informal allegations, prosecutions or other official proceeding for making any prohibited payments or other improper payments to government officials for engaging in prohibited transactions or with designated parties.

 

3]         Asset Declaration :

No records exist to suggest that the property or assets of the subject are derived from criminal conduct or a prohibited transaction.

 

4]         Record on Financial Crime :

            Charges or conviction registered against subject:                                                  None

 

5]         Records on Violation of Anti-Corruption Laws :

            Charges or investigation registered against subject:                                                          None

 

6]         Records on Int’l Anti-Money Laundering Laws/Standards :

            Charges or investigation registered against subject:                                                          None

 

7]         Criminal Records

No available information exist that suggest that subject or any of its principals have been formally charged or convicted by a competent governmental authority for any financial crime or under any formal investigation by a competent government authority for any violation of anti-corruption laws or international anti-money laundering laws or standard.

 

8]         Affiliation with Government :

No record exists to suggest that any director or indirect owners, controlling shareholders, director, officer or employee of the company is a government official or a family member or close business associate of a Government official.

 

9]         Compensation Package :

Our market survey revealed that the amount of compensation sought by the subject is fair and reasonable and comparable to compensation paid to others for similar services.

 

10]        Press Report :

            No press reports / filings exists on the subject.

 

 

CORPORATE GOVERNANCE

 

MIRA INFORM as part of its Due Diligence do provide comments on Corporate Governance to identify management and governance. These factors often have been predictive and in some cases have created vulnerabilities to credit deterioration.

 

Our Governance Assessment focuses principally on the interactions between a company’s management, its Board of Directors, Shareholders and other financial stakeholders.

 

 

CONTRAVENTION

 

Subject is not known to have contravened any existing local laws, regulations or policies that prohibit, restrict or otherwise affect the terms and conditions that could be included in the agreement with the subject.

 

 

FOREIGN EXCHANGE RATES

 

Currency

Unit

Indian Rupees

US Dollar

1

Rs.44.45

UK Pound

1

Rs.84.83

Euro

1

Rs.57.12

 

 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

7

PAID-UP CAPITAL

1~10

7

OPERATING SCALE

1~10

7

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

7

--PROFITABILIRY

1~10

7

--LIQUIDITY

1~10

7

--LEVERAGE

1~10

7

--RESERVES

1~10

7

--CREDIT LINES

1~10

7

--MARGINS

-5~5

-

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

YES

--LITIGATION

YES/NO

NO

--OTHER ADVERSE INFORMATION

YES/NO

NO

MERIT POINTS

 

 

--SOLE DISTRIBUTORSHIP

YES/NO

NO

--EXPORT ACTIVITIES

YES/NO

YES

--AFFILIATION

YES/NO

YES

--LISTED

YES/NO

YES

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

63

 

This score serves as a reference to assess SC’s credit risk and to set the amount of credit to be extended. It is calculated from a composite of weighted scores obtained from each of the major sections of this report. The assessed factors and their relative weights (as indicated through %) are as follows:

 

Financial condition (40%)                  Ownership background (20%)                         Payment record (10%)

Credit history (10%)                            Market trend (10%)                                             Operational size (10%)

 


 

RATING EXPLANATIONS

 

 

RATING

STATUS

PROPOSED CREDIT LINE

>86

Aaa

Possesses an extremely sound financial base with the strongest capability for timely payment of interest and principal sums

Unlimited

71-85

Aa

Possesses adequate working capital. No caution needed for credit transaction. It has above average (strong) capability for payment of interest and principal sums

Large

56-70

A

Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums

Fairly Large

41-55

Ba

Overall operation is considered normal. Capable to meet normal commitments.

Satisfactory

26-40

B

Unfavourable & favourable factors carry similar weight in credit consideration. Capability to overcome financial difficulties seems comparatively below average/normal.

Small

11-25

Ca

Adverse factors are apparent. Repayment of interest and principal sums in default or expected to be in default upon maturity

Limited with full security

<10

C

Absolute credit risk exists. Caution needed to be exercised

Credit not recommended

 

 

 

PRIVATE & CONFIDENTIAL : This information is provided to you at the request, you having employed MIPL for such purpose. You will use the information as aid only in determining the propriety of giving credit and generally as an aid to your business and for no other purpose. You will hold the information in strict confidence, and shall not reveal it or make it known to the subject persons, firms or corporations or to any other. MIPL does not warrant the correctness of the information as you hold it free of any liability whatsoever. You will be liable to and indemnify MIPL for any loss, damage or expense, occasioned by your breach or non observance of any one, or more of these conditions