MIRA INFORM REPORT

 

 

 

 

Report Date :

28.11.2006

 

IDENTIFICATION DETAILS

 

Name :

AFL PRIVATE LIMITED

 

 

Registered Office :

Neville House, Currimbhoy Road, Ballard Estate, Mumbai – 400 001, Maharashtra, India.

 

 

Country :

India

 

 

Financials (as on) :

31.03.2004

 

 

Date of Incorporation :

26.04.1947

 

 

Com. Reg. No.:

11-5720

 

 

CIN No.:

[Company Identification No.]

U35300MH1947PTC005720

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

MUMA00180F

 

 

PAN No.:

[Permanent Account No.]

AABCA2213P

 

 

Legal Form :

Private Limited Liability Company.

 

 

Line of Business :

Subject is engaged in the business of Integrated Logistics and Distribution of Shipments.

 

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 2250000

 

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

AFL Private Limited formerly AFL Limited, is a reputed name in Express, Cargo, Intervals and Logistics Industry.

 

The company is controlled, financed and managed by Guzder family, who are resourceful, respectable and experienced businessmen. Their trade relations are fair. Financial position is good. Payments are always correct and as per commitments.

 

The company can be considered good for normal business dealings at usual trade terms and conditions.

 

LOCATIONS

 

Registered Office :

Neville House, Currimbhoy Road, Ballard Estate, Mumbai – 400 001, Maharashtra, India.

Tel. No.:

91-22-22656761

Fax No.:

91-22-22679613 / 22610596

E-Mail :

info@afl.co.in

Website :

http://www.afl.co.in

 

 

Head Office :

AFL House, Lok Bharati Complex, Marol – Maroshi Road, Andheri (East), Mumbai – 400 059, Maharashtra, India

Tel. No.:

91-22-26903242/ 52/56943042/52/5646

Fax No.:

91-22-28505652/28503903

 

 

Corporate Office :

AFL House, Lok Bharati Complex, Marol – Maroshi Road, Andheri (East), Mumbai – 400 059, Maharashtra, India

Tel. No.:

91-22-26903242/ 52

Fax No.:

91-22-28505652

 

 

Branch :

8/3, RT 1-8-875, Prakasan Nagar, Opposite Airport Approach Road, Begumpet, Hyderabad – 560 016, Andhra Pradesh.

 

DIRECTORS

 

Name :

Mr. Cyrus Jamshed Guzder

Designation :

Chairman & Managing Director

Address :

D-11, Seaface Park, 50 B, Desai Road, Mumbai – 400026, Maharashtra

Qualification :

M.A. (Hons) (Contab)

Date of Birth :

17-09-1945

Experience :

35 Years

Date of Appointment :

19.08.1970

Last Employment :

ICICI Limited

 

 

Name :

Mr. Farrokh Jamshed Guzder

Designation :

Whole Time Director

Address :

132, El-Cid, 13th Floor, Ridge Road, Malabar Hill, Mumbai – 400 006, Maharashtra

Qualification :

B. A. (Lon)

Date of Birth :

13.10.1950

Date of Appointment :

01.05.1981

 

 

Name :

Mrs. Statira F. Wadia

Designation :

Executive Director

Address :

Pune, Maharashtra

Qualification :

TRIPOS (B.A.) Degree in Archaelogy from Cambridge University

Ph.D in Environmental Archaeology from Pune University

Date of Joining :

02.01.1985

Experience :

17

Last Employment :

Raka Advertising & Marketing Private Limited

 

 

Name :

Mr. S. Nehru

Designation :

Chief Operating Officer

Qualification :

B. Sc. (Hons) Mechanical Engineering

Age :

56 Years

Date of Employment :

12.09.1999

Experience :

33 Years

Last Employment :

Hutchison Max Telecom Limited

 

 

Name :

Mr. Jahangir J Guzder

Designation :

Director

Address :

310, Victoria Avenue, Suite 408, Westmount, Montreal, QUE, H3Z 2M9, Canada

Date of Birth :

13.10.1950

Date of Appointment :

11-11-1988

 

 

Name :

Mr. Minoo R. Shroff

Designation :

Director

Address :

75, Ashoka Apartments, Nepean Sea Road, Mumbai-400006, Maharashtra, India

Date of Birth :

28.01.1929

Date of Appointment:

05.03.1991

 

 

Name :

Ms. Nelum P Gidwani

Designation :

Director

Address :

92-B, Embassy Apartments, 46, Nepean Sea Road, Mumbai-400036

Date of Birth :

14.02.1941

Date of Appointment :

21.11.2002

 

KEY EXECUTIVES

 

Name :

Mr. Devang M Dalal

Designation :

Company Secretary

Address :

3/8, Akruti Society, Akruti Cross Road-1, Kandivali (East), Mumbai-400101, Maharashtra, India

Date of Birth :

15.05.1958

Date of Appointment :

12.12.1997

 


 

MAJOR SHAREHOLDERS

 

Names of Shareholders

 

No. of Shares

Erangal Investments Private Limited

 

2122982

Mrs. Statira Farrokh Wadia

 

1112653

Mr. Farrokh Framji Wadia

 

 

Mr. Farrokh Framji Wadia

 

600000

Mrs. Statira Farrokh Wadia

 

 

Mr. Cyrus Jamshed Guzder

 

1856000

Mrs. Manek Cyrus Guzder

 

 

Mrs. Manek Cyrus Guzder

 

578047

Mr. Cyrus Jamshed Guzder

 

 

Seejay Investments Private Limited

 

860000

Mr. Farokh Jamshed Guzder

 

1090500

Mrs. Navaz Farokh Guzder

 

 

Mrs. Navaz Farokh Guzder

 

464569

Mr. Farokh Jamshed Guzder

 

 

Jamshed Investments Private Limited

 

500000

Mr. Jehangir Jamshed Guzder

 

630000

Mr. Jamshed Nusserwanji Guzder

 

400627

Mr. Cyrus Janshed Guzder

 

 

(Trustees- Cyrus Guzder Family Trust)

 

 

Mr. Jamshed Nusserwanji Guzder

 

1044954

Mr. Jehangir Jamshed Guzder

 

 

(Trustees- Cyrus Guzder Family Trust)

 

 

Mr. Jehangir Jamshed Guzder

 

153550

 

BUSINESS DETAILS

 

Line of Business :

Subject is engaged in the business of Integrated Logistics and Distribution of Shipments.

 

 

Products :

Courier Services, Air Export, import, consolidation, travel, money transfer, domestic surface distribution and export (through its subsidiary).

 

 

 

GENERAL INFORMATION

 

Suppliers :

Ø       Sandeep Polymer

 

 

Customer :

Ø       HP Invent

Ø       NIIT

Ø       Philips

Ø       Hindustan Lever Limited

Ø       Larsen and Toubro 

Ø       IBM

Ø       TATA

Ø       Bajaj Auto Limited

Ø       Novartis

Ø       Siemens

Ø       Reliance Industries

Ø       Thomas Cook

Ø       Canon

Ø       Godrej Locks

Ø       IFB

Ø       Johnson and Johnson

Ø       J L Morrison

Ø       Bayer

Ø       Reliance Petrochem

Ø       HCL Infosystems Limited

Ø       Parke – Davis

Ø       Sterlite

Ø       Thermax

Ø       Malayalam Manorama

Ø       Venky’s     

 

 

No. of Employees :

Around 2000

 

 

Bankers :

®      Standard Chartered Grindlays Bank Limited

®      Union Bank of India

®      Corporation Bank

®      Hong Kong & Shanghai Banking Corporation Limited

 

 

 

Banking Relations :

Good

 

 

Auditors :

S. R. Botliboi & Company

Chartered Accountants

Address :

6th Floor, Express Towers, Nariman Point, Mumbai-400021, India

Tel. No.:

91-22-22876485/6

Fax No.:

91-22-22876401

 

 

Branch Offices:

Ø       Calcutta

Ø       New Delhi

Ø       Mumbai

Ø       Chennai

Ø       Hyderabad

Ø       Bangalore

Ø       Pune

 

 

Associates :

®      AFL – Coughlin Logistics Limited

®      DHL Worldwide Express (India) Private Limited

®      N. S. Guzder and Company Limited

®      Unifreight India Private Limited

®      AFT International Freight Systems Inc., U.S.A.

®      Daivam Transport Inc., Canada

®      Erangal Investments Private Limited

®      Seejay Investments Private Limited

®      Jamshed Investments Private Limited

®      BT Asia Capital (Mauritius) Limited

 

 

Subsidiaries :

®      AFL Worldwide Limited

®      AFL Shipping Services Limited

®      Zeenia Realtors Limited

 


 

CAPITAL STRUCTURE

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

1,50,00,000

Equity Shares

Rs. 10//-

Rs. 150.000 millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

1,14,13,882

Equity Shares

Rs. 10/-

Rs. 114.139 millions

 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.03.2004

31.03.2003

31.03.2002

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

114.139

114.139

114.139

2] Premium Suspense

0.000

0.000

70.353

3] Reserves & Surplus

464.567

577.283

653.804

NETWORTH

578.706

691.422

838.296

LOAN FUNDS

 

 

 

1] Secured Loans

420.239

280.815

336.274

2] Unsecured Loans

15.440

17.940

21.930

TOTAL BORROWING

435.679

298.755

358.204

DEFERRED TAX LIABILITIES

0.000

8.200

0.000

 

 

 

 

TOTAL

1014.385

998.377

1196.500

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

628.994

665.089

682.550

Capital work-in-progress

0.000

0.000

0.000

 

 

 

 

INVESTMENT

83.747

62.687

63.875

DEFERREX TAX ASSETS

43.122

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Sundry Debtors

412.730

271.803

317.691

 

Cash & Bank Balances

11.630

29.393

136.419

 

Loans & Advances

366.754

395.928

544.472

Total Current Assets

791.114

697.124

998.582

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Current Liabilities

532.592

428.104

551.813

Total Current Liabilities

532.592

428.104

551.813

Net Current Assets

258.522

269.020

446.769

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

1.581

3.306

 

 

 

 

TOTAL

1014.385

998.377

1196.500

 


 

 

PROFIT & LOSS ACCOUNT

 

PARTICULARS

 

31.03.2004

31.03.2003

31.03.2002

Sales Turnover [including other income]

1358.575

1099.686

3319.476

 

 

 

 

Profit/(Loss) Before Tax

(126.144)

(111.947)

69.550

Provision for Taxation

(13.428)

(17.433)

0.000

Profit/(Loss) After Tax

(112.716)

(94.514)

69.550

 

 

 

 

Export Value

95.558

98.523

615.512

 

 

 

 

Total Expenditure

1471.291

1211.634

3389.029

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2004

31.03.2003

31.03.2002

PAT / Total Income

(%)

(8.29)

(8.59)

2.09

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

(9.28)

(10.18)

2.09

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

(8.15)

(7.85)

3.98

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

(0.21)

(0.16)

0.08

 

 

 

 

 

Debt Equity Ratio

(Total Liability/Networth)

 

2.67

2.06

2.08

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

1.48

1.63

1.81

 

 

 

LOCAL AGENCY FURTHER INFORMATION

 

History

 

Subject was incorporated on 26th April 1947 at Mumbai in Maharashtra having Company Registration Number 5720.

 

The company was originally incorporated under the name and style of Air Freight Limited and was changed to AFL Limited with effect from 3rd February 1999. The company was converted into private limited liability company and the name was changed to present in March 2002.

 

The AFL history can be traced back to 1867 when Nusserwanji Tata, the founder of the Tata Empire entrusted Framji Guzder with the entire shipping arrangement of the British Commissariat campaign supplies.

Soon, Framji and his son Sorabji set up a clearing and forwarding agency, now known as N.S. Guzder and Company Limited. Incidentally during World War II, the company was the sole clearing agent of lakhs of tonnes of freight for the Government of India Supply Department.


AFL was founded in 1945 by Mr. Jamshed Guzder when he was appointed by Tata Airlines as its first sole cargo agent in India. Eventually AFL added a range of services to its name. Indtravels, one of the first travel agencies to be approved by IATA in India, was launched in 1948. Indtravels became a 50:50 JV company in 2000 between AFL and Carlson Wagonlit Travel, the global corporate travel leader.


Then in 1979, AFL introduced India to the concept of 'Express Delivery' (courier services) through an exclusive alliance with DHL Worldwide Express, the world's largest international express company.


In 1988, AFL launched Advanced Cargo Enterprise (ACE) - now AFL Logistics - to fulfill the needs for a value added door-to-door cargo service for small and large shipments in India. Keeping in times with the on-line boom, AFL commenced its e-commerce order fulfillment services in 2000.

 

In 2001 AFL launched as India's most modern express service under the brand name of AFL WIZ. It operates as a business partner of DHL Worldwide Express offering international express service in 43 cities in India.


Over the years AFL has constantly endeavoured to live up to the corporate mission of providing the best to the customers by innovative services and upgrading existing ones.

 

Profile

 

"As an acknowledged leader in the logistics industry in India, AFL has constantly pursued a mission to innovate and bring world class services to India within the domain of logistics services.

 

The company, which pioneered airfreight forwarding in India at the time of its incorporation in 1945, continued to be a trendsetter throughout its sixty year history. It introduced the first courier service in India through its tie up with DHL Worldwide Express in 1979, launched the first of its kind Door-to-Door Surface Express in 1988 and brought Logistics services for the first time to customers in India in 1996.

 

In the Logistics domain, AFL has acquired a high level of expertise in Third Party Logistics and has made substantial investment in Information Technology and Infrastructure. AFL is now moving rapidly into the realm of Fourth Party Logistics, managing for large Indian and Multinational companies their needs in time and value sensitive transportation, warehousing and inventory management.

 

AFL has recently ushered in world class standards in domestic couriering for the first time in India through its latest offering, AFL WIZ.

 

Though its three business divisions, AFL caters to almost every logistics related need of customers. The Cargo division focuses on air and sea freight forwarding, customs clearance. The Logistics division provides door-to-door, time and value sensitive movement of goods, warehousing and a wide range of customized inventory management related services. AFL WIZ, the domestic courier division, caters to the domestic couriering needs of both businesses as well as individuals.

 

AFL also has a joint venture with Carlson Wagonlit Travel, the dominant player in Corporate Travel Management and continues its strong business partnership (of 24 years standing) with DHL Worldwide Express, India's market leader in the International Express business".

 

AFL is one of the leading integrated logistic companies in India. The company business operations cover a range of services from supply and distribution chain management, domestic and international courier, air, sea and multi-modal freight forwarding to corporate travel management.

 

The company is structured into three business divisions:

 

Domestic Logistic Division

 

The division offers:

®      Package Express (door-to-door) Services

®      Warehousing Services

®      Distribution Services 

®      Value – added Services

 

International Logistic Division

 

The division offers:

®      International Freight Forwarding Services (Air, Multi-Modal) across 45 countries

®      Customs Clearing Services

 

AFL WIZ (Domestic Courier Services)

 

The division offers express services for documents and small commercial and non-commercial packages.

 

Our operational network covers handling consignments on a door-to-door basis across all corners of India. Updated communication network across various AFL offices and franchisees ensure both monitoring ability and a speedy delivery.

 

With e-commerce seeping into everyday lives, AFL WIZ has also been undertaking the order fulfilment end of various multinationals.

 

During the year the company grew at a robust pace in all its businesses. The company introduced its new ERP Systems for the AFL Wiz Division. The new software would help the WIZ Division in efficient tracking shipments enable it to provide value added services to the customers, facilitate flexible billing and improve productivity. The company started Bonded Tracking activity on certain routes. The business holds immense potential and is expected to grow at a significant rate in future. The company expended its money business by substantially enhancing the franchisee network and appointed large commercial banks as sub agents.    

 

The company’s fixed assets of important value include land, buildings, electrical installations & air conditioners, furniture & fixtures, EDP machinery, office equipments, vehicles and leasehold improvements.

 

The company is not a manufacturing company. The Mumbai High Court in August, 2004 vacated the stay granted by the court in respect of a writ petition filed by the company in 2003, regarding the payment of Royalty on the Gross Turnover of the carting business to the Aircrafts Authority of India for the period of January 1996 to December 2002, which approximately amounts to Rs. 37.800 millions. The company has filed a special leave petition in the Supreme Court, New Delhi, against the order of the court.  

 

The company has joint venture with :-

 

ª       Indtravels Private Limited

ª       AFL Infotech Limited

 

The following list includes company where the Directors have substantial interest :

 

®      BP India Limited

®      Jaygee Pharmaceuticals Private Limited

®      Jamshed Investments Private Limited

®      Aviation Consultancy Services Private Limited

®      Mazda Jaygee Electronics (Gamdevi) Private Limited

®      Seejay Investments Private Limited

®      Erangal Investments Private Limited 

 

AFL has tied up with world leaders in their respective business to provide you the best in Integrated Logistic Solutions.

 

International Partners

 

Courier Services

ª       DHL Worldwide Express

 

Corporate Travel Management Services

ª       Carlson Wagonlit Travel

 

Money Transfer Services

ª       Western Union 

 

Some of International Tie-Ups includes:

 

Europe

î       Dachser GmbH and Company, Germany

î       Daher International and Logistics, France

î       Sittam International Freight Forwarding

î       Multitrade S L, Spain

î       Natural AG, Switzerland

î       Cargo Partner AG, Austria

î       Blue Water Shipping A/S, Denmark

î       Road Air, Holland and Belgium

î       ScanAm Transport (Sweden) AB, Finland and Sweden

î       Davies Turner Air Cargo Limited, UK

î       Kerry Logistics (UK) Limited, (Trident), UK   

 

America

î       AFT International Freight Systems Inc., USA

î       Daivam Transport Inc., Canada

î       Figwal, Brazil

 

Africa

î       Swiftair International cc., South Africa

î       Stejan Freight Forwarders (K) Limited, Kenya  

 

Middle East

î       Gulf Agency Company, UAE

 

Asia

î       Baltrans Logistics Pte. Limited, Singapore

î       Kerry BHL Logistics Limited, China

î       Kerry Freight (Korea) Inc., Korea

î       Yusen Air and Sea Service Company Limited, Japan

î       Mars Airfreight Limited, Hong Kong

î       Securiforce Logistics Sdn Bhd., Malaysia    

 

Australia and New Zealand

î       Vanguard Logistics Services, Australia

î       Intramar Freight Limited, New Zealand  

 

 

Press Release

 

AFL Ties Up with Catridge World

 

Mumbai, 1 August 2006.

 

AFL Private Limited, the leading express and logistics brand in India has announced its tie-up with Cartridge World, the world leader in printer cartridge refilling. AFL will be the master franchisee for India, Sri Lanka, Bangladesh, Nepal, Bhutan and The Maldives. The tie up will introduce the unique cartridge refilling concept through 'Cartridge World' stores to consumers and businesses, for the first time in these countries, starting with India.


With 1500 stores spanning 40 countries, Cartridge World is the largest Retailer for the recycling and refilling of ink and toner cartridges in the world. It offers a while-u-wait service in its stores and most importantly offers the customer an alternative to purchasing expensive new printer cartridges, resulting in huge savings.


The Cartridge World store is a One Stop Shop for all printer needs. It offers the following:

Services

î       Inkjet Cartridge Refill

î       Remanufacturing of Laser Cartridges

î       Free Cartridge Care education to our patrons

 

Products

î       OEM Inkjet Cartridges

î       OEM Laser Cartridges

î       Copier Cartridges

î       Fax Supplies

î       High Quality Specialty Paper

î       Compatibles


Announcing the tie-up, Mr. Cyrus Guzder, Chairman and Managing Director, AFL said, "We are pleased to be the partner to Cartridge World, one of the world's fastest growing franchise brand and introduce it in the Indian sub-continent. We believe that the Cartridge World franchise is a great opportunity for those Indian entrepreneurs who would like to be a part of the booming retail industry."


Expressing his happiness, Mr. Mike Fuller, CEO, Franchise Development, Cartridge World said, "We are delighted to be here through our partnership with AFL and be a part of India's growth story. The printer consumables industry is a USD 101 billion opportunity worldwide. Over the past ten years, we have seen the Cartridge World brand emerge as the world's leading franchise in the cartridge refill and recycling category. Today, our franchise is growing at the rate of a store opening every day.


The Indian market offers a very large opportunity and we believe there is a huge potential for our services in this largely untapped Indian market. Our tie-up with AFL will ensure that we can leverage their knowledge of the Indian market and their skills in franchising and supply chain management, to quickly establish the brand in the Indian sub-continent."


Explaining the growth plan for India, Mr. Naveen Rakhecha, CEO, Cartridge World, India said, "The ink and toner cartridge market size in India is estimated to be over $300 million and is growing at a rate of over 20%.


Currently, the Indian consumer has little or no choice between high priced OEM cartridges and the cheaper but inferior quality compatibles available. There is a distinct need for "OEM quality - affordable price" option. With its world-class technology and quality of products & service, Cartridge World definitely addresses this need gap. Added to this, our 100% guarantee ensures that our customers are fully satisfied.

We plan to launch the first Cartridge World store in this quarter and will expand the brand by appointing franchisees across the Indian sub-continent. Our target is to have over 20 Cartridge World stores in the first year of our operation and establish 250 stores by 2010. We would emerge as the No.1 franchise of choice in this region"


About Cartridge World:


Cartridge World was founded in South Australia in 1997. In addition to providing refill services, Cartridge World's more than 1500 locations worldwide deal in original manufacturer cartridges for inkjet printers, laser printers, fax machines and photocopiers as well as additional supplies for fax machines and copiers. Cartridge World was recently named the No.1 Toner Replacement Service franchise and was included as one of the Fastest Growing Franchises in 2004 according to Entrepreneur Magazine.

 

About AFL:


As an acknowledged leader in the logistics industry in India, the Rs 875 crore AFL Private Limited has constantly pursued a mission to innovate and bring world-class services to India within the domain of logistics and express services. Through its business divisions, AFL caters to almost every logistics related need of customers. The Logistics division provides door-to-door, time and value sensitive movement of goods, warehousing and a wide range of customized inventory management related services. The Express division caters to the domestic courier needs of both businesses as well as individuals through its brand AFL WIZ and also provides international services through its partnership with DHL, the world's leading express brand. The Cargo division focuses on air and sea freight forwarding, customs clearance etc. Leveraging its network and customer interface, AFL has diversified into the movement of person-to-person Money Transfer services as the primary agent for Western Union Financial Services to offer money remittances in India, through its Retail Division,. It also operates a chain of Convenience services stores under the brand of AFL TouchWorld. AFL also has a joint venture with Carlson Wagonlit Travel, the dominant player in Corporate Travel Management in India.

 

 

 

Form 8 Particular for creation or modification of charges

 

Name of the company

AFL Private Limited

Presented By

D. M. Dalal, Company Secretary

1) Date and description of instrument creating the change

On June 26, 2003 a mortgage was created by the company in favour of Kotak Mahindra Bank Limited (“the Bank”), by deposit of title deeds with the Bank in respect of the Company’s immovable property situated at AFL House, Mumbai-400059.

2) Amount secured by the charge/amount owing on the securities of charge

Type of Facility

(Rs. in Millions)

Rent/ service charges/ licence fees/ Hire charges Purchase Facility

Term Loan

Total

Upto44.000

 

 

 

50.000

94.000

3) Short particular of the property charged. If the property acquired is subject to charge, date of the acquired of the property should be given

Company’s immovable property situated at AFL House, Lok Bharati Complex, Marol – Maroshi Road, Andheri (East), Mumbai – 400 059

4) Gist of the terms and conditions and extent and operation of the charge.

 

 

 

First and exclusive charge in respect of the following Facilities extended by the Bank.

i)Type of Facility

(Rs. in Millions)

Rent/ service charges/ licence fees/ Hire charges Purchase Facility

Term Loan

Upto44.000

 

 

 

50.000

 

ii) The rate of interest is 9% per annum

 

iii) The facility up to Rs.44.000 millions for purchase of rent/ service charges/ licence fees/ hire charges receivables payable to AFL Private Limited from DHL India at Andheri- Marol, Pune, Tirupur, Coimbatore, Ahmedabad (Navrangpura and Shahibaug)

 

iv) The Term Loan of Rs.50.000 millions repayable in equal amounts in 4 quarterly instalments in March 2004, June 2004, September 2004 and December 2004.

5) Name and Address and description of the person entitled to the charge.

Kotak Mahindra Bank Limited

Bhaktawar, 12th Floor, 229, Nariman Point,

Mumbai-400021

6) Date and brief description of instrument modifying the charge

The Charge is further modified by letter no. CB/191005/1101 dated November 21, 2005 whereby there is no increase in the sanctioned limit however, the validity of the Working Capital Demand Loan of Rs.15.000 millions granted earlier, has been extended upto October 18, 2006.

7) Particulars of modifications specifying the terms and conditions or the extent of operations of the charge in which modification is made and the details of the modification.

The original Charge for Rs.94.000 millions was created on June 26, 2003 under Registration No. 469 by deposit of title deeds against the security of Company’s immoveable property situated at AFL House, Lok Bharti Complex, Marol-Maroshi Road, Andheri (East), Mumbai-400059.

 

The said charges was modified on December 30, 2003, whereby the sanction limits were increased from Rs.94.000 millions to Rs.164.000 millions and the modification was registered under Sr. No. 471.

 

The aforesaid charge was further modified on May 31, 2004 whereby the sanction limits were increased from Rs.164.000 millions to Rs. 184.000 millions and the modification was registered under Sr. No. 476.

 

The aforesaid charge was further modified in terms of the Sanction Letter accepted on November 3, 2004, whereby Kotak Mahindra Bank gave additional facilities consisting of (a) Term Loan (III) – Rs.100.000 millions (b) Bank Guarantee Limits- Rs.20.000 millions (c) Derivation and Forward Contracts Rs.6.000 millions. Thus, the total additional facilities sanctioned increased from Rs.184.000 millions to Rs.310.000 millions. The said modification was registered at Serial No. 480.

 

The aforesaid charge was further modified by letter no. CB2/180705/867 dated July 19, 2005, whereby there was no increase in the sanctioned limit however; the nature of facility had been modified. Thus, though the overall facilities remained at Rs.310.000 millions the bank guarantee limit of Rs.20.000 millions was reduced to Rs.5.000 millions and instead the Bank had granted Working Capital Demand Loan of Rs.15.000 millions. The said modification was registered at Serial No.481.

 

The aforesaid charge is now further modified by letter no. CB/191005/1101 dated November 21, 2005, whereby there is no increase in the sanctioned limit of Rs.310.000 millions. However, the validity of the Working Capital Demand Loan of Rs.15.000 millions within the overall sanctioned limit has been extended upto October 18, 2006.

 

The repayment of the modified facilities is secured against the aforesaid immoveable property of the Company situated at AFL House, Lok Bharati Complex, Marol-Maroshi Road, Andheri (East), Mumbai -400059.

 

 

Name of the company

AFL Private Limited

Presented By

D. M. Dalal, Company Secretary

1) Date and description of instrument creating the change

Joint Deed of Hypothecation dated the 20th day of August, 1986 executed by Airfreight Limited, now known as AFL Limited (therein and hereinafter referred to as “the Company”) in favour of ANZ Grindlays Bank Limited, Union Bank of India, The Hongkong & Shanghai Banking Corporation Limited and Corporation Limited (therein and hereinafter referred to as “Consortium of Bankers”)

2) Amount secured by the charge/amount owing on the securities of charge

Banking Facilities of Rs.41.100 millions (therein and hereinafter referred to as “the Credit Facilities”)

 

Rs. millions

ANZ Grindlays Bank

The Hongkong & Shanghai Banking Corporation Limited

Union Bank of India

11.500

 

 

27.500

2.100

41.100

3) Short particular of the property charged. If the property acquired is subject to charge, date of the acquired of the property should be given

All present and future book debts outstanding moneys, receivable, claims, bills, contracts, engagements, securities which one now due and owing or which may at any time hereafter during continuance of the security become due and owing to the Company in due course of business of any person.

4) Gist of the terms and conditions and extent and operation of the charge.

ROI: As would be determined by the consortium of bankers from time to time.

5) Name and Address and description of the person entitled to the charge.

ANZ Grindlays Bank

Fort, Mumbai-400001

 

The Hongkong & Shanghai Banking Corporation Limited

Mahatma Gandhi Road, Fort,

Mumbai-400001

 

Union Bank of India

Bombay Samachar Marg

Mumbai-400023

 

Corporation Bank

Bombay Samachar Marg,

Mumbai-400023

6) Date and brief description of instrument modifying the charge

Seventh Supplemental Joint Deed of Hypothecation dated 31.12.2005

7) Particulars of modifications specifying the terms and conditions or the extent of operations of the charge in which modification is made and the details of the modification.

The original charge for Rs.41.100 millions was created on 20.08.1986, in terms of Joint Deed of Hypothecation of Book Debts.

 

1st modification was on 03.01.1989 through First Joint Supplemental Deed of Hypothecation of Book Debts, whereby the Banking facilities were increased to Rs.46.100 millions

 

2nd modification was on 10.06.1989 through Second Joint Supplemental Deed of Hypothecation of Book Debts, whereby the Banking facilities were increased to Rs.60.000 millions

 

3rd modification was on 12.08.1994 through Third Joint Supplemental Deed of Hypothecation of Book Debts, whereby the Banking facilities were increased to Rs.110.000 millions

 

4th modification was on 02.05.1996 through Fourth Joint Supplemental Deed of Hypothecation of Book Debts, whereby the Banking facilities were increased to Rs.279.000 millions.

 

5th modification was on 01.09.1997 through Sixth Joint Supplemental Deed of Hypothecation of Book Debts, whereby the Banking facilities were increased to Rs.382.250 millions.

 

6th modification was on 19.08.2000 through Sixth Joint Supplemental Deed of Hypothecation of Book Debts, whereby the Banking facilities were increased to Rs.468.900 millions.

 

The 7th modification is now through Seventh Supplemental Joint Deed of Hypothecation dated 31st December 2005, whereby the overall limits have been reduced to Rs.224.800 millions. The Standard Chartered Bank, into which ANZ Grindlays Bank merged and which was one of the Bank in the Consortium and now the Banking facilities amounting to Rs.224.800 millions is being financed as follows:

Name of the Bank

Aggregate Limit

Rs. millions

Union Bank of India

Corporation Bank

HSBC Bank

53.300

71.500

100.000

224.800

 

The limits are further secured by a 2nd Charge on the Office Premises situated at AFL House, Lok Bharati Complex, Marol- Maroshi Road, Andheri (East), Mumbai-400059, in terms of the Seventh Supplemental Joint Deed of Hypothecation dated 31.12.2005.

 

Form 8 Particular for creation or modification of charges 

Corporation identity number or foreign company registrations number of the company 

U35300MH1947PTC005720

Name of the company

AFL PRIVATE LIMITED

Address

Neville House, Nicol Road, Ballard Estate, Mumbai – 400 001, Maharashtra, India.

This Form is for

Modification of Charge

Type of Charges

Equitable mortgage or mortgage of property by depositing the title deeds

Whether consortium finance is involved

No

Number of charge holder(s)

1

Particular of the charge holder 

CIN : L99999MH1985PLC038137

KOTAK MAHINDRA BANK LIMITED

36-38A, Narimanbhavan, 227, D, Nariman Point, Mumbai-400021

W.E.F. 29.01.2001

Maharashtra-MH

India

E-Mail: raghu.bangalorekar@kotak.com

Amount Secure by the charge

Rs.94.000 millions

 Brief of the principal terms and conditions and extent and operation of the charge

The Kotak Mahindra Bank has granted additional facility of Term Loan III for Rs.50.000 millions, which is for maximum tenure of three years with an interest rate at 11% floating over the tenure of the facility. Penal rate of 2% p.m. in case of default. Processing charges 2% of the facilities payable upfront.

Description of the property charge whether it is a charge on

Immovable properties

Modification charge

Charge identification number of the charge to be modified

 

90244342

Brief description of the instrument modifying the charge under section 135

Memorandum of Deposit of Title deeds

Date of instrument modifying the charge

02.08.2006

Particulars of the Property charged  

All the piece of land situate on the North of the D.P.Road, Off Marol – Maroshi Road, Andheri (East), Mumbai – 400 059 admeasuring 3500 square yards and forming part of Sub-divided Plot A of the Layout “Lok Bharati” and consisting of new CTS No.517/B, Survey No.59, Hissa No.1 (pt.) to 3 (pt.), 5 and 8 (pt.), CTS No.445/A(pt.), Survey No.57, Hissa No.6(pt.), CTS No.507(pt.), Survey No.56, Hissa No.3(pt.), New CTS No.447/A-1/pt., Survey No.56, Hissa No.1(pt.) with building etc as stated in second schedule

 

 

Corporation identity number or foreign company registrations number of the company 

U35300MH1947PTC005720

Name of the company

AFL PRIVATE LIMITED

Address

Neville House, Nicol Road, Ballard Estate, Mumbai – 400 001, Maharashtra, India.

This Form is for

Modification of Charge

Type of Charges

Equitable mortgage or mortgage of property by depositing the title deeds

Whether consortium finance is involved

No

Number of charge holder(s)

1

Particular of the charge holder 

CIN : L99999MH1985PLC038137

KOTAK MAHINDRA BANK LIMITED

36-38A, Narimanbhavan, 227, D, Nariman Point, Mumbai-400021

W.E.F. 29.01.2001

Maharashtra-MH

India

E-Mail: raghu.bangalorekar@kotak.com

Amount Secure by the charge

Rs.206.300 millions

 Brief of the principal terms and conditions and extent and operation of the charge

The title deeds in respect of the immovable properties of the Company at AFL House, Lok Bharati Complex, Andheri were deposited with an intent to create mortgage in favour of Kotak Mahindra Bank for the additional term loan of Rs.50.000 millions advanced/ to be advanced to the Company by the Bank together with interest, costs, charges, expenses and any other monies so payable by the Borrower to the Bank

Description of the property charge whether it is a charge on

Immovable properties

Modification charge

Charge identification number of the charge to be modified

 

90244342

Brief description of the instrument modifying the charge under section 135

Memorandum of Deposit of Title deeds

Date of instrument modifying the charge

02.08.2006

Particulars of the Present modification

The Kotak Mahindra Bank has advanced additional Term Loan of Rs.50.000 millions to Borrower which is secured by way of mortgage by way of constructive delivery of the title deeds in respect of immovable property

 

 


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.44.74

UK Pound

1

Rs.86.68

Euro

1

Rs.58.71

 

 

 

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

NR

In view of the lack of information, we have no basis upon which to recommend credit dealings

No Rating

 

 

 

PRIVATE & CONFIDENTIAL : This information is provided to you at your 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