MIRA INFORM REPORT

 

 

Report Date :

12.04.2007

 

IDENTIFICATION DETAILS

 

Name

SIEL LIMITED

 

 

Formerly Known As :

SHRIRAM INDUSTRIAL ENTERPRISES LIMITED

 

 

Registered Office :

5th Floor, Kirti Mahal, 19, Rajendra Place, New Delhi-110 008

 

 

Country :

India

 

 

Financials  (as on) :

31.03.2006

 

 

Date of Incorporation :

27.03.1961

 

 

Com. Reg. No.:

3413

 

 

TAN No.:

(Tax Deduction & Collection Account No.)

DELS22826G

 

 

PAN No.:

(Permanent Account No.)

AAACS4902Q

 

 

Legal Form :

Subject is a public limited liability company. The company’s shares are listed on the Stock Exchanges.

 

 

Line of Business :

Manufacturing of sugar, caustic soda and vanaspati.

 

 

RATING & COMMENTS

 

MIRA’s Rating :

Ba

 

RATING

STATUS

PROPOSED CREDIT LINE

41-55

Ba

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

Satisfactory

 

Maximum Credit Limit :

USD 7500000

 

 

Status :

Satisfactory

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is a well-established and reputed company having satisfactory track. Directors are reported as experienced and respectable businessmen. Trade relations are reported as fair. Business is active. Payments are usually correct and as per commitments.

 

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

 

 

LOCATIONS

 

Registered Office :

5th Floor, Kirti Mahal, 19, Rajendra Place, New Delhi-110 008

 

 

Factory 1 :

Chemical factory

 

Siel Chemical Complex, Charatrampur, Village Khadauli/Sardargarh, P. O. Box No. 52, Rajpura, Distt. Patiala - 140401, Punjab

Tel. No. 91-1762-228540-49

Fax. No. 91-1762-225403

 

Sugar factories

 

v      Mawana Sugar Works, Mawana, Distt. Meerut –250402, Uttar Pradesh

 

v      Titawi Sugar Complex, Village and P. O. Titawi, Distt. Muzaffarnagar – 251301, Uttar Pradesh

 

 

 

 

 

DIRECTORS

 

Name :

Mr. Ahooja R.K.

Designation :

UTI Nominee

 

 

Name :

Mr. Bhalla P.K.

Designation :

Whole Time Director

Qualification :

B. Sc., L. L. B., FCS

Date of Appointment :

18.08.1990

Previous Employment:

J. K. Synthetics Limited – General Manager – Legal

 

 

Name :

Mr. Lahiri Subrata

Designation :

IFCI Nominee

 

 

Name :

Mr. Mehra A.K.

Designation :

Director

Qualification :

M. Sc. (Chem. Engg)

Date of Appointment :

11.06.1973

 

 

Name :

Prof. Mohan Dinesh

Designation :

Director

Age :

61 years

Qualification :

Ph. D. and M.S. in Bioengineering, M. S. in Mechanical and Aerospace Engineering, B. Tech. (Hons.) in Mechanical Engineering.

 

Prof. Dinesh Mohan is Henry Ford Professor for Biomechanics and

Transportation Safety and Co-ordinator of the Transportation Research and Injury Prevention Programme at the Indian Institute of Technology (NT), Delhi.

 

He is member of the WHO Advisory panel on Accident Prevention. He serves on the editorial boards of the international journal. Professor Mohan has been a consultant on safety related matters to government departments in India, Nepal, Indonesia, Thailand, Bangladesh, Iraq and Libya and many automotive industrial houses.

Recipient of many prestigious awards.

Chairmanship/Membership of the Board Committee :

Siel Limited - Audit Sub-Committee - Chairman

Shareholders/Investors - Chairman

Grievance/Share Transfers

Remuneration Committee - Member

 

 

Name :

Mr. Shriram Siddharth

Designation :

Chairman and Managing Director

 

 

Name :

Mr. Singh K. P.

Designation :

Whole-time Director

Age :

70 years

Qualification :

M. A. in History and Political Science

Expertise :

Vast experience of working at senior position in various Companies like Zuari Agro Chemicals Limited. (a Birla Group Company), ITC Limited and DCM Limited. Instrumental in implementation of growth and diversification of these Companies. Director of the Company since 1990 and presently holding the position of Whole Time Director of the Company.

Other Directorships :

Sowar Private Limited

Chairmanship/Membership of the Board Committee :

Siel Limited - Shareholders/Investors Grievance/ Share Transfers . . - Member

Legal Sub-Committee - Member

 

 

Name :

Mr. Khaitan O P

Designation :

Director

Age :

63 years

Qualification :

B. Com., LL.B, Attorney-at-Law (Solicitor), Received Bell Chambers Gold Medal from Calcutta High Court

Experience :

Practising as Solicitor & Advocate since 1967- doing commercial law,

corporate law, industrial disputes and labour law, maritime laws, insurance laws, commission of inquiry, arbitration, conveyancing, foreign collaborations etc.

 

He is sole proprietor of M/s O.P. Khaitan & Co., Solicitors & Advocates.

Other Directorships :

ECE Industries Limited

J.K. Industries Limited

Honda Siel Power Products Limited

Shriram Pistons & Rings Limited

WGF Financial Services Limited

Curls & Curves (I) Limited

J.K. Employees Welfare Association Limited.

llpea Paramount Limited

Sharda Motor Industries Limited

Nipshell Builders Private. Limited.

Chairmanship/Membership of the Board Committee :

J.K. Industries Limited- Shareholders/Investors Grievance Committee – Member,  Audit Committee . - Chairman

Honda Siel Power Products Limited - Remuneration Committee – Member, Audit Committee - Member

ECE Industries Limited- Audit Committee - Member

Shriram Pistons & Rings Limited.- Remuneration Committee - Member

llpea Paramount Limited.- Remuneration Committee – Chairman, Audit Committee - Chairman

Siel Limited- Audit Committee ' - Member

 

 

Name :

Mr. Golia N. K.

Designation :

Whole-time Director

Age :

59 years

Qualification :

B.Tech (Mechanical Engg) from I IT Delhi (with Distinction).

MBA from Faculty of Management Studies, University of Delhi

Experience :

Mr. N.K. Goila is associated with the Group for more than 38 years. He has worked in various areas of Management and has made significant

contributions to the Japanese Joint Ventures of the Company. Presently he is the Vice President & Di'rector of Honda Siel Cars India Limited.

Other Directorships :

Mawana Sugars Limited

Honda Siel Cars India Limited

Usha International Limited

The Jay Engineering Works Limited

Siel Holdings Limited

Shriram Fuel Injection Industries Limited

Chairmanship/Membership of the Board Committee :

Honda Siel Cars India Limited.-

Audit Committee Member

Borrowing & Investment Committee- Member

 

Usha International Limited.-

Share Transfer & Shareholders/

Investors Grievances Committee- Chairman

Audit Committee- Chairman

Remuneration Committee- Member

 

The Jay Engineering Works Limited –

Audit Sub-Committee- Member

 

 

Shriram Fuel Injection Industries Limited.-

Remuneration Committee Chairman

Audit Sub-Committee Member

 

 

Mawana Sugars Limited Member

Remuneration Committee Member

Audit Sub-Committee Member

Shareholders/Investors Grievance/

Share Transfers Committee Chairman

Banking & Investment Committee Member

 

 

Name :

Mr. Mittal D C

Designation :

Whole-time Director

Age :

79 years

Qualification :

Post Graduate and Gold Medalist

Experience :

Mr. D.C. Mittal has rich managerial experience for almost 50 years.

He has held many very senior important positions covering all management functions including financial, commercial, administration, human relation etc. Considerable experience in management/execution of many big industrial projects like fertilizer, plastic, chemicals etc.

 

He is presently holding a very important position in a large industrial house.

 

He is also associated with various business associations and academic organizations.

Chairmanship/Membership of the Board Committee :

Siel Limited - Audit Sub-Committee - Member

Remuneration Committee - Chairman

 

 

KEY EXECUTIVES

 

Name :

Mr. Jain Sushil

Designation :

Company secretary

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

Names of Shareholders

No. of Shares

Percentage of Holding

Promoter's Holding

 

 

Indian Promoters

3873611

21.15

Persons acting in concert

159179

0.87

Non Promoter's Holding

 

 

Institutional Investors

 

 

Mutual Funds and UTI

13514

0.07

Banks, Financial Institution, Insurance companies

881259

4.81

 

 

 

Others Investors

 

 

Private Corporate Bodies

9827987

53.66

Indian Public

2483327

13.56

NRIs/OCBs

849200

4.64

Others

GDRs Shares

Foreign Banks

 

225538

1687

 

1.23

0.01

                                 Grand Total

18315302

100.00

 

 

BUSINESS DETAILS

 

Line of Business :

Manufacturing of sugar, caustic soda and vanaspati.

 

 

Products :

Item Code Number

Product Description

15162000

Vegetable fats and oils and their fractions

17011109

Cane Sugar

28151102

Sodium Hydroxide (Caustic Soda)

 

PRODUCTION STATUS

 

Particulars

Unit

Licensed Capacity

Installed Capacity

Actual Production

Vanaspati/ Refined Oil

M.T. per day

--

--

--

Caustic soda

M.T.per annum

132,000

82,500

69362

Caustic flakes

 

M.T.per annum

33,000

 

33,000

 

11085

Chlorine (dry and liquid)

 

M.T.per annum

116,600

 

73,095

 

66544

Hydrogen

 

M.T.per annum

2,100

 

2,063

 

1878

Hydrochloric acid

 

M.T.per annum

--

66,000

 

28896

Stable bleaching powder

 

M.T.per annum

--

18,000

 

14386

Sodium hypo chlorite

 

M.T.per annum

--

23100

16474

 

 

GENERAL INFORMATION

 

No. of Employees :

About 800

 

 

Bankers :

Ř       Punjab National Bank

Ř       State Bank of Hyderabad

 

 

Facilities :

Facility

As on 31.03.2006

(Rs. In millions)

Secured loans

 

Banks

 

Working capital demand loans

25.060

 

 

Unsecured loans

 

Fixed deposits

0.443

Others

10.903

Interest accrued and due

0.00

Other loans and advances

2.737

Total

39.143

 

SECURED

1. WORKING CAPITAL – BANKS

 

i) Rs. 25.060 Millions (previous year Rs. 65.433 Millions) working capital demand loans are secured by hypothecation of stocks/stores, book debts/receivables and second charge on fixed assets. (Due within a year Rs. 25.060 Millions; previous year Rs. 65.433 Millions).

 

ii) Funded interest term loans amounting to Rs. Nil (previous year Rs. 12.920 Millions) are secured by first pari-passu charge on the current assets i.e. book debts and inventories. (Due within a year Rs. Nil; previous year Rs. Nil).

 

The working capital facilities will be further secured by personal guarantee of Chairman and Managing Director.

 

All existing charges on the assets of Mawana Sugars Limited held by the working capital providers of the Company shall be vacated.

 

2. TERM LOANS - FINANCIAL INSTITUTIONS / BANKS

i) Term loan amounting to Rs. Nil from a Bank (previous year Rs. 30.513 Millions) apportioned to the Company pursuant to the Scheme were secured / to be secured by way of first parf-passu charge on the fixed assets and second charge on current assets of the Company (Due within a year Rs. Nil ; previous year Rs. 2.774 Millions).

 

ii) Funded interest term loan amounting to Rs. Nil (previous year Rs. 28.935 Millions) from a bank which were secured/to be secured by first pari-passu charge on fixed assets and second charge on the current assets of the Company. (Due within a year Rs. Nil; previous year Rs. Nil).

 

jii) Term loans amounting to Rs. Nil from financial institutions (previous year Rs. 115.956 Millions) apportioned to the Company pursuant to the Scheme are secured/to be secured by way of first pari-passu charge on the fixed assets and second charge on current assets of the Company (Due within a year Rs. Nil; previous year Rs. 10.542 Millions).

 

iv) Funded interest term loans amounting to Rs. Nil (previous year Rs. 108.217 Millions) from financial institutions are secured/ to be secured by first pari-passu charge on fixed assets and second charge on the current assetsr of the Company. (Due within a year Rs. Nil; previous year Rs Nil).

 

On repayment of loans at (i) to (iv) above the personal guarantee of Chairman and Managing Director has been released by all lenders except one. The Company's registered trade marks are yet to be released.

 

All existing charges on assets of Mawana Sugars Limited held by lenders of the Company shall be vacated.

 

The existing charges on the assets of the Company created in favour of lenders on the loans / debentures outstanding prior to the Scheme shall be vacated.

 

 

 

Banking Relations :

Satisfactory

 

 

Auditors :

A.F. Ferguson and Company

Chartered Accountants

Scindla House,

New Delhi - 110001

 

 

Associates:

v      Daikin Shriram Airconditioning Private Limited

v      Siel Tizit Limited

v      Hongo India Limited

v      Honda Siel Cars India Limited

v      Honda Siel Power Products Limited

v      Sietal Limited

 

 

Subsidiaries:

v      SFSL Investments Limited

v      Siel Financial Services Limited

v      Transiel India Limited

v      The Jay Engineering Works Limited

v      Siel Industrial Estate Limited

v      Siel Sugar Limited

v      Shivajimarg Properties Limited

v      Covrad Heat Transfer Limited, U.K.

v      Siel Aircorn Limited

v      Siel South Africa (Pty) Limited, South Africa

v      Usha International Limited

v      Siel Edible Oils Limited

 

 

Joint Venture

v      Ceratizit India Private Limited

 

 

CAPITAL STRUCTURE

 

Authorised Capital :

No. of Shares

Type

Value

Amount

7,00,00,000

 Equity shares

Rs.10 each

Rs. 700.000 Millions

5,00,000

 

13.5% Redeemable cumulative preference

Shares

Rs. 100 each

 

Rs. 50.000 Millions

25,00,000

 

0.01% Redeemable cumulative preference

Shares

Rs. 100 each

 

Rs. 250.000 Millions

 

TOTAL

 

Rs. 1000.000 Millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

1,03,15,302

 Equity shares

Rs.10 each

Rs. 103.153 Millions

80,00,000

 

Equity shares fully paid- up

Rs. 10 each

Rs. 80.000 Millions

 

TOTAL

 

Rs. 183.153 Millions

 


 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.03.2006

31.03.2005

31.03.2004

(12 months)

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

183.153

242.870

191.780

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

1697.133

1656.107

1671.678

4] (Accumulated Losses)

0.000

(342.806)

(353.231)

NETWORTH

1880.286

1556.171

1510.227

LOAN FUNDS

 

 

 

1] Secured Loans

25.060

361.974

380.305

2] Unsecured Loans

14.083

147.345

191.664

TOTAL BORROWING

39.143

509.319

571.969

DEFERRED TAX LIABILITIES

0.000

0.000

0.000

 

 

 

 

TOTAL

1919.429

2065.490

2082.196

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

1448.288

1548.918

1655.460

Capital work-in-progress

12.568

9.504

5.692

 

 

 

 

INVESTMENT

202.969

172.514

172.514

DEFERREX TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 
Inventories
71.560
48.356

40.444

 
Sundry Debtors
95.464
71.946

72.195

 
Cash & Bank Balances
107.482
138.051

94.447

 
Other Current Assets
0.000
0.000

0.000

 
Loans & Advances
354.904
439.553

484.479

Total Current Assets
629.410
697.906

691.565

Less : CURRENT LIABILITIES & PROVISIONS
 
 

 

 
Current Liabilities
313.788
334.005

420.648

 
Provisions
60.018
31.514

30.846

Total Current Liabilities
373.806
365.519

451.494

Net Current Assets
255.604
332.387

240.071

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

2.167

8.459

 

 

 

 

TOTAL

1919.429

2065.490

2082.196

 


PROFIT & LOSS ACCOUNT

 

PARTICULARS

 

31.03.2006

31.03.2005

31.03.2004

Sales Turnover

2140.970

1961.835

1643.837

Other Income

58.170

23.927

 

Total Income

2199.140

1985.762

1643.837

 

 

 

 

Profit/(Loss) Before Tax

434.747

10.425

(375.187)

Provision for Taxation

29.716

0.000

--

Profit/(Loss) After Tax

405.031

10.425

(375.187)

 

 

 

 

Total Earnings

93.233

66.675

126.399

 

 

 

 

Imports :

 

 

 

 

Raw Materials

0.000

0.000

42.049

 

Stores & Spares

79.427

65.545

 

Total Imports

79.427

65.545

42.049

 

 

 

 

Expenditures :

 

 

 

 

Manufacturing Expenses

2037.664

1822.228

 

 

Interest

11.828

31.909

 

 

Depreciation & Amortization

114.549

114.908

2019.024

 

Other Expenditure

2.167

6.292

 

Total Expenditure

2166.208

1975.337

2019.024

 

QUARTERLY / SUMMARISED RESULTS

 

PARTICULARS

 

30.06.2006

(1st Qtr.)

30.09.2006

(2nd Qtr.)

31.12.2006

(3rd Qtr.)

 Sales Turnover

 416.900

 402.200

 413.600

 Other Income

 5.900

 2.500

 3.700

 Total Income

 422.800

 404.700

 417.300

 Total Expenditure

 390.300

 379.400

 391.700

 Operating Profit

 32.500

 25.300

 25.600

 Interest

 0.400

 0.300

 0.200

 Gross Profit

 32.100

 25.000

 25.400

 Depreciation

 28.400

 28.300

 28.600

 Tax

0.600

 0.300

(0.200)

 Reported PAT

 3.100

(3.600)

(3.000)

 

200606 Quarter 1

 

Notes:

 

EPS is Basic and Diluted 1. The above results have been taken on record by the Board of Directors in its meeting held on 28.07.2006. 2. The above results should be read together with the observations of the Auditors in their Report to the accounts for the year ended March 31, 2006. No provision has been considered in respect of matters covered in Notes 8, 9 and 10 to the accounts for the year ended March 31, 2006 for the reasons stated , therein. 3.(a) The provision for current tax represents Minimum Alternate Tax under section 115 JB of the Income -Tax Act, 1961. (b) As the Company has substantial unabsorbed depreciation under the Income-Tax Act, 1961 and is unlikely to have taxable income in the foreseable future, no deferred tax accounting has been done under Accounting Standard (AS)-22 issued by the Institute of Chartered Accountants of India. 4. The current quarter figures are not comparable with corresponding previous quarter, as it does not include edible oils business of Siel Foods & Fertiliser Industries (SFFI) unit of the Company, which has been transferred, to Siel Edible Oils Limited. (SEOL), a wholly owned subsidiary, at the close of business hours as of March 31, 2006. 5. In view of Accounting Standard (AS) 15 (revised 2005) 'Employee benefits', issued by the institute of Chartered Accountants of India which is applicable with effect from April 1, 2006, staff cost for the quarter ended June 30, 2006 includes provision for employee benefit of Rs. 1.600 millions. The corresponding figure for the quarter ended June 30, 2005 has not been re-casted as the accumulated liability of employee benefits (including liability for compensated expenses, presently determined on an arithmetical basis) amounting to Rs. 5.500 millions upto March 31, 2006 will be adjusted from revenue reserves' in accordance with the Accounting Standard. 6. During the quarter ended June 30, 2006, the Company has incurred Rs.138lacs towards final settlement of account with certain parties. 7. Aggregate of Public shareholding' for the quarter ended June 30, 2006 has been determined on the basis of revised Clause 40A of the listing agreement. The corresponding information on 'Aggregate of Public shareholding' for the quarter ended June 30, 2005 and year ended March 31, 2006 has not been recasted. 8. During the quarter, two investors complaints were received, which have been attended to. No complaints were pending at the beginning or at the end of the quarter. 9. Figures for the previous corresponding period have been regrouped wherever necessary.

 

200609 Quarter 2

 

Notes:

 

1 The above results have been taken on record by the Board of Directors in its meeting held on October 31, 2006. 2 The above results should be read together with the observations of the Auditors in their Report to the accounts for the year ended March 31, 2006. No provision has been considered in respect of matters covered in Notes8,9and10 to the accounts for the year ended March31,2006 for the reasons stated there in. 3 The provision for deferred tax assets/liabilities (net) shall be determined/ and adjusted at the year end. 4 The current quarter and six months figures are not comparable with the corresponding previous quarter and six months, as it does not include edible oils business of Siel Foods & Fertilizer Industries (SFFI) unit of the Company, which has been transferred to Siel Edible Oils Limited. (SEOL), a wholly owned subsidiary, at the close of business hours as of March 31, 2006. 5 Other income for the quarter and six months ended 30.09.2005 includes the surplus arising on the sale of shares of Shivajimarg Properties Limited (SPL) after settlement of dues of various lenders as per the terms of the Scheme of Arrangement. 6 During the six months ended September 30, 2006, the Company has incurred Rs.1381acs towards final settlement of account with certain parties. 7 Aggregate of Public Shareholding for the quarter ended September 30, 2006 has been determined on the basis of revised clause40Aof tthe listing agreement. The corresponding information on Aggregate of Public Shareholding' for the quarter and half year ended September 30, 2005 and year ended March 31, 2006 has not been re casted. 8 During the quarter, two investors complaints were received, which have been attended to. No complaints were pending at the beginning or at the end of the quarter. 9 Figures for the previous corresponding period have been regrouped wherever necessary.

 

200612 Quarter 3

 

NOTES:

 

Expenditure Includes (Increase) / Decrease in Stock in Trade Rs (7.20) million Consumption of Raw Materials Rs 59.60 million Staff Cost Rs 23.20 million Power & Fuel Rs 238.80 million Stores, Spares and Components Rs 56.60 million Other Expenditure Rs 20.70 million Tax Includes Current Tax Rs (0.40) million Fringe Benefit Tax Rs 0.20 million EPS is Basic and Diluted Status of Investor Complaints for the quarter ended December 31, 2006 Complaints Pending at the beginning of the quarter Nil Complaints Received during the quarter 39 Complaints disposed off during the quarter 39 Complaints unresolved at the end of the quarter Nil 1. The above results have been taken on record by the Board of Directors in its meeting held on January 25, 2007. 2. The above results should be read together with the observations of the Auditors in their Report to the accounts for the year ended March 31, 2006. No provision has been considered in respect of matters covered in Notes 8, 9 and 10 to the accounts for the year ended March 31, 2006 for the reasons stated therein. 3. The provision for deferred tax assets/liabilities (net) shall determined and adjusted at the year end. 4. The current quarter and nine months figures ended December 31, 2006 are not comparable with the corresponding previous quarter and nine months figures ended December 31, 2005, as they do not include Edible Oils business of Siel Foods & Fertilizer industries (SFFI) unit of the Company, which has been transferred to Siel Edible Oils Limited (SEOL),a wholly owned subsidiary, at the close of the business hours as of March 31, 2006. 5. During the quarter ended December 31, 2006 the Company has made an investment of Rs 25.00 million in the equity shares of Siel Industrial Eastate Limited, a 100% subsidiary of the Company. 6. In the meeting held on January 11,2007 the Board of Directors have approved the amalgamation of Mawana Sugars Limited with the Company. 7. Aggregate of Public Shareholding' for the quarter ended December 31, 2006 has been determined on the basis of revised clause 40 A of the listing agreement. The corresponding information on Aggregate of Public Shareholding for the quarter and half year ended December 31, 2005 and year ended March 31, 2006 has not been recasted. 8. Figures for the previous corresponding period have been regrouped wherever necessary.

 

KEY RATIOS

 

PARTICULARS

 

31.03.2006

31.03.2005

31.03.2004

Debt-Equity Ratio

0.16

0.35

1.65

Long Term Debt-Equity Ratio

0.10

0.21

1.19

Current Ratio

1.38

1.12

1.24

TURNOVER RATIOS

 

 

 

Fixed Assets

1.06

0.96

0.56

Inventory

40.34

49.64

1.95

Debtors

28.89

30.59

11.32

Interest Cover Ratio

(1.66)

1.33

-9.01

Operating Profit Margin(%)

3.93

7.13

(12.33)

Profit Before Interest And Tax Margin(%)

(0.81)

1.92

(18.64)

Cash Profit Margin(%)

3.37

5.69

(14.40)

Adjusted Net Profit Margin(%)

(1.37)

0.47

(20.71)

Return On Capital Employed(%)

(0.90)

1.89

0.00

Return On Net Worth(%)

(1.78)

0.64

0.00

 

STOCK PRICES

 

Face Value

Rs. 10/-

High

Rs. 28.50

Low

Rs. 27.60

 

 

LOCAL AGENCY FURTHER INFORMATION

 

EFFECTUATION OF THE SCHEME OF ARRANGEMENT

 

The Scheme of Arrangement (SOA) of the Company as approved by Hon'ble High Court of Delhi has been fully implemented. The shares of Shivajimarg Properties Limited, a wholly owned subsidiary, which held 24.88 acres of freehold land at Najafgarh Road were sold during the year and proceed thereof applied as per the SOA. As a result thereof, the Company is debt free as on 31.3.2006.

 

EDIBLE OIL BUSINESS

 

The undertaking of Siel Foods & Fertilizer Industries (SFFI), a unit of the Company engaged in the business of Edible Oils has been sold to Siel Edible Oils Limited (SEOL), a wholly owned subsidiary w.e.f. closure of the business hours on 31.3.2006 for a consideration of Rs.30.800 millions paid by SEOL by issue of its 30,80,000 fully paid equity shares of Rs.10/- each at par.

 

CHLOR ALKALI BUSINESS

 

The Board of Directors have appointed M/s J.M. Morgan Stanley for conducting a study on restructuring of business of the Company including sale of Chlor Alkali business by the Company. The report of M/s J.M. Morgan Stanley is awaited and any further action would be considered after receipt of their report.

 

INVESTMENT IN JEW

 

During the year under review, the Company has decided to explore the option to convert the outstanding loan of Rs.77.700 millions advanced to M/s Jay Engineering Works Limited pursuant to BIFR approved Rehabilitation Scheme into 77,70,000 fully paid equity shares of Rs. 10/- each at par.

 

OPERATIONS

 

A review of operations of the major businesses of the Company, for the year ended March 31, 2006 is as under (some discussion is also presented in the Management Discussion and Analysis report):

Chlor-Alkali During the year under review, cell liquor production was 75107 MT compared to 64854 MT in the previous year.

 

PSERC had increased the power tariff for the financial year 2005- 06 by about 10% effective from 1.4.2005. A further increase of about 8% in the effective power rate is proposed for the financial year 2006-07.

 

During the year Chlor-Alkali industry witnessed a production growth of 7.7% on account of improved demand in the user industries.

 

The industry added 0.18 million MT capacity, which resulted in surplus availability of material leading to volatility in the Caustic Soda and Chlorine prices and weak market sentiments during the year. The international prices of Caustic Soda and Chlorine were stable, except in USA, which witnessed spurt in Caustic Soda prices for a short period during 2nd quarter of 2005-06.

 

Edible Oils

 

The Edible Oils operations were continuing on a third party manufacturing basis till 31.3.2006, the date of sale of undertaking of SFFI to SEOL. During the year, company restarted marketing of Vanaspati in small packs after 5 years which found good acceptance from consumers.

 

JOINT VENTURES

 

CERATIZIT INDIA PRIVATE LIMITED (Formerly Siel TIZIT LIMITED (STL).

 

During the financial year ended February 2006, the Company has earned a net profit of Rs. 53.875 Millions, as against Rs. 15.819 Millions during the previous year. The sales turnover of the Company increased by about 35% over the previous year to Rs. 318.936 Millions.

 

SUBSIDIARY COMPANIES

 

During the year under review, Siel Edible Oils. Limited. Was incorporated as a wholly owned subsidiary of the Company. On completion of sale of shares of Shivajimarg Properties Limited. (SPL), SPL ceased to be subsidiary of the Company.

 

Segment Performance

 

The global production of Caustic Soda is around 45 million MT per annum, out of which India contributes about 4%. In India, presently, there are a total of 33 Caustic Soda plants in operation. Seeing an improvement in demand and profitability, the Indian Chlor-Alkali industry added 0.18 million MT per annum additional capacities in the year 2005-06. During the year, the domestic production of caustic soda was 1.95 million MT representing 86% utilization of the installed capacity of 2.26 million MT.

 

The industry recorded a production growth of 7.7%, while capacity growth was 8.7% during the same year.

 

Despite increase in capacity, the improved demand has led to a reasonable level of capacity utilization.

 


Outlook

 

The end-user segments of Caustic Soda viz. Aluminum, Paper, Textile and Soaps are poised for positive growths with major expansions coming up in the Aluminum and paper segments.

 

With general upswing in the economy and GDP growth of 7.5 - 8% projected in the next year, the Chlor-Alkali industry is expected to perform reasonably well. The Caustic Soda prices during the next year are expected to remain firm, while Chlorine may come under pressure, due to surplus availability and volatility in the demand in the end-user segments. Additional capacity of 0.30 Million MT is further getting added during the next year which will increase the installed capacity to 2.55 Million MT.

 

Power Scenario

 

Power is a major cost input accounting for almost 65% of the total product cost. The Company is dependent on power supply from Punjab State Electricity Board (PSEB). The frequent hikes in power tariff have always remained a cause of concern. Punjab State Electricity Regulatory Commission (PSERC), vide its order dated 25th January 2006, has fixed the transmission and wheeling charges. Total wheeling charges for power sourced from supplier other than PSEB comes to around Rs 0.90 per unit. Further, the power trading companies, e.g. Power Trading Corporation, are now willing to supply power at the boundary of the Punjab at Rs. 3.50 per unit. Thus the landed cost of power will be around Rs. 4.40 per unit which is costlier than PSEB power.

 

Therefore, under the present scenario the Company is not considering wheeling of power from other states.

 

 

Zone

Actual 2005-06

Projections (2006-07)

Projections (2007-08)

 

Installed

Production

Capacity

Installed

Production

Capacity

Installed

Production

Capacity

 

Capacity

(MT/million)

Utilization

Capacity

(MT/million)

Utilization

Capacity

(MT/million)

Utilization

 

(MT/million)

 

 

(MT/million)

 

 

(MT/million)

 

 

North

0.339

0.266

79%

0.339

0.280

82%

0.339

0.294

87%

West

1.095

0.973

89%

1.021

1.021

77%

1.324

1.072

81%

East

0.240

0.201

84%

0.211

0.211

69%

0.357

0.221

62%

South

0.583

0.512

88%

0.537

0.537

92%

0.631

0.564

89%

Total

2.257

1.951

86%

2.049

2.049

 

2.651

2.152

81%

 

 

EDIBLE OILS DIVISION

 

Re-organization of Business

 

To bring greater focus to this business, the Company had decided to vest the Edible Oil business into a wholly owned subsidiary. Accordingly, the Edible Oil business was vested into Siel Edible Oils Limited w.e.f. the closure of the business hours on 31.3.2006.

 

Industry Structure and Development

 

Indigenous production of edible oils has not been able to keep pace with the increase in demand. Hence, India continues to depend heavily on imported oils. Accordingly, Indian Vanaspati and Edible oil business remains exposed to international market trends and Government policies regarding import.

 

Opportunities and Threats

 

At company level re-introduction of Vanaspati in small packs presents a good opportunity to extend distribution and increased volumes of entire basket of products.

 

In Vanaspati industry price competition has intensified due to import of Vanaspati from some neighboring countries at zero rate of custom duty.

 

Consumption pattern in urban markets has significantly shifted to refined oils.

 

Product Performance

 

During the year, company restarted marketing of Vanaspati in small packs, after a gap of 5 years. The new product launched under the brand name PANGHAT SPECIAL, has been launched in 8 states during the year and is finding acceptance among the consumers.

 

Outlook

 

Vanaspati and Refined Oils, being items of essential consumption, will always be in demand from household as well as institutional segments. Robust economic growth in the country augurs well for the demand of edible oil products.

 

While consumption pattern in urban markets has shifted to refined oils, semi-urban and rural markets consume a mix of Vanaspati, raw/filtered oils and less expensive refined oils.

 

The demand for Vanaspati and Refined Oils will continue to grow with increase in population and income levels.

 

Panghat Special Vanaspati will become a prime mover for the growth of business in the coming years.

 

 

BRANDED CONSUMER PACK SUGAR SALES

 

Siel Edible Oils Limited, has also been selling consumer packs" of 'MAWANA' branded sugar. The volume of this business is expected to grow significantly on account of enhanced distribution, new product offerings and with the introduction of the highest grade refined sugar from the next years.

 

 

FIXED ASSESTS

 

v      Land

v      Buildings

v      Plant and machinery

v      Furniture and fixtures

v      Vehicles

v      Trademark

 

STOCK AND SALES

 

v      Vanaspati/Refined oil

v      Sugar

v      Caustic soda

v      Caustic flakes

v      Chlorine (dry and liquid)

v      Hydrochloric acid

v      Hydrogen

v      Stable bleaching powder

v      Soap

v      Sodium hypochlorite

v      Services

v      Others

 


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.42.74

UK Pound

1

Rs.84.90

Euro

1

Rs.57.79

 

 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

8

PAID-UP CAPITAL

1~10

6

OPERATING SCALE

1~10

6

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

9

--PROFITABILIRY

1~10

5

--LIQUIDITY

1~10

5

--LEVERAGE

1~10

5

--RESERVES

1~10

5

--CREDIT LINES

1~10

5

--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

 

54

 

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

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