MIRA INFORM REPORT

 

 

Report Date :

12.04.2007

 

IDENTIFICATION DETAILS

 

Name :

HINDUSTAN CONSTRUCTION COMPANY LIMITED

 

 

Registered Office :

Hincon House, Lai Bahadur Shastri Marg, Vikhroli (West), Mumbai 400 083, Maharashtra

 

 

Country :

India

 

 

Financials (as on) :

31.03.2006

 

 

Date of Incorporation :

27.01.1926

 

 

Com. Reg. No.:

1228

 

 

CIN No.:

[Company Identification No.]

L45200MH1926PLC001228

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

MUMH00179E

 

 

Legal Form :

Public limited liability company. The company’s shares are listed on the Stock Exchanges.

 

 

Line of Business :

Undertakes projects for the construction of roads and bridges, dams, barrages, power projects, tunnels & underground works, industrial structures & buildings, marine works, railway bridges and environmental business.

 

 

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 35000000

 

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is a well-established company of Walchand Hirachand Group. Directors are reported as experienced, respectable and resourceful industrialist. Their trade relations are reported as fair. Financial position is satisfactory. Payments are reported as slow but correct.

 

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

 

 

LOCATIONS

 

Registered Office :

Hincon House, Lal Bahadur Shastri Marg, Vikhroli (West), Mumbai – 400 083, Maharashtra, India

Tel. No.:

91-22-25775959

Fax No.:

91-22-25777568/ 25781850

E-Mail :

info@hccindia.com, hccindia@vsnl.com

Website :

http://www.hccindia.com

 

 

Factory 1 :

Ř       Rajasthan

Ř       Himachal Pradesh

Ř       Delhi

Ř       Madhya Pradesh

 

 

Branches :

Located at:-

 

Jammu & Kashmir, Punjab, Haryana, Rajasthan, Gujarat, Maharashtra, Goa, Karnataka, Kerala, Tamilnadu, Andhra Pradesh, Orissa, West Bengal, Assam, Bihar (Jharkand), Madhya Pradesh (Chattisgarh), Uttar Pradesh (Uttaranchal), Delhi, Himachal Pradesh and Bhutan

 

 

DIRECTORS

 

Name :

Ajit Gulabchand

Designation :

Chairman & Managing Director

 

 

Name :

Y. H. Malegam

Designation :

Director

 

 

Name :

Rajas R. Doshi

Designation :

Director

 

 

Name :

Bhalchandra R. Sule

Designation :

Director

 

 

Name :

D. M. Popat

Designation :

Director

 

 

Name :

Ram R Gandhi

Designation :

Director

 

 

Name :

Dr. N. A. Kalyani

Designation :

Director

 

 

Name :

Fred Moavenzadeh

Designation :

Director

 

 

Name :

Sharad M. Kulkarni

Designation :

Director

 

 

Name :

Nirmal P. Bhogilal

Designation :

Director

 

 

Name :

K. G. Tendulkar

Designation :

Executive Director, Operations

 

 

Name :

M. D. Khattar (upto 01.08.2005)

Designation :

Executive Director, Technical & Business Development

 

 

Name :

R. G. Vartak

Designation :

Director

 

 

Name :

Mr. S K Fotedar (w.e.f.29.09.2005)

Designation :

Executive Director and President (Construction)

 

 

KEY EXECUTIVES

 

Name :

Vithal R Kulkarni

Designation :

Company Secretary

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

Names of Shareholders

No. of Shares

Percentage of Holding

Promoters, directors, relatives and associates

120532030

47.04

Foreign institutional investors/mutual funds

32466448

12.67

Public financial institutions/State Financial Corporation

445847

0.17

Mutual funds (Indian ) and UTI

24921742

9.72

Nationalised and other banks

67271

0.03

NRIs/ OCBs

1199443

0.47

GDSs

26954200

10.52

Public

49662619

19.38

Total

256249600

100.00

 

 

BUSINESS DETAILS

 

Line of Business :

Undertakes projects for the construction of roads and bridges, dams, barrages, power projects, tunnels & underground works, industrial structures & buildings, marine works, railway bridges and environmental business.

 

 

Products :

·         Civil Engineering & Construction

 

 

GENERAL INFORMATION

 

No. of Employees :

14,869

 

 

Bankers :

v      ICICI Bank Limited

v      Canara Bank

v      Punjab National Bank

v      Oriental Bank of Commerce

v      Indian Bank

v      State Bank of India

v      IDBI Bank Limited

v      Federal Bank Limited

v      State Bank of Patiala

v      Union Bank of India

v      ING Vysya Bank Limited

v      Exim Bank

v      UTI Bank Limited

v      Bank of India

v      Bank of Bahrain & Kuwait B.S.C.

v      HDFC Bank Limited

v      Citibank N.A.

v      J.P. Morgan Chase Bank N.A.

 

 

Facilities :

SECURED LOANS

31.03.2006

(Rs. In millions)

(a) Debentures:

 

 

 

13.6% Non-Convertible B" Series

10.000

10% Non-Convertible "E" Series

150.000

9% Non-Convertible "F" Series

133.333

7.5% Non-Convertible

600.000

Total

893.333

 

 

From Banks:

 

 (i) On Cash Credit Account

689.199

(iv) Bank of Bahrain & Kuwait F.C.Loan

22.405

(v) Exim Bank F.C. Loan

291.265

(vi) ICICI Bank Car Loan

9.066

Total

1011.935

 

 

From HDFC

 

Corporate Loan

58.681

From Contactees

9.286

Grand Total

1973.235

 

 

UNSECURED LOANS

 

Fixed Deposits

 

(a) From Contractees, Interest bearing (Refer Note no.1)

1009.984

(b) Commercial Paper (Maximum balance outstanding during the year Rs.750.000 millions previous year Rs.550.000 millions)

750.000

(c) From Banks

 

i) Term Loans

2141.667

ii) Non Convertible Debentures

1800.000

(d) Intercorporate Deposits

91.500

(e) IGHCC Loan Trust

750.000

(f) Zero Coupon Foreign Currency Convertible Bonds due 2011

4462.000

Total

11005.151

 

Notes:

 

Privately Placed Non Convertible Debentures

 

i) 13.6% Non Convertible Debentures "B" Series : Secured by an exclusive charge by way of hypothecation of specific movable properties as specified in part "B" of second schedule of the trust deed executed on 5th November, 2001 in favour of UTI Bank Limited., the trustees to the debentureholders. These debentures having a face value of Rs. 100/- each aggregating Rs. 50 millions are to be redeemed in five equal half yearly installments at the end of 36th, 42nd, 48th, 54th and 60th month from the date of allotment i.e. 10th August, 2001. Four Installments of Rs.10.000 millions each paid on due dates i.e.10th August, 2004, 10th February, 2005, 10th August, 2005 and 10th February, 2006 respectively.

 

ii) 10% Non Convertible Debentures "E" Series : Secured by first charge by way of hypothecation of specific movable properties as specified in second schedule of the trust deed executed on 20th January, 2003 in favour of UTI Bank Limited., the trustees to the debentureholders. These debentures having a face value of Rs.100/- each aggregating Rs. 1500.000 millions are to be redeemed in seven half yearly installments at the end of 48th, 54th, 60th, 66th, 72nd, 78th and 84th month from the date of allotment i.e. 25th October, 2002.

 

iii) 9% Non Convertible Debentures "F" Series : Secured by first charge by way of hypothecation of specific movable properties as specified in second schedule of the trust deed executed on 20th January, 2003 in favour of UTI Bank Limited., the trustees to the debenture holders. These debentures having a face value of Rs.100/- each aggregating Rs.200.000 millions are to be redeemed in three annual installments at the end of 36th, 48th, and 60th month from the date of allotment i.e.17th January, 2003. First installment of Rs. 66.700 millions paid on due date i.e. 16th

January, 2006.

 

iv) 7.5% Non Convertible Debentures : Secured by first charge by way of hypothecation of specific movable properties as specified in second schedule of the trust deed executed on 17th December, 2004 in favour of UTI Bank Limited., the trustees to the debenture holders. These debentures having a face value of Rs.10,00,000/- each aggregating Rs.600.000 millions are to be redeemed in five half yearly equal installments commencing from the end of the 8th year from the date of allotment i.e.28th September, 2004. The above debentures (i) to (iv) are also secured by way of mortgage on a flat situated at Lok Gaurav Complex, Vikhroli.

 

Banks:

 

Cash credit limits are secured against hypothecation of work in progress, stores, book debts, dues and advances and residual charge/mortgage  on plant & machinery and certain land situated at Vikhroli and land and buildings at village Tara, district Raigad.

 

2. Bank of India

 

Secured by first charge by way of hypothecation of specific fixed assets

described under deed of hypothecation executed on 15th Januan/,2002.

The entire loan is repaid during the year.

 

3. Canara Bank

Secured by first charge by way of hypothecation of specific fixed assets

described under deed of hypothecation executed on 21st February, 2002.

 

The entire loan is repaid during the year.

 

4. Bank of Bahrain & Kuwait F.C. Term Loan

 

Secured by first exclusive charge by way of hypothecation of specific equipments described under deed of hypothecation executed on 18th July, 2003.

 

5. EXIM Bank F.C.Loan

 

Secured by first pari passu charge by way of hypothecation over entire movable assets including current assets and receivables relating to the project, charged to EXIM Bank and ICICI Bank for the non -fund based facility issued for Allahabad Bypass- ABP-2 Project as described in schedule II to the joint deed of hypothecation executed on 28th May, 2004.

 

6. ICICI Bank Car Loan

 

Secured by first charge by way of hypothecation of Cars purchased under the scheme in favour of ICICI Bank.

 

From HDFC

 

Corporate Loan

 

Secured by way of oral charge on 6th June, 2003 on non residential premises being all the piece and parcel of land admeasuring 202505 sq. meters at village Tara, district Raigad together with buildings and other structures thereon, land appurtenant thereto both present and future.

 

Contractees

 

Secured by hypothecation /pledge of certain plant and machinery.

 

 

 

Banking Relations :

Good

 

 

Auditors :

K. S. Aiyar & Company

Chartered Accountants

 

 

Joint Ventures :

Ř       Nathpa Jhakri Joint Venture

Ř       HCC Pati Joint Venture

Ř       Kumagal Skanska – HCC- Itochu Group

Ř       HCC-L&T Purulia Joint Venture

 

 

Associates:

Ř       Hincon Holding Limited

Ř       Gulabchand Investments Limited

Ř       The Premier Automobiles Limited

Ř       Acron (India) Limited

Ř       Walchandnagar Industries Limited

Ř       Levasa Corporation Limited

 

 

Subsidiaries

Ř       Hincon Technoconsult Limited (Formerly known as Ganga Construction Limited)

Ř       Ucchar Investment Limited

Ř       Western Securities Limited

Ř       Hincon International Limited

Ř       HCC Infotech Limited

Ř       HCC Infotech Inc.

Ř       Pune – Paud Toll Road Company Limited

Ř       Hincon Realty Limited

 

 

CAPITAL STRUCTURE

 

Authorised Capital :

No. of Shares

Type

Value

Amount

50,000

9.5% Redeemable Cumulative Second Preference Shares 

Rs. 100/- each

Rs. 5.000 millions

4,950,00,000

Equity Shares 

Rs. 1/- each

Rs. 495.000 millions

 

Total

 

Rs. 500.000 millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

256249600

Equity Shares 

Rs. 1/- each

Rs. 256.250 millions

 

Add : Forfeited Shares

 

Rs. 0.066 millions

 

Total

 

Rs. 256.316 millions

 


 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.03.2006

31.03.2005

31.03.2004

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

256.316

229.361

200.306

3] Reserves & Surplus

8641.893

3300.480

1438.718

NETWORTH

8898.209

3529.841

1639.024

LOAN FUNDS

 

 

 

1] Secured Loans

1973.235

2181.870

1959.253

2] Unsecured Loans

11005.151

2074.947

2236.229

TOTAL BORROWING

12978.386

4256.817

4195.482

DEFERRED TAX LIABILITIES

677.327

724.581

748.381

 

 

 

 

TOTAL

22553.922

8511.239

6582.887

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

4920.648

3902.582

3608.513

Capital work-in-progress

1074.263

477.839

85.800

 

 

 

 

INVESTMENT

1264.723

1899.181

485.856

DEFERREX TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 
Inventories
10987.231
5833.250

5212.882

 
Sundry Debtors
28.045
31.007

12.708

 
Cash & Bank Balances
10060.068
874.624

406.990

 
Other Current Assets
0.830
0.304

4.372

 
Loans & Advances
1991.108
981.806

684.105

Total Current Assets
23067.282
7720.991

6321.057

Less : CURRENT LIABILITIES & PROVISIONS
 
 

 

 
Current Liabilities
7400.550
5206.051

3695.787

 
Provisions
372.444
283.303

222.552

Total Current Liabilities
7772.994
5489.354

3918.339

Net Current Assets
15294.288
2231.637

2402.718

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

0.000

 

 

 

 

TOTAL

22553.922

8511.239

5834.510

 


PROFIT & LOSS ACCOUNT

 

PARTICULARS

 

31.03.2006

31.03.2005

31.03.2004

Sales Turnover

19869.852

14873.368

10596.182

Other Income

61.425

55.618

 

Total Income

19931.277

14928.986

10596.182

 

 

 

 

Profit/(Loss) Before Tax

1382.613

750.063

604.537

Provision for Taxation

134.632

9.867

247.739

Profit/(Loss) After Tax

1247.981

740.196

356.798

 

 

 

 

Expenditures :

 

 

 

Administrative Expenses

715.862

551.246

 

 

Salaries, Wages, Bonus, etc.

1314.210

948.927

 

 

Interest

413.888

394.600

9960.138

 

Depreciation & Amortization

524.455

452.783

 

 

Other Expenditure

16011.094

11814.435

 

Total Expenditure

18979.509

14161.991

9960.138

 

QUARTERLY RESULTS

 

PARTICULARS

 

30.06.2006

(1st Qtr.)

30.09.2006

(2nd Qtr.)

31.12.2006

(3rd Qtr.)

 Sales Turnover

 5735.400

 4202.400

 5361.300

 Other Income

 69.400

 10.700

 83.100

 Total Income

 5804.800

 4213.100

 5444.400

 Total Expenditure

 5281.600

 3808.400

 4778.800

 Operating Profit

 523.200

 404.700

 665.600

 Interest

 74.200

 157.800

 175.400

 Gross Profit

 449.000

 246.900

 490.200

 Depreciation

 161.500

 186.000

 205.500

 Tax

 38.300

 13.800

 37.900

 Reported PAT

 251.200

 41.700

 219.900

 

200606 Quarter 1

 

Notes

 

Net Sales Includes Net Sales/Income from Operations Rs 5806.212 million Less: Company's share of turnover in integrated joint ventures Rs (70.779) million Expenditure Includes Consumption of Materials Rs 1865.424 million Staff Cost Rs 418.386 million Construction Expenses Rs 2816.928 million Other Expenditure Rs 180.884 million Tax Includes Provision for Current Tax Rs 32.30 million Deferred Tax Rs (2.00) million Fringe Benefit Tax Rs 6.00 million Extraordinary Items Indicates Profit/Loss n Integrated JV's (net) EPS is Basic and Diluted Status of Investor Complaints for the quarter ended June 30, 2006 Complaints Pending at the beginning of the quarter Nil Complaints Received during the quarter 04 Complaints disposed off during the quarter 04 Complaints unresolved at the end of the quarter Nil 1. The Company is engaged in Engineering & Construction activities which are substantially seasonal in Character. Claims made are accounted as income on receipt of arbitration award or acceptance by the client. Therefore, the financial results for three months ending June 30, 2006 are not necessarily indicative of annual results. 2. The Company has a single Segment namely 'Engineering and Construction'. Therefore, the Company’s business does not fall under different business segments as defined by AS-17- 'Segmental Reporting issued by ICAI'. 3. The total balance value of work on hand as on June 30, 2006 is Rs 91430.00 million including Company's share in the Integrated Joint Venture Projects (Rs 53010 million as on June 30, 2005). 4. Other income for the quarter ended June 30, 2006 includes exchange gain amounting to Rs 59.862 million. 5. Previous period figures have been regrouped/ recast wherever necessary. 6. The above results were reviewed by Audit Committee on July 20, 2006 and were approved by the Board of Directors at its meeting held on July 21, 2006.

 

200609 Quarter 2

 

Notes

 

Net Sales Includes Net Sales/Income from Operations Rs 4256.60 million Company's share of turnover in integrated joint ventures Rs (54.20)million Expenditure Includes Consumption of Materials Rs 1391.70 million Staff Cost Rs 421.80 million Construction Expenses Rs 1778.70 million Other Expenditure Rs 216.20 million Tax Includes Provision for Current Tax Rs 6.80 million Deferred Tax Rs 5.40 million Fringe Benefit Tax Rs 7.00 million Extraordinary Items Indicates Profit/Loss on Integrated JV's (net) EPS is Basic and Diluted Status of Investor Complaints for the quarter ended September 30, 2006 Complaints Pending at the beginning of the quarter Nil Complaints Received during the quarter 05 Complaints disposed off during the quarter 05 Complaints unresolved at the end of the quarter Nil 1. The Company is engaged in Engineering & Construction activities which are substantially seasonal in Character. Claims made are accounted as income on receipt of arbitration award or acceptance by the client. Therefore, the financial results for six months ending September 30, 2006 are not necessarily indicative of annual results. 2. The Company has a single Segment namely 'Engineering and Construction'. Therefore, the Company's business does not fall under different business segments as defined by AS-17 'Segmental Reporting' issued by ICAI. 3. The total balance value of work on hand as on September 30, 2006 is Rs 98190.00 million including Company's share in the Integrated Joint Venture Projects (Rs 78950.00 million as on September 30, 2005). 4. Previous period figures have been regrouped / recast wherever necessary. 5. The above results were reviewed by Audit Committee on October 18, 2006 and were approved by the Board of Directors at its meeting held on October 19, 2006.

 

200612 Quarter 3

 

Notes

 

Net Sales Includes Net Sales/Income from Operations Rs 5406.50 million Company's share of turnover in integrated joint ventures Rs (45.20)million Expenditure Includes Consumption of Materials Rs 1570.10 million Staff Cost Rs 632.70 million Construction Expenses Rs 2365.30 million Other Expenditure Rs 210.70 million Tax Includes Provision for Current Tax Rs 31.90 million Deferred Tax Rs 26.90 million Fringe Benefit Tax Rs 6.00 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 03 Complaints disposed off during the quarter 03 Complaints unresolved at the end of the quarter Nil 1. The Company is engaged in Engineering & Construction activities which are substantially seasonal in Character. Claims made are accounted as income on receipt of arbitration award or acceptance by the client. Therefore, the financial results for nine months ending December 31, 2006 are not necessarily indicative of annual results. 2. The Company has a single Segment namely Engineering and Construction. Therefore, the Company's business does not fall under different business segments as defined by AS-17 Segmental Reporting issued by ICAI. 3. The total balance value of work on hand as on December 31, 2006 is Rs 96040.00 million (Rs 74780.00 million as on December 31, 2005) including Rs 19400.00 million being the Company's share of an order secured by a Joint Venture which is subject to the decision of a High Court. 4. Previous period figures have been regrouped / recast wherever necessary. 5. The above results were reviewed by Audit Committee on January 18, 2007 and were approved by the Board of Directors at its meeting held on January 19, 2007.

 


KEY RATIOS

 

PARTICULARS

 

31.03.2006

31.03.2005

31.03.2004

Debt-Equity Ratio

1.39

1.64

2.62

Long Term Debt-Equity Ratio

0.99

1.17

2.03

Current Ratio

1.50

1.05

1.09

TURNOVER RATIOS

 

 

 

Fixed Assets

2.85

2.54

2.04

Inventory

2.12

2.26

1.93

Debtors

672.42

680.70

742.41

Interest Cover Ratio

2.62

2.49

2.26

Operating Profit Margin(%)

10.18

11.48

14.40

Profit Before Interest And Tax Margin(%)

7.54

8.44

10.26

Cash Profit Margin(%)

6.83

8.02

7.51

Adjusted Net Profit Margin(%)

4.19

4.98

3.37

Return On Capital Employed(%)

10.10

18.42

19.75

Return On Net Worth(%)

13.40

28.64

23.52

 

 

STOCK PRICES

 

Face Value

Rs. 10.00/-

High

Rs.96.95

Low

Rs.92.75

 

 

LOCAL AGENCY FURTHER INFORMATION

 

Incorporated in 1926 by Seth Walchand Hirachand, Hindustan Construction Company (HCC) is a subsidiary of the Walchand Hindustan group (erstwhile Premier Construction). The company is one of the largest construction and infrastructure building company in the country. Subject specializes in the construction of technologically complex & Long-gestation period projects.

 
The Company executes various projects from diversified areas like Hydel, Power, Roads, Bridges, Dams, Barrages, Marine Works, Buildings & Environmental Projects. The company has also undertaken several projects in Bhutan, Saudi Arabia, Iraq, Myanmar, Tanzania, Sri Lanka etc. 

 
The company also specializes in construction techniques like pre-cast units for industrial structures and jetties, slip forming for tall structures and underground shafts, bridge builders for segmented construction of long-span bridges, three-dimensional computer-aided design technology for bridges, and dredgers for speedy sinking of monoliths, etc.  

 
The company has executed the following Joint Ventures:

 

JV partner

Project

Bechtel Water Technology Limited

Tirpur Water Supply Project, UP

Hyundai Engineering and Construction

Cable Stayed bridge at Naini, Allahabad

Samsung, Korea

Dhauliganga hydro electric project

 

The company has joint ventures with :-

 

·         Nathpa Jhakri

·         HCC-Pati

·         Kumagai-Skanska-HCC-Itochu Group

·         HCC-L & T Purulia

 

It is in trade terms with :-

 

v      The Structural Waterproofing Company Private Limited

v      Eagle Cement Pipe Private Limited

v      S N Precas Company

v      Roy Engineering Works

 

Management Discussion and Analysis

 

It is widely acknowledged that the Indian economy is on a new growth trajectory. Riding on the back of 7.5% and 8.5% GDP growths in the last two years, the Indian economy is expected to grow by 8.1% in 2005-06. In fact, the Indian economy has grown by over 6% in 8 of the last 15 years.

 

Unlike in the nineties, India's economic success in the last three years has had a distinct trend - a strong focus on public as well as private investment in infrastructure and construction industries. Indeed, it is not easy to ignore the recent successes in India's infrastructure development. Be it power, highways, airports, ports, telecommunication or urban infrastructure, the capex commitments in most of these sectors in the last few years have been unprecedented.

 

Being a leading infrastructure Company, Subject has not only participated in this growth phase but has also aggressively capitalised on the business opportunities that have come its way. 2005-06 has been another such milestone year for the Company.

 

This year, for the first time, the Company's annual income from operations has surpassed Rs.20000 millions. This is indeed a proud moment for all of us, as it was only two years ago when Subject first crossed Rs. 10000 millions in revenues. The rapid increase in the . I top-line in the last three years has no doubt helped

consolidate Subject's leadership position in its businesses and propelled Subject into a higher growth orbit.

 

However, they believe that this is just the beginning and the potential for growth in infrastructure and construction sectors in India is enormous. In the roads sector, under the North-South and East-West Corridors (ISIS-EW) or NHDP Phase II, only about 16% of the total road length of 7,274 km, had been fouror- six laned by 30 November 2005. There is also NHDP Phase III, earlier known as the Pradhan Mantri Bharat Jodo Prayojana (PMBJP) which involves fourlaning about 10,000 km of those stretches of national highways that connect to state capitals. In the first phase, (NHDP Phase-IIIA), 4,000 km is being taken up. As of September 2005, 13 packages covering 811 km had been awarded of which one project is nearing completion. The targeted date for completion of NHDP Phase-IIIA is December 2009.

 

For the remaining 6,000 km NHDP-III B the Detailed Project Report (DPR) has been approved though approval is yet to be granted on 4-6 laning of these 6,000 km.

 

In the power sector, on an average, India faces a shortfall of over 7% of energy requirements and over 11% of peak demand annually. In fact, in the 10- month period between April 2005 and January 2006, India faced a shortfall of 8.3% of energy requirements and 13.3% of peak demand. The policy directive - 'Mission 2012: Power on Demand' envisages power for all villages (by the year 2007} and all households (2012). This requires an additional 100,000 MW capacity - an extra 41,000 MW in the Tenth Plan (2002-2007) period and the remaining 59,000 MW in the Eleventh Plan (2007- 2011) along with the requisite balancing investments needed for transmission and distribution. It is estimated that private sector investments of about Rs.181 billion with an aggregate capacity of 5,000 MW have achieved financial closure. Another 10 projects with a total capacity of 11,432 MW involving an investment of Rs.400 billion, are under consideration.

 

The Government of India has also taken many initiatives to raise and channel investments in infrastructure. In particular, the Government has set-up a Special Purpose Vehicle (SPV) to tap domestic and foreign savings for investments in infrastructure.

 

It is also providing Viability gap' funding to assist those infrastructure projects that are socially and nationally desirable, but may not generate the requisite rate of return on pure financial calculus.

 

To sum-up, investments in infrastructure in India which had been long neglected, have just started to pick up. The requirements are massive and.

 

However, given the increased focus on public sector spending in this area and a framework for operational zing, suitable public-private partnerships (PPP), investments in infrastructure and construction

sectors, are expected to remain buoyant.

 

Having said that, it is also important to recognize that profit margins continue to be under pressure in this industry. Given the current and potential demand growth, there has been a rapid increase in the number of players in this business. This intense competition has resulted in lower margins. In addition, the bulk of the projects in infrastructure is coming from sectors such as roads and pipelines, which typically are low value-added and low margin businesses.

 

Recognizing these market pressures, SUBJECT has formulated a two-pronged strategy. First, is to focus on increasing the quantum of profits through faster growth. Second, is to focus on return on investments by bringing about greater construction efficiencies and extra-ordinary income) increased by 17.1 per cent from Rs.1614 millions in 2004-05 to Rs.1890 millions in 2005-06

 

• Profit after tax (PAT) increased by 68.6 per cent from Rs.740 millions in 2004-05 to Rs. 1248 millions in 2005-06. However this includes extra ordinary income from transfer of development rights

• Return on net worth (RONW without GDR) decreased from 33.3 per cent in 2004-05 to a still healthy level of 27.3 per cent in 2005-06

• Earnings Per Share (EPS) increased from Rs.3.7 in 2004-05 to Rs.5.4 in 2005-06

 

During the year 2005-06, Company after studying various options decided to look at aggressively tapping growth sectors like realty development. The strong economic growth of the country has predictably augured well for the Indian real estate market. Such robust growth has opened many business opportunities in real estate development segment and, particularly, in the development of townships.

 

To capitalise on these opportunities, Subject through its wholly-owned subsidiary, Hincon Realty Limited. (HRL), plans to foray into construction of large integrated townships targeting middle and upper-middle class income households. As a first step, Subject has transferred development rights to Hincon Realty for a portion of its land in Vikhroli (West), Mumbai.

 

This has remained their strategy for the year under review and the financial performance speaks for itself.

 

• Revenue from operations increased by 28.7 per cent from Rs.15765 millions in 2004-05 to Rs. 20282 millions in 2005-06

• Operating profit (PBDIT excluding profits from JVs The Company is currently exploring various options

for developing this land.

 

Subject has also transferred its entire stake in Lavasa Corporation Limited to Hincon Realty. Lavasa Corporation Limited is currently developing a 10,000 acre integrated township in Warasgaon, situated between the cities of Pune and Mumbai.

 

Operations

 

The turnover of the company at Rs. 20281.500 millions has shown an increase of 28.65 % as compared to Rs.15765.400 millions in the previous year. The profit before tax is Rs. 1382.600 Millions (including exceptional item) as compared to Rs. 750.100 millions for the previous year.

 

The Directors are pleased to inform that during the year under report, the company has secured the following contracts.

 

• Chamera Hydroelectric Project, Stage-Ill, Lot-1, Himachal Pradesh-Rs.5048.700 millions

• Uri-ll H.E Project (Uri-ll: Lot -1), J&K Rs.574.99 millions Teesta low Dam HEP Stage IV, 160 MW, Lot 1,

West Bengal - Rs.3959.000 millions

• Sawalkote Hydroelectric Project, J&K Rs. 43125.000 millions

• Lucknow Muzaffarpur National Highway Project, Package LMNHP-EW II (WB)-1-Rs. 1980.700 millions

• Lucknow Muzaffarpur National Highway Project, Package LMNHP-EW II (WB)-2-Rs.2123.300 millions

• Lucknow Muzaffarpur National Highway Project, Package LMNHP-EW II (WB)-3-Rs.2499.500 millions

• Lucknow Muzaffarpur National Highway Project, Package LMNHP-EW II (WB)-4-Rs.2552.100 millions

• Mughal Road from Bafliaz (Poonch) to Shopian (Pulwama) in J&K -Rs.2144.000 millions

• East-West Corridor Project- Package-EW-ll(RJ-7) Rajasthan-Rs.3759.800 millions. Project is to be executed in joint venture with Continental Engineering Corporation Taiwan. Four laning of NH-54. Package EW-II (AS-23), Assam-Rs.3172.000 millions

• Pir Panjal Tunnel (Zone-VA) on Laole-Qazigund section of Udhampur-Srinagar-Baramulla New BG Railway Line Project in J&K-RS.2183.500 millions

• Pir Panjal Tunnel (Zone-VB) on Laole-Qazigund section of Udhampur-Srinagar-Baramulla New BG Railway Line Project in J&K-Rs. 1730.100 millions

• Kalol Mehsana Gas Pipeline Project, Gujarat-Rs. 549.700 millions. Project is to be exectutre in joint venture with Nova Joint Stock Co. Russia The total balance value of works on hand as on March 31, 2006 is Rs. 96720 millions, including company's share in integrated joint venture projects.

 

Decisions are awaited from various clients for tenders submitted by the company for five packages amounting to over Rs. 22750 millions. Tenders for various packages for 23 projects worth about Rs. 122460 millions are expected to be submitted in the near future. The company has also submitted prequalification bids for 11 projects worth over Rs. 65720 millions, which are currently under evaluation.

 

Pre-qualification bids for five projects worth over Rs. 55000 millions are expected to be submitted in the near future.

 

The company is confident of securing a sizable share of these new projects.

 

Real Estate Business

 

The strong economic growth of the country has predictably augured well for the Indian real-estate market. Such robust growth has opened many business opportunities in real estate development segment and, particularly, in development of townships.

 

To capitalise on these opportunities, the company through its wholly-owned subsidiary, Hincon Realty Limited., plans to foray into construction of large integrated townships targeting middle and upper-middle class income households. As a first step, the company has entered into a development rights agreement with Hincon Realty Limited., for a portion of its land in Vikhroli (West), Mumbai. The company is currently exploring various options for developing this land.

 

Hincon Realty Limited., as on date holds 60.47% equity stake in Lavasa Corporation Limited., which is currently developing a 10,000 acre integrated township in Warasgaon,under the Government of Maharashtra Hill Station, Regulation 1 of the Special Regulations for Develpoment of Resorts/ Holiday Homes/Townships in Hill Station Type Areas dated November 26,1996. Going forward, realty development will be a key focus area for the company through its subsidiary Hincon Realty Limited.

 

Sub-division of Equity Shares

 

At the Extraordinary General Meeting held on October 28, 2005, the members passed a resolution thereby subdividing each equity share of Rs.10/- in the capital of the Company into ten equity shares of Re.1/- each. The equity shares of face value of Rs. 10/- each are no longer tradable on the stock Exchanges.

 

International Offering of Securities linked to Equity Shares

 

At the Extraordinary General Meeting of the Company held on February 8, 2006 and March 10, 2006, the

members had approved the issue and allotment of various securities linked to equity shares of the Company in the international capital market for an amount not exceeding US$150 million and US$100 million respectively, thereby aggregating to US$250 million in the aggregate.

 

In terms of these resolutions, the Company made a combined international offering of Global Depository Shares (GDSs) and Foreign Currency Convertible Bonds (FCCBs) for an aggregate amount of US$200 million.

 

The FCCBs and the equity shares underlying the GDSs were allotted by the Company on March 29, 2006.

 

As a consequence, the Company's paid-up capital stands increased from Rs.229.300 Millions to Rs.256.300 Millions. The share premium account of the Company stands increased from Rs. 1435.900 Millions to Rs. 5733.900 Millions.

 

Considering a situation where the Bondholders exercise their option for conversion of all the outstanding FCCBs, the equity capital would increase by a further Rs.18.000 Millions. In the given circumstance, the share premium account of the Company would also stand increased by Rs. 4440 Millions.

 

Management System:

 

The Company has established, implemented and maintained an Integrated Management System comprising of three International Standards ISO 9001:2000, ISO 14001:2004 and OHSAS 18001:1999. First surveillance audit of HCC IMS after the recertification audit has been conducted by M/S RWTUV and successfully completed during January 2006.

 

Leadership, commitment and active involvement of the management are vivid for developing and maintaining the integrated management system to achieve the benefits for interested parties. The management provides evidence of its commitment for establishing the management system and continually improving its effectiveness by :

 

• Determining the needs and expectations of all interested parties,

• Establishing policies, objectives, core values, ethics, strategic goals and targets by translating the needs and expectations of interested parties, Establishing a framework of systems and processes to achieve the established policies and objectives, and targets

• Defining the responsibilities, authorities and communicating the same throughout the organization,

• Providing resources, and

• Periodic review of established objectives, systems and processes for its effectiveness.

 

The approach to develop and implement an effective management system is intended to become customers' most preferred choice by attaining excellence in quality and timely completed value added projects. The System also aims to continually innovate, develop and adopt state of- the-art technology in methods and materials to enhance productivity and cost effectiveness. One of the prime objectives of the system is to build safety culture aimed at continually reducing the frequency severity rate towards achieving zero accident and to identify and mitigate all the environmental impacts arising from their activities and comply with applicable environmental norms.

 

Subsidiary Companies

 

Hincon Realty Limited, a new wholly owned subsidiary was incorporated on June 15, 2005 for undertaking real estate business.

 

HCC Infotech Limited has made an application to the Register of Companies, under Section 560 of the Companies Act, 1956 to strike off its name from the Register of Companies.

 

Subsequent to close of the financial year ending March 31, 2006, Hincon Realty Limited, the wholly owned subsidiary of the Company, has increased its equity holding in Lavasa Corporation Limited from 49.98% to 60.47%, thereby making Lavasa Corporation Limited its subsidiary as well as the subsidiary of the Company.

 

Fixed Assets :

v      Freehold Land

v      At Book Value

v      Buildings & Sheds

v      Plant & Machinery

v      Heavy Vehicles

v      Light Vechicles

v      Furniture and Office

v      Equipments

v      Computers

 

As per website

 

Subject has been building large and complex structures for the last 80 years. Known for taking giant strides in technology and innovation, they are now recognized as a spearheading force in engineering construction, both in India and the rest of the world.


They are one of the largest private sector construction companies in India and specialize in pioneering large-scale civil constructions and developing new age construction technologies.


Subject has been entrusted with the construction of high value projects across segments like transportation, power, marine projects, oil and gas pipeline constructions, irrigation and water supply, utilities and urban infrastructure.


They are the first construction company in India to be certified for ISO 9001, ISO 14001 and OHSAS 18001 for its Quality, Environmental and Occupational Health & Safety Management System.                


The future is lined with ambitious projects across the country. Project assignments are being secured across diverse sectors like transportation, nuclear and hydro power generation, water supply and irrigation.

The order book of SUBJECT has grown at a CAGR of 20% since 2002 and currently stands at over Rs 9692 millionss, which is almost five times its FY 2005-06 turnover.


Subject's current Project Portfolio consists of 6 Hydel Project contracts, 4 Nuclear Project contracts, 20 Transportation Project contractsand 4 Water Supply and Irrigation Project contracts amongst many others.                        

 

 

Press Releases

Hindustan Construction Company awarded two Hydroelectric projects jointly valued at Rs 10800 millions

 

Mumbai, September 23, 2005 : Hindustan Construction Company Limited (HCC), India’s foremost infrastructure building company, today announced that it has been awarded two Hydroelectric projects by the National Hydroelectric Power Corporation Limited. The projects are the Uri –II Hydroelectric Project in Jammu & Kashmir and the Chamera Hydroelectric Project (Stage III) in Himachal Pradesh.

The Uri-II hydroelectric scheme is located in Jammu and Kashmir. The project awarded to HCC comprises of the Dam, Underground Power House (240 MW), Head Race Tunnel, Tail Race Tunnel, Diversion Tunnel, Surge Shaft and Pressure Shaft and is valued at Rs 5749.900 millions. The completion period is 48 months.

The Chamera Hydroelectric Project (Stage III) is located in the Chamba district of Himachal Pradesh on the banks of the river Ravi. The project comprises of the Dam, Underground Power Houses (3 units of 77 MW each), Diversion Tunnel, Intake Tunnels, Underground Desilting Chambers, Head Race Tunnel, Surge Shaft, Pressure Shaft, and Tail Race Tunnel. The project is valued at Rs 5048.700 millions and has a completion period of 52 months. Incidentally, HCC has also built the 540 MW Chamera Hydel Power Project (one of the earlier stages) in the Himalayan region in the year 1994.

About Hindustan Construction Company Limited.

HCC is a leader in the Heavy Engineering and Civil Construction business. With several landmark projects to its credit, HCC today has a significant leadership presence in widely divergent areas, including power, roads and bridges, dams and barrages, marine works, buildings and environmental projects. In addition to India, the company has also undertaken several projects in Tanzania, Sri Lanka, Iraq, Myanmar, Qatar, Bhutan, Saudi Arabia and other countries. HCC has entered into a number of technical collaborations as well as joint ventures with overseas companies, bringing the latest technical know-how into the execution of its projects, both in India and overseas.

Hindustan Construction Company Limited awarded Rs 2183.500 millions contract for Pir Panjal Railway Tunnel, Jammu & Kashmir (Zone VA)

Mumbai, August 11, 2005 : Hindustan Construction Company Limited (HCC), India’s foremost infrastructure building company, today announced that it has been awarded the contract for construction of one section of the Pir Panjal Tunnel on the Laole-Qazigund Section of Udhampur-Srinagar-Baramulla New BG Railway line project. The section of the tunnel project awarded to HCC (Zone VA), is valued at Rs 2183.500 millions and has been awarded by IRCON International Limited.

The Pir Panjal Tunnel forms part of an ambitious 120 km long rail project across the Pir Panjal range. The railway line will connect the Kashmir valley with the rest of the country.

According to Mr. KG Tendulkar, Executive Director (Operations), Hindustan Construction, “The construction of the railway tunnel through the Pir Panjal range forms an integral part of the new railway line between Udhampur and Baramulla. The railway line is expected to significantly boost trade and industry in the region and it is a matter of pride for us to be involved in a significant new infrastructure initiative of this nature.”

 

About Hindustan Construction Company Limited.

 

HCC is one of the largest private sector construction companies in India and the foremost in infrastructure building. With several landmark projects to its credit, HCC today has a significant leadership presence in widely divergent areas, including power, roads and bridges, dams and barrages, marine works, buildings and environmental projects. In addition to India, the company has also undertaken several projects in Tanzania, Sri Lanka, Iraq, Myanmar, Qatar, Bhutan, Saudi Arabia and other countries. HCC has entered into a number of technical collaborations as well as joint ventures with overseas companies, bringing the latest technical know-how into the execution of its projects, both in India and overseas.

Hindustan Construction Company Limited awarded Rs 1730 millions contract for Pir Panjal Railway Tunnel, Jammu & Kashmir (Zone VB)

Mumbai, August 30, 2005 : Hindustan Construction Company Limited (HCC), India’s foremost infrastructure building company, today announced that it has been awarded the contract for construction of a section of the Pir Panjal Tunnel on the Laole-Qazigund Section of Udhampur-Srinagar-Baramulla New BG Railway line project. The section of the tunnel project awarded to HCC (Zone VB) is valued at Rs 1730 millions and has been awarded by IRCON International Limited. The company had also received the Zone VA package of the Pir Panjal tunnel valued at Rs 2183.500 millions earlier this month.

The Pir Panjal Tunnel forms part of an ambitious 120 km long rail project across the Pir Panjal range. The railway line will connect the Kashmir valley with the rest of the country.

According to Mr. KG Tendulkar, Executive Director (Operations), Hindustan Construction, “Having bagged both Zone VA and VB of the Pir Panjal Tunnel effectively means that HCC will be constructing the entire 10.96 km length of the Pir Panjal Tunnel. In addition to the Tunnel, HCC had also earlier bagged the order for construction of part of the railway line and they are proud to be playing a significant role in this railway project which will have a positive impact on the trade and economy of the region.”

 

About Hindustan Construction Company Limited.

 

HCC is one of the largest private sector construction companies in India and the foremost in infrastructure building. With several landmark projects to its credit, HCC today has a significant leadership presence in widely divergent areas, including power, roads and bridges, dams and barrages, marine works, buildings and environmental projects. In addition to India, the company has also undertaken several projects in Tanzania, Sri Lanka, Iraq, Myanmar, Qatar, Bhutan, Saudi Arabia and other countries. HCC has entered into a number of technical collaborations as well as joint ventures with overseas companies, bringing the latest technical know-how into the execution of its projects, both in India and overseas.

Hindustan Construction Company Limited awarded Rs 214.40 millions contract for Mughal Road, Jammu & Kashmir

 

Mumbai, August 18, 2005 : Hindustan Construction Company Limited (HCC), India’s foremost infrastructure building company, today announced that it has been awarded the contract for construction of Mughal Road (89 kms) from Bafliaz (Poonch) to Shopian (Pulwama) in Jammu & Kashmir. The client is Government of Jammu & Kashmir and the value of the contract is Rs 2144.000 millions.

The Mughal Road highway is of great historical importance across the Pir Panjal range and serves as an alternate highway between Srinagar & Jammu. The construction of Mughal Road forms part of the state plan with support from Government of India. It is a two lane flexible pavement, Jammu Division (from Bufliaz to Pir ki Gali - 46 Km) and Kashmir Division (from Shopian to Pir Ki Gali - 43 Km)

About Hindustan Construction Company Limited


HCC is one of the largest private sector construction companies in India and the foremost in infrastructure building. With several landmark projects to its credit, HCC today has a significant leadership presence in widely divergent areas, including power, roads and bridges, dams and barrages, marine works, buildings and environmental projects. In addition to India, the company has also undertaken several projects in Tanzania, Sri Lanka, Iraq, Myanmar, Qatar, Bhutan, Saudi Arabia and other countries. HCC has entered into a number of technical collaborations as well as joint ventures with overseas companies, bringing the latest technical know-how into the execution of its projects, both in India and overseas.

 

 

 


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.42.30

UK Pound

1

Rs.84.11

Euro

1

Rs.57.33

 

 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

7

PAID-UP CAPITAL

1~10

6

OPERATING SCALE

1~10

5

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

6

--PROFITABILIRY

1~10

5

--LIQUIDITY

1~10

6

--LEVERAGE

1~10

5

--RESERVES

1~10

6

--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

NO

--LISTED

YES/NO

YES

--OTHER MERIT FACTORS

YES/NO

NO

TOTAL

 

53

 

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