MIRA INFORM REPORT

 

 

Report Date :

21.08.2007

 

IDENTIFICATION DETAILS

 

Name :

DOW AGROSCIENCES INDIA PRIVATE LIMITED

 

 

Formerly Known As :

DE-NOCIL CROP PROTECTION PRIVATE LIMITED (Changed w.e.f. 17/02/2005)

 

 

Registered Office :

Corporate Park, Unit No. 1, First Floor, V. N. Purav Marg, Chembur, Mumbai - 400071, Maharashtra

 

 

Country :

India

 

 

Financials (as on) :

31.03.2006

 

 

Date of Incorporation :

07.12.1994

 

 

Com. Reg. No.:

11-83566

 

 

CIN No.:

[Company Identification No.]

U01110MH1994PTC083566

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

MUMD04559C

 

 

PAN No.:

[Permanent Account No.]

AAACD3813H

 

 

Legal Form :

Private Limited Liability Company.

 

 

Line of Business :

Manufacturers of Chemicals.

 

 

RATING & COMMENTS

 

MIRA’s Rating :

B

 

RATING

STATUS

PROPOSED CREDIT LINE

26-40

B

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

Small

 

Maximum Credit Limit :

USD 4200000

 

 

Status :

Moderate

 

 

Payment Behaviour :

Slow and delayed

 

 

Litigation :

--

 

 

Comments :

Subject is an old and established joint venture but currently passing through difficult times. The company continue to incur heavy losses. Its payments are reported as slow and delayed.

 

However, as it is a part of a very strong group it can be considered normal for business dealings at usual trade terms and conditions.

 

We tried to talk to the company, but the person on the phone remained non-cooperative. He did not part with his name either.

 

 

LOCATIONS

 

Registered Office :

Corporate Park, Unit No. 1, First Floor, V. N. Purav Marg, Chembur, Mumbai - 400071, Maharashtra, India

Tel. No.:

91-22-55985700 / 67978500

Fax No.:

91-22-55985790

E-Mail :

infoindia@dow.com

rkarnani@dow.com

ho.gen@denocil.sm7.sprintrpg.ems.vsnl.net.in

Website :

http://www.denocil.com

 

 

Factory 1 :

Plot No. A-1, MIDC Industrial Area, Lote Parshuram, Ratnagiri – 415 722, Maharashtra

 

 

Branches :

Located at:

 

q                 Jagat Vidya Society, Bandra, Mumbai – 400 050, Maharashtra, India

Tel. No. 91-22-26401195

 

q                 Brooklyn Hills, Jai Prakash Road, Andheri, Mumbai – 400 053, Maharashtra, India

Tel. No. 91-22-26344696

 

q                 Nirmala Colony, J. Baptist Road, Bandra, Mumbai – 400 050, Maharashtra, India

Tel. No. 91-22-26421692

 

q                 New Blue Heaven, Juhu Versova Link Road, Andheri, Mumbai, Maharashtra, India

Tel. No. 91-22-26716393

 


 

 

DIRECTORS

 

Name :

Mr. Hrishikesh A. Mafatlal

Designation :

Chairman

Address :

10, Altamount Road, Mumbai – 400 026

Date of Birth/Age :

24.11.1954

Date of Appointment :

05.01.1995

Date of Ceasing :

06.06.2005

 

 

Name:

Jorge La Roza (Foreign)

Designation:

Managing Director

Address :

23/24, Buckley Court, Wodehouse Road Colaba, Mumbai – 400005, Maharashtra, India

Date of Birth/Age :

24.11.1950

Qualification :

27.02.2002

 

 

Name :

Mr. Segovia Fenando (Foreign)

Designation :

Director

Address :

5574 Canton Dr. Carmel, Indianapolis, Indiana - 46033

Date of Birth/Age :

06.03.1955

Date of Appointment :

13.03.2003

 

 

Name :

Mr. Luciando Poli (Foreign)

Designation :

Director

Address :

Frohburgstrasse 30 8832, Wollerau, Switzerland

Date of Birth/Age :

22.05.1962

Date of Appointment :

05.07.2001

 

 

Name :

Mr. B. N. Thatte

Designation :

Director

Address :

Joshi Wadi, 1123 Pag, Chiplun – 415 605, Maharashtra

Date of Appointment :

06.02.1962

Date of Ceasing :

13.12.2000

 

 

Name :

Mr. Gerrit Theodoor Pijl Hogeweg

Designation :

Director

Address :

Rebmattli 30, Wilen Bei, Wollerau – 8832, NA

Date of Birth/Age :

24.04.1956

Date of Appointment :

21.11.2006

 

 

KEY EXECUTIVES

 

Name:

Mr. Devendra K. Doshi

Designation:

Company Secretary

Address:

5/17, Samarth Nagar, Chunabhatti (Sion), Mumbai – 400 022

Date of Birth:

15.07.1944

Date of Appointment:

01.06.2001

Date of Ceasing :

15.01.2005

 

 

Name:

Mr. Nalin N. shah

Designation:

Company Secretary

Address:

D – 9, Atel Society, Nehru Road, Vile Parle [East], Mumbai – 400057, Maharashtra, India

Date of Birth:

17.01.2005

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

Names of Shareholders

 

No. of Shares

Dow Agrosciences Agricultural Products Limited, Mauritius

 

61836990

Das Agricultural Invt. Holding Company Limited

 

200

Total

 

61837190

 

 

 

Equity Share Breakup

 

 

Category

 

Percentage of Holding

Foreign holdings [Foreign institutional investors, Foreign Companies, Foreign Financial Institutions, Non-resident Indian or Overseas corporate bodies or others]

 

100.00

 

 

BUSINESS DETAILS

 

Line of Business :

Manufacturers of Chemicals.

 

 

Products :

Items Code No. (ITC Code)

Product Description

380810.00

Monocil

380810.00

Monocrotphos

380810.00

Dursban

--

Agrochemicals (Formulation)

--

Agrochemical ( Technical)

--

Agrochemical (Formulations)

 

 

GENERAL INFORMATION

 

No. of Employees :

1500

 

 

Bankers :

Ř       Bank of America

Ř       Citibank NA

Ř       ABN Amro Bank

Ř       Standard Chartered Bank, Fort Branch, Mumbai - 400001

Ř       State Bank of India

Ř       Bank of Baroda

Ř       Canara Bank

 

 

 

Banking Relations :

Satisfactory

 

 

Auditors :

 

Name :

C.C. Choksil And Company

Chartered Accountant

Address :

12, Dr. A B Road, Opp. Shivsagar Estate, Worli, Mumbai 18

Tel. No.:

91-22-56679000

 

 

Parent Company:

National Organic Chemical Industries Limited

 

 

Holding Company:

Ř       Dow Agrosciences LLC

Ř       The Dow Chemical Company

Ř       Dow Agroscience Agricultural Products Limited, Mauritius.

 

 

Subsidiary :

Ř       Dow AgroSciences B. V. Netherlands

Ř       Dow AgroSciences B. V. Belgium

Ř       Dow AgroSciences Switzerland

Ř       Dow AgroSciences De – Columbia

Ř       Dow AgroSciences Limited – GBR

Ř       Dow AgroSciences [NZ]  Limited]

Ř       Dow AgroSciences Limited – Thailand

Ř       Dow AgroSciences International Limited

Ř       Dow AgroSciences Malaysia

Ř       Dow AgroSciences France

Ř       Dow AgroSciences Pacific Hongkong

Ř       Dow Chemical [Australia] Limited

Ř       Dow Chemical Japan Limited

Ř       Dow Chemical Pacific [Singapore]

Ř       Dow Chemical Pacific Limited Hong Kong

Ř       Dow Chemical International Private Limited

Ř       Dow Coming India Private Limited

Ř       Carbide Chemical   [Thailand] Limited

Ř       PT Dow AgroSciences

 

 

CAPITAL STRUCTURE

 

Authorised Capital :

No. of Shares

Type

Value

Amount

62000000

Equity Shares

Rs. 10 Each

Rs. 620.000 millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

61837190

Equity Shares

Rs. 10 each

Rs. 618.372 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

618.372

618.372

618.371

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

449.575

609.076

282.825

4] (Accumulated Losses)

0.000

0.000

(203.800)

NETWORTH

1067.947

1227.448

697.396

LOAN FUNDS

 

 

 

1] Secured Loans

3.554

5.770

9.843

2] Unsecured Loans

0.000

0.000

0.000

TOTAL BORROWING

3.554

5.770

9.843

DEFERRED TAX LIABILITIES

71.895

81.696

1.303

 

 

 

 

TOTAL

1143.396

1314.914

708.542

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

389.533

409.287

455.118

Capital work-in-progress

2.945

9.524

0.206

 

 

 

 

INVESTMENT

0.010

0.010

0.011

DEFERREX TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

664.926

438.246

250.235

 

Sundry Debtors

287.095

228.944

246.532

 

Cash & Bank Balances

40.053

926.996

498.272

 

Other Current Assets

0.000

0.000

0.000

 

Loans & Advances

738.285

814.915

391.327

Total Current Assets

1730.359

2409.101

1386.366

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Current Liabilities

399.404

1158.367

1133.159

 

Provisions

580.047

354.641

0.000

Total Current Liabilities

979.451

1513.008

1133.159

Net Current Assets

750.908

896.093

253.207

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

0.000

 

 

 

 

TOTAL

1143.396

1314.914

708.542

 

PROFIT & LOSS ACCOUNT

 

PARTICULARS

 

 

 

31.03.2004

Sales Turnover

 

 

3133.528

Other Income

 

 

100.638

Total Income

 

 

3234.166

 

 

 

 

Profit/(Loss) Before Tax

 

 

573.468

Provision for Taxation

 

 

237.143

Profit/(Loss) After Tax

 

 

336.325

 

 

 

 

Earnings in Foreign Currency :

 

 

 

 

Export Earnings

 

 

258.495

 

Commission Earnings

 

 

0.209

Total Earnings

 

 

258.704

 

 

 

 

Imports :

 

 

 

 

Raw Materials

 

 

709.412

 

Stores & Spares

 

 

0.295

 

Others

 

 

62.020

Total Imports

 

 

771.727

 

 

 

 

Expenditures :

 

 

 

 

Manufacturing Expenses

 

 

1935.751

 

Purchases made for re-sale

 

 

483.969

 

Increase/(Decrease) in Finished Goods

 

 

174.938

 

Interest

 

 

33.689

 

Excise Duty

 

 

[16.886]

 

Depreciation & Amortization

 

 

49.237

Total Expenditure

 

 

2660.698

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2006

31.03.2005

31.03.2004

PAT / Total Income

(%)

NA

NA

10.40

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

NA

NA

18.30

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

NA

NA

31.14

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

NA

NA

0.82

 

 

 

 

 

Debt Equity Ratio

(Total Liability/Networth)

 

0.92

1.24

1.64

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

1.77

1.59

1.22

 

 

LOCAL AGENCY FURTHER INFORMATION

 

Business

 

The company was set up with the objective to manufacture, process, refine, formulate, treat, store, purchase, sell, import, distribute, export and deal in all kinds of chemicals for crop protection and generate Pest Control activities and for plant growth regulators made or manufactured from all kinds of natural, man-made and synthetic substances and products.

 

The company Fixed Assets includes Leasehold Land, Buildings, Plant And Machinery, Freehold Land, Furniture And Fixture, Vehicles, Office Equipment.

 

The company is a joint venture between Dow Agro Sciences LLC (Formerly Dow Elanco) and NOCIL (National Organic Chemical India Limited), a petrochemical company which is the 48th highest earning manufacturing company in India. The company participates in global generic product development, sales of technical phenoxy herbicides and the production and sale of chlorpyrifos. It also operates an agricultural chemicals plant in India.

 

The company derives a lot of its strength from Dow Agro Sciences, which is positioned for the future with a product mix and geographical presence that matches global market opportunities. The company has an innovative culture comprised of a diverse group of talented people, who discover, develop, manufacture and market industrial and commercial pest management products for use around the globe.

 

The company has a state-of-art manufacturing plant located at Lote, Parashuran, 250 km away from Mumbai. This plant has won the British safety council award in 1995 and has been consistently maintaining the highest standards of safety.

 

The company recognise the importance of being in continuous contact with its customers in every region of the country to get an accurate assessment of their needs. This is the principle that guides the company in every facet of its business. Many research activities in Dow Agro Sciences and the company are driven by feedback from its field force who are in direct contact with its customers and have a clear understanding of their needs.

 

The company offers great opportunities for introducing, developing and marketing crop protection and growth enhancement products. The company's existing products include insecticides, herbicides, fungicides, plant growth regulators, non-crop and household pesticides. The company is well acquainted with Indian agriculture and recognises that the challenge consists of developing, producing and delivering high-quality products and technologies that meet its customers needs and satisfies responsible care initiatives.

 

The company has executed the Process Technology Agreement for the manufacture of chlorpyrifos with Dowelanco, B.V.

 

Dow AgroSciences is a global leader in providing pest management and biotechnology products that improve the quality of the earth's food supply and contribute to the health and quality of life of the world's growing population. Dow AgroSciences is a wholly-owned subsidiary of The Dow Chemical Company.

 

           

 

Bankers Charges Report as per Registry

 

Name of the company

DE-NOCIL CROP PROTECTION PRIVATE LIMITED

Presented By

Standard Chartered Bank, Fort Branch, Mumbai – 400001

1) Date and description of instrument creating the change

Agreement of hypothecation of stocks and book debts dated 29.11.2001

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

Rs. 250.000 Millions

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

The borrowed hereby hypothecates by way of first charge to the Bank

 

All the stock in trade both present and future consisting of raw materials, finished goods, goods in process of manufacturing and other merchandise whatsoever, being movable properties now or at any time hereafter belonging to the borrower or at the borrower’s disposal and now or at any time and from time to time hereafter stored or be stored or brought into or upon or in course of transit to the borrowers factory or premises or at any other place whatsoever and wheresoever in the  borrowers possession or occupation or at any other premises or place and

 

All the present and future book debts, outstanding moneys receivables, claims and bills which are now due and owing or which may at any time hereafter during the continuance of this security become due and owing to the borrower in the course of its business by any person, firm company or its business by way person, firm, company of body corporate or by the government department or office or any Municipal or local or public or semi government body or authority or any body corporate or undertaking or project whatever in the public sector.

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

ROI : 2 % p.a. above the Bank’s prime lending rate together with interest tax as may be applicable from time to time.

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

Standard Chartered Bank,

23-25, Mahatma Gandhi Road,

Fort Branch, Mumbai - 400001

6) Date  and brief description of instrument modifying the charge

--

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

--

 


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 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.41.06

UK Pound

1

Rs.81.41

Euro

1

Rs.55.34

 

 

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.

 

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