MIRA INFORM REPORT

 

 

Report Date :

01.02.2007

 

IDENTIFICATION DETAILS

 

Name :

BASF INDUSTRIES PRIVATE LIMITED

 

 

Registered Office :

Lal Bahadur Shastri Marg, Bhandup (West), Mumbai - 400078, Maharashtra, India

 

 

Country :

India

 

 

Financials (as on) :

31.03.2005

 

 

Date of Incorporation :

10.05.1996

 

 

Com. Reg. No.:

11-99448

 

 

CIN No.:

[Company Identification No.]

U74999MH1996PTC099448

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

MUMB07460F

 

 

Legal Form :

Private limited liability company.

 

 

Line of Business :

Manufacturing of printing ink and automotive coatings including high-tech chemicals and dyes.

 

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 125000

 

 

Status :

Satisfactory

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is a well established company having satisfactory track. Trade relations are fair. Profit margin is under severe pressure. 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 :

Lal Bahadur Shastri Marg, Bhandup (West), Mumbai - 400 078, Maharashtra, India

Tel. No.:

91-22-25641471

Fax No.:

91-22-25644351

E-Mail :

info@basf-india.com

Website :

http://www.basf-india.com

Locations :

Owned

 

 

Factory 1 :

Automotive Coating

147, Mumbai Pune Road, Pimpri, Pune - 411 018, Maharashtra

Tel. 91-20-27469681

Fax. 91-20-27464083

 

Printing Ink

Bhandup, Mumbai, Maharashtra 

Tel. 91-22-25641471 / 72/74

Fax. 91-22-25644351

Locations :

Owned

 

 

Corporate Office :

Rhone-Poulenc House, S. K. Ahire Marg, Mumbai - 400 025

Tel No. :

91-22-24618000

Fax No. :

91-22-24950512

 

DIRECTORS

 

Name :

Mr. Umesh D Pandit

Designation :

Director

Address :

Flat No. 501, Springleaf Seven Bunglows, Andheri [West], Mumbai – 4000061, Maharashtra, India

Date of Birth/Age :

07.01.1954

Date of Appointment :

09.02.2005

 

 

Name :

Johan Marcus Mikael Aspelin

Designation :

Director

Address :

Kavallvagen 7, FIN – 02700 Grankulla, Finland

Date of Birth/Age :

21.10.1954

Date of Appointment :

09.02.2005

 

 

Name :

Hendrik Albert Draaijer

Designation :

Director

Address :

Akzo Nobel Inks, BV Antwerpenweg 4, P O Box, 253, 7400 AG Deventer, the Netherlands

Date of Birth/Age :

29.03.1963

Date of Appointment :

09.02.2005

 

 

Name :

Mr. Prasad S. Chandran

Designation :

Chairman cum Managing Director

Address :

16-B, Darbhanga Mansion, Carmichael Road, Mumbai – 400 026, Maharashtra

Date of Birth/Age :

20.04.1952

Date of Appointment :

01.07.1998

Ceasing Date :

31.10.2003

 

 

Name :

Mr. Kurt Harald Lauke

Designation :

Director (Foreign)

Address :

40-A, Jalan Jambu Ayer Singapore – 588825

Date of Birth/Age :

13.12.1958

Date of Appointment :

01.10.2002

 

 

Name :

Mr. Ramnik R. Behl

Designation :

Director

Address :

A-2/302, Ganga Satellite, Wanowri, Pune – 411 040, Maharashtra

Date of Birth/Age :

31.03.1941

Date of Appointment :

02.07.2001

 

 

Name :

Mr. Hintoso Hintoso

Designation :

Director (Japanese)

Address :

Room EF, 8th Floor, No. 9, Lane 1720 Hangaiad Road, Shanghai, China

Date of Birth/Age :

11.07.1964

Date of Appointment :

01.01.2003

(Appointed as director in the caused by the  resignation of Dr. George Zuissler w.e.f. 01.01.2003)

 

 

Name :

Krishnappa Shamanna Thyagarajan

Designation :

Director

Address :

Flat No 603 / 4, Indradarshan Building  - 16, Newelink Road, Lokhadwala, Mumbai – 400053, Maharashtra

Date of Birth/Age :

20.05.1956

Date of Casing :

09.02.2005

Date of Appointment :

15.05.2004

 

 

Name :

Mr. Shreyas P. Tridevi

Designation :

Company Secretary

Address :

2, Lal – Lal Chsl, Datta Mandir Road, Dahanukar Wadi, Kandivali (West), Mumbai – 400 067, Maharashtra

Date of Birth/Age :

04.01.1973

Date of Appointment :

26.04.2002

 

MAJOR SHAREHOLDERS

 

Names of Shareholders

 

No. of Shares

Aster Betaligungs Gmbh

 

9399999

Ani International BV

 

1

 


 

BUSINESS DETAILS

 

Line of Business :

Manufacturing of printing ink and automotive coatings including high-tech chemicals and dyes.

 

 

Products :

·         Paints, except items reserved for the small scale sector

·         Printing Inks – [ITC Code] - 32159009

 

 

Exports to :

Gulf and SAARC Countries

 

 

Imports from :

Germany

 

 

Terms :

 

Selling :

L/C (90 days) terms

 

 

Purchasing :

L/C (90 -180 days) terms

 

PRODUCTION STATUS

 

Particulars

Unit

Licensed Capacity

Installed Capacity

Actual Production

Paints

Qty

--

1752

577.7

Paints Trading

Qty

--

--

61.3

 

GENERAL INFORMATION

 

Suppliers :

˜                  Gem Synthetics & Polymers Private Limited

˜                  Setco Chemicals India Private Limited

˜                  Rana Cans Private Limited

˜                  Mehta Petro Refineries Limited

˜                  Yes Plastics Private Limited

˜                  Western Steel Drugs Private Limited

˜                  Ohm Polytech Private Limited

˜                  Marigold Paints Private Limited

˜                  Prithvi Containers Private Limiteds

˜                  BASF India Limited, Mumbai

˜                  BASF AG, Germany

 

 

Customers :

Automobile Manufacturers, Paint Users And Printers And Publishers

 

˜                  BASF (China) Company Limited

˜                  P. T. BASF Indonesia

˜                  BASF Pakistan (Private) Limited

˜                  BASF Mexicana S. A. de C V

˜                  BASF AG

˜                  BASF Styrenics Private Limited

˜                  BASF Petronas Chemicals SND BHD

˜                  Maruti Udhyog Limited, Haryana

˜                  Tata Engineering & Locomotive Company Limited, Pune, Maharashtra  

˜                  Ford Motors Limited, Chennai, Tamilnadu

 

 

No. of Employees :

 

 

 

Bankers :

Ř       The Hongkong & Shanghai Banking Corporation Limited,52 / 60, M. G. Road, Mumbai – 400001

Ř       Citibank N. A., Mumbai

Ř       Societe Generate, Mumbai13th Floor, 4, Maker Chambers, P O Box 40000021, Mumbai

Ř       Deutsche Bank, Mumbai

 

 

Facilities :

Unsecured Loan

Rs in Millions

Short Term Loans from Banks

70.000

 

 

 

Auditors :

Deloitte Haskins & Sells

Chartered Accountants

12, Dr. Annie Besant Road, Opp. Shiv Sagar Estate, Warli, Mumbai – 400018, India

Tel. No.:

91-22-56679000

Fax No.:

91-22-56679025

 

 

Associates/Subsidiaries :

˜                  BASF India Limited, Mumbai

˜                  BASF Coatings Limited

˜                  BASF Styrenies Private Limited

˜                  BASF South East Asia Pte Limited

˜                  BASF Bangladesh Limited 

˜                  XSYS Print Solutions Deutschland GmbH [Formerly BASF Drucksysteme GMBH]

˜                  XSYS Print Solutions [Formerly BASF Printing Systems Limited]

˜                  Aster Print Pigments China Company Limited [Formerly BASF Vernici e Inchistri Spa]

˜                  ANI International BV, Netherlands

 

 

Parent Company :

˜                  BASF AG, Germany

˜                  Aster Zweute Beteiligungs Gmbh

 

 

 

CAPITAL STRUCTURE

 

Authorised Capital :

No. of Shares

Type

Value

Amount

18000000

Equity Shares

Rs.10/- each

Rs. 180.000 millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

9400000

Equity Shares

Rs.10/- each

Rs. 94.000 millions

 


 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.03.2005

31.03.2004

31.03.2003

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

94.000

61.000

61.000

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

0.000

0.000

0.000

4] (Accumulated Losses)

[59.846]

[22.687]

[1.530]

NETWORTH

34.154

38.313

59.470

LOAN FUNDS

 

 

 

1] Secured Loans

0.000

10.385

0.000

2] Unsecured Loans

70.000

95.000

90.000

TOTAL BORROWING

70.000

105.385

90.000

DEFERRED TAX LIABILITIES

0.000

0.000

0.000

 

 

 

 

TOTAL

104.154

143.698

149.470

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

58.654

62.501

66.011

Capital work-in-progress

0.000

0.000

0.000

 

 

 

 

INVESTMENT

0.000

0.000

0.000

DEFERREX TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

16.616

28.959

21.215

 

Sundry Debtors

34.875

54.732

57.586

 

Cash & Bank Balances

6.584

4.649

18.178

 

Other Current Assets

0.000

0.000

0.000

 

Loans & Advances

6.533

17.446

15.234

Total Current Assets

64.608

105.786

112.213

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Current Liabilities

17.207

22.891

28.754

 

Provisions

1.901

1.698

 

Total Current Liabilities

19.108

24.589

28.754

Net Current Assets

45.500

81.197

83.459

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

0.000

 

 

 

 

TOTAL

104.154

143.698

149.470

 

PROFIT & LOSS ACCOUNT

 

PARTICULARS

 

31.03.2005

31.03.2004

31.03.2003

Sales Turnover [including other income]

90.408

111.565

488.249

 

 

 

 

Profit/(Loss) Before Tax

[37.159]

[21.157]

10.022

Provision for Taxation

--

--

0.710

Profit/(Loss) After Tax

[37.159]

[21.157]

9.312

 

 

 

 

Export Value

17.225

30.900

33.522

 

 

 

 

Import Value

12.654

20.522

112.450

 

 

 

 

Total Expenditure

119.576

137.868

531.271

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2005

31.03.2004

31.03.2003

PAT / Total Income

(%)

[41.10]

[18.96]

1.91

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

[41.10]

[18.96]

2.05

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

[30.15]

[12.57]

5.62

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

[1.09]

[0.55]

0.17

 

 

 

 

 

Debt Equity Ratio

(Total Liability/Networth)

 

2.61

3.39

2.00

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

3.38

4.30

3.90

 

 

LOCAL AGENCY FURTHER INFORMATION

 

Fixed Assets

 

˜                  Goodwill

˜                  Plant & machinery

˜                  Furniture

˜                  Fixtures & equipments

˜                  Vehicles

 

 

History

 

The company was incorporated on 10th May 1996 at Mumbai in Maharashtra as a private limited liability company having Company Registration Number 99448.

 

It was converted into a deemed public limited liability company with effect from 3rd April 1998.

 

The company took over paint division of Dr. Beck & Company Limited, Pune.  The company commenced manufacturing of automotive paints from January 1998.

 

The paint division was taken in consideration of Rs. 144 millions from Dr. Beck & Company Limited.

 

In terms of the Agreement dated 4th December, 1997, the company had taken over the Automotive Coatings business of Dr. Beck + Company (India) Limited (BEIN) as a going concern w.e.f. 1st January, 1998.  Pending completion of the transfer, BEIN carried on the Automotive Coatings business for and on behalf of the company for the period 1st January, 1998 to 24th March, 1998. The company took over the Automotive Coatings business on 25th March, 1998.

 

Subject has collaboration with BASF AG, Germany.

 

Activities

 

The Printing Ink business of the company recorded sales of TRs 90408 and incurred loss of TRs 37159 during the year under report. The operating margins were affected on account of increase in the prices of petroleum based solvents and oils added with steep increase in the prices of imported resins, rutile which account for major portion of raw materials used in Packaging and Printing Media products. High finished goods costs and other costs, low volume of business and lower capacity utilization accounted for the loss during the year ended 31.3.2005. the demand for high end products remained static during their under report. Export sales during the year amounted to TRs 13791.

 

The company achieved break through in Publication Houses and secured orders form Hindustan Times for Coldset Inks during the year under report. Prospects for the current year in encouraging.

 

The company initiated measures for introduction of high tech research based proprietary pesticide products in the future.

 

Change in the Management

 

On and with effect from February 9, 2005 being the date of execution of the Share sale and Transfer agreement between BASF AG, BASF Handels and Export GmbH, Aster Zweite Betelligungss Gmbh and 9399999 equity shares of Rs. 10/- each held by BASF AG and 1 equity shares of 10/- each held by BASF Handels and Export GmbH have been sold and transferred in favour of Aster Zweite Betelligungss GmbH, Germany and ANI international B. V., Netherlands respectively. The Boards has been reconstituted from the same dated.   

 

Name of the company

BASF INDUSTRIES LIMITED

Presented By

The Hongkong & Shanghai Banking Corporation Limited, 52 / 60, M. G. Road, Mumbai – 400001

1) Date and description of instrument creating the change

Joint deed of hypothecation of stock and book debts dated 02.07.1999 between BASF Industries Limited and The Hongkong & Shanghai Banking Corporation Limited, 52 / 60, M. G. Road, Mumbai – 400001 and Citi Bank, Societe General and Deutsche Bank

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

Rs. 114.500 millions

 

Hongkong Bank

29.500

Citi Bank

55.000

Societe General

5.000

Seutsche Bank

25.000

Total

114.500

 

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 whole of the Borrower present and future stocks of raw materials, finished goods, stock in process, stores and spares which now belong to or may hereafter from time to time during the continuance of this security belong to borrower and which are or shall or may be brought the borrowers factory, godown and other premises or wherever else the same may be situated stored or lying or being including any such raw materials articles and good, stores spares and components or other similar movable property in course of transit or delivery to the Borrower and all of the borrower present and future book dents, outstanding money, receivables, claims, bills contracts, rights assets etc to or immovable properties and movable assets and which are now due owing or payable or belonging to the borrower or which may at any time hereafter during the continuance of this security become due owing payable or belonging to the borrower in the course of its business and all of which are hereinafter for brevity sake referred to as the said debts and assets.   

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

In consideration of overdrafts / working capital demand loan and or any other banking facilities sanctioned to sanctioned by the bank by way of first charge as a continuing security the to secure to the repayment of the advances together with interest cost and all other chares. Interest shall be payable by the company at the rate of Hongkong Bank prime lending rate currently 15.50 % p a and 14.50 % p. a. to Citi Bank 15.50 % p a to Deutsche Bank and 16.00 % p.a. to Societe Generale subject however that the Bank shall have the right to change the rate of interest after giving notice to the company. The company shall maintain such margin of security as may be specified by the bank from time to time. In case the company fails to fulfil its obligations under the agreement the bank shall be entitled to take possession of the hypothecated properties and sell them by public auction or private contract and utilise the proceeds in full or part settlement of its claims.    

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

˜                  The Hongkong & Shanghai Banking Corporation Limited,52 / 60, M. G. Road, Mumbai – 400001

˜                  Citi Bank

˜                  Societe General

˜                  Deutsche Bank

6) Date  and brief description of instrument modifying the charge

NA

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.

NA

 

 


CMT REPORT [Corruption, Money laundering & Terrorism]

 

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

 

1]         INFORMATION ON DESIGNATED PARTY

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

 

2]         Court Declaration :

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

 

3]         Asset Declaration :

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

 

4]         Record on Financial Crime :

            Charges or conviction registered against subject:                                                  None

 

5]         Records on Violation of Anti-Corruption Laws :

            Charges or investigation registered against subject:                                                          None

 

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

            Charges or investigation registered against subject:                                                          None

 

7]         Criminal Records

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

 

8]         Affiliation with Government :

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

 

9]         Compensation Package :

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

 

10]        Press Report :

            No press reports / filings exists on the subject.

 

 

CORPORATE GOVERNANCE

 

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

 

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

 

 

CONTRAVENTION

 

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

 

 

FOREIGN EXCHANGE RATES

 

Currency

Unit

Indian Rupees

US Dollar

1

Rs.44.17

UK Pound

1

Rs.86.66

Euro

1

Rs.57.25

 

 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

6

PAID-UP CAPITAL

1~10

5

OPERATING SCALE

1~10

4

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

4

--PROFITABILIRY

1~10

-

--LIQUIDITY

1~10

6

--LEVERAGE

1~10

6

--RESERVES

1~10

6

--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

NO

--AFFILIATION

YES/NO

YES

--LISTED

YES/NO

NO

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

42

 

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