MIRA INFORM REPORT

 

 

Report Date :

15.06.2007

 

IDENTIFICATION DETAILS

 

Name :

RSB TRANSMISSIONS [INDIA] LIMITED

 

 

Registered Office :

Gat No. 908, Sanaswadi, Taluka Shirur, Pune Nagar Road, Pune – 412208, Maharashtra.

 

 

Country :

India

 

 

Financials (as on) :

31.03.2006

 

 

Date of Incorporation :

24.01.1989

 

 

Com. Reg. No.:

25-14807

 

 

CIN No.:

[Company Identification No.]

L34102PN1989PLC014807 / U00374JH1989PLC003264

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

RCHR00276D

 

 

PAN No.:

[Permanent Account No.]

AABCR3925R

 

 

Legal Form :

Closely Held Public Limited Liability Company

 

 

Line of Business :

Manufacturers of Propeller Shafts, Gears & Shafts and Live Axles.

 

 

 

 

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 1500000

 

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is a well established company having fine track.  Directors are reported as experienced, respectable and resourceful industrialists.  Their trade relations are fair.  Financial position is good.  Payments are correct and as per commitments.

 

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

 

 

LOCATIONS

 

Registered Office/Factory :

Gat No. 908/913 [P], Sanaswadi, Taluka Shirur, Pune Nagar Road, Pune – 412208, Maharashtra, India

Tel. No.:

91-20-2669200

91-2137-566067 / 566066

Fax No.:

91-2137-566066 / 566995

91-20-2669200

E-Mail :

ialgroup@ialgroup.com

rsbtp@vsnl.com

Website :

http://www.ialgroup.com

Area :

463160 sq. ft.

Location :

Owned

 

 

Factory 2 :

NS 25, Phase VI, Industrial Area, Gamharia District, Saraikella Kharswan, Jamshedpur – 832108, Jharkhand

Tel. No.:

91-657-2200441 / 22200663

Fax No.:

91-657-2200751

 

 

Branches :

2nd floor, Nyati Millennium, Viman Nagar, Pune : 411014, Maharashtra, India

Tel. No.:

91-20-56024844/45

Fax No.:

91-20-26630411

E-Mail :

rajkumar.mishra@ialgroup.com

 

 

 

DIRECTORS

 

Name :

Mr. Rabindra Kumar Behera

Designation :

Chairman

Address :

Bunglow No. 132, Clover Hills, NIBM Road, Kondhwa, Pune – 411048, Maharashtra, India

Date of Birth/Age :

55 years

Qualification :

B. E. [Mechanical]

Experience :

28 years

Date of Appointment :

06.12.2004

 

 

Name :

Mr. Suvendra Kumar Behera

Designation :

Managing Director

Address :

C – 39, Cross Road No. 15, Circuit House Area, Jamshedpur – 832108, Jharkhand

Date of Birth/Age :

49 years

Qualification :

B. Com

Date of Appointment :

25.06.2004

Experience :

26 years

 

 

Name :

Mr. Sailendra Kumar Behera

Designation :

Director

Address :

Bunglow No. 48, Clover Hills, Nimb Road, Kondwa, Pune – 411052, Maharashtra, India

Date of Birth/Age :

43 years

Qualification :

B. E. [Mechanical]

Date of Appointment :

01.04.2004

Experience :

17 years

 

 

Name :

Mr. Dwijadas Sanyal

Designation :

Director

Address :

Flat No. 4, Marigold Building, 26 Anand Park, Lane No. 5, Aundh, Pune – 411007, Maharashtra, India

Date of Birth/Age :

67 years

Date of Appointment :

15.04.2003

Experience :

38 years

Qualification :

B. E. [Mechanical]

 

 

Name :

Mr. Mannakkal V. Subaraman

Designation :

Director

Address :

2-A, Ramaniyam Sampoorna, 167, Kalki, Krishnamurty Salai, Tiruvanmiyur, Chennai – 600041, Tamilnadu, India

Date of Birth/Age :

61 years

Date of Appointment :

22.03.2004

Qualification :

M. Com

 

 

Name :

Mr. Kartik C. Majumdar

Designation :

Director

Address :

59/2B, Pratap Aditya Road, Flat B – 31, Alka Apartment, Kolkata – 700026, West Bengal

Date of Birth/Age :

78 years

Date of Appointment :

16.08.1995

Experience :

35 years

Qualification :

B. E. [Mechanical]

 

 

Name :

Mr. Ashok Satpathy

Designation :

Director

Address :

Opposite Ashiana Trade Centre, Adityapur, Jamshedpur – 831103, Jharkhand

Date of Birth/Age :

13.11.1937

Date of Appointment :

29.09.2004

 

 

Name :

Mr. Rasomay Chakraborty

Designation :

Director

Address :

F. No. 5, 2nd Floor, Wing A1, Building II, Near Ajanta Avenue, Paud Road, Kothurd, Pune – 411029, Maharashtra, India

Date of Birth/Age :

62 years

Date of Appointment :

06.12.2004

Experience :

39 years

Qualification :

B. E. [Mechanical] and CWA

 

 

KEY EXECUTIVES

 

Name :

Mr. Santanu Dash

Designation :

Secretary

Address :

102, Ridhi Tower, Viman Nagar, Pune – 411014, Maharashtra, India

Date of Birth/Age :

16.05.1969

Date of Appointment :

01.06.2004

 

 

Name :

Mr. Bijay K. Lenka

Designation :

Secretary

Address :

Flat No. C – 604, Nivedita Terrace, Wanawadi, Pune – 411040, Maharashtra, India

Date of Birth/Age :

27.05.1967

Date of Appointment :

01.06.2005

 

 

MAJOR SHAREHOLDERS

 

Names of Shareholders

No. of Shares

Percentage of Holding

Mr. R. K. Behera

508052

7.13

Mr. S. K. Behera

429382

6.03

Mr. Sailendra Kumar Behera

311947

4.38

Mr. Papia Behera

20587

0.29

Ms. Urmila Behera

838063

11.76

Ms. Nalini Behera

22320

0.31

Ms. Padmavati Devi

21995

0.31

Mr. Gyanendra Kumar Behera

19936

0.28

Mr. Narendra Kumar Behera

20153

0.28

Mr. Brahmbar Behera

20153

0.28

Ms. Soumendra Kumar Behera

15602

0.22

Jal Ventures Private Limited

810334

11.38

Ms. Sangita Behera

820076

11.51

Mr. Nishant Behera

3467

0.05

Mr. Rajnikant Behera

3467

0.05

Ms. Nirmala Behera

8668

0.12

Mr. Ratikant Behera

3467

0.05

Mr. Rituraj Behera

3467

0.05

Mr. Sarthak Behera

8668

0.12

Ial Investments Private Limited

114519

1.61

Ial Technologies Limited

2369123

33.26

Industrial Development Bank of India

750000

10.53

TOTAL

7123446

100.00

 

 

BUSINESS DETAILS

 

Line of Business :

Manufacturers of Propeller Shafts, Gears, Assembly Stur Axle with Bush, Front Axle Beam, Assembly Front Axle, Cylinder Head, Carrier Rocker Arm & Shafts and Live Axles.

 

 

Products :

ˇ         Propeller Shafts  

ˇ         Gears & Shafts

ˇ         Machined Castings & Forgings

ˇ         Live Axles

 

Item Code No.

Product Description

870840.00

Value Additions to Auto Components

 

 

Imports from :

U.S.A., Germany, Singapore, Japan and Taiwan [Machines]

 

 

Terms :

 

Selling :

Credit [45 days]

 

 

Purchasing :

Credit [45 days]

 

GENERAL INFORMATION

 

Customers :

OEM’s

 

TATA Motors

Cummins

John Deere

Mahindra

Fiat

Concentric

 

 

No. of Employees :

613

 

 

Bankers :

Industrial Development Bank of India

State Bank of India

State Bank of Travancore

 

 

Facilities :

 

As on 31.03.2005

[Rupees in Millions]

SECURED LOANS :

 

Industrial Development Bank of India – Term Loan

219.600

State Bank of India – Term Loan

100.000

State Bank of Travancore – Term Loan

83.500

Cash Credit with SBI and BOI – Working Capital

120.000

 

 

 

Banking Relations :

Good

 

 

Auditors :

Sharp & Tannan Associates

Chartered Accountants,

802, Lloys Chambers, Dr. Ambedkar Road, Opposite Ambedkar Bhavan, Pune – 411011, Maharashtra, India

E-Mail :

sknjsr@rediffmail.com

 

 

Associates :

IAL Ventures Private Limited

IAL Investment Private Limited

IAL Technologies Limited

3rd Floor, Gama 1, Gega Space IT – Park, Viman Nagar, Pune – 411014, Maharashtra, India

Tel. No. : 91-20-56454300

Fax No. : 91-20-66454444

 

IAL Construction & Agri Equipment Private Limited

Plot No. 184, Belur Industrial Area, Dharwad – 588011

Tel. No. : 91-836-2486037

Fax No. : 91-836-2486037

 

I – Design

Pune Trade Centre, 237/1 Kandhave Nagar, Nagar Road, Near Sai Satyam Park, Wagoli, Pune – 14

 

International Auto Limited

Nyati Millennium, 2nd Floor, Viman Nagar, Pune – 411 014, India

Tel. No. : 91-20-56024844 / 45

Fax No. : 91-20-26630411

 

 

CAPITAL STRUCTURE

 

Authorised Capital :

No. of Shares

Type

Value

Amount

17000000

Equity Shares

Rs. 10/- each

Rs. 170.000 millions

3000000

Preference Shares

Rs. 10/- each

Rs. 30.000 millions

 

TOTAL

 

Rs. 200.000 millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

13067400

Equity Shares

Rs. 10/- each

Rs. 130.674 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

130.674

71.234

56.734

2] Reserves & Surplus

275.386

100.257

76.686

NETWORTH

406.060

171.491

133.420

LOAN FUNDS

 

 

 

1] Secured Loans

449.216

462.248

298.722

2] Unsecured Loans

50.996

41.050

47.889

TOTAL BORROWING

500.212

503.298

346.611

DEFERRED TAX LIABILITIES

53.064

40.436

22.361

 

 

 

 

TOTAL

959.336

715.225

502.392

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

665.202

535.324

364.634

Capital work-in-progress

37.511

39.760

23.971

 

 

 

 

INVESTMENT

9.493

1.082

0.106

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

185.899

161.102

142.296

 

Sundry Debtors

199.312

78.302

72.288

 

Cash & Bank Balances

55.964

6.721

8.506

 

Loans & Advances

217.073

70.416

25.962

Total Current Assets

658.248

316.541

249.052

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Current Liabilities & Provisions

418.794

187.861

159.806

Total Current Liabilities

418.794

187.861

159.806

Net Current Assets

239.454

128.680

89.246

 

 

 

 

MISCELLANEOUS EXPENSES

7.676

10.379

24.435

 

 

 

 

TOTAL

959.336

715.225

502.392

 


PROFIT & LOSS ACCOUNT

 

PARTICULARS

 

31.03.2006

31.03.2005

31.03.2004

Sales Turnover [including other income]

1588.540

1208.006

816.916

 

 

 

 

Profit/(Loss) Before Tax

60.657

58.545

38.283

Provision for Taxation

20.120

22.675

16.496

Profit/(Loss) After Tax

40.537

35.870

21.787

 

 

 

 

Export Value

N.A.

9.578

3.279

 

 

 

 

Import Value

N.A.

62.609

5.441

 

 

 

 

Total Expenditure

1527.883

1149.460

778.633

 

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2006

31.03.2005

31.03.2004

PAT / Total Income

(%)

2.55

2.96

2.66

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

3.81

4.84

4.68

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

4.58

6.87

6.23

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.14

0.34

0.28

 

 

 

 

 

Debt Equity Ratio

(Total Liability/Networth)

 

2.26

4.03

3.79

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

1.57

1.68

1.55

 

 

LOCAL AGENCY FURTHER INFORMATION

 

INDUSTRY OUTLOOK & BUSINESS OVERVIEW

 

During the year under report, the Indian manufacturing sector grew at a rate of 8.8% while the automobile sector grew at a higher rate of 17%.  The automobile sector has continued to grow for the third consecutive year.  Competitive finance costs, replacement demand, increased freight demand have contributed to higher demand for commercial vehicles.  Mining activities in the Eastern region, road development programme and better operating efficiencies have contributed to the growth of demand for HCVs.  The passenger vehicles segment comprising cars, buses and three wheelers [other than two wheelers] have registered a growth rate of 23% during the year under report.  These have also benefited the auto component industry by way of higher off take of various auto components.  Many multinational auto industry players are likely to source auto components from India.

 

The company is capitalizing on the available opportunities and has registered sales growth of 48% during financial year 2004-05 as compared to the previous year.  The growth of the company implies that their valued customers namely, TATA Motors, Tata Cummins, L & T John Deere, Concentric, Dynamatics, Lombardini, International Engines and Klein have continued faith in their quality and capabilities, cost competitiveness and commitment.  The company continues to put efforts for broad basing the customer base.

 

The directors are confident that the company would continue to improve its performance in the coming years by various strategies such as cost reduction, tapping new customers in the domestic and export market, as well as balancing the share of turnover between CV and PV segment besides augmenting exports.

 

ONGOING PROJECTS

 

In order to achieve backward integration, the company has taken up two projects for implementation during the current financial year 2005-06.  On completion of these two projects, the company would have in-house facilities for making forgings and cross and bearing cup.  Such backward integration will facilitate cost reduction as well as control on quality besides giving the company leeway in maintaining its delivery schedules.  Simultaneously, for catering to the increased demand from their existing domestic as well as export customers.  The company has also taken up CAPEX programme which will enhance the installed capacity of propeller shaft, carrier rocker arm and cub-axle.  These project are expected to be completed during the current financial year 2005-2006.

 

FUTURE PLANS

 

There are immense growth opportunities for well-managed auto-ancillary units.  In order to capitalize on various opportunities which the local and global markets offer, the company has to scale up the level of operations to much higher level gradually.  Keeping this in view, the company would be coming out with a public issue soon. Prior to that, the company proposes to merge the group companies International Auto Limited and it’s subsidiary IAL-CL with RSBTIL.  I-Design would also be made as a subsidiary of the merged entity.  Steps have been already initiated for the merger process and after completion of the various statutory formalities for the merger, then the new company would approach the capital market.  This approach has been decided after detailed deliberations by weighing various pros and cons and keeping in view the requirement of attaining rapid growth by organic as well inorganic means.

 

It is in trade terms with :

 

ˇ         Archana Enterprise

ˇ         Cordoba Engineering Private Limited

ˇ         Highco Engineering Private Limited

ˇ         Pritam Automech Private Limited

ˇ         Jamshedpur Sheetmetal Private Limited

ˇ         Kross Manufacturing India Private Limited

ˇ         Magadh Engineering Works

ˇ         Nutech Auto Limited

ˇ         Alcalab Private Limited

ˇ         Tuff Seals Private Limited

ˇ         Yogi Machining & Forgings Private Limited

ˇ         Solar Automotive Engineering Company

ˇ         Yogi Engineering Private Limited

ˇ         Omga Automotive

ˇ         Paul & Company

ˇ         Thermotouch Enterprises

ˇ         Navnath Engineering Works

ˇ         Laxmi Shanker Enterprises

ˇ         Jade Industries

ˇ         Vatal Enterprises

 

Fixed Assets

 

ˇ         Land & Land Development

ˇ         Factory Building

ˇ         Plant & Machinery

ˇ         Tools & Dies

ˇ         Electrical Installations

ˇ         Furniture & Fixtures

ˇ         Office Equipments

ˇ         Motor Vehicle & Van

ˇ         Computer & Electronics

ˇ         Material Handling Equipments

ˇ         Diesel Generator

ˇ         Air Conditioner

ˇ         Laboratory Equipment

 

FORM 8

 

Name of the company

RSB TRANSMISSIONS [INDIA] LIMITED

Presented By

MR. R. K. BEHERA, Chairman

1) Date and description of instrument creating the change

1. Agreement of hypothecation of goods and assets dated 04.11.2004

2. Agreement of loan for overall limit dated 04.11.2004

3. Stamped Acceptance Letter dated 04.11.2004

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

Fund Based Limits [FBL] :

 

DCC/EPC : Rs. 120 millions

Term Loan [New] : Rs. 100 millions

TOTAL FBL [A] : Rs. 220 millions

 

Non – Fund Based Limits [NFBL] :

Letter of Credit : Rs. 20 millions

Bank Guarantee : Rs. 12.500 millions

TOTAL NFBL [B] : Rs. 32.500 millions

 

One time LC – Rs. 60 millions [Linked with Term Loan [New]]

 

Total overall fund based & non-fund based limit [A+B] is Rs. 252.500 millions only.

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

Particulars of property charged for :

Demand Cash Credit [DCC] Limit Rs. 120 millions

 

Hypothecation of stock and book debts collateral :

1. 2nd charge on the entire fixed assets [existing & future] of the company [Estimated WDV as on 31.03.2005 Rs. 576 millions. Less : Outstandings TL’s + proposed TL’s first charge for Rs. 403.100 millions. Residual value Rs. 172.900 millions

 

2. Equitable mortgage of plot A – 092, S. No. 235/A, Lohegaon owned by Mr. R. K. Behera, plot no. 50, S. No. 304 & 305, Wagholi owned by Mr. R. K. Behera and plot no. 64, S. No. 304 & 305, Wagholi, owned by Mr. S. K. Behera

 

A] Personal Guarantee of :

1. Shri S. K. Behera

2. Shri R. K. Behera

3. Smt. Nalini Behera

4. Shri. Sailendra Behera

 

B] Corporate Guarantee of :

1. IAL Ventures Private Limited

2. International Auto Limited

 

Letter of Credit – Limit Rs. 20 millions

 

Hypothecation of stock and book debts.

Collateral :

1. 2nd charge on the entire fixed assets [existing & future of the company. [Exstimated WDV as on 31.03.2005 Rs. 576 millions Less : Outstanding TL’s + proposed TL’s first charge for Rs. 403.100 millions. Residual value Rs. 172.900 millions

 

2. Equitable mortgage of plot A – 092, S. No. 235/A, Lohegaon owned by Mr. R. K. Behera, plot no. 50, S. No. 304 & 305, Wagholi owned by Mr. R. K. Behera and plot no. 64, s. no. 304 & 305, Wagholi, owned by Mr. S. K. Behera

 

A] Personal Guarantee of :

1. Shri S. K. Behera

2. Shri R. K. Behera

3. Smt. Nalini Behera

4. Shri Sailendra Behera

 

B] Corporate Guarantee of :

1. IAL Ventures Private Limited

2. International Auto Limited

 

Bank Guarantee – Limit Rs. 12.500 millions

Security :

Primary :

Hypothecation of Stock and Book Debts

Collateral :

1. 2nd charge on the entire fixed assets [existing & future] of the company [Estimated WDV as on 31.03.2005 Rs. 576 millions Less : Outstanding TL’s + proposed TL’s first charge for Rs. 403.100 millions.  Residual value Rs. 172.900 millions]

 

2. Equitable mortgage of plot A – 092, S. No. 235/A, Lohegaon owned by Mr. R. K. Behera, Plot no. 50, S. No. 304 & 305, Wagholi owned by Mr. R. K. Behera and Plot No. 64, S. No. 304 & 305, Wagholi owned by Mr. S. K. Behera

 

A] Personal Guarantee of :

1. Shri S. K. Behera

2. Shri R. K. Behera

3. Smt. Nalini Behera

4. Shri Sailendra Behera

 

B] Corporate Guarantee of :

1. IAL Ventures Private Limited

2. International Auto Limited

 

Term Loan – Limit Rs. 100 millions

Security Primary.

Hypothecation of assets acquired / to be acquired out of Bank finance.

Collateral :

1. Pari-passu charge on the existing fixed assets at Jamshedpur with IDBI & SBT. Part of the expansion project will be carried out in the Jamshedpur plant which has been offered as collateral security to IDBI for the TL availed from them.  Since SBI have insisted for exclusive charge on the assets to be financed by SBI & SBT, the land on which proposed structure is being constructed will be sub-divided and SBI, SBT will have exclusive first charge on the same.

 

2. Equitable mortgage of plot A- 092, S. No. 235/A, Lohegaon owned by Mr. R. K. Behera, plot no. 50, S. No. 50, S. No. 304 & 305, Wagholi owned by Mr. R. K. and plot no. 64, S. No. 304 7 305, Wagholi owned by Mr. S. K. Behera

 

A] Personal Guarantee of :

1. Shri S. K. Behera

2. Shri R. K. Behera

3. Smt. Nalini Behera

4. Shri Sailendra Behera

 

B] Corporate Guarantee of :

1. IAL Ventures Private Limited

2. International Auto Limit

 

One time LC – Rs. 60 millions [Linked with Term Loan [New]] for import of capital goods and to be paid out of them loan and margin]

Security :

Primary :

Hypothecation of Stock and Book Debts

Collateral :

 

1. 2nd charge on the entire fixed assets [existing & future] of the company. [Exstimated WDV as on 31.03.2005 Rs. 576 millions. Less : Outstanding TL’s + proposed TL’s first charge for Rs. 403.100 millions. Residual value Rs. 172.900 millions

 

2. Equitable mortgage of plot A – 092, S. No. 235/A, Lohegaon owned by Mr. R. K. Behera, plot no. 50, S. No. 304 & 305, Wagholi owned by Mr. R. K. Behera and plot no. 64, S. No. 304 & 305, Wagholi owned by Mr. S. K. Behera

 

A] Personal Guarantee of :

1. Shri S. K. Behera

2. Shri R. K. Behera

3. Smt. Nalini Behera

4. Shri Sailendra Behera

 

B] Corporate Guarantee of :

1. IAL Ventures Private Limited

2. International Auto Limited

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

1. Rate of Interest : 0.75% above SBAR, present

    effective rate 11% p.a. with monthly rest, for

    Demand Cash Credit [DCC], Term Loan [TL]

2. Rate of Commission will be the Standard Rate of

    Bank for Letter of Credit and Bank Guarantee

    Limit

3. Period of Advance for Demand Cash Credit,

    Letter of Credit [LC] for Rs. 20 millions limit and

    Bank Guarantee : 12 months, another limit of Rs.

    60 millions LC against TL will one Time

4. Repayment schedule of Term Loan will start from

    October, 2005 and to be repaid in 60 instalments

    of Rs. 1.667 millions each

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

State Bank of India

Industrial Finance Branch, Tara Chambers, Wakdewadi, Pune – Mumbai Road, Pune – 411003, Maharashtra

6) Date  and brief description of instrument modifying the charge

Not Applicable

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.

Not Applicable

 

Name of the company

RSB TRANSMISSIONS [INDIA] LIMITED

Presented By

Mr. Anand Budhia

1) Date and description of instrument creating the change

Agreement of Hypothecation dt. 29.10.2001

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

Working Capital Loan from Bank of India of Rs. 67.500 millions [both fund based & non fund based]

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

All tangible movable assets present & there including all stock of raw materials, semi finished goods, finished goods such as gears, shafts, gear box, components including book debts outstanding money receivables where so ever situated at Pune & Jamshedpur

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

Rate of Interest : BOIPLR + 4% Min 16% p.a.

Repayable : On Demand

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

Bank of India, Pune [Main] Branch, 8 A, Dr. Coyaji Road, Pune – 411001

6) Date  and brief description of instrument modifying the charge

Declaration & Undertaking Dt. 12.02.2002 for IInd charge to Bank of India for Rs. 67.500 millions on Immovable assets of the company together with all building and structures thereon and all plant & machinery of the Jamshedpur unit of the company

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.

By this present modification, additional second charge of Rs. 67.500 millions extended to Bank of India as additional security by document Dt. 12.02.2002 on immovable properties together with all building and plant and machinery at Jamshedpur already pledged with BICICO & IDBI.

 

Name of the company

RSB TRANSMISSIONS [INDIA] LIMITED

Presented By

Mr. R. K. Behera, Chairman

1) Date and description of instrument creating the change

1. Term Loan Agreement for High Value Advances dated 16.11.2004

2. Deed of Hypothecation for Term Loan dated 16.11.2004

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

Fresh Term Loan : Rs. 83.500 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

Security :

Primary :

Hypothecation of assets acquired / to be acquired out of Bank Finance – Pari – passu charge with SBI over all assets including the land and building which are part of the expansion project.

Collateral :

1. Pari-passu charge on the existing fixed assets at Jamshedpur with IDBI & SBI [WDV as on 31.03.2004 Rs. 116.700 millions] and against which no Term Loan availed.  Part of the expansion projects will be carried out in the Jamshedpur plant which has been offered as collateral securities to IDBI for the Term Loan availed from them

 

2. Equitable mortgage of plot A – 092, S. No. 235/A, Lohegaon owned by Mr. R. K. Behera, plot no. 50, S. No. 304 & 305, Wagholi owned by Mr. R. K. Behera and plot no. 64, s. No. 304 & 305, Wagholi owned by Mr. S. K. Behera

 

Guarantee :

Personal Guarantee of :

1. Shri S. K. Behera

2. Shri R. K. Behera

3. Smt. Nalini Behera

4. Shri Sailendra Behera [Joint Means Rs. 32.800 millions]

 

Corporate Guarantee of :

1. IAL Ventures Private Limited [TNW Rs. 18.500 millions]

2. International Auto Limited [TNW Rs. 108.800 millions]

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

1. Rate of Interest : At SBTPLR, present effective rate 11% p.a. with monthly rest.

2. Repayment schedule of Term Loan will start from October, 2005 and to be repaid in 60 installments of Rs. 13.920 millions each. [Repayment period to coincide with repayment fixed by SBI’s Term Loan]

3. The term and conditions for the Term Loan to be the same as that of the Term Loan sanctioned by SBI.

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

State Bank of Travancore

[Associate of the State Bank of India]

1248A, Asmani Plaza, F. C. Road, Deccan Gymkhana, Pune, Maharashtra – 411001

6) Date  and brief description of instrument modifying the charge

Not Applicable

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.

Not Applicable

 

WEBSITE DETAILS

 

ABOUT US

 

More than just products..

RSB has been providing complete solutions to its demanding OE customers for past several years. With a product rang of fully finished Gears & Shafts for Transmission and Engine requirements, Propeller Shafts, Live Axles for Commercial Vehicles and Off-highway machineries. RSB is in possession of…

 

Far reaching capabilities..

That translates into manufacturing from customers’ specs, drawing or samples, Employing modern shop floor practices and cutting edge CAD/CAM technologies. RSB has a focus…

 

And a vision..

Of recognition as a cost effective and value added provider of unique solution in the field of OE automotive aggregates and Systems. RSB believes in the concept..

 

Of world-class quality..

That must result in solutions that represent outstanding merit and ensure unsurpassed customers delight.

 

Brief History

Started as a private limited company in 1989 at Jamshedpur.

Presently it is closely held public limited company

Original name was Neelachal Auto, which was changed to the present name in 2000.

Initially, the company was set up with a capacity to manufacture propeller shaft components for OEMs and later high precision machined components viz. automotive gears, machining of steel casting & Forgings were added

Subsequently, a state of art plant at Pune was set up in the year 1996 to make fully finished gears.

Cost of Pune project was Rs. 35 crores.

 

PRODUCT

 

Propeller Shafts            

 

RSB’s Propeller Shaft manufacturing program covers more than 65 unique part designations. From its plant at Jamshedpur, RSB is helping automakers at different parts of the country for their regular production as well as aftermarket requirements. The installed capacity exceeds 20,000 Propeller Shafts per month. They have the capability to indigenously design, develop, manufacture and supply propeller shafts as per the requirements of the customers.              

                         

Gears & Shafts  

RSB makes an extensive range of fully finished gears and shafts from two plants in India. Complete facilities for Gear Cutting, Heat Treatment, Finishing and Final testing have been installed to produce a range of Gears to DIN Class 8/9 with the following technical capability.        

-           Gears: 30 to 40 Dia, upto Module 8

-           Shafts: Up to 600 mm Long

-           Sleeves Plain: Up to 250 mm Dia.

-           Sleeves Broached: Up to 120 mm Dia

-           Gears with Straight Spur, Helical Spur

-           Shafts with Straight Spline, Involute Spline

-           Internal & External Gears

-           Taper Shaped & Taper Hobbed Gears

-           Custom Profiles

-           Tooth Chamfering

-           Tooth Rounding

-           Roof-top Chamfering

             

Machined Castings & Forgings             

Equipped with CNC machining centers (Both horizontal & vertical), RSB has the capability to meet the precision machining requirements of complicated castings and forgings. Some of the items currently produced are Cylinder heads, Clutch Plates, Gear Box case and Cover, Oil Cooler Cover, Exhaust Manifold etc., to name a few.              

                         

Live Axles         

Capability to design, develop, produce, test and supply complete live axle systems for commercial vehicles, off- highway machineries exists with RSB. With our precision machining and gear making capabilities, majority of components and aggregates required for these axles like Differential Assembly, Axle Shafts and Fabricated beams are made in-house.   

 

FACILITIES

 

Manufacturing Facilities           

Both the plants of RSB are equipped with state of art Gear making machines like Broaching, CNC Turning, Hobbing, Shaving, Shaping, Tooth rounding, Chamfering, Internal Grinding. Heat treatment facilities are available with sealed quench furnaces, tempering furnaces and shot blasting equipments.

CNC machining centers with capability to machine critical castings and forgings with high precision requirements are present in both the plants.

Their Jamshedpur plant has the facilities to meet the complete component and assembly requirements of propeller shafts with installed capacity of 20000 propeller shafts per month.                                                                              

                                                                                                                                                            

Quality Infrastructure                                                                                                                           

High precision requirements for gears and shafts call for testing and measuring equipments and gauges for early detection of defects in manufacturing processes. This has led us to acquire Hoffler gear testing machines and the plant is equipped with host of measuring gauges and equipments to monitor stage wise performance through SPC. In addition, both the plants have metallurgical laboratories to test case depth of hardness as well as the grain structure during heat treatment.             

                                                                                                                                                            

Design & Development                                                                                                                        

An integrated Design & Development Centre in Pune is fast turning out new ideas into reality. This facility offers a range of engineering design services to automotive companies for their requirement in the field of systems it retains a focused group that specializes in cutting edge technology in the area of CAD/CAM/CAE and relies on the vast engineering capability of the RSB Group for rapid modeling and prototyping. World-class tools are employed to design, engineer and simulates solutions.

From RSB’s technology centre new Propeller Shaft designs are emerging that are lighter and more cost effective, while maintaining same levels of torque transfer. Innovative solutions are ensuring enhanced component life. Redesigned Roller Bearings, fully enclosed Seals, Serration Joints and Rilsan® treatment are a few highlights of the new RSB design philosophy.                              

                                                                                                                                                            

Logistics                 

Due to the high precision requirements of RSB products, the demands on Logistics run high. An extensive and finely tuned Supply Chain system takes over once the products are ready for dispatch. RSB has exclusive partnership with logistics providers to ensure steady and predictable delivery patterns to customers including JIT requirements.                       

 

QUALITY MANAGEMENT SYSTEM

 

All RSB plants are QS:9000 certified since 1997 and received the TS16949 certification in 2004. RSB is committed to satisfy customer’s expectations by consistent supply of quality products at competitive price. To achieve this TQM initiatives are underway that aim to bring together technological, human and material resources available at RSB to ensure continuous improvement.        

                                                                                                                                                            

 They Use            

 

1.  F. M. E. A.: To eliminate defect at process design stage.

2.  STATISTICAL PROCESS CONTROL (SPC): To reduce the process variation.

3.  JUST IN TIME: To minimize manufacturing lead time.

4.  TOTAL PRODUCTIVE MAINTENANCE (T.P.M): to improve predictability and availability

                    


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.40.97

UK Pound

1

Rs.80.73

Euro

1

Rs.54.56

 

 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

6

PAID-UP CAPITAL

1~10

6

OPERATING SCALE

1~10

6

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

6

--PROFITABILIRY

1~10

6

--LIQUIDITY

1~10

6

--LEVERAGE

1~10

6

--RESERVES

1~10

6

--CREDIT LINES

1~10

6

--MARGINS

-5~5

-

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

YES

--LITIGATION

YES/NO

NO

--OTHER ADVERSE INFORMATION

YES/NO

NO

MERIT POINTS

 

 

--SOLE DISTRIBUTORSHIP

YES/NO

NO

--EXPORT ACTIVITIES

YES/NO

YES

--AFFILIATION

YES/NO

YES

--LISTED

YES/NO

NO

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

54

 

This score serves as a reference to assess SC’s credit risk and to set the amount of credit to be extended. It is calculated from a composite of weighted scores obtained from each of the major sections of this report. The assessed factors and their relative weights (as indicated through %) are as follows:

 

Financial condition (40%)                        Ownership background (20%)                 Payment record (10%)

Credit history (10%)                                Market trend (10%)                                Operational size (10%)

 

 

 

 

 

 

RATING EXPLANATIONS

 

 

RATING

STATUS

PROPOSED CREDIT LINE

>86

Aaa

Possesses an extremely sound financial base with the strongest capability for timely payment of interest and principal sums

Unlimited

71-85

Aa

Possesses adequate working capital. No caution needed for credit transaction. It has above average (strong) capability for payment of interest and principal sums

Large

56-70

A

Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums

Fairly Large

41-55

Ba

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

Satisfactory

26-40

B

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

Small

11-25

Ca

Adverse factors are apparent. Repayment of interest and principal sums in default or expected to be in default upon maturity

Limited with full security

<10

C

Absolute credit risk exists. Caution needed to be exercised

Credit not recommended

NR

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

No Rating

 

 

 

PRIVATE & CONFIDENTIAL : This information is provided to you at your request, you having employed MIPL for such purpose. You will use the information as aid only in determining the propriety of giving credit and generally as an aid to your business and for no other purpose. You will hold the information in strict confidence, and shall not reveal it or make it known to the subject persons, firms or corporations or to any other. MIPL does not warrant the correctness of the information as you hold it free of any liability whatsoever. You will be liable to and indemnify MIPL for any loss, damage or expense, occasioned by your breach or non observance of any one, or more of these conditions