MIRA INFORM REPORT

 

 

Report Date :

14.06.2007

 

IDENTIFICATION DETAILS

 

Name :

TITAN INDUSTRIES LIMITED

 

 

Registered Office :

3, SIPCOT Industrial Complex, Hosur – 635 126, Tamilnadu

 

 

Country :

India

 

 

Financials (as on) :

31.03.2006

 

 

Date of Incorporation :

26.07.1984

 

 

Com. Reg. No.:

1456

 

 

CIN No.:

[Company Identification No.]

L74999TZ1984PLC001456

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

CHET08980G

 

 

PAN No.:

[Permanent Account No.]

AAACT5131A

 

 

Legal Form :

Public Limited Liability Company Company’s Shares Are Listed On The Stock Exchange

 

 

Line of Business :

Manufacturers and Sellers of Watches, Jewellery Pieces, Table Clocks, etc.

 

 

RATING & COMMENTS

 

MIRA’s Rating :

A

 

RATING

STATUS

PROPOSED CREDIT LINE

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

 

Maximum Credit Limit :

USD 930288

 

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is a well-established and reputed company and a part of Tata group. The company is progressing well. Directors are reported as experienced and respectable businessmen. Trade relations are reported as faire. Business is active. Payments are usually correct and as per commitments.

Fundamentals are strong and healthy.

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

The company can be regarded as a promising business partner in medium to long-run.

 

 

LOCATIONS

 

Registered Office :

29, Sipcot Industrial Complex, Hosur – 635 126, Tamilnadu, India.

Tel. No.:

91-4344-554199

Mobile No.:

91-4344-276037

Fax No.:

1. titan.blr@titan.sprintrpg.ems.vsnl.net.in

2. manufacturing@titan.co.in

E-Mail :

1. http://www.titanworld.com

Website :

2. http://www.titan.co.in

 

 

Corporate Office :

Golden Enclave, Tower A, Airport Road, Bangalore – 560 017, Karnataka

Tel. No.:

91-80-5593551 (20 Lines)

Fax No.:

91-80-5589923

E-Mail :

webmaster@titan.co.in

 

 

DIRECTORS

 

Name :

Mr. Rameshram Mishra

Designation :

Chairman and Director

Date of Birth/Age :

14th December 1953

Qualification :

IAS

Date of Appointment :

26th July 2004

 

 

Name :

Mr. Arun Ramanathan

Designation :

Director

Date of Birth/Age :

25.04.1949

Qualification :

IAS

Date of Appointment :

31.07.2002

 

 

Name :

Mr. Bhaskar Bhat

Designation :

Managing Director

Date of Birth/Age :

49 Years

Qualification :

B. Tech., PGDM

 

 

Name :

Mr. P. Baskaradoss

Designation :

Director

 

 

Name :

Mr. Ishaat Hussain

Designation :

Director

 

 

Name :

Mr. Farrokh Kavarana

Designation :

Director

 

 

Name :

Mr. N. N. Tata

Designation :

Director

 

 

Name :

Mr. Tirumalai. Kumar Balaji

Designation :

Director

Date of Birth/Age :

12.07.1948

Qualification :

B.E.

Date of Appointment :

01.03.1986

 

 

Name :

Mr. Arun. Charan. Mukherji

Designation :

Director

Date of Birth/Age :

10.12.1925

Qualification :

M.A.

Date of Appointment :

01.03.1986

 

 

Name :

Mrs. Rama Bijapurkar

Designation :

Director

 

 

Name :

Dr. C. G. Krishnadas Nair

Designation :

Director

Date of Birth/Age :

17.08.1941

Qualification :

BE (Metallurgy), MSc, Engineering, PHD, Engineering

Date of Appointment :

02.05.2002

 

 

Name :

Dr. R. Vijaykumar

Designation :

Director

Date of Birth/Age :

23.09.1955

Qualification :

Ph. D. IAS

Date of Appointment :

26.06.2002

 

 

Name :

Mr. Md. Nasimuddin

Designation :

Director

Date of Birth/Age :

3rd December 1963

Date of Appointment :

26th July 2004

 

 

Name :

Mr. R. Vijaykumar

Designation :

Director

Date of Birth/Age :

20th September 1950

Date of Appointment :

29th January 2004

 

 

Name :

Mr. Shaktikanta Das

Designation :

Chairman And Director

Date of Appointment :

05.06.2007

 

 

Name :

Mr. D. Rajendran

Designation :

Chairman And Director

Date of Appointment :

05.06.2007

 

 

Name :

Mr. S. Ramasundaram

Designation :

Director

Date of Appointment :

05.06.2007

 

 

Name :

Mr. S. Susai

Designation :

Director

 

 

Name :

Mr. T. S. Surendranath

Designation :

Director

Date of Appointment :

26.06.2007

 

KEY EXECUTIVES

 

Name :

Ms. Usha Iyenagar

Designation :

Company Secretary

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on 31.03.2006

 

Category

No. of shares held

% of shareholding

Tamilnadu industrial development corporation Limited

11,784,606

27.88

Tata group companies

10,574,276

25.01

FFI / FLLs / OCBs

4,327,436

10.24

Bodies corporate

2,491,745

5.89

Unit trust india

2,456

0.01

Mutual funds

174,360

0.41

Nationaliesed banks

3,653

0.01

others

12,917,738

30.55

Total

42,276,270

100.00

 

 

BUSINESS DETAILS

 

Line of Business :

Manufacturers and Sellers of Watches, Jewellery Pieces, Table Clocks, etc.

 

 

Products :

Watches, Clocks, Jewellery

 

 

Exports :

 

                            Countries :

Australia, Bahrain, France, Kuwait, Russia, Saudi Arabia, Singapore and Spain.

 

 

Imports :

 

                            Countries :

Hong Kong, Japan and Switzerland.

 

 

 

GENERAL INFORMATION

 

Suppliers :

  • AAA Products Pvt. Limited
  • Bangalore Refinery Pvt. Limited
  • Classic Dials Pvt. Limited
  • Diamond Triumph Metallplastic Pvt. Limited
  • Hitech Times
  • Medicon Leather Pvt. Limited
  • Plasma Gold Coating Pvt. Ltd
  • Relic Industries
  • Sona Horologicals Pvt Ltd
  • Star Barrat Enterprises
  • Arasu Enterprises
  • Channai Felt Mills Pvt. Limited
  • Conee Chains Pvt. Ltd
  • Hirsch Watch Straps Pvt. Limited
  • Indo Plast
  • P And S Galvasols
  • Plastic Moulding Services
  • Sona Band
  • Spiral Tools Pvt. Limited

 

 

No. of Employees :

2959

 

 

Bankers :

  • Canara Bank
  • Bank of Baroda
  • Hongkong Bank
  • Standard Chartered Bank
  • Oriental Bank of Commerce
  • Union Bank of India

 

 

Facilities :

Secured Loans

 

 

 

31.03.2006

(Rs in millions)

31.03.2005

(Rs in millions)

Term loan from banks

947.194

1664.452

Cash credit account secured by hypothecation of book debts, inventories, stores and spares both present and future

541.183

270.778

 

Unsecured Loan 

 

 

31.03.2006

(Rs in millions)

31.03.2005

(Rs in millions)

Fixed deposits

108.361

104.181

Loans from banks

200.000

350.000

Deposits from companies

882.500

792.500

 

 

 

 

 

 

Auditors :

 

Name :

A. F. Ferguson & Company

Chartered Accountants

 

 

Associates/Subsidiaries :

  • Titan International Holdings B. V.
  • Titan Brand Holdings N. V.
  • Titan Watch Co. Limited Hongkong
  • Titan Timeproducts Limited (From 16.11.2004)
  • Questar Investments Limited
  • Tanishq (India) Limited
  • Titan Holding Limited
  • Titan Mechatronics Limited
  • Titan International Marketing Limited
  • Rockbourne Holding B. .
  • Samrat Holdings Limited
  • Titan Watches And Jewellery International (Asia Pacific) Pvt. Limited
  • Titan International (Middle East) Fze

 

 

CAPITAL STRUCTURE

 

Authorised Capital :

No. of Shares

Type

Value

Amount

8,00,00,000

Equity

Rs. 10/- each

Rs. 800.000 millions

40,00,000

Redeemable cumulative preference

Rs. 100/- each

Rs. 400.000 millions

 

 

 

 

 

 

 

 

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

4,22,76,270

Equity

Rs. 10/- each

Rs. 422.763 million

2,00,000

Redeemable cumulative preference

Rs. 100/- each

Rs. 20.000 millions

10,00,000

Redeemable cumulative preference

Rs. 100/- each

Rs.  100.000 milions

2,00,000

Redeemable cumulative preference

Rs. 100/- each

Rs .20.000 milions

4,00,000

Redeemable cumulative preference

Rs. 100/- each

Rs. 40.000 millions

1,40,000

Redeemable cumulative preference

Rs. 100/- each

Rs. 14.000 millions

20,60,000

Redeemable cumulative preference

Rs. 100/- each

Rs. 206.000 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

822.763

822.763

822.763

2] Share Application Money

0.000

0.000

 

3] Reserves & Surplus

1502.957

949.652

828.493

4] (Accumulated Losses)

0.000

0.000

 

NETWORTH

2325.72

1772.415

1651.256

LOAN FUNDS

 

 

 

1] Secured Loans

1488.377

1935.230

2036.099

2] Unsecured Loans

1190.961

1246.681

2031.032

TOTAL BORROWING

2679.338

3181.911

 

DEFERRED TAX LIABILITIES

237.548

293.198

351.404

 

 

 

 

TOTAL

5242.506

5247.524

6069.791

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

1764.551

1651.289

1732.968

Capital work-in-progress

195.649

97.829

40.659

 

 

 

 

INVESTMENT

270.203

270.203

275.833

DEFERREX TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

3743.944

2716.182

1641.191

 

Sundry Debtors

901.193

770.896

1481.617

 

Cash & Bank Balances

382.869

441.754

268.492

 

Other Current Assets

 

 

 

 

Loans & Advances

1439.599

1716.380

1936.921

Total Current Assets

6467.605

5645.212

5328.221

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Current Liabilities

3331.357

 

1506.227

 

Provisions

267.198

333.065

134.728

Total Current Liabilities

3598.555

2661.047

 

Net Current Assets

2869.050

2984.165

3687.266

 

 

 

 

MISCELLANEOUS EXPENSES

143.053

244.038

333.065

 

 

 

 

TOTAL

5242.506

5247.524

6069.791

 

PROFIT & LOSS ACCOUNT

 

PARTICULARS

 

31.03.2006

31.03.2005

31.03.2004

Sales Turnover

14401.850

10967.196

8969.739

Other Income

24.294

27.263

0.000

Total Income

14426.144

10994.459

8969.739

 

 

 

 

Profit/(Loss) Before Tax

868.818

323.634

140.283

Provision for Taxation

132.620

74.145

25.145

Profit/(Loss) After Tax

736.198

249.489

115.138

 

 

 

 

Earnings in Foreign Currency :

 

 

 

 

Export of goods on FOB basis

873.553

894.024

803.224

 

Interest

47.294

64.081

0.000

 

Other Earnings

6.723

6.816

6.598

Total Earnings

927.57

964.921

809.822

 

 

 

 

Imports :

 

 

 

 

Raw Materials

1841.242

1258.650

1322.855

 

Stores & Spares

29.040

17.982

24.361

 

Capital Goods

177.887

11.836

28.934

Total Imports

2048.169

1376.150

1288.468

 

 

 

 

Expenditures :

 

 

 

 

Interest

248.357

7988.500

309.174

 

Depreciation & Amortization

196.644

0.000

196.126

 

Other Expenditure

1286.325

214.738

9815.525

 

Excise duty

0.000

0.000

376.218

Total Expenditure

13307.326

10320.825

8579.456

 

 

 

 

 

 

 

 

 

 

SUMMARISED RESULTS

 

PARTICULARS

 

31.03.2007

Type

Full year

Sales turnover

20902.400

Other income

32.200

Total income

20934.600

Total expenditure

19158.000

Operating profit

1776.600

Interest

204.200

Gross profit

1572.400

Depreciation

255.900

Tax

403.800

Reported PAT

941.300

Dividend (%)

500.000

 

 

 

 

KEY RATIOS

 

PARTICULARS

 

31.03.2006

31.03.2005

31.03.2004

Debt-Equity Ratio

1.43

2.12

2.67

Long Term Debt-Equity Ratio

0.69

1.01

0.89

Current Ratio

1.23

1.25

1.11

TURNOVER RATIOS

 

 

 

Fixed Assets

3.68

2.90

2.48

Inventory

4.67

5.28

6.28

Debtors

18.06

10.22

5.75

Interest Cover Ratio

4.83

2.93

2.08

Operating Profit Margin(%)

10.77

11.20

12.01

Profit Before Interest And Tax Margin(%)

9.46

9.50

9.78

Cash Profit Margin(%)

7.63

6.37

6.09

Adjusted Net Profit Margin(%)

6.33

4.67

3.86

Return On Capital Employed(%)

29.86

21.65

16.75

Return On Net Worth(%)

56.29

38.82

27.27

 

 

STOCK PRICES

 

Face Value

Rs.100

High

Rs. 1,100.00

Low

Rs.1,061.20

 

 

LOCAL AGENCY FURTHER INFORMATION

 

Fixed assets:

 

Land – freehold

Land – leasehold

Building

Plant, machinery and equipment

Furniture, fixtures and equipment

Vehicles

 

History :

Titan Industries (TIL)[Formerly Titan Watches], promoted by Tamilnadu Industrial Development Corp(TIDCO) and the Tata Group is the leading manufacturer of Watches and branded Jewellery. 



TIL incorporated in 1984 has set up an integrated watch manufacturing facility at Hosur in Tamilnadu in 1987 with initial technical know-how from Europe and Japan. In 1994 a Jewellery plant was set up in the same comples with an investment of Rs.400 million. It came out with an rights issue in Oct 1992 to part-finance its expansion and indigenisation programmes. The company start manufacturing watches for several prestigious international

brands in 1997. 



The company has three operating divisions namely the Time Products Division (Watches and Precision Engineering), the Jewellery Division (Tanishq) and the International Business Division which was formed by different SBUs for different product groups. 


 
The company which has honed the precision engineering expertise over the years has leveraged its expertice in this area and start supplying dashboard instrumentation components and assemblies to global automotive majors, as also cetain critical components for aerospace industries. 


 
The Subsidiaries of TIL are Titan Time Products Ltd (TTPL), Titan International Holdings NV, Titan Brand Holdings NV and Titan Watch Co Ltd. During 2004-05 the TTPL, a joint venture company of TIL and Economic Development Corporation of Goa, Daman & Diu (EDC), became a whooly owned subsidiary of TIL by the disinvestment of TTPL stake by EDC and a share buy-back by TTPL.  


 
 TIL's has set up Titan International Marketing, an associate, in the UK. It also has a wholly-owned subsidiary, Titan International Holdings, in the Netherlands.  


 
TIL is now looking to diversify into the highly profitable personal accessories business, leveraging on its Titan brand name. 


 
Watch Business 



Titan Industries one of the leading global watch manufacturer, markets its watches under 'Titan','Sonata' 'Fasttrack'and 'Dash' brand names. TIL markets its clocks under the brand name of 'Titan Synchronoy'. 


 
TIL's exclusive upmarket retail chain, 'The World of Titan' has 172 stores in 101 locations. The company's watches are presently sold in about 40 countries of the world through marketing subsidiaries based in London, Dubai and Singapore. Titan Industries also makes watches for international labels. Further Sonata is sold through a network of over 10000 dealers in 2500 towns. 


 
 Jewellery  
 
Titan Industries entered the precious jewellery segment in 1995 under the brand name 'Tanishq' and 'Titan'. It is India's only fine jewellery brand with a national presence. Tanishq jewellery is sold exclusively through a company controlled retail chain which now has 70 stores spread across 54 cities in the country. Tanishq jewellery is also exported to Europe, the USA, the Middle East


 
The company has increased the installed capacity of watches by 1 Million pieces during 2004-05 and with this expansion the total installed capacity of watches has increased to 9 Million pieces. During 2004-05 the company has set up a new watch assembly unit was established at Baddi Himachal Pradesh with an assembly capacity of 2 Million watches per annum. 


 
During 2004-05 the company has launched two brands- Fastrack sunglasses and Tommy Hilfiger Watches. The company has entered into the fragrance business through launch of Evolve and these are available in UAE, OMAN and Bahrain.

 

awards

 

·         Subject was adjudged the most respected Consumer durables company by IMRB with the award sponsored by Business World.

·         Titan and Tanishq were both voted the most admired time-wear and jewellery brands at the Images Fashion Awards 2003 and 2004.

·         Titan Edge ultra slim watch adjudged as the best Indian Life Style product design by Business world.

·         The Rotary Club of Bangalore Award for the Corporate Citizenshiup.

·         The Golden Peacock-Environment Management Award 2003 at the 5th World Congress on Environment Management.

·         PHDCII award for Corporate Social Responsibility  - 2003.

 

trade terms

 

The company is in trade terms with: -

 

·         A. S. R. Packaging Private Limited

·         AAA Products Private Limited

·         Amonia Marketing Company

·         Arasu Enterprises

·         Arihant Technomac Limited

·         Art & Jewells

·         Bangalore Mechatronics Private Limited

·         Bangalore Refinary Private Limited

·         Centura Watch Cases Private Limited

·         Chakson Engineering Company

·         Classic Dials Private Limited

·         Conee Chains Private Limited

·         Cony Bands Private Limited

·         Delta Products

·         G. B. Rubber Products

·         Hirsch Watch Straps Private Limited

·         Hitech Times

·         Horological Components Private Limited

·         Huja Industries

·         Indo Plast

·         Medicon Leather Private Limited

·         P & S Galvasols

·         Peebee Enterprises

·         Perfect Engineering Works

·         Plasma Gold Coatings Private Limited

·         Plastic Moulding Service

·         Sona Band

·         Sona Horologicals Private Limited

·         Suraj Enterprises

·         Tecnicrafts Industries

·         Vardhan Banda Limited

·         Hitech Times

·         Sree Lakshmi Enterprises

 

joint venture

 

The company has joint venture with Titan Time Products Limited.

 

imports and exports

 

The company imports its' requirements from Hong Kong, Japan and Switzerland.

 

It exports its products to Australia, Bahrain, France, Kuwait, Russia, Saudi Arabia, Singapore and Spain.

 

The company has been accredited with ISO 9001 Certification.

 

The company is in the process of implementing the ISO 14001 Environment Management System Standard.  The certification is expected in the current financial year.

 

The company's fixed assets of important value include leasehold and freehold land, buildings, plant, machinery and equipment, furniture, fixtures and equipments and vehicles.

 

The company employs around 2959 persons in its set up.

 

 

As per website details:

Titan Industries Limited

While the Company had provided for its accumulated losses in Europe, further provisioning to the extent of Rs. 250 millions has been considered in respect of certain loans and advances to its overseas subsidiaries/associates towards slow inventories held by these associates and operating loss for the year. This provisioning has been shown as an exceptional item in the Company's accounts. The Company has initiated various steps in restructuring its overseas companies and this exercise is expected to be completed in a year's time. Despite the growth of 30% in the turnover, the Company was able to reduce borrowings once again from Rs. 3180 millions to Rs. 2680 millions. This has enabled the Company to improve its debt: equity ratio to 1.15 as compared to 1.80

in the previous year.

 

Finance

During the year urrder review, the Company redeemed preference shares aggregating Rs. 206.0 millions which carried an average dividend rate of 6.67% and raised an equivalent amount of Rs. 206.0 millions by way of private placement of preference shares at an average dividend rate of 6.00%. The Company raised a total of Rs. 3358.3 millions from borrowings, of which Rs.1674.8 millions were from Commercial banks and the balance of Rs.168.35 millions from other sources. Borrowings-of Rs. 386.09 millions were repaid during the year. Rs. 451.3 millions was incurred as capital expenditure in respect of Precision Engineering Division, internationalization and expansion programmes. The average cost of borrowings for the year was 8.21 % as against 9.14% in the previous year. At present, the average cost of borrowings is 7.42%. As on 31st March, 2006, the Company held fixed deposits of Rs.108.4 millions from the public, shareholders and employees. There were no overdue deposits other than unclaimed deposits amounting to Rs. 02.1 million. During the year under review, the Company made payments aggregating to Rs. 2214.5 millions by way of central, state and local taxes and duties as against Rs.1841.7 millions in the previous year.

 

Subsidiaries

The Company has four subsidiaries, viz. two direct wholly-owned subsidiaries, Titan TimeProducts Limited and Titan

International Holdings BV, Amsterdam (TIHBV) and two other subsidiaries, viz. Titan Brand Holdings NV, Curacao (TBHNV) and Titan Watch Company Limited, Hongkong (TWCL). Titan Brand Holdings'NV is a direct subsidiary but not wholly-owned and TWCL is a deemed subsidiary as it is a subsidiary of TIHBV.

Titan Timeproducts Limited sold 64.66 lakh Electronic Circuit Boards during the year and made a net profit of

Rs. 521.7 millions Its products continue to be of an exceptionally high quality and are produced at reasonable costs, comparable with international prices. Both TIHBV and TBHNV made a small profit during the year. No dividend has been declared. TWC continues to be inactive and had no income or expenses, and this situation will continue as the Company has directly opened a sourcing office in Hongkong. As per Section 212(1) of the Companies Act, 1956, the Company is required to attach to its Accounts the Directors' Report, Balance Sheet and Profit and Loss Account of each of these subsidiaries. As the consolidated accounts present a complete picture of the financial results of the Company and its subsidiaries, the Company had applied to the Central Government seeking exemption from attaching the documents referred to in Section 212 (1). Approval for the same has been granted. Accordingly, the Annual Report of the Company does not contain the individual financial statements of these subsidiaries, but contains the audited consolidated financial statements of the Company and its subsidiaries. The Annual Accounts of these subsidiary companies, along with the related information, is available for inspection at the Company's registered office and copies shall be provided on request. The statement under Section 212 (1)(e) of the Companies Act, 1956, is annexed together with the Annual Accounts of the Company.

 

International Operations

The Company achieved an export turnover of Rs.880 millions during the year. Titan International (Middle East) FZE (TIME), the associate company which markets our products in the Middle East and Africa, achieved a turnover of US$ 12.67 million in 2005-06 and a profit of US$ 0.35 million. TIME is a market leader in several countries in the Middle East, having built the TITAN brand to a leadership position in many of the territories where it operates. With the introduction of exclusive international watch collections designed to grab share from competition combined with the opening of Titan showrooms across the Middle East, Titan was able to position itself as number one brand in its category both in Oman and Bahrain and be amongst the top players in other core markets. Titan was also recognized as one of the top lifestyle brands by Business Today - Middle East.

 

 

Titan Watches & Jewellery International (Asia Pacific) Pte Limited (TAPL), the associate company in Singapore, looks after sales and marketing in the Asia-Pacific and SAARC countries. The year 2005-06 saw sales at SGD 10.15 million, with a profit of SGD 0.05 million. Titan International Marketing Limited (TIML) in London, had a difficult year and made an operating loss of GBP 0.36 million for the year 2005, which was higher than the loss of GBP 0.29 million in 2004. The strategy of restricting operations to contain costs does not appear to be succeeding, and TIML has now posted losses continuously for over ten years. Its Directors will be meeting soon to review the options before that company.

 

Associate Companies

Samrat Holdings Limited (the erstwhile RDI Print & Publishing Limited) made a profit after taxes of Rs. 60.3 millions for the year. It declared and paid an interim dividend of 200% in February 2006.For the past three years, Titan Properties Limited has been working on a proposal to dispose of its property in Bangalore, and during the year, it entered into an Agreement for Sale of the Bangalore property and final conveyance is expected to take place shortly. As a result, Titan Properties has repaid Rs. 200 millions out of the advance originally provided to it by the Company. No dividend has been declared. Questar Investments Limited made a small loss of Rs. 0.033 million in 2005-06, but declared and paid on interim dividend of 10% in March 2006. Titan Holdings Ltd made a profit of Rs. 19.80 lakhs but had to draw on its general reserve in orderto pay preference dividend of Rs. 39.42 lakhs for the year. Titan Mechatronics Limited made a small profit of Rs. 0.037 million and has not declared a dividend.

 

Outlook for 2006-07

The Company's on-going initiatives to improve its operations have already started yielding results, with an all time

high profit recorded by the Company in the year 2005-06. During the current year, the domestic watch division is

pursuing aggressive growth in the main stream brands viz; Titan, Sonata and Fastrack, while adding turnover through new initiatives like Xylys, Sunglasses and licenced brands. The Jewellery division has set itself a very ambitious growth target, through various key initiatives including strengthening the merchandising mix for wedding and high value jewellery, launching of new studded collections and localising the marketing efforts significantly. The year 2005-06 saw the formation of the International Business Division for an unified approach to building market presence across diverse geographies. This division will continue its efforts to create impact in the market place through retailing initiatives and creation of new exclusive products for international markets.

 

The Economy - an overview:

The world's largest democracy and free market continues to shine as well as smile in spite of occasional hiccups. The country's GDP has for the first time in the last ten years experienced a consistent average growth rate of 8% per annum. However the last time when it happened in the mid nineties, the investment rates were significantly lower, which projected a GDP growth rate of only 6 - 6.5%. This is the key driver of progress and it is crucial that investment rates are increased so as to sustain an annual GDP growth rate of 8%.

 

The scenario inspite of some ifs and buts, generally promises to be optimistic and is likely to lead to progressive

reforms, reduction in tariffs, growing Foreign Direct Investment (FDI) and more importantly, a much needed thrust in infrastructure, and if all these fall into place, then the country's economy will be on a sustained high.

 

The risk factors that could spoil the party arise from the fact that India is no longer insulated against global influences. If interest rates in the US climb, leading to a slow down in the U.S. economy, the impact on Asia would be evident and so will the rising price of crude and unforeseen natural calamities adversely affect growth rates. In balance however, the development trajectory is high, and is likely to remain so. The high growth trajectory will indeed have far reaching implications on the domestic market. Per capita Incomes would rise; FDI would bring in a slew of global players, household consumption patterns would shift, organized retail would become more apparent and cars, durables, healthcare, education, branded goods would get a substantial boost. Telephone subscribers would exceed 250 million, and mobile telephony would experience a paradigm shift in features, influencing the lifestyle of the user. In other words, the domestic landscape of the Indian consumer market would undergo a dramatic change. The cautionary steps would be to safeguard the economy against growing inequalities of income and meet the requirements of infrastructure and real estate, which are important challenges to  India's growth strategy.

 

Business Overview - best ever performance

Titan Industries clocked its best ever performance in the year ended 31st March 2006 with a sales growth of 30% and nearly a threefold increase in profit after taxes. Japanese watch production (complete watches plus movements) decreased by about 2% in volume to 724 million units and 5% in value terms, when compared to the previous year. The growth rates of the Japanese giants Citizen and Seiko were single digit increases in the spectrum of 3 - 4%. In comparison, the Swatch Group grew by over 8% and has confidently set its eyes in expanding and consolidating its operations in China and India. The platform for development of the Japanese players appears to be technology on the one hand and the convergence of aesthetics with mobile telephony on the other. The Swatch Group continues with its strategy of offering a portfolio of brands including several luxury brands, but the flagship brand - SWATCH remains positioned as 'a watch for the poor man as much as it is for kings and queens'.

 

Brand Titan:

2005-06 was a superlative year for brand TITAN. It saw the most admired brand clock in a pacesetting 23% growth in topline over the previous year. This increase in sales reflected the retail sales growth seen in the World of Titan showrooms as well as multi-branded watch outlets. The dramatic growth was fuelled by sustained marketing campaigns throughout the year, which targeted specific needs of consumer segments, e.g. the Gold & Steel launch, the Fastrack re-launch and the Titan Wall Street and RAGA campaigns. During the year, a record 116 new products were launched in the Titan product portfolio. The brand scaled new heights in imagery and customer satisfaction scores, leading to a growth in brand preference, loyalty as well as market share. The later part of the year also saw the high profile launch of XYLYS, a new brand in the fast growing premium "Swiss Made" market segment. The brand was launched in Mumbai, Delhi, Bangalore and Hyderabad initially and will be

rolled out to the remaining top 8 towns in the first half of 2006-07. This brand targets the growing breed of young,

affluent, fashionable yet discerning consumers, who seek to make a sophisticated style statement by the watches

they wear.

 

SOME RISKS AND CONCERNS

In the watch industry, market saturation for the product category is a risk in the long term which is being addressed through brand extensions to other product categories such as sunglasses and other synergistic personal wear/ accessories. The grey market continues to be a threat for gaining market share in the watch segment. Possible technological obsolescence in the product category is a risk to reckon with, which is being dealt with by the Company by attempting to enrich watches functionally by adding more features.

 

The gold price volatility continues to be a risk factor as the volatility has increased in the recent past due to international demand/supply being affected by multifarious factors including the weakening/hardening of global currencies, interest rates and gold hoarding, as an investment option. The hedging techniques are being refined and upgraded to dealwith, both the quantum of exposure and the increasing susceptibility to price volatility, in the form of availing a metal loan to the maximum extent possible and entering into derivative contracts for the balance exposure. The competition risk exacerbated by a geo political risk in the Middle East and other politically sensitive markets could be a potential threat in the international watch segment.

 

The Precision Engineering Division is yet to stabilize and generate full year revenues which are in turn dependent on the pace of productionising the components /sub-assemblies in the aerospace and automotive segments. The Division's break-even and cash flow are being delayed due to intermediate stages ranging from development of toolings, approval of proto-types and productionising the orders on hand from captive customers. The lead time for catering to orders on hand has increased and is a risk in the near term to the extent of cost and time overruns in the execution of orders, resulting in delayed billings thus contributing to lower top-line than estimates.The withdrawal of Excise duty as well as Income Tax exemptions from some of the areas of our operations in Dehradun, where it was previously exempted, is an unfortunate and disappointing development, which we are representingagainst at the highest level. Categories of shareholdings as on march 31, 2006

 

 

 

 

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.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

9

--PROFITABILIRY

1~10

5

--LIQUIDITY

1~10

8

--LEVERAGE

1~10

8

--RESERVES

1~10

5

--CREDIT LINES

1~10

8

--MARGINS

-5~5

--

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

YES

--LITIGATION

YES/NO

NO

--OTHER ADVERSE INFORMATION

YES/NO

NO

MERIT POINTS

 

 

--SOLE DISTRIBUTORSHIP

YES/NO

NO

--EXPORT ACTIVITIES

YES/NO

YES

--AFFILIATION

YES/NO

YES

--LISTED

YES/NO

YES

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

64

 

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