MIRA INFORM REPORT

 

 

Report Date :

28.09.2007

 

IDENTIFICATION DETAILS

 

Name :

H AND R JOHNSON (INDIA) LIMTED

 

 

Registered Office :

Windsor, 7th floor, C S T Road, Kalina, Santacruz (East), Mumbai – 400 098, Maharashtra

 

 

Country :

India

 

 

Financials (as on) :

31.03.2007

 

 

Date of Incorporation :

25.01.1958

 

 

Com. Reg. No.:

11 -11013

 

 

CIN No.:

[Company Identification No.]

U26900MH1958PTC011013

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

BPLH00064B

 

 

Legal Form :

A Closely held public limited liability company

 

 

Line of Business :

Manufacturing and Marketing of ceramic glazed wall and floor tiles and fully vitrified granite tiles / Porcelain (glazed / unglazed) tiles.

 

 

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 7800000

 

 

Status :

Satisfactory

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

The company is now under the new management of Rahejas, India’s largest property developers and hotel owners. They acquired controlling interest from Pedders about 2 years back. Aggregate means of Raheja’s are very large. Their trade relations are fair. 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/Corporate Office:

Windsor, 7th floor, C S T Road, Kalina, Santacruz (East), Mumbai – 400 098, Maharashtra, India

Tel. No.:

91-22-26547300 / 30647300

Fax No.:

91-22-30647400

E-Mail :

sacheti.rajnish@hrjohnsonindia.com

Website :

www.hrjohnsonindia.com

 

 

Head Office :

“Rahejas”, 3rd Floor, Corner of Main Avenue & V P Road, Santacruz (West), Mumbai – 400 054, Maharashtra, India

Tel. No.:

91-22-26001291/26001292/26055160/26001293/ 26001294/26057975

Fax No.:

91-22-26001286

E-Mail :

exports@hrjohnsonindia.com / santosh@hrjonsonindia.com

Websites:

http://www.hrjohnsonindia.com

Area :

4200 sq. fts.

Location :

Owned - Commercial Area

 

 

Factory 1 :

·         Pen, District Raigad – 400 107, Maharashtra, India

·         Dewas, Madhya Pradesh, India

·         Karaikal, Tamilnadu, India

·         Kunigal, Karnataka, India 

 

Area :

1,20,000 sq. mtrs.

Location :

Owned

 

 

Branches :

·         105, 1st Floor, Harikrupa Shopping Centre, Near City Gold Cinema, Ashram Road, Ahmedabad – 380 009, Gujarat, India

 

·         C/o. J. L. Agencies, N. S. Road, Fatashil, Opp. Glass Factory, Guwahati – 781 009, Assam, India

 

·         48 Lalbagh Road, Bangalore – 560 027, Karnataka, India

 

·         Door No. 14/51F, Bismi Tower, Kallai Road, Calicut – 670 001, Kerala, India

 

·         Show Room No. 57, Sector 26, Chandigarh – 160 026, India

 

·         645, Mount Road, Chennai – 600 006, Tamilnadu, India

 

·         Door No. 61, Part and 62, D.E. F. Thiruvenkadasamy Road (West), R. S. Puram, Coimbatore – 641 002, India

 

·         86 Ripon Street, Kolkata – 700 016, West Bengal, India

 

·         40/937, P. T. Usha Road, Ernakulam – 682 011, Kerala, India

 

·         Plot No. 1, Basement of Ram Palace, New Arya Nagar, New Delhi, Meerut Road, Ghaziabad, Uttar Pradesh, India

 

·         Ground Floor, Green Garden Cross, Gokul Road, Hubli – 580 030, Karnataka, India

 

·         1st Floor of Building No. 1-10-73/2, Lumbini Arcade, Begumpet Main Road, Hyderabad – 500 016, Andhra Pradesh, India

 

·         555-GA-81, Bara Birwa, Alambagh, Lucknow – 226 005, Uttar Pradesh, India

 

·         101 & 102, Mamta Tower, 1/1, Manoramgauj, Indore, Madhya Pradesh, India

 

·         173, Heera Nagar, Ajmer Road, Jaipur – 302 024, Rajasthan, India

 

·         Door No. 9B, P. T. R. Road, Behind Vadamalayam, Madurai – 570 002, Tamilnadu, India

 

·          “Surya Kiran”, Flat No. 501, 19, Kasturba Gandhi Marg, New Delhi – 110 001, India

 

·         Shop 2-3-4-5, “Gulistan”, Cantonment House No. 2390-B, K. B. Hidayatullah Road, New Modikhana, Pune, Maharashtra, India

 

·         76-5-13, Bhavanipuram, Bhagwat Singh Road, Vijayawada – 520 012, Andhra Pradesh, India

 

·         50-93-23/5/A, Plot No. 2, Block No. 5, Santipuram, Sethannapet, Vishakhapatnam – 520 016, Andhra Pradesh, India

 

DIRECTORS

 

Name :

Mr. Vijay Aggarwal

Designation :

Managing Director

Address :

4th Floor, “Sterling Diamond”, 24, Mount Mary Road, Bandra (West), Mumbai – 400 050, Maharashtra, India

Date of Birth:

08.07.1968

Date of Appointment:

27.07.1999

Qualification :

B. Tech., PGDBM

Previous Employment:

Hathway Investment Limited – Manager

 

 

Name :

Mrs. Suman R. Raheja

Designation :

Director

Address :

“Rahejas”, 87/1 G. B. Marg, Juhu, Mumbai – 400 049, Maharashtra, India

Date of Birth:

06.08.1964

Date of Appointment:

11.09.1993

 

 

Name :

Mr. Joseph Mathews

Designation :

Director

Address :

Bar House, Bar Road, Baslow, Derbyshire, DE 45 ISS, U.K.

Date of Birth:

23.06.1945

Date of Appointment:

29.01.1992

 

 

Name :

Mr. Aziz  Habib Parpia

Designation :

Director

Address :

Blooming Heights, Pali Hill, Bandra, Mumbai – 400 050, Maharashtra, India

Date of Birth:

21.06.1929

Date of Appointment:

10.09.1993

 

 

Name :

Mr. Rajesh Kapadia

Designation :

Director

Address :

9-C Woodlands, New Woodland CHS Limited, 67 Dr G Deshmukh Marg,  Mumbai – 400 006, Maharashtra, India

Date of Birth:

02.11.1956

Date of Appointment:

11.09.1993

 

 

Name :

Mr. Anil Shridhar Supanekar

Designation :

Director

Address :

694/2, Swami Kripa, Market Yard Road, Pune – 411 037, Maharashtra, India

Date of Birth:

24.10.1940

Date of Appointment:

26.02.2003

 

 

Name :

Mr. Akshay Raheja

Designation :

Director

Address :

“Rahejas”, 87/1 G. B. Marg, Juhu, Mumbai – 400 049, Maharashtra

Date of Birth:

25.05.1982

Date of Appointment:

20.08.2002

 

 

Name :

Mr. Anil Shridhar Supanekar

Designation :

Director (IDBI Nominee)

 

KEY EXECUTIVES

 

Name :

Mr. Rajnish Sacheti

Designation :

Company Secretary

Address:

2/701 Garden Estate, Pokhran Road No.2, Thane – 400 601, Maharashtra, India

Date of Birth:

19.06.1963

Date of Appointment:

04.10.1997

 

 

Name :

Mr. K. K. Rathi

Designation :

President - Finance

 

 

Name :

Mr. Rajan B. Raheja

Designation :

Chairman

Address :

Rahejas, 87/1, G. B. Marg, Juhu, Mumbai – 400 049, Maharashtra, India

Date of Birth:

17.06.1954

Date of Appointment:

10.09.1993

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

Names of Shareholders

 

No. of Shares

Mr. Ranjan B. Raheja

 

810

Mr. Suman R. Raheja

 

810

Mr. Akshay R. Raheja

 

180

Mr. Viren R. Raheja

 

180

Varahagiri Investment and Financial Private Limited

 

109308

Matsyagandha Investment and Financial Private Limited

 

111636

Manali Investment and Finance Private Limited

 

191340

Coronet Investment Private Limited

 

226080

Gokul Construction Company Private Limited

 

148000

H & R Johnson (Overseas) Limited

 

281534

Peninsula Estates Private Limited

 

89271

Bloomingdale Investment and Finance Private Limited

 

108000

 

Total

1267149

 

Equity share Breakup (percentage of total equity):

 

Sr.No.

Category

Percentage

1

Foreign holdings (Foreign institutional investor(s), Foreign companie(s), Foreign Financial institution(s), Non – resident Indian(s) or Overseas corporate bodies or Others

22.22

2

Bodies corporate

77.62

3

Directors or relative of directors

0.16

 

Total

100.00

 

BUSINESS DETAILS

 

Line of Business :

Manufacturing and Marketing of ceramic glazed wall and floor tiles and fully vitrified granite tiles / Porcelain (glazed / unglazed) tiles

 

 

Brand Names :

“SPECTRUM H & R J and JOHNSON GRANITO”

 

 

Exports :

 

Countries :

Africa, Middle East, Far East, Europe and U.S.A.

 

 

Imports :

 

Countries :

U.K., Germany, Nepal and Bangladesh

 

 

Terms :

 

Selling :

Contract (30 days) or L/C terms

 

 

Purchasing :

Cash, L/C and Credit (30 days)

 

GENERAL INFORMATION

 

Suppliers :

·         Al-Karmiee Est., Bharain

·         Binatwala Ceramics, Mumbai, Maharashtra, India

·         K. Raheja and Company (Private) Limited, Mumbai, Maharashtra, India

·         Kukreja Builders Limited, Mumbai, Maharashtra, India

·         City, Italy

·         Larson & Toubro Limited, Mumbai, Maharashtra, India

·         Industrial Minerals and Plastics Limited, Mumbai, Maharashtra, India

·         Birla Cement Limited, Rajasthan, Gujarat, India

·         Nesettice, Italy

·         Travancore Minerals Limited, Quilon

 

 

Customers :

Government bodies, wholesalers and retailers

 

 

No. of Employees :

2055

 

 

Bankers :

·         Indian Overseas Bank, Tembi Naka, Opposite Town Hall, Thane – 400 601, Maharashtra

·         Vijaya Bank

·         State Bank of Bikaner & Jaipur

·         The British Bank of the Middle East

·         Syndicate Bank

·         ICICI Bank Limited

 

 

Banking Relations :

Satisfactory      

 

 

Auditors :

 

Name :

Borkar and Muzumdar

Chartered Accountants

Address 1:

 

Address 2:

Anand Nagar OM CHS, Anand Nagar lane, off Nehru Road, Vakola, Santacruz (East), Mumbai – 400 055, Maharashtra

235-37, Dr. D. N. Road, Fort, Mumbai – 400 001, Maharashtra, India

Tel. No.:

91-22-22613766/22696359/26451340/26426849

Fax No.:

91-22-22615241

E-Mail :

bmca@vsnl.com

 

 

Associates/Subsidiaries :

·         Varahagiri Investment & Finance Private Limited

·         Coronet Investments Private Limited

·         Manali Investment and Finance Private Limited

·         Matsyagandha Investment and Finance Private Limited

·         Gokul Construction Company Private Limited

·         Peninsula Estates Private Limited

·         Bloomingdale Investment and Finance Private Limited

·         Finance Private Limited

·         Raheja Builders

·         Raheja Brothers

·         Raheja Housing and Financing

·         Arjuna Agencies Private Limited

·         Sri Krishna Agencies Private Limited

·         Prism Cements Limited

·         Supreme Petrochem Limited

·         Indus Hotel Corporation Limited

·         Asianet Communication Limited

·         Out Look

·         Indian Council of Ceramic Tiles and Sanitaryware (ICCTAS)

·         Indian Ceramic Society

·         Indian Merchants Chambers (IMC)

·         Bombay Chamber of Commerce & Industry (BCCI)

·         Confederation of Commerce and Industry (FICCI)

·         Employers Federation of India (EFI)

·         Construction Industry Development Council (CIDC)

·         Chemical & Allied Products Export Promotion Council (CAPEXIL)

 

CAPITAL STRUCTURE

 

Authorised Capital :

No. of Shares

Type

Value

Amount

2000000

Equity shares

Rs. 100/- each

Rs. 200.000 millions

2000000

Preference shares

Rs. 100/- each

Rs. 200.000 millions

 

 

Total

Rs. 400.000 millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

1267149

Equity shares

Rs. 100/- each

Rs. 126.714 millions

75000

Preference shares

Rs. 100/- each

Rs. 7.500 millions

 

 

Total

Rs.134.214 millions

 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.03.2007

31.03.2006

31.03.2005

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

134.219

135.215

139.200

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

1823.404

1726.201

1559.200

4] (Accumulated Losses)

0.000

0.000

0.000

NETWORTH

1957.623

1861.416

1698.400

LOAN FUNDS

 

 

 

1] Secured Loans

2426.756

2310.500

1774.500

2] Unsecured Loans

739.427

1067.323

1204.600

TOTAL BORROWING

3166.183

3377.823

2979.100

DEFERRED TAX LIABILITIES

662.853

646.650

0.000

 

 

 

 

TOTAL

5786.659

5885.889

4677.500

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

4039.400

3960.434

3946.300

Capital work-in-progress

240.601

131.129

0.000

 

 

 

 

INVESTMENT

501.185

480.786

284.400

DEFERREX TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

1547.901

1509.616

1180.500

 

Sundry Debtors

682.018

538.993

235.900

 

Cash & Bank Balances

215.647

340.124

99.700

 

Other Current Assets

0.000

0.000

0.000

 

Loans & Advances

325.104

300.517

513.200

Total Current Assets

2770.670

2689.250

2029.300

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Current Liabilities

1740.431

1363.803

1500.100

 

Provisions

53.754

57.302

147.600

Total Current Liabilities

1794.185

1421.105

1647.700

Net Current Assets

976.485

1268.145

381.600

 

 

 

 

MISCELLANEOUS EXPENSES

28.988

45.395

65.200

 

 

 

 

TOTAL

5786.659

5885.889

4677.500

 

PROFIT & LOSS ACCOUNT

 

PARTICULARS

 

31.03.2007

31.03.2006

31.03.2005

 

 

 

 

Sales Turnover

73.054

46.526

5658.500

Other Income

9018.398

7151.976

0.000

Total Income

9091.452

7198.502

5658.500

 

 

 

 

Profit/(Loss) Before Tax

154.040

270.997

450.800

Provision for Taxation

0.000

0.000

153.300

Profit/(Loss) After Tax

154.040

270.997

297.500

Expenditure:

 

 

 

 

Interest

277.158

219.542

NA

 

Depreciation

326.684

302.878

NA

 

Other Expenditure

8333.570

6405.085

NA

Total Expenditure

8937.412

6927.505

4782.500

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2007

31.03.2006

31.03.2005

PAT / Total Income

(%)

1.69

3.76

5.26

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

210.85

582.46

7.97

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

2.18

3.99

7.54

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.07

0.14

0.27

 

 

 

 

 

Debt Equity Ratio

(Total Liability/Networth)

 

2.53

2.57

2.72

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

1.54

1.89

1.23

 

 

LOCAL AGENCY FURTHER INFORMATION

 

HISTORY

A flagship of Raheja group company, H and R Johnson is being managed by Mr. Vijay Aggarwal as the Managing Director. 

The company set up its fifth manufacturing facility in Andhra Pradesh at a cost of Rs. 700 millions besides it is also increasing capacity of Mumbai plant at a cost of Rs. 800 millions. Both the projects are expected to be completed by February, 2004. It has also opened an exclusive H and R Johnson display centre in Kolkata.

OPERATIONS

During the year under report the company had made major strides in strengthening its position as market leader in the ceramic tile industry. The net sales value had grown by 9.8% while sales volumes (in tonnage) had grown by 1.3% over the previous year. The profit after tax stood at Rs. 175 millions recording a growth of 250% over the previous year. The operating profit (profit before interest, depreciation, exceptional items and tax) had shown a growth of 35.5% over previous year signifying the success of the operational strategies adopted by the management of the company. This was again in the backdrop of the intense competition from imports and unorganized sector as well as rising fuel prices.

 

The company had launched some innovative products during the year. Some of these products with larger formats and innovative designs and applications had captured the imagination of the discerning customers. During the year under report, the company has again made history by launching Joint Free ‘Porselano’, a rectified glazed white body porcelain tile as premium flooring tile. This is the first time such a product has been launched in India. The response, both from the trade and the end customers, has been quite encouraging.

 

Another path breaking product launched in the previous year 2000-01, namely, Endura, is now well established in the market.

 

All the plants of the company had performed satisfactory. Negotiations are going on for wage agreement with the labour unions at the Karaikal and Pen plant.

 

CERTIFICATION AND RECOGNITION

All the four plants of the company has been accredited with ISO 14001 certification signifying compliance with stringent international norms on environment management. Kunigal plant has also secured certification for OHSAS 18001 for complying with Health and Safety standards. The other plants of the company are also making efforts to secure this recognition as well. All the plants already certified for ISO 9002 : 1994 are now working toward rolling over to new quality standards under ISO 9001 : 2000.

 

FINANCE

The company continues to restructure its long term debts in order to bring down its cost of funds. Further efforts are being made to take advantage of the present soft interest rate regime and easy liquidity to finance further plan and also to bring down the cost of funds of the existing borrowings.

 

The company has fully tied up its working capital requirements for the current year and has a prudent mix of Foreign Institutional Investors foreign currency loan, commercial paper and cash credit facility for this purpose.

 

FUTURE OUTLOOK

The year under report, was a challenging one with global as well as Indian economy continuing to decelerate following the tech melt down across the world. Additionally, the horrific events of September, 11 in the USA further delayed the much-expected revival. In India the impact was limited and Indian Economy steel grew by about 5%.

 

The Ceramic Tile industry could grow by about 10% but still leaving significant capacities in organized sector unutilized and putting pressure on margins. The company expects another round of consolidation in the ceramic tile industry to begin soon.

 

The situation is further exacerbated by continuous dumping of tiles, particularly polished vitrified/glazed porcelain tiles. An application was filed by the domestic tile manufacturers including company to impose anti dumping duty on imports from China and UAE. The central government, after detailed investigation, had imposed provisional anti dumping duty on such imports in May, 2002. Although this will provide some relief to the domestic manufacturers, further attempts to circumvent such duties by unscrupulous importers can be ruled out.

 

The company expects that the threat of dumping will continue to exist in some form or the other and will need closed monitoring. On the other hand, the unorganized sector continues to thrive on the back of special benefits available to them from the State and also because of the non-compliance of tax law. The company has been preparing itself for this kind of onslaught from imports and unfair competition from the unorganized sector by putting greater emphasis on product differentiation, customer service, strong distribution network and continuous cost reduction.

 

The company has joint venture with BAL Endura Adhesives Private Limited and H. R. Johnson (Overseas) Limited.

 

The company's fixed assets of important value include goodwill, freehold and leasehold land, roads and buildings, plant and machinery, furniture and air conditioners, etc.

 

Corporation identity number or foreign company registrations number of the company 

U26900MH1958PTC011013

Name of the company

H and R Johnson (India) Limited

Address

Windsor, 7th floor, C S T Road, Kalina, Santacruz (East), Mumbai – 400 098, Maharashtra, India

This Form is for

Modification of charge

Type of Charges

Immovable property

Particular of the charge holder 

Indian Oversea Bank

Address: Arjun Towers, Gokhale Road, Naupada, Thane – 400 602, Maharashtra, India

E-Mali: thanebr@mumnrc01.iobnet.co.in

Nature or description of the instrument creating charge  

No instrument is executed. Charge created by way of deposit of title deeds. Confirmation letter from IDBI Bank for creation of charge attached

Date of the instrument creating charge

24.05.2007

Amount Secure by the charge

Rs.259.100 millions

Brief of the principal terms and conditions and extent and operation of the charge

Rate of Interest:

As per sanction letter of each bank and as may be determined by each consortium banker from time to time

Terms of repayment:

Working capital limits subject to annual review.

 

Margin:

As provided in the consortium agreement by each consortium banker

 

Extent and operation of the charge:

As determined by lead banker for the credit facilities granted on the assets covered by this charge till the time of full repayment of the credit facilities and all other dues in respect of the credit facilities.

 

Other:

The Indian Overseas Bank is the lead bankers for the consortium facility

Short particulars of the property charged (including location of the property)

In addition to first charge on all current assets of company charge is extended on pari passu se cond charge basis on immovable proerties situate at

  1. Plot No. 1 to 12, in survey No. 94 to 97 in the industrial area within the village limits of kallanayakanahally Hobli, Uttari Durga Kunigal, Taluka Kunigsl, district Tumkar, Karnatka and
  2. Village limits of Khar Karavi and Khar Devli, Taluka Pen, Registration sub –district Pen, District Raigad, Maharashtra (admeasuring aggregates 50.87985 acres)

Particulars of the Present modification

Charge is created on the immovable property situated at kunigal and pen, In addition to the charge already created on current assets for the additional working capital facilities aggregating to Rs. 259.100 millions in favor of the following banks.

Indian Oversea Bank – Rs. 133.000 millions

ING Vysya Bank Rs. 90.900 millions

Syndicate Bank – Rs. 8.000 millions

State Bank of Bikaner and Jaipur-Rs.2.200 millions

ABN Amro Bank NV – Rs. 25.000 millions

 

Name of the company

H and R Johnson (India) Limited

(herein after referred to as “the Company”)

Presented By

Shri Rajnish Sacheti – Company Secretary

(Name and Designation of the Official of the Company)

1) Date and description of instrument creating the change

18th December 1996. Joint Deed of Hypothecation executed by the company jointly in favour of Indian Overseas Bank, British Bank of the Middle East and Credit Lyonaise ( hereinafter collectively referred as the “ said Banks”)

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

Rs. 35720.500 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

As per Annexure ‘A’

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

As per Annexure ‘B’

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

As per Annexure ‘C’

6) Date  and brief description of instrument modifying the charge

Supplemental Joint DXeed of Hypothecation dated 23.06.2005

 

Deed Hypothecation executed in favour of and with India Overseas Bank (IOB) IOB acting for self and as agent of the other consortium banks.

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.

Present Modification:

By the said Supplemental Joint Deed o\f Hypothecation dated 23.06.2005 the Company has hypothecation and created

·         First Charge on whole of the current assets of the company pertaining to and its unit at pen, Kunigal and Dewas, more particularly described in second schedule of the hypothecation Agreement.

·         Second Charge on whole of the movable properties of the company including its movable plant and machineries, Machinery Spares, tools and accessories and other movables both present and future pertaining to its unit at  Pen (Maharashtra), Kunigal (Karnataka) and Dewas (Madhya Pradesh) whether installed or not particularly descri8bed in Third schedule of the hypothecation Agreement

·         For repayment of the working capital facilities as modified and mentioned in Annexure D hereof and repayment of payment of the other monies including all interest, liquidated damages, costs, charges and expenses and all other monies due to the bankers.

·         All other terms and conditions and securities already created shall continue as it is.

Date of modification

Brief Particulars of modification

Amount secured (Rs. in millions)

02.04.1997

The whole of the movable property of the Company situate at Pen, Kunigal and Dewas mortgaged to the Banks by extending second charge in their favour

(Registered at Sr.No. 346 dated 01.10.97)

309.842

09.05.97

The immovable property of the Company  situate  at Pen mortgaged to the Banks by extending second charge in their favour (Registered at Sr.No. 347 dated 01.10.97)

309.842

09.06.97

The immovable property of the Company situate at Kunigal mortgaged to the Banks by extending  second charge in their favour

(registered at Sr.No. 348 dated 01.10.97)

309.842

15.11.97

Supplemental deed of Hypothecation enhancing the total amount secured by the charge to the total facilities granted by all the consortium bankers

407.205

21.01.98

Agreement for working capital facilities with Vijaya bank to the extend the total securities to the Vijaya bank as the  member   in the consortium to the extent of the facilities offered by the bank

521.205

10.07.98

Joint Deed of Hypothecation executed for enhancing the working capitals limits

(registered Sr .No. 382 and 383 dated 08.10.9)

645.946

31.07.98

The immovable Property of the company situate at Pen and Kunigal in the state of Maharashtra and Karnataka mortgaged to the Banks by extending second charge in their favour for the additional amount granted by the Indian Overseas Bank, the British Bank of Middle East and Vijaya Bank.

277.004

05.10.99

Joint Deed of Hypothecation executed for enhancing the working capitals Limits as given in Annexure D by the Indian Overseas Bank, British Bank Of Middle East, Vijaya Bank and sate Bank of Bikaner and Jaipur and surrender of charges created in favour of Credit Lyonaise Bank (Registered at Sr.No. 437 dated 08.11.00)

797.100

15.12.99

Supplemental Deed of Hypothecation adding Syndicate Bank Bank as consortium partner  and British of Middle East discontinuing credit facilities and opting out of the consortium

(registered at Sr.No. 438 dated 08.11.00)

765.500

27.09.00

Supplemental Joint Deed of Hypothecation executed in favour of Indian Overseas Bank, Vijaya Bank, State Bank of Bikaner and Jaipur, Syndicate Bank and ICICI Bank, modifying and varying credit facilities (Registered at Sr.No. 453 dated 18.05.01)

880.000

29.03.01

Supplemental Joint Deed of Hypothecation executed in favour of India Overseas Bank, Vijaya Bank, State Bank of Jaipur, Syndicate Bank and ICICI Bank, modifying and varying credit facilities (Registered at Sr.No. 453 dated 18.05.01)

950.600

23.08.01

Second Charge created on the movable assets including its movable plant and machinery, machinery spares, tools and accessories and other movable both present and future (save and except book debts) situate at its plant at Pen, Dewas and Kunigal (Registered at Sr. No. 461 dated 09.09.01)

880.000

13.09.01

The immovable property of The company situate at Pen and Kunigal in the state of Maharashtra  and Karnataka mortgaged to the banks by extending second charge in their favour for the additional sum of Rs. 352.500 millions

880.000

03.12.01

Supplemental Joint Deed of Hypothecation executed in favour of Indian Overseas Bank, Vijaya Bank, State bank of Bikaner and Jaipur,, Syndicate Bank , ICICI Bank and Vysya Bank modifying  and varying credit facilities. (registered Sr.No. 466 dated 01.01.02)

1035.600

31.01.02

The Company created a Joint Equitable Mortgage in favour of IOB as consortium leader, by deposits of title deeds with Industrial Development Bank of India (IDBI), IDBI acting for self and as agent of IOB Other financial institutions and banks on immovable properties of the company situate at Pen (205250 sq.mtrs.), Kunigal (8 Hectares 2829 sq.mtrs) (registered at Sr No. 478 dated 04.03.02)

155.600 (additional)

15.04.02

Deed of Hypothecation executed for hypothecation of whole of the movable properties of the Company including movable plant and machinery  pertaining to its units at Pen, Kunigal and Dewas, (registered at Sr.No. 495 dated 19.06.02)

1035.600

05.03.04

Joint Supplemental Deed of Hypothecation executed for hypothecation of whole of the movable plant and machinery pertaining to its units at Pen, Kunigal and Dewas. (registered at Sr. No. 568 dated 01.04.04)

1100.000

07.09.04

The Company created a Joint Equitable Mortgage in favour of IOB as consortium leader, by deposit of Title Deeds with Industrial Development Bank of India (IDBI), IDBI acting for self and as agent of IOB, Other financial institutions and banks on the immovable properties of the Company situate at Pen, (205250 sq.mtrs) Kunigal (8 Hectares 2829 sq.mtrs) for enhanced working capital facilities of Rs. 72.400 millions. (Registered at Sr.No. 581 dated 06.10.2004).

72.400 (enhance of charge for additional facilities)

 

 

WEBSITE DETAILS:

Company Profile

 H. and R. Johnson (India) Limited is India's No. 1 tile company offering a wide range of wall and floor tile products across various segments viz. wall, floor, vitrified, exterior applications and industrial applications. The company also caters to customer needs in sanitary ware and bathroom accessories segments.

  

As a member of Johnson Ceramics International, UK, the global leader in the international tile industry, they have access to the latest trends and designs prevalent in the international market. With a vast portfolio comprising 5 well-known brands in India (Johnson, Marbonite, Porselano, Endura and Milano) the company provides the most innovative products meeting international standards.

  

They have state-of-the-art machinery at their manufacturing plants located at Dewas, Pen, Kunigal and Karaikal. All their plants are ISO compliant with both 9001, 14001 certifications, as well as OHSAS 18001, which is given for excellence in safety standards.

 

Management Focus

At H. and R. Johnson (India) Limited, they believe that sustainable growth comes only with a powerful product and to create that product it is necessary to have synergy between the people and the process. We have established such a synergetic environment, where empowerment arises through the principles of trust, transparency and team spirit.

 

Their core management team is an Executive Committee comprising the Managing Director and Presidents of various functions. This committee meets at regular intervals to formulate company policies and review performance. In effect, this committee strives to constantly innovate and apply global standards to provide excellent products and services to their customers.

 

They strive to continuously excel, grow and create more value to all their customers.

 

Commitment To Supply

Their key focus has been to make their products available across the length and breadth of India. They try to cater to all types of customer needs and requirements. This has been achieved by expanding the capacities of their plants so that supply does not fall short of customer demands. As a result of which, they have been able to further consolidate their leadership position in the market.

  

Performance and Growth

Performance in India

 Riding on superior product R and D and high marketing spends, they propelled their annual revenues to Rs 9260 million in 2006-2007 recording a growth of 25% over the previous year’s figures.  Their sales volume during the year crossed 32 million square meters


Their strong performance is demonstrative of their unique growth profile, high brand pull and a proven track-record to deliver on their expansion plans. The success of their innovative brand strategy supports their move to continue expanding their business both through organic course as well as developing inorganic growth routes. During the current year, they are driving a revenue target of Rs 12,000 million with 30% growth rate.

 

A strong distribution and sales network, robust production, infrastructure and ability to predict, prepare them for future growth.

 

Future Plans

As a part of their aggressive expansion plan, they have set their eyes keenly on the rural markets in India including Class B and C towns. While their existing distribution network is strong enough to cater to any customer requirement, they are targeting 30% growth of their distribution network in these rural markets. Their rural market foray is part of their strategy to achieve Rs. 10,000 Million turnover. Their rural operations are expected to contribute at least 25% of the total turnover

 

Affiliations

They are members of reputed industry organizations like Indian Council of Ceramic Tiles and Sanitaryware (ICCTAS), Indian Ceramic Society, Indian Merchants Chambers (IMC), Bombay Chamber of Commerce and Industry (BCCI), Confederation of Commerce and Industry (FICCI), Employers Federation of India (EFI) and Construction Industry Development Council (CIDC) and Chemical and Allied Products Export Promotion Council (CAPEXIL).

 

Their integral involvement in the issues concerning the overall Indian economy is reflected through the intense support they provide to these organisations.


Their Managing Director is currently the Chairman of The Indian Council of Ceramic Tiles and Sanitaryware (ICCTAS), the apex council of the Indian ceramic tile industry. Likewise, some of their Presidents are part of the various committees of various industry organizations to which they are affiliated.

 

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.39.74

UK Pound

1

Rs.80.34

Euro

1

Rs.56.30

 

 

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