MIRA INFORM REPORT

 

 

Report Date :

10.04.2008

 

 

IDENTIFICATION DETAILS

 

Name :

ARTSON ENGINEERING LIMITED

 

 

Registered Office :

426, “M. L. Aggarwal Building”, 1st Floor, Plot No. 426, W. T. P. Patil Marg, Opposite Sghatabdi Hospital, Chembur – 400071, Maharashtra

 

 

Country :

India

 

 

Financials (as on) :

30.09.2006

 

 

Date of Incorporation :

18.09.1978

 

 

Com. Reg. No.:

20644

 

 

CIN No.:

[Company Identification No.]

L27290MH1978PLC020644

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

VPNA00247C

 

 

Legal Form :

Public limited liability company. Company’s Shares are listed on the Stock Exchange.

 

 

Line of Business :

The company is engaged in manufacturing of chemical process equipment and providing services of design, engineering procurement services, project exports, export of speciality equipments like resin plants, floating suction assemblies, jacking assemblies, pressure vessels and heat exchanges.

 

 

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

 

Status :

Improving

 

 

Payment Behaviour :

Slow but Correct

 

 

Litigation :

Clear

 

 

Comments :

Subject has been acquired by Tata Projects Limited in January 2008 and is now a subsidiary of Tata Projects Limited, a Tata Group Company, country’s premier industrial house.

 

The company’s financial position is improving. Trade relations are fair. Payments are reported as slow but correct.

 

As it is now a part of Tata Group, subject can be considered normal for business dealings at usual trade terms and conditions.   

 

 

LOCATIONS

 

Registered Office :

426, “M. L. Aggarwal Building”, 1st Floor, Plot No. 426, W. T. P. Patil Marg, Opposite Sghatabdi Hospital, Chembur – 400071, Maharashtra, Indi a

Tel. No.:

91-22-25219191 / 25219192

Fax No.:

91-22-25218564

E-Mail :

artson@bom3.vsnl.net.in

artson@vsnl.com

artson@hathway.com

 

 

Head Office :

Artoson House, 16-17, Motibaug, Chembur, Mumbai – 400 071, Maharashtra, India

Tel. No.:

91-22-556 6614 / 556 8275 / 556 8261 / 557 2148

Fax No.:

91-22-557 4681 / 551 4698

 

 

Factory :

Plot No. D-5, MIDC, Ambad, Nashik - 422 010, Maharashtra, India.

Tel. No.:

91-22-282 4124 / 284 4491

Fax No.:

91-22-285 3913

 

 

DIRECTORS

 

Name :

Mr. K. P. Singh

Designation :

Chairman

 

 

Name :

Mr. N. K. Jagasia

Designation :

Wholetime Director

Date of Birth/Age :

58 years

Qualification :

B.E. (Mech.)

Date of Appointment :

18.09.1978

Previous Employment :

Manager – Alkan Engineering (India) Private Limited

 

 

Name :

Mr. P. S. Chopde

Designation :

Chairman

Date of Birth/Age :

51 years

Qualification :

B.E. (Mech.), MMS

Date of Appointment :

18.09.1978

Previous Employment :

Engineer – Hindustan Petroleum Corporation Limited

 

 

Name :

Mr. Shailendra Krishan

Designation :

Director

 

 

Name :

Mr. H. H. Malgham

Designation :

Director

 

 

Name :

Mr. C. V. Kadvekar

Designation :

Managing Director

Date of Birth/Age :

44 years

Qualification :

B.Chem. Engg., MBA

Date of Appointment :

01.09.1982

Previous Employment :

Chemical Engineer – Hindustan Antibiotics Limited

 

 

Name :

Mr. K. B. Kakatkar

Designation :

Wholetime Director

Date of Birth/Age :

55 years

Qualification :

B.E. (Civil), MMS

Date of Appointment :

18.09.1978

Previous Employment :

Dy.Com. Manager – Standard Alkali Div., Standard Mills Company Limited

 

 

Name :

Mr. R. S. Medhi

Designation :

Wholetime Director

Date of Birth/Age :

55 years

Qualification :

Mech. Engineer

Date of Appointment :

01.09.1980

Previous Employment :

Head of PPC Dept., Garlic Engineering

 

 

KEY EXECUTIVES

 

Name :

Mr. V. E. Vaithilingam

Designation :

Vice-President – Operations

 

 

Name :

Mr. V. Chandrashekar

Designation :

Vice-President (Finance) & Secretary

 

 

BUSINESS DETAILS

 

Line of Business :

The company is engaged in manufacturing of chemical process equipment and providing services of design, engineering procurement services, project exports, export of speciality equipments like resin plants, floating suction assemblies, jacking assemblies, pressure vessels and heat exchanges.

 

 

Products :

Item Code No.

Product Description

 

 

NA

Construction and project related activity

8419

Machinery plant & laboratory equipment such as pressure vessels and heat exchangers

7308, 7309, 8479

Tanks, Storage tanks & pressure vessels, shafts for windmill or windmill towers, machines & mechanical appliances having individual functions such as LPG filling machines, evacuation unit, carousel assembly.

 

 

Exports :

 

Products :

Project Exports & Chemicals Process Equipment

Countries :

Cyprus, Gulf Countries, Nigeria and Russia

 

 

Imports :

 

Products :

Steel & LPG Filling Machines Components

Countries :

France and Germany

 

 

GENERAL INFORMATION

 

No. of Employees :

450

 

 

Bankers :

  • Bank of India
  • Dena Bank
  • ICICI Bank

 

 

 

Banking Relations :

Satisfactory

 

 

Auditors :

 

Name :

Chokshi & Chokshi

Chartered Accountants

Mumbai – 400 020

 

 

Memberships :

Confederation of Indian Industry

 

 

Collaborators :

  • Chicago Bridge (CBI), UK
  • Chisso, Japan
  • Chromalox, USA

 

 

CAPITAL STRUCTURE

 

 

Authorised Capital :

No. of Shares

Type

Value

Amount

15,000,000

Equity Shares

Rs. 10/- each

Rs. 150.000 millions

200,000

Preference Shares

Rs. 100/- each

Rs.   20.000 millions

 

Total

 

Rs. 170.000 millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

9,230,000

Equity Shares

Rs. 10/- each

Rs. 92.300 millions

 


 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

30.09.2006

30.09.2005

30.09.2004

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

92.300

92.300

92.300

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

[124.700]

[83.400]

[178.300]

4] (Accumulated Losses)

0.000

0.000

0.000

NETWORTH

[32.400]

8.900

[86.000]

LOAN FUNDS

 

 

 

1] Secured Loans

435.500

442.500

527.300

2] Unsecured Loans

4.800

4.800

5.700

TOTAL BORROWING

440.300

447.300

533.000

DEFERRED TAX LIABILITIES

0.000

0.000

0.000

 

 

 

 

TOTAL

407.900

456.200

447.000

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

39.500

37.800

43.000

Capital work-in-progress

0.000

0.000

0.000

 

 

 

 

INVESTMENT

0.000

0.000

0.000

DEFERREX TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

119.200

116.100

109.300

 

Sundry Debtors

264.100

276.600

387.700

 

Cash & Bank Balances

6.900

17.400

12.700

 

Other Current Assets

0.000

0.000

0.000

 

Loans & Advances

43.800

126.500

189.200

Total Current Assets

434.000

536.600

698.900

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Current Liabilities

64.000

111.400

293.200

 

Provisions

1.600

6.900

1.800

Total Current Liabilities

65.600

118.300

295.000

Net Current Assets

368.400

418.300

403.900

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.100

0.100

 

 

 

 

TOTAL

407.900

456.200

447.000

 


PROFIT & LOSS ACCOUNT

 

PARTICULARS

 

30.09.2006

30.09.2005

30.09.2004

 

 

 

 

Sales Turnover

138.600

135.300

35.200

Other Income

2.400

63.400

02.200

Total Income

141.000

198.700

37.400

 

 

 

 

Profit/(Loss) Before Tax

[13.900]

21.600

[38.800]

Provision for Taxation

0.100

5.700

0.000

Profit/(Loss) After Tax

[14.000]

15.900

[38.800]

 

 

 

 

Expenditures :

 

 

 

 

Raw Materials

34.800

22.300

17.400

 

Excise Duty

0.000

0.000

0.000

 

Power & Fuel Cost

0.800

0.500

0.400

 

Other Manufacturing Expenses

39.600

28.800

15.200

 

Employee Cost

26.700

29.800

9.700

 

Selling and Administration Expenses

24.900

26.600

12.300

 

Stock Adjustments

[7.600]

[6.700]

14.600

 

Miscellaneous Expenses

28.800

70.100

0.300

 

Interest & Financial Charges

1.900

0.300

0.200

 

Depreciation

5.000

5.400

6.100

Total Expenditure

154.900

177.100

76.200

 

SUMMARISED RESULTS

 

PARTICULARS

 

 

 

30.09.2007

Type

 

 

Full Year

Sales Turnover

 

 

357.600

Other Income

 

 

0.100

Total Income

 

 

357.700

Total Expenditure

 

 

300.700

Operating Profit

 

 

57.000

Interest

 

 

0.200

Gross Profit

 

 

56.800

Depreciation

 

 

7.600

Tax

 

 

0.200

Reported PAT

 

 

49.000

Dividend (%)

 

 

0.000

 

 

QUARTERLY RESULTS

 

PARTICULARS

 

 

 

31.12.2007

 Type

 

 

 1st Qtr

 Sales Turnover

 

 

 94.400

 Other Income

 

 

 0.000

 Total Income

 

 

 94.400

 Total Expenditure

 

 

 82.200

 Operating Profit

 

 

 12.200

 Interest

 

 

 3.000

 Gross Profit

 

 

 9.200

 Depreciation

 

 

 1.700

 Tax

 

 

 0.100

 Reported PAT

 

 

 7.400

 

KEY RATIOS

 

PARTICULARS

 

30.09.2006

30.09.2005

30.09.2004

Debt-Equity Ratio

0.00

0.00

0.00

Long Term Debt-Equity Ratio

0.00

0.00

0.00

Current Ratio

1.23

1.11

1.04

TURNOVER RATIOS

 

 

 

Fixed Assets

0.85

0.84

0.22

Inventory

1.18

1.20

0.29

Debtors

0.51

0.41

0.09

Interest Cover Ratio

[6.32]

121.33

[193.00]

Operating Profit Margin(%)

[5.05]

30.89

[92.33]

Profit Before Interest And Tax Margin(%)

[8.66]

26.90

[109.66]

Cash Profit Margin(%)

[6.49]

23.73

[92.90]

Adjusted Net Profit Margin(%)

[10.10]

19.73

[110.23]

Return On Capital Employed(%)

0.00

6.62

0.00

Return On Net Worth(%)

0.00

44.80

0.00

 

 

LOCAL AGENCY FURTHER INFORMATION

 

 

HISTORY

 

Artson Engineering (AEL) as a project engineering company it offers multi-disciplinary design and construction services in the mechanical, civil, electrical and instrumentation fields. It offers turnkey services in petroleum storage and handling systems, plant utilities, diesel power houses, CPP, energy conservation, waste-heat recovery and noise pollution control systems. 

 
The company promoted by a group of technocrat entrepreneurs was incorporated in Sep.'78. The company went public in 1986. Further in Oct 1994 the company came out with an rights issue to part finance its expansion and diversification. 
 
In 1992, it diversified into finned tubes and heat exchangers. The company undertakes turnkey contracts to set up petroleum storage installations, fuel handling systems, port-based cryogenic facilities and bottling plants for LPG besides the manufacture of machinery for filling and testing LPG cylinders.  

 
The company signed a MoU with Chicago Bridge and Roof Constructions, UK, to jointly undertake major projects in India. It has also signed agreements with Verwater, Netherlands, and Baker Tank Company, US, to represent them and repair tanks.  

 
Subject has acquired ISO 9001 certification for EPC activities.

 

REVIEW OF OPERATIONS 

 
The company is actively perusing its effects to get its arbitrations completed at the earliest to improve the funds flow and provide the same for growth. The contracts under execution both at Reliance-Jamnagar, Reliance-Chennai and Heisco-Kuwait are proceeding well on schedule. 

 
THE FUTURE SCENARIO 

 
The revival in Engineering and Construction Industry has gathered momentum. Large number of projects are being approved and implemented. The company's proven performance in Oil and Gas Sector should see it consolidate its position and capitalize on the gains achieved in the year under consideration. Orders from Reliance Jamnagar Refinery worth 200 Millions and Kuwait Heisco of about 120 Millions, have just started. 

 

BIFR 
 
Hearing on the company's application made to the Board for Industrial & Financial Reconstruction took place on 17th May, 2006 before the BIFR Bench. The company's application has been admitted under reference No. 152/2004. The Board has appointed M/s. Bank of India, Electric House branch, as an Operating Agency. The company is in the process of preparing the rehabilitation plans through the Operating Agency to the Board. 

 

MANAGEMENT DISCUSSION AND ANALYSIS REPORT 

 
Overall Review 

 
The year under consideration ending on 30th September, 2006 shows improvement over the previous years and a trend of positive growth. The company is operating at reduced capacity due to non-availability of Bank Guarantees and other funding facilities. A number of tenders received by the company could not be taken advantage in view of financial constraints. The company has during the year completed at Buhasa Oil Fields at Abu Dhabi, UAE. The work on 62 Tanks at Essar is in final stages of completion. 

 
During the year under consideration, the company has secured contract for construction of storage Tanks at Kuwait for Heavy Engineering Industries & Shipping Company, at Chennai & Jamnagar for Reliance Industries. The work for these projects has already been started & gathered momentum. 

 

AS PER WEBSITE

 

08-JAN-08 Tata Projects has been inducted as the strategic investors in BIFR-referred Artson Engineering. Artson Engineering board has allotted 27.69 million shares of Rs 1.00 each to Tata Projects. 18-DEC-07 Tata group company Tata Projects, will buy a majority stake in Artson Engineering, a Board for Industrial and Financial Reconstruction (BIFR) referred company.

Acquisition of Artson Engineering Limited, Mumbai (January 2008)

Tata Projects Limited (TPL) acquired a majority stake of 75% in Artson Engineering Limited (AEL), in January 2008. AEL is a Public Limited Company listed on the Bombay Stock Exchange, TPL subscribed to 2,76,90,000 Equity Shares of Re.1/- each as per the Rehabilitation Scheme sanctioned by the Hon’ble Board of BIFR on December 18, 2007.

In compliance with the Order of BIFR, the Face Value of the Equity Share of Rs. 10/- each has been reduced to Re. 1/- each. Consequent to the reduction and the subscription by TPL, AEL’s paid-up share capital now aggregates Rs.3,69,20,000/-. As part of the Sanctioned Scheme, TPL as a Strategic Investor is required to infuse funds in the form of Secured Debt to pay off the Secured Lenders and other creditors pursuant to the Rehabilitation Scheme and to provide for the expansion of AEL’s Business.

Subject has successfully commissioned on turnkey basis, several fuel storage and handling facility systems and emerged as one of the foremost companies in the country which specialize in such systems. Its expertise has gradually expanded beyond the country and subject have been executing prestigious overseas contracts also.

Subject has also developed its capabilities in multi disciplinary construction fields for the Hydrocarbon Process Industry and successfully executed many prestigious construction contracts such as FCCU, Double Walled Storage Tanks etc. in India & abroad. Subject is now one of the leading Design, Engineering, Procurement and Construction Companies in Petroleum Storage & Handling Systems

The expertise of subject would enhance the EPC business opportunities of TPL, especially in the Oil, Gas & Hydrocarbon Sector. This synergy is currently being demonstrated in the Project under execution, of a Major Oil Terminal in the UAE.


FIXED ASSETS

 

 

 


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.40.02

UK Pound

1

Rs.78.77

Euro

1

Rs.62.97

 

 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

5

PAID-UP CAPITAL

1~10

5

OPERATING SCALE

1~10

5

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

6

--PROFITABILIRY

1~10

4

--LIQUIDITY

1~10

5

--LEVERAGE

1~10

5

--RESERVES

1~10

5

--CREDIT LINES

1~10

5

--MARGINS

-5~5

-

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

YES

--LITIGATION

YES/NO

NO

--OTHER ADVERSE INFORMATION

YES/NO

NO

MERIT POINTS

 

 

--SOLE DISTRIBUTORSHIP

YES/NO

NO

--EXPORT ACTIVITIES

YES/NO

NO

--AFFILIATION

YES/NO

YES

--LISTED

YES/NO

NO

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

45

 

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.

 

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