MIRA INFORM REPORT

 

 

 

Report Date :

02.12.2008

 

IDENTIFICATION DETAILS

 

Name :

ADANI ENTERPRISES LIMITED

 

 

Formerly Known as :

ADANI EXPORTS LIMITED

 

 

Registered Office :

Adani House, Shrimali Society, Mithakhali Six Road, Navrangpura, Ahmedabad – 380 009, Gujarat

 

 

Country :

India

 

 

Financials (as on) :

31.03.2008

 

 

Date of Incorporation :

02.03.1993

 

 

Com. Reg. No.:

04-19067

 

 

CIN No.:

[Company Identification No.]

L51100GJ1993PLC019067

 

 

TAN No.:

[Tax Deduction and Collection Account No.]

AHMA01099A

 

 

PAN No.:

[Permanent Account No.]

AABCA2804L

 

 

Legal Form :

A Public Limited Liability Company.  The company’s shares are listed on the Stock Exchanges

 

 

Line of Business :

Exporters of Frozen Foods, Dyes and Intermediates, Plastic Products, Agricultural Products, Precious Items, Tea, Coffee, Castor Oil and Seed, Textile Products, Marine Items and other Agro Products. 

 

RATING and COMMENTS

 

MIRA’s Rating :

Aa 

 

RATING

STATUS

PROPOSED CREDIT LINE

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

 

Maximum Credit Limit :

USD 67000000

 

 

Status :

Excellent

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is controlled and financed by Adani family. The company is a Government Recognized Star Trading House having fine track of performance and financial status. Available information indicates high financial responsibility of the company. Payments are as per commitments.

 

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

 

LOCATIONS

 

Registered Office :

Adani House, Shrimali Society, Mithakhali Six Road, Navrangpura, Ahmedabad – 380 009, Gujarat, India

Tel. No.:

91-79-25555555/26565555/25555080

Fax No.:

91-79-26565500 / 25555500

E-Mail :

adani@ad1.vsnl.net.in

info@adanigroup.com

jaladhi.shukla@adani.in

parthiv.parikh@adani.in

Website :

www.adanigroup.com

www.adani.com

 

 

Head Office :

Ahmedabad
“Adani House”, Near Mithakhali Six Roads,  Navrangpura, Ahmedabad – 380 009

 

Gurgaon
“Adani House”, Plot No 83, Sector 32,  Institutional Area,  Gurgaon – 122001

 

Mundra
Post Box No. 1, Mundra (Kutch) 370421
Tel No.: 91-2838-289248/448

 

 

Correspondence Office:

M/s. Pinnacle Share Registry Private Limited., Unit : (Adani Enterprises Limited), Near Asoka Mills Limited., Naroda Road, Ahmedabad - 380 025.

Tel. No.:

91-79-22200582, 22200338.

Fax No.:

91-79-22202963.

E-Mail :

girish.patel@psrpl.com

 

 

Branches :

Located at :

  • Mumbai
  • Delhi
  • Kolkata
  • Chennai
  • Mundra
  • Vadodara
  • Surat
  • Goa
  • Belekari
  • Banglore
  • Indore
  • Coimbatore
  • Jamshedpur
  • Joda Barbil (Orissa)

 

 

Domestic Offices :

Located At :

 

  • Mumbai
  • New Delhi
  • Coimbatore
  • Bangalore
  • Gujarat

 

 

International Offices :

Adani Global Limited.
Suite 501, St. James Court, St. Denis Street, Port Louis,  Mauritius

 

Adani Virginia Inc.
4300, Buell St., Chesapeake, Virginia - 23324

 

Adani Global Pte Limited.
3 Shenton Way # 19-08, Shenton House, Singapore 068805

 

Adani Shipping Pte Limited.
3 Shenton Way, # 19-08 Shenton House, Singapore 068805

 

Adani Global FZE
P O Box 17186, Jebeli Ali, Dubai

 

BayBridge Enterprises LLC
4300, Buell St., Chesapeake,  Virginina - 23324

 

PT Adani Global

Graha Mustika Ratu Lantai 5,  JI. Jendral Gatot Subroto Kav 74-75, Jakarta Selatan, Idonesia-Kode Pos – 12870

 

Others Located At :

  • UAE

 

 

DIRECTORS

 

Name :

Mr. Gautam S. Adani

Designation :

Chairman

Date of Birth/Age :

24.06.1962 / 46 years

Qualification:

S.Y. B.Com.

Date of Joining:

02.03.1993

Previous Employment:

Business

Expertise in specific :

 

A man of tremendous foresight, the dynamic and enterprising Shri Gautam S

Adani has over 25 years of varied experience in manufacturing and trading. He joined the family business of trading in textiles in the early eighties while completing his education. Ever since there has been no looking back for the 46 year old visionary. His unparalleled expertise in international trade, solution oriented approaches, innovation and endurance in an increasingly competitive and rapidly expanding trading market has seen the Adani Group metamorphose itself from a trading house to an infrastructure builder and basic utility provider.

Directorships held in other Public Companies (Other than Adani Enterprises Limited .) :

 

Mundra Port and Special

Economic Zone Limited .

·         Adani Power Limited .

·         Adani Energy Limited .

·         Adani Wilmar Limited .

·         Adani Logistics Limited .

·         Adani Welspun

·         Exploration Limited .

·         Dholera Port And Special

·         Economic Zone Limited .

·         Adani Power Maharashtra Limited .

·         Adani Power Rajasthan Limited .

·         Adani Power Dahej Limited .

Memberships/

Chairmanships of

Committees across

Public Companies :

Audit Committee:

·         Adani Logistics Limited .

·         Adani Energy Limited .

·         Adani Wilmar Limited .

 

 

Name :

Mr. Rajesh S. Adani

Designation :

Managing Director

Age: :

43 years

Qualification:

B. Com.

Date of Joining:

1st December, 1993

Previous Employment:

Business

 

 

Name :

Mr. Vasant S. Adani

Designation :

Wholetime Director

Age:

50 years

Qualification:

B.A.

Date of Joining:

1st July, 1995

Previous Employment:

Business

 

 

Name :

Mr. Pradeep Mittal

Designation :

Wholetime Director

Age:

53 years

Qualification:

Diploma in Marketing

Date of Joining:

1st January, 1998

Previous Employment:

Karamchand Thapar and Brothers [C.S.] Limited – Chief General Manager

 

 

Name :

Mr. Jay H. Shah

Designation :

Director

Expertise in specific :

 

The 50 year old law graduate, Shri Jay H Shah, has been with the company since its inception. Acknowledged by one and all in the company to possess the acumen of an artful trader, his connections and global sourcing skills have

earned him a reputation in the chemical sand petro - chemicals business.

Memberships/

Chairmanships of

Committees across

Public Companies :

Audit Committee:

Adani Enterprises Limited .

Shareholder's/Investors

 

Grievances Committee:

Adani Enterprises Limited .

 

Remuneration committees

Adani Enterprises Limited .

Name :

Dr. Pravin P. Shah

Designation :

Director

Expertise in specific :

 

Aged 64 years, Dr. Pravin P. Shah is a Practising Chartered Accountant and the proprietor of the renowned firm M/s. Pravin P. Shah and Associates, a firm of Chartered Accountants. He has over 38 years of experiences in areas of financial consultancy, taxation, valuation, property matters, accounting, auditing, corporate laws and FEMA. He has also authored books on Costing, Management Strategies and Taxation. His latest published book is “Billion Dollar Companies”. He has also contributed technical papers on taxation, valuation, financial management , Company Law, Acquisitions and Mergers, Stamp duty and Others at various conferences and published in professional journals, business magazines and financial newspapers in India and U.S.A.

Directorships held in other Public Companies (Other than Adani Enterprises Limited .) :

 

·         Bhansali Engineering Polymers Limited .

·         Bombay Rayon Fashions Limited .

·         Claris Lifesciences Limited .

·         JM Financial Limited .

·         Jai Corp Limited .

Memberships/Chairmanships of Committees across

Public Companies :

 

Audit Committee:

·         Bombay Rayon Fashions Limited .

·         Bhansali Engineering Polymers Limited .

·         Claris Lifesciences Limited .

·         JM Financial Limited .

 

Remuneration Committee

·         Adani Enterprises Limited .

·         Bombay Rayon Fashions Limited .

·         Claris Lifesciences Limited .

·         JM Financial Limited .

 

 

Name :

Mr. C. R. Shah (Upto 23.04.2008)

Designation :

Director

 

 

Name :

Dr. A. C. Shah

Designation :

Director

 

 

Name :

Mr. Yoshihiro Miwa

Designation :

Director    

 

 

KEY EXECUTIVES

 

Name :

Mrs. Birva C. Patel

Designation :

Company Secretary [w.e.f. 10.07.2003]

 

 

Name :

Mr. Hemendra C Shah

Designation :

Company Secretary

 


 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

AS ON 31.03.2008

 

Names of Shareholders

No. of Shares

Percentage of Holding

Indian Promoters

184855231

75.00

Foreign Institutional Investors

34326342

13.93

Mutual Funds, Banks and Financial Institutions

3958322

1.60

NRI/OCB / Foreign National

5988680

2.43

Private Bodies Corporate

3488073

1.42

Public

13591571

5.51

Any others (Shares in transit)

278756

0.11

Total

246486975

100.00

 

 

BUSINESS DETAILS

 

Line of Business :

Exporters of Frozen Foods, Dyes and Intermediates, Plastic Products, Agricultural Products, Precious Items, Tea, Coffee, Castor Oil and Seed, Textile Products, Marine Items and other Agro Products. 

 

 

Products :

Item Code No.
Product Description

Not Ascertainable

Merchant Exporters

 

 

PRODUCTION STATUS (As on 31.03.2007):-

 

Particulars

Unit

 

 

Actual Production

 

 

 

 

 

Agro Products

MT

 

 

215,254.468

Precious's Other Metal

KGS

 

 

7,824.670

Minerals /Oils

CBM

 

 

459.419

Textile Products

KGS

 

 

18,973.000

Textile Products

PCs

 

 

35,570.000

Textile Products

MTR

 

 

17,342.500

 

 

GENERAL INFORMATION

 

No. of Employees :

About 1000

 

 

Bankers :

  • State Bank of India, Ahmedabad, Gujarat, India
  • Bank of India, Ahmedabad, Gujarat, India
  • Sumitomo Mitsui Banking Corporation, Ahmedabad, Gujarat, India
  • State Bank of Travancore, Ahmedabad, Gujarat, India
  • Development Credit Bank Limited, Ahmedabad, Gujarat, India
  • Societe Generale, Ahmedabad, Gujarat, India
  • State Bank of Hyderabad, Ahmedabad, Gujarat, India
  • The Jammu and Kashmir Bank Limited, Ahmedabad, Gujarat, India
  • State Bank of Saurashtra, Ahmedabad, Gujarat, India
  • Bank of Baroda, Ahmedabad, Gujarat, India
  • Punjab National Bank, Ahmedabad, Gujarat, India
  • Andhra Bank, Ahmedabad, Gujarat, India
  • IndusInd Bank Limited, Ahmedabad, Gujarat, India
  • Abu Dhabi Commercial Bank Limited, Ahmedabad, Gujarat, India
  • Canara Bank, Ahmedabad, Gujarat, India
  • UCO Bank, Ahmedabad, Gujarat
  • Syndicate Bank, Ahmedabad, Gujarat
  • Oriental Bank of Commerce, Ahmedabad, Gujarat
  • ICICI Bank Limited, Mumbai 
  • Standard Chartered Bank, Mumbai
  • Allahabad Bank, Ahmedabad

 

 

Facilities :

SECURED LOANS

31.03.2007

Rs in Millions

From Banks - Term Loans

689.600

From Banks - Working Capital

 

a) In Foreign Currency

---

b) In Rupee

974.000

Non Convertible Debenture

500.000

Vehicle Loans

2.100

Home Loans

8.100

Total

2173.800

 

NOTES :-

 

Above facilities are secured by :

 

a) Hypothecation of the stocks and book debts by way of first charge ranking pari-passu among the Banks.

 

b) Hypothecation of furniture and fixtures at Corporate House Gurgaon.

 

c) Tangible movable properties ranking pari-passu among the Banks.

 

d) Guarantee given by some of the Directors in their personal capacity.

 

e) Pledge of 10000000 equity shares of Mundra Port and SEZ Limited held by an associate Company.

 

Further secured by creation of Equitable Mortgage :

a) Over certain immovable properties of the Company.

 

b) Over certain immovable properties of the associate Company.

 

The above debentures are secured by

a) Hypothecation on movable properties of the Company situated at Belekeri Port (Karnataka).

 

b) Equitable Mortgage over an immovable property of the Company.

 

c) Pledge of shares of some of the promoters and their relatives

 

d) Non Convertible Debentures of Rs. 500 millions shall be redeemed in three equal installments at the end of third, fourth and fifth year from the date of allotment i.e. 26th August, 2005.

 

Vehicles loans are secured by hypothecation of assigned vehicles.

 

Home loans are secured by hypothecation of assigned properties.

                                                       

UNSECURED LOANS

Rs. (In millions)

Foreign Currency Convertible Bonds

11062.800

Inter Corporate Loans

-----

Loans from Banks / Financial institutions

17388.600

Total

28451.400

 

NOTES :-

 

Bonds during the conversion period from January 27, 2008 to 27 December 2011.Unless previously converted, redeemed or purchased and cancelled, the Bonds will be redeemed at maturity date, without further notice, on 27th January, 2012. are convertible into equity shares at the option of bondholders, any time

 

The and prior to 27th January, 2012, the bonds into equity shares as per the agreed terms of the FCCB issue.

 

Company also has an option to convert at any time, on or after 27th July,2008

 

Loans and/or Pledge of shares of some of the Promoters and their relatives and/or guaranteed by some of the Directors in their personal capacity from Banks / Financial Institutions are secured by Demand Promissory Note

 

 

Banking Relations :

Good

 

 

Auditors :

 

Name :

Dharmesh Parikh and Company

Chartered Accountants

Address :

Ahmedabad, Gujarat

 

 

Subsidiaries :

Business: Real Estate

-          Adani Infrastructure and Developers Private Limited

-          Adani Estates Private Limited

-          Swayam Realtors and Traders Limited

-          Columbia Chrome (India) Private Limited

-          Adani Townships and Real Estate Company Private Limited

-          Adani Land Developers Private Limited

-          Adani Realty Private Limited

-          Adani Habitats Private Limited

 

Business: Agro

-          Adani Agri Logistics Limited

 

Business: Power

-          Adani Power Limited

-          PTAdani Global, Indonesia.

 

Business: Metals and Minerals

-          VyomTradelinksPrivate Limited

-          Adani Virginia Inc, USA

 

Ship Owning and Chartering in Singapore.

-          Adani Shipping Pte. Limited, Singapore

-          Libra Shipping Pte Limited, Singapore

 

·         Adani Agri Fresh Limited

·         Adani Developers Private Limited

·         M/s. Adani Exports

·         Adani Estate Private Limited

·         Adani Global Limited

·         Adani Global FZE

·         Adani Global Pte. Limited

 

 

Associates :

·         Adani Agro Private Limited

·         Adani Energy Limited

·         Aditya Corpex Private Limited

·         Adani Logistics Limited

·         Adani Port Infrastructure Private Limited

·         Adani Retail Limited

·         Advantage Retail Private Limited

·         B2B India Private Limited

·         Gujarat State Exports Corporation Limited

·         M/s. Intercontinental (India)

·         Komal Marketing Private Limited

·         Komal Infotech Private Limited

·         Mundra Poitand Special Economic Zone Limited

·         Mundra Special Economic Zone Limited

 

 

Joint Venture :

Adani Wilmar Limited

 


 

CAPITAL STRUCTURE

 

(As on 31.03.2008):-

 

Authorised Capital :

No. of Shares

Type

Value

Amount

500000000

Equity Shares

Rs.1/- each

Rs.   500.000 millions

50000000

Preference Shares

Rs.10/- each

Rs.   500.000 millions

 

 

 

Rs.1000.000 millions

 

Issued, Subscribed and Paid-up Capital :

No. of Shares

Type

Value

Amount

246486975

Equity Shares

Rs.1/- each

Rs. 246.500 millions

 

 

Notes:-

 

Of the above Equity Shares

26012975 (Previous Year 26012975) Equity shares of Re. 1/- each were allotted as fully paid up at premium on conversion of foreign currency convertible bonds.

 

5000000 (Previous Year 5000000) Equity Shares of Re. 1/- each were allotted as fully paid up at premium without payment being received in cash, on amalgamation

 

5000000 (Previous Year 5000000) Equity Shares of Re. 1/- each were issued as Bonus Shares by capitalisation of profit.

 

165355000 (Previous Year 165355000) Equity Shares of Re. 1/- each were issued as Bonus shares by capitalisation of share premium.


 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.03.2008

31.03.2007

31.03.2006

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

246.500

246.500

226.200

2] Share Application Money

0.000

0.000

0.000

3] Reserves and Surplus

13130.100

10195.300

7478.100

4] (Accumulated Losses)

0.000

0.000

0.000

NETWORTH

13376.600

10441.800

7704.300

LOAN FUNDS

 

 

 

1] Secured Loans

2173.800

8870.900

8722.200

2] Unsecured Loans

28451.400

21374.600

4475.000

TOTAL BORROWING

30625.200

30245.500

13197.200

Deferred Tax Liability

161.500

169.000

86.500

 

 

 

 

TOTAL

44163.300

40856.300

20988.000

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

2019.500

2047.200

672.300

Capital work-in-progress

171.500

32.600

109.000

 

 

 

 

Deferred Tax Assets

0.000

0.000

19.300

INVESTMENTS

14947.700

6008.200

1929.300

 

 

 

 

CURRENT ASSETS, LOANS and ADVANCES

 

 

 

 

Inventories

9148.900

3987.800

3883.500

 

Sundry Debtors

12306.200

16535.800

22439.400

 

Cash and Bank Balances

10895.800

13578.800

5888.600

 

Other Current Assets

0.000

0.000

0.000

 

Loans and Advances

17464.100

16186.800

5450.800

Total Current Assets

49815.000

50289.200

37662.300

Less :

 

 

 

 

Current Liabilities

21153.300

16512.200

18651.300

 
Provisions
1637.100
1008.700

752.900

Total Current Liability

22790.400

17520.900

19404.200

Net Current Assets

27024.600

32768.300

18258.100

 

 

 

 

Miscellaneous Expenditures

0.000

0.000

0.000

 

 

 

 

TOTAL

44163.300

40856.300

20988.000

 


 

PROFIT and LOSS ACCOUNT

 

PARTICULARS

 

31.03.2008

31.03.2007

31.03.2006

Sales Turnover

115954.400

101516.600

93378.800

Other Income

291.700

39.900

13.800

Total Income

116246.100

101556.500

93392.600

 

 

 

 

Profit/(Loss) Before Tax

3525.100

1983.100

1564.500

Provision for Taxation

404.400

476.200

381.100

Profit/(Loss) After Tax

3120.700

1506.900

1183.400

 

 

 

 

Earnings in Foreign Currency :

 

 

 

 

Export of Goods on F.O.B. Basis

58579.800

35458.200

2,6045.700

 

Interest Income

397.500

128.000

36.800

 

Dividend Income

3.800

4.600

4.300

 

Other Income

526.500

627.200

209.200

Total Earnings

59507.600

36218.000

26296.000

 

 

 

 

Imports :

 

 

 

 

Trade Goods

45037.300

37131.300

37615.000

Total Imports

45037.300

37131.300

37615.000

 

 

 

 

Expenditures :

 

 

 

 

Cost of Goods Sold

106324.800

94768.400

88156.000

 

Personnel Expenses

534.900

337.200

225.800

 

Operation and Other Expenses

4210.700

2955.500

2292.600

 

Financial Charges

1543.800

1436.800

1121.600

 

Depreciation and Amortization

106.800

75.500

32.100

Total Expenditure

112721.000

99573.400

91828.100

 

 

QUARTERLY RESULTS

 

Particulars

 

30.06.2008

30.09.2008

 

 

 

 

Type

 

1st Quarter

2nd  Quarter

 

 

 

 

Sales Turnover

 

23948.000

31152.300

Other Income

 

11.300

91.900

Total Income

 

23959.300

31244.200

Total Expenditure

 

22305.600

29636.600

Operating Profit

 

1653.700

1607.600

Interest

 

780.500

918.100

Gross Profit

 

873.200

689.500

Depreciation

 

28.900

29.800

Tax

 

137.500

[10.000]

Reported PAT

 

669.700

668.000

 

 

 

KEY RATIOS

 

Year

31.03.2008

31.03.2007

31.03.2006

Debt-Equity Ratio

2.56

2.39

1.49

Long Term Debt-Equity Ratio

2.41

2.16

1.24

Current Ratio

2.27

2.13

1.69

 

 

 

 

TURNOVER RATIOS

 

Fixed Assets

49.47

65.47

130.50

Inventory

17.29

25.55

26.24

Debtors

7.87

5.16

4.26

Interest Cover Ratio

1.73

1.52

1.36

Operating Profit Margin(%)

6.26

5.82

6.30

Profit Before Interest And Tax Margin(%)

6.16

5.75

6.27

Cash Profit Margin(%)

2.41

1.57

1.30

Adjusted Net Profit Margin(%)

2.31

1.50

1.27

Return On Capital Employed(%)

16.53

18.79

32.47

Return On Net Worth(%)

22.02

16.61

16.35

 

 

LOCAL AGENCY FURTHER INFORMATION

 

History

Incorporated in 1988 as a partnership firm on a small scale, subject formerly known as Adani Exports(AEL)), now a super trading house mainly exports frozen seafood, precious metals, plastic products, agro products, etc, to about 30 countries all over the world. The company has been recognized as Five Star Export House by Government of India. 

 
Subject enters into contracts with various suppliers and manufacturers, to export their produce under its name. It is entitled to advance licences for export commitments fulfilled. It then sells these licences in the open market and shares export incentives with supporting suppliers. The portion of the export incentives retained by it constitutes its income. Under direct exports, the company exports products like detergents and de-oiled cakes. Subject books orders and develops suppliers for any merchandise.

 
Subject has signed a memorandum of understanding (MoU) with the Orissa government to develop Gopalpur port into an all-weather world class port to handle 6.5 million tonnes per annum (mtpa) of cargo at a cost of Rs 6500
Millions through a joint venture (JV) company. 

 
The Company in association with Hyundai of Korea and Pro Majestic Sdn Bhd of Malaysia is in the process of submitting final bid for 2 X 250 MW imported coal based power plant to be located at Mundra. The Company also contemplates to enter into energy sector by laying a distribution network for supply of natural gas through pipeline to industrial, commercial and domestic sectors covering all major consumption centres of the state. The Company has entered into an MOU with the Gujarat State Petronet Limited and Petronet LNG Limited for the utilization of main distribution trunk pipeline.  


2001-02 Mundra Port has commissioned the 57 Km rail link between Adipur and Mundra. The Company commenced a project for containerised cargo by forming a new company viz Adani Container (Mundra) Terminals Limited The project had commenced in phased manner from October, 2002 at a cost of Rs.2970
Millions.  


Adani Global Limited, Mauritius is the subsidiary of the company and Adani Global Pte Limited, Singapore and Adani Global FZE, Dubai is subsidiaries of Adani Global Limited, Mauritius. Gujarat State Export Corporation Limited and Adani Chemicals Limited ceased to be subsidiaries of the company with effect from 26th March 2004. Adani Wilmar Limited ceased to be joint venture from 28th June 2004. Adani Virginia Inc and Bay Bridge LLC are subsidiary companies of Adani Global FZE. 

 
During August 2004 the company has sub-divided its equity share face valuefrom Rs.10/- per share to Re.1/- per share. 
 
During 2005-2006, Adani Agri fresh Limited, Adani Virginia Inc and Bay Bridge Enterprise LLC became subsidiary Companies of the company.

 

Biodata

Subject conceived as a partnership firm by Gautam S Adani in the year 1988, was converted into a joint stock company in 1993 and made its IPO in 1994. With its head office in Ahmedabad, India, subject has extended its activities across the globe. The company has a diversified presence in five business sectors: Power, Oil and Gas, Real Estate, Agro and Metals and Minerals with Shipping, the shipping acting as backbone to its various businesses. subject has over the years transformed itself into a diversified asset backed commodities trader, sourcing, producing, marketing and transporting nearly 70 commodities across more than 60 countries. The company operates through 30 offices including eight overseas offices in USA, UAE, China, Singapore, Indonesia, Mauritius and Myanmar.


The Ministry of Commerce, Government of India, accorded the status of 'Super Star Trading House' on April 1, 1994, the youngest trading house and the only one from the State of Gujarat to have been granted this status and in the year 1997, Super Star Trading House status extended for another 3 years, in spite qualification limits for this status being substantially enhanced. During the year 1998, subject becomes the top net foreign exchange (NFE) earner of the country, Jetty at Mundra Port started its operation and the Coal business of the company was commenced. Trading in Edible Oil business of the company was commenced during the year 2000. The company received Gold Trophy, SRTEPC 1999-00 and 2000-01. In 2001 and 2003, the largest private sector player awarded with prestigious award of 'Golden Super Star Trading House.' The company awarded 'Five Star Export House' status and successfully disinvested its stake in Mundra Container Terminal to P and O Ports, Singapore. The Company was awarded the highest category 'F' inter-state license for trading in power by the Central Electricity Regulatory Commission (CERC) in 2003. Subject introduced new products like Iron Ore, Power Trading, Maize, Sesame Seeds, Sorghum and Barley etc. subject bagged GCCI Export Appreciation Award 2003-04. 

 

The company has received prestigious reorganization of 'Five Star Export House' on account of valuable contribution in country's overall exports in the year 2005 and also subject has lucratively completed foreign currency convertible bond issue of USD 38 Million and proved its global reach. subject awarded as 'Five Star Export House', 2005. Got ICSI award for Excellence in Corporate Governance, 04 among the Top 25 Companies. Also the subject got certification of ISO 9001:2000 in the year 2005, Accreditation by AG Nielsen ORG Marg-Fortune, the Largest Selling Edible Oil brand in India with 22% market share on March '05. 


During 2006, Adani Agrifresh commenced its business. Subject commissions two floating crane barge. Work on setting up grain silos under Adani Agri Logistics was started. Also the company commenced the construction of 660 MW thermal power project at Mundra, subject expanded jetties at Mundra Port initiated. The Company name was changed from Adani Exports Limited to 'Adani Enterprises Limited' in August of the year 2006, the change in name conveys evolution with a clear focus on its five SBUs viz. Power, Oil and Gas, Real Estate, Agro and Metals and Minerals. Rajasthan Rajya Vidyut Utpadan Nigam Limited (RVUNL) selected the company for carrying out coal mining operations for its power plan. The company has successfully completed its foreign currency convertible bond issue in the year 2007 worth of USD250 Million for its business expansion plans. Orders for two Capesize vessels placed with a Korean Shipyard by the company.  

 
The Base Depot constructed by Adani Agri Logistics got commissioned on 17th July 2007. The company has entered into a long-term agreement with Gujarat Urja Vikas Nigam Limited, to supply 2000 MW of electricity. Adani Agri Fresh Limited, its wholly owned subsidiary, is the first company in India to has successfully implemented Controlled Atmosphere Storage Facilities (CASF) for the storage and trading of fruits and vegetables under controlled climatic conditions.  

 


As on April 2008, Adani Power Private Limited, a part of Adani Enterprises, is lining up a 10,000-mw-expansion plan, which includes setting up of new capacities at Dahej in Gujarat and at Kawai in the Baran district of Rajasthan. The Company plans to expand its Edible Oil business into the entire Indian sub-continent and is targeting to reach crushing capacities upto 10,000 Tonnes Per Day and refining capacities upto 7,200 Tonnes Per Day. Subject through its 100% subsidiary Adani Power Limited has initiated coal based power plant development in three phases to reach overall capacity of 2640 MW by end of 2010 in a phased manner. 

 
Subject is an international trading house dealing with a long list of contact offices around the world to provide easy access to its clientele. To further strengthen its presence in the business landscape, the company forays into new strategic initiatives in various sections. The new businesses have garnered a significant share of these emerging high-growth markets in India. Subject has achieved the critical mass needed to carry out the sizable transactions demanded by its global clients, while at the same time maintaining the entrepreneurial drive that has given it an edge of the country as well as in overseas.  

 

Business

The company's identified groups are as follows:

 

 

The company ranks amongst the largest and the fastest growing business houses in India. 

 

Performance

 

Standalone:

The Company posted another record performance in fiscal 2008 and posted strong growth in all segments.

 

On a standalone basis, the Company achieved a turnover of Rs. 116246.1 millions as compared to Rs. 101556.5 millions in the previous year registering a growth of 14%. The net profit after tax stood at Rs. 3120.7 millions compared to Rs. 1506.9 millions in the previous year registering a growth of 107%. The EPS of the Company as at 31st March, 2008 was Rs. 12.66/-.

 

Consolidated :

The consolidated turnover is Rs.196487.1 million as compared to Rs. 169532.2 millions in the previous year registering a growth of 16%. The consolidated net profit after tax and minority interest is Rs. 3697.5 millions as compared to Rs. 1732.8 millions in the previous year. The Consolidated Financial Statements of the Company prepared as per Accounting Standards AS 21 and AS 23 prescribed by the Institute of Chartered Accountants of India and Clause 32 of the Listing Agreement have also been included and form part of this Annual Report. The consolidated networth of the Company as at March 31, 2008 is Rs. 21177.1 millions as compared to Rs. 11469.5 millions in the previous year registering a growth of 85%.

 

A detailed discussion of the performance of operations of the Company is given under “Management Discussion and Analysis Report”, which forms part of this report.

 

SEGMENT REPORTING

The Company is a “Five Star Export House” with operations covering a wide range of commodity groups like Agro, Energy, Metals and Minerals and others with shipping forming backbone to its businesses. In view of the integrated nature of business in its entirety, there are no separate segments within the Company as defined by Accounting Standard 17 (Segmental Reporting) issued by the ICAI.

 


 

Real Estate :

·         Adani Infrastructure and Developers Private. Limited.

·         Adani Estates Private. Limited.

·         Swayam Realtors and Traders Limited.

·         Columbia Chrome (India) Private. Limited.

·         Shantigram Estate Management Private. Limited.

·         Adani Land Developers Private. Limited.

·         Adani Developers Private. Limited.

·         Adani Landscapes Private. Limited.

(Became subsidiary w.e.f. 27 September, 2007)

·         Adani Mundra SEZ Infrastructure Private. Limited.

(Became subsidiary w.e.f. 1 February, 2008)

·         Miraj Impex Private. Limited.

(Became subsidiary w.e.f. 15 October, 2007)

 

Agro :

·         Adani Agri Logistics Limited.

·         Adani Agri Fresh Limited.

 

Energy:

Power :

·         Adani Power Limited.

·         Adani Power Maharashtra Limited.

(Became subsidiary w.e.f. 23 July, 2007)

·         Adani Power Rajasthan Limited.

(Became subsidiary w.e.f. 10 March, 2008)

·         Adani Power Dahej Limited.

(Became subsidiary w.e.f. 15 December, 2007)

 

Coal :

·         Adani Global Pte. Limited., Singapore.

(Subsidiary of Adani Global Limited., Mauritius)

·         PT Adani Global, Indonesia

(Subsidiary of Adani Global Pte. Limited., Singapore)

·         Parsa Kente Collieries Limited.

(Became subsidiary w.e.f. 16 October, 2007)

·         Adani Mining Private. Limited.

(Became subsidiary w.e.f. 31 August, 2007)

 

Oil and Gas:

·         Adani Energy Limited.

(Became subsidiary w.e.f. 21 June, 2007)

·         Adani Welspun Exploration Limited.

(Became subsidiary w.e.f. 4 August, 2007)

 

Metals, Minerals and Scrap:

·         Vyom Tradelinks Private. Limited.

·         Adani Global FZE, Dubai

(Subsidiary of Adani Global Limited., Mauritius)

·         Adani Virginia Inc, USA

(Subsidiary of Adani Global FZE, Dubai)

 

Ship Owning and Chartering

·         Adani Shipping Pte. Limited, Singapore.

(Subsidiary of Adani Global Limited., Mauritius)

·         Libra Shipping Pte Limited, Singapore.

(Subsidiary of Adani Global Limited., Mauritius)

 

Others - Holding Companies

·         Adani Habitats Private. Limited.

·         Adani Global Limited., Mauritius.

 

JOINT VENTURES

 

Joint Venture with RVUNL, Rajasthan.

 

The Company has entered into a strategic tie up through a Joint Venture (JV) with Rajasthan Rajya Vidyut Utpadan Nigam Limited. (RVUNL), an undertaking of Government of Rajasthan and engaged in the business of generation and distribution of electricity in the State of Rajasthan.

 

Pursuant to Joint Venture Agreement, a new JV Company, namely “Parsa Kente Collieries Limited.,” has been incorporated in the month of October 2007. The Company holds 74% stake of Parsa Kente Collieries Limited. It will develop and operate coal mines; coal blocks in Sargaja District (Chhatisgarh) for the exclusive use of RVUNL and also for benefication, transportation and delivery of coal to RVUNL for its generation stations.

 

Joint Venture with Chemoil Group, Singapore.

The Company has also tied up a joint venture with "Chemoil Group" of Singapore and formed a 50:50 JV Company namely, Chemoil Adani Private Limited. on 27th May, 2008 in India for undertaking businesses relating to bunkering i.e. ship fuelling at the various ports of India.

 

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The Management of the Company present the analysis of performance of the Company for the year 2007-2008 and the outlook for the future, which is based on assessment of the current business environment. It may vary due to future economic and other developments, both in India and abroad.

 

The Indian economy in the last few years has been on an upswing and marches ahead as one of the fastest growing economies in the world. Such a robust growth has been spurred by the Industrial and Service Sectors which have contributed more than 80% of the total GDP. In turn, tax collections have been buoyant, improving state of the public finances.

 

A GDP growth of around 9% in consecutive years and robust domestic consumption portend encouraging signs of continued growth. During the year, the capital market overall did well despite some volatility. The rupee proved to be sturdy and reliable currency with a surge in the inflow of foreign direct investments and portfolio investments, as also weakness exhibited by the US Dollar. Foreign exchange reserves burgeoned. Amidst the backdrop of global volatility and incipient signs of a global slowdown, India's economy shows resilience, characterized by healthy macro economic conditions. This along with other positive factors such as favorable demographic profile and rising income levels holds out promise for furthering the consumption led growth. Indeed, India looks poised to maintain its growth trajectory as a country. The remarkable progress of the industrial sector registering a growth of more than 10% provides immense opportunities for the Company. The management's views on the Company's performance and outlook are discussed below:

 

Business: Energy

The Company has a significant presence in the Energy sector commodities of coal, power, petroleum products trading and city gas distribution. In order to be present across the value chain in these business areas, the Company initiated its foray into power generation, coal mining, oil and gas exploration as well as expanding the city gas distribution footprint to several other cities in India.

           

Power Generation

The Company intends to capitalize on the emerging opportunities in the Indian power generation sector, which are being driven by the current and expected demand and supply imbalance in India. Notwithstanding various policy initiatives within India to diversify fuel mix, with the limited reserve potentiality of petroleum and natural gas, eco-conservation, restrictions on hydroelectric power projects and the geopolitical perception of nuclear power, they believe that it is likely that coal will continue to be the primary generator of energy in India.

 

The Company is targeting a total power generation capacity of 10,000 MW to be operational in a phased manner through its subsidiaries, Adani Power Limited., Adani Power Maharashtra Limited, Adani Power Rajasthan Limited., Adani Power Dahej Private. Limited. in the states of Gujarat, Maharashtra and Rajasthan.

 

The Company has currently six thermal power projects under various stages of development or planning. Brief details of various power projects being undertaken by the Company are as under:

 

4620 MW Thermal Coal based power project - Mundra SEZ area through a subsidiary

 

Company, Adani Power Limited. (APL)

Mundra power projects: The Mundra power projects are located along the coast and will utilize imported coal as primary fuel for its operations. APL has entered into long-term coal supply arrangements for importing coal with the Company for Mundra power projects. PT Adani Global, subsidiary of the Company, has entered into agreements with holders of long-term exploitation licenses to exclusively mine coal in Bunyu Island, Indonesia. For Mundra I, II and III power projects, APL proposes to procure the coal from PT Adani Global which will source such coal from mines in Indonesia. The coal for Mundra IV power project will also be procured internationally and supplied by the Company to the power project sites. As a result of their long-term coal supply agreements and relationship with the supplier, they believe that the Company will benefit from competitive pricing for procuring the coal for its various power projects.

 

Phase I and II of the Mundra power project will have four sub-critical generation units of 330 MW each, with combined capacity of 1,320 MW. The Boiler, Turbine and Generator (“BTG”) package for phase I and II of Mundra Power Project has been awarded to Sichuan Machinery and Equipment Import and Export Company Limited and Kowa Company Limited, respectively. They currently expect that the first 330 MW unit of Mundra I and II power project will commence operations from January 2009, and that the power project will be fully commissioned by October 2009.

 

Phase III and IV of the Mundra Power Project : Phase III and IV of the Mundra Power project have two and three super-critical generation units of 660 MW each with combined capacity of 1320 MW and 1980 MW respectively. The Engineering, Procurement and Construction (“EPC”) contract for both the phases have been awarded to SEPCO-III Electric Power Construction Corporation and Shandong Tiejun Electric Power Engineering Company Limited. The operations of both these phase are expected to be commissioned from January and August 2011 respectively and respective power projects are expected to be fully commissioned by June 2011 and April 2012 respectively.

 

1980 MW Thermal Coal based power project - Tiroda, Maharashtra through a subsidiary Company, Adani Power Maharashtra Limited., (APML).

 

The Company has been allocated coal blocks at Lohara West and Lohara Extension for generating up to 1,980 MW of power at their Tiroda power project which have estimated coal reserves of approximately 170 million metric tons (“MMT”) and an average gross calorific value (“GCV”) ranging between 4,290 and 5,590 Kcal/kg, according to the geological report prepared by the Central Mine Planning and Design Institute Limited. The Company has also applied to the Standing Linkage Committee, Ministry of Coal, for allocating additional long term coal linkage for Tiroda power project.

 

Tiroda power project will have three super-critical generation units of 660 MW each, with combined capacity of 1,980 MW. The Boiler, Turbine and Generator (“BTG”) package for Tiroda power project has been awarded to Sichuan Machinery and Equipment Import and Export Company Limited. They currently expect that the first 660 MW unit of Tiroda power project will commence operations from July 2011, and that the power project is expected to be fully commissioned by April 2012.


1980 MW Thermal Coal based power project - Dahej, Gujarat through a subsidiary Company, Adani Power Dahej Limited. (APDL)

 

The Dahej power project is located close to the Dahej fair-weather lighterage port and will utilize imported coal as primary fuel for its operations. The Company has also entered into long-term coal supply arrangements for importing coal for its Dahej power project. It is expected to have three super-critical generation units of 660 MW each, with combined capacity of 1,980 MW. They estimate that construction of the project will commence in September 2008 and the first 660 MW unit of project is expected to commence operations from November 2011, and that the project is expected to be fully commissioned by June 2012.

 

1320 MW Thermal Coal based power project - Kawai, Rajasthan through a subsidiary Company, Adani Power Rajasthan Limited. (APRL)

Kawai power project: Under a memorandum of understanding, the State Government of Rajasthan has agreed to use its best efforts to facilitate the provision of coal for such power project from the Government of India or other sources. The said power project is expected to have two super-critical generation units of 660 MW each, with combined capacity of 1,320 MW. It is estimated that construction of the power project will commence in July 2008. The first 660 MW unit of power project is expected to commence operations from October 2011, and that the power project is expected to be fully commissioned by January 2012.

 

With the setting up of the aforesaid mega power projects, the Company will be emerged as a large integrated player in the power sector having presence in the entire value chain viz. From coal power trading to coal mining and > power generation.

 

B. Coal Mining

(i). Indian Coal Mining

Coal is the most important and abundant fossil fuel in India. The country's industrial heritage was built upon indigenous coal. Geological Survey of India has estimated the coal reserves of India at 247.85 billion tonnes of which 92 billion tonnes are proven. Hard coal deposits spread over 27 major coal fields are mainly confined to eastern and south central parts of India. Based on estimates, the consumption of coal is projected to rise by nearly 40% over the next five years and almost to double by 2020. Indigenous coal mining shall accordingly form an important segment of the overall power sector thrust area for the coming years.

 

With this backdrop, Indian coal is supposed to be a major fuel source to domestic energy market for the next century and beyond. As informed last year, the Company has been selected by Rajasthan  Rajya Vidyut Utpadan Nigam Limited. (RVUNL) for Identifying the techno-economically viable most suitable coal blocks, liaisoning with Govt. of India and making all efforts for allotment of the identified coal block(s) to RVUNL and carrying out coal mining operations for delivery of coal to its power plants. Pursuant to this, Government of India has allocated Parsa East and Kente Basan coal Blocks located in Chhattisgarh (Coal Blocks) to RVUNL in June 2007. Further, in compliance of the condition of the tender, a Joint Venture Company namely, Parsa Kente Collieries Limited has been incorporated in October 2007 wherein the Company holds 74% shareholding and RUVNL holds 26% shareholding which will enter into a Coal Mining and delivery Agreement with RVUNL to undertake the development and operation of the Coal Blocks and delivering the coal from the Coal Blocks to RVUNL Thermal Power Stations.

 

The coal mining operations in the above said Coal Blocks are expected to start from April 2010. Further, the Company has been also been selected as successful bidder for carrying out survey, exploration and mining activities in coal block allotted to Maharashtra State Mining Corporation Limited at Agarzari, Near Chandrapur District in the State of Maharashtra. A Joint Venture special purpose vehicle will be formed to undertake above activities.

 

The Company is also actively looking at other opportunities in mining operations in India and Abroad. The Company will continue to look for more opportunities across India for other coal mining ventures with State Electricity Boards.


 

(ii). Indonesian Coal Mining

Coal is a global industry, with coal mined commercially in over 50 countries and consumed in over 70 countries. The world currently uses 5.4 billion tons of coal in variety of sectors – power generation, iron and steel production, cement manufacturing and as a fuel. Its production has seen a substantial increase over the last 20 years, with maximum contribution by Asia.

 

Indonesia being the seventh largest coal-producing country in the world has approximately 5.3 billion MT of recoverable coal reserves. Sumatra contains roughly two-third of Indonesia's total coal reserves, with the balance located in Kalimantan, West Java and Sulawesi.

 

The Company through its subsidiary Company, PT Adani Global, Indonesia has identified 140 million tons coal mine reserves in the Indonesia. The identified reserves are located in the island of Bunyu in E.Kalimantan, near the border of Malaysia to the north. The sites are located in the central and northern part of the island. The preliminary geological investigation has been completed and the mining would be started followed by the subsequent development. Once the mines start functioning, the Company will have presence in the entire value chain of coal business, as the Company is already a leading coal trader. Apart from this, the Company is exploring more options in Australia, South Africa and other countries for coal mining.

 

Power and Coal Trading

There exists a large gap between supply and demand of power in large parts of the country. Inherent diversity in demand of various States in the country also results in periods of seasonal surplus in one State or Region coinciding with periods of deficit in another. To capitalize on this growing opportune sector, the Company had started power trading business in November, 2003 and since then the Company has already traded more than 7000 Million Units of power till March, 2008 to the entire satisfaction of surplus / buying utilities of power. The Company has evolved as a leading private sector power trader in India and targets to increase its trading volume to 5000 Million Units per annum over next five years.

 

The Company is holding highest category 'F' inter-state license for trading in power by the Central Electricity Regulatory Commission (CERC) in 2003, wherein the Company can undertake trading of more than 1,000 Million Units of electricity during the year, covering the jurisdiction of the entire country, except Jammu and Kashmir, for next 25 years. Further, during the year, the Company has obtained membership of first power exchange, Indian Energy Exchange Limited. (IEX) to widen the scope of services being offered to customers. The Company plans to include the trading of surplus power from power projects being set up by the subsidiary Companies in future. The Company also plans to explore power trading avenues with the neighboring countries like Bhutan, Nepal and Bangladesh and focusing on long term contracts to drive the volume growth.

 

Coal is one of the primary sources of energy, accounting for about 55% of the total energy consumption in the country. About 75% of the coal in India is consumed in the power sector. Indian coal has high ash content and low calorific value and India has also faced a shortage of coal supply for many years, which is expected to continue as energy needs increase with growth of the Indian economy. Most of this shortage will need to be met through imports.

 

During the year, the Company has maintained its position as the largest importer of coal in India. The Company has also entered into long-term strategic arrangements for supply of imported coal, which has lesser Ash content and better calorific value for higher productivity with largest mining Company of Indonesia. The Company has also developed relationships with large miners of Indonesia and China.

 

City Gas Distribution

Gas distribution for Industries, commercial establishments and residences in the cities has ushered in a new era of cost-efficient and environment friendly fuel. CNG program introduced in the country due to environmental concerns has registered an immense success due to the fact that use of CNG holds large price advantage in automobiles compared with use of conventional fuels like MS and diesel. The Company aims at improving the environment by setting up a comprehensive network of CNG stations.

 

 

The Company has forayed into the business of City Gas Distribution Business through its subsidiary Adani Energy Limited., (AEL) with an objective of providing safe, convenient, reliable and environment friendly fuel (Piped Natural Gas - PNG and Compressed Natural Gas – CNG) to the industrial, commercial, household and transport sectors. Subject has already set up a Gas Distribution Network, established infrastructure for more than 130 KM of steel pipeline network, 450 KM of PE network, 45 CNG stations for two of Gujarat's most industrialized and commercial Districts – Ahmedabad and Vadodara. Subject is targeting to serve more then 250 industrial units, 10,000 households, 100 commercial units and 40,000 vehicles in these cities through its infrastructure network. Subject is also implementing City Gas Distribution projects to repeat the similar success stories in Noida, Lucknow and Khurja in UP, Faridabad in Haryana and Udaipur, Jaipur in Rajasthan. It has already initiated the infrastructure development in these cities to meet the fuel needs of industrial, domestic, commercial and Transport sectors. Supply of Natural Gas will definitely bring down the pollution level in these cities.

 

Oil and Gas Exploration

Natural Gas is rapidly becoming the most preferred source of energy. India ranks 12th in terms of Natural Gas Reserves with almost 3 bn cubic meters. Most of these reserves are located in the hydrocarbon rich Krishna-Godavari (KG) basin, Upper Assam and Cambay basin in Gujarat. Given that India imports around two thirds of its oil and gas requirement, the sector throws up some exciting opportunities.

 

Looking to this scenario and as part of its integrated strategy, the Company has also forayed into the Oil and Gas sector and formed a JV Company called Adani Welspun Exploration Limited. (AWEL) with majority (65%) stake with Welspun Group for Oil and Gas Exploration and Production business. AWEL has been awarded two oil and gas blocks in Gujarat and Assam viz. Palej block in Cambay, Gujarat and Margherita block in Assam under the recently concluded NELP VI through consortium. AWEL also plans to participate in the upcoming NELP VII bids and is actively looking at oil and gas blocks overseas

 

Petro Products

The Company has established State of the Art – Bunkering (Ship Fuelling Business) facilities at Mundra Port with procurement of two products barges of 3,000 MT capacity each, storage and blending facility in place. This strategically located bunkering facility competes with the two major bunkering hubs in Asia viz. Singapore and Fujairah. The ever increasing traffic of vessels ensures strong demand for ship fuel in the coming years. Hence, the bunkering business has a great potential to achieve higher volumes by 2010.

 

During the year, in order to carry on business of bunkering in various ports of India, the Company has formed JV Companies with Chemoil Group of Singapore in Singapore having 50 : 50 equity participation. This strategic Joint Ventures will significantly boost up the bunkering activities of the Company.

 

Business: Real Estate

The Indian real estate sector is on a strong growth path, led by rising GDP, increasing demographics, growing affordability, increasing impact of IT/ITES and organized retail sectors, supported by strong FDI and portfolio inflows. The unprecedented demand has driven the need for organized sources of funding, creating 'investability' and has led to the emergence of real estate as a sustainable asset class. Investable real estate assets in India are only 7-8% of India's GDP compared with 40-50% in most developed economies. The office space in India is also far lower when compared with international peers like Hong Kong and New York. Against this backdrop, real estate sector in India is likely to grow.

 

The Company has forayed into the Real Estate Sector through its subsidiary, Adani Infrastructure and Developers Private Limited (AIDPL). AIDPL has enhanced its scope of operations in a short span of time, developing large integrated townships as well as commercial and retail properties. It has a approx 105 mn sq ft of Floor Space Index (“FSI”) under development, which is expected to be fully executed in the next five years. The projects are a combination of Sale and Lease models, on a case to case basis. It has built up land bank at strategic locations and is partnering with other realty players to ensure that the execution moves ahead as per schedule.

 


 

Projects :

 

I. “Shantigram” – an Integrated Township at Ahmedabad, Gujarat.

The Company through its subsidiary, Shantigram Estate Management Private. Limited. (SEMPL) is also in the process of developing a 578 acre township in Shantigram, Ahmedabad. “Shantigram” is intended to be one of the largest townships of its kind sprawling across 41.6 mn sq ft of saleable area. The project involves residential, commercial and plotted development as well as a 50 acre ITITeS SEZ. The construction work on the project has started and is expected to be completed by financial year 2012-13. The Project shall provide the amenities like Recreation, Sports and Leisure, Public and Private Constituents, and Shantigram Public Utility Infrastructure. The SEZ has been proposed to be a part of Township and shall ensure to provide the amenities available within the Township.

 

II. Commercial and Residential Development in Mumbai

Mumbai is a commercial capital of India and is the sixth largest metro in the world. As a result, Mumbai offers a plethora of employment opportunities and this in turn has led to an increase in its population. With scare residential space to cater to an ever increasing population and dwindling commercial area in the event of enhanced economic activity, Mumbai realty prices have hit the roof. To capitalize on this segment, the Company through its subsidiary, Adani Developers Private. Limited. (ADPL) has identified two properties in Mumbai.

 

III. “Bandra Kurla Complex” (BKC)

BKC has been developed as one of the most sought prime commercial micro-market in Mumbai. It is expected to become the secondary Central Business District (CBD) of Mumbai due to the factors like the quality infrastructure, availability of land by MMRDA, established Companies, road width, easy accessibility, etc. The Company is developing 2.2 mn sq ft of commercial cum retail project at Bandra–Kurla Complex (BKC). The site is located at International Finance and Business Centre (IFBC) in Bandra-Kurla Complex (BKC). The Company proposes to develop commercial multi-storey towers in this land. Project work has been commenced and is expected to be complete in the next 3 financial years.

 

IV. “Mill land Development” in Mumbai City (Borivali and Byculla)

The Company is also developing a residential complex in Boriville (approx 1.2 mn sq ft) and a commercial complex in Byculla (approx 0.70 mn sq ft) both of which are part of the Mill Land Development Programme (MLDP) through a JV Company, Swayam Realtors and Traders Limited. In which it has 60% stake. The land has been acquired through the BIFR process, ensuring clean title and no legal issues.

 

V. Mundra Mass Housing Project, Mundra , Gujarat

The Company is developing a Township project at Mundra Port and SEZ (MPSEZ), through a subsidiary Company, Adani Mundra SEZ Infrastructure Private. Limited., spanning over 600 acres of land. The project work has already been commenced. The project would provide infrastructure support to families involved in developing MPSEZ over the next 5-10 years. The total developable area of the project is expected to be approx 50 mn sq ft.

 

VI. Other Developments – Surat and Kochi

Apart from the projects mentioned above, the Company is also developing 5.6 mn sq ft of Commercial and Residential property in Surat. Land acquisition of the 57 acres is in process and the construction is expected to start in financial 2008-09. The Company has also tapped the southern region with project spanning 27 acres of land in the prime location of Kochi. The plan involves developing 3.2 mn sqft of saleable area with 85% high end residential and 15% commercial space.

 

Business: Agro

I. Agro Commodities Trading

India is one of the world's largest food grains producers, the second largest vegetable producer and rice producer, making it one of the world's agricultural powerhouses. With global agricultural trade on a sustained rise coupled with robust economic growth across the world, the Agro sector has number of trade opportunities in its offing, which is an important contributor to India's growth story.

 

The Company is a leading trader of diversified Agri Commodities in India and Internationally with emphasis on entire range of grains, pulses, castor and soya, oil and oil meals and food grains. The Company is present in every aspect of trade of bulk agro commodities from importing, selling domestically to exporting and doing third country trade. The Company has a geographical presence in Europe, Japan, Korea, China, USA, Canada, Australia, South East Asia, Middle East, South Asia and almost all over the globe with its Agro Business.

 

The Company has also identified development of Rural and Farm infrastructure as a thrust area for the coming year and dedicates itself for the cause of creating facilities to minimize inefficiencies in the form of wastages being faced today by the country. The Company's trading model would be subsequently integrated with planned infrastructure so as take achieve higher feats.

 

II. Edible Oil

The Company had commenced trading in Edible Oil since 2000 and looking to the urbanization and increasing demand of packed oil, ventured into Edible Oil Refining through 50 : 50 JV Company, Adani Wilmar Limited. (AWL). It established first Indian port based edible oil refinery through Mundra. With the enhancement of refining capacity, location specific products and branding efforts, AWL has also acquired refineries at Mantralayam, Bundi and Haldia. AWL has promoted its products under the brand “Fortune”. “Fortune” is India's largest edible oil brand commanding 17% market share. The “Fortune” brand products are available in various range of edible oil. It includes Soya Oil, Sunflower Oil, Groundnut Oil, Non Refined Mustard Oil and Cotton Seed Oil. Other growing brands of AWL are “Naturalle”, “Raag” and “Kachi Ghani”.

 

During the year, AWL has added coconut oil to its product basket under the name “Naturelle”, which is receiving encouraging response in the market. During the last 6-7 years of its operations, AWL has spread its distribution network across India and exports to more than 19 countries in the Middle-East, South East Asia and East Africa. Today, AWL has distribution foot prints all across the country with 88 stock-points catering to more than 6000 distributors and numerous brokers and other trade associations. AWL's retail reach is at more than 6,00,000 outlets. Looking to domestic needs and established distribution network, AWL has also added Vanaspati Ghee under “Raag” brand and bakery shortening under “Jubilee” brand to its product basket. AWL is continuously increasing its market share in sunflower and vanaspati edible oil. With the best brand and network, AWL is poised to grow rapidly in the years to come.

 

III. Fruits and Vegetables

India is 2nd largest producer of fruits and vegetables in the world but contributes less than 1% of total production of fruits and vegetables due to lack of post harvest technologies, logistics and improper storage.

 

To capitalize on this segment, the Company through its subsidiary viz, Adani Agri Fresh Limited (AAFL) has taken the lead in developing logistics integrated storage, handling and transportation infrastructure for fruits and vegetables and set up modern Controlled Atmospheric Storage facilities for storage of fruits and vegetables with European technology at three locations viz. Rewali, Sainz, and Rohru in Himachal Pradesh having a combined capacity of around 18,000 MT. AAFL also plans to roll out of pack house facilities in Maharashtra, Gujarat, Andhra Pradesh and Karnataka in a phased manner. AAFL has already set up a strong marketing network in 30 major towns across India for wholesale, cash and carry and organized retail.

 

The strategy of the said Company is to concentrate on products that are produced far from major consumption centers, are seasonal in nature and are amendable to increase in storage life using modern integrated cold chain facilities. This would enable the Company to leverage on its logistics strength while at the same time take advantage of controlled atmospheric storage technology to arbitrage on the price differential between peak and off peak season. Initially the project would be focused on apples and would then diversify into other fruits and vegetable products in a planned phased manner. During the year, AAFL has handled 4800 MT of apples and plans to procure around 16,000 MT of apples in the FY 08-09.

 

IV. Agro Supply Chain

In order to reduce storage and transit losses of food grains and to bring additional resources through Private Sectors participations, Govt. of India had announced a National Policy on Handling Storage and Transportation of Foodgrains in June, 2004 for Bulk and conventional godowns. Adani Agri Logistics Limited. (AALL) a subsidiary of the Company was awarded the project by Food Corporation of India to implement a bulk food grains handling, storage and transportation, which will be implemented on a commercial Build, Own, Operate (“BOO”) format. The project includes the development, design, financing, construction, operation and maintenance of state-of-the-art

facilities at the project sites. The project is spread across 8 (eight) locations across India namely, Moga, Kaithal, Hooghly, Navi Mumbai, Chennai, Coimbtore and Bangalore. AALL also plans to create more storage capacities and related infrastructure at multiple locations across India.

 

Business: Metals and Minerals

The Company's metals and minerals businesses includes trading in iron ore, scrap metal and gems and jewellery. The Company exports iron ore to China from mines near its captive port facility in Belekeri, South India. The Company also plans to undertake captive iron ore mining operations in Karnataka.

 

I. Metal Scrap Business

The Company is a leading metal scrap trader in the Indian sub-continent with buyers of India, Pakistan and Bangladesh. The metal scrap is sourced from world's top 5 metal scrap suppliers based at United States and Europe and the Company is the preferred supplier to many large customers. The Company has also started metal scrap trading in the containerized shipments. The Company is a leading player in un-branded studded jewellery and gold medallion with manufacturing base in Surat SEZ and has also entered into outsourcing arrangements with large manufacturers.

 

II. Ship Dismantling Business

The Company through its Subsidiary, Adani Virginia Inc. has purchased a ship dismantling Company in USA namely, Bay Bridge Enterprise LLC. (“Bay Bridge”), a ship breaking unit which is one of the six yards registered with Maritime Authority of USA with highest order of environment protection. The said Company has already dismantled 10 Vessels from Maritime Administration of US since June 2005. It would now be focusing on acquiring the vessel from US Navy. Bay Bridge has also started Trans-load operation in Virginia to facilitate Scrap Trading business of its parent Company. The Company is currently serving 2000-3000 Mt. of Cargo each Month and projecting the Volumes for Trans-load to 60000 Mt. by Next Year.

 

The heading requirement of dismantling obsolete vessels combined with growing requirement of scrap metal world wide has led to an increased demand for ship breakers in USA. Bay Bridge will capitalize the opportunities in the ship breaking business through it's another footing in operation at Brownville, Texas. The Company will create a Ship-breaking Facility in Brownville, Texas and shall be able to capitalize the US market more than 25%.

 

Shipping as a backbone to Company's businesses

Shipping is the largest and the most important mode of international transportation for the country. Around 95% by volume and 70% by value of India's overseas trade is sea-borne. To capitalize on this growing segment and to backward integrate its existing strong global trading, logistics and infrastructure operations which are largely sea borne, the Company has established subsidiary Companies in Singapore to manage its shipping and freight operations.

 

During the year, the Company has chartered around 273 ships to move various products sum-up to 14 Mn Mt. The Company also plans to acquire two capsize vessels newly built with expected delivery by Dec 2010 in the initial phase. The Company will also use the fleet of vessels for handling the third party cargo. This will help the Company to effectively manage its international cargo operations and to generate additional revenues from shipping its own captive as well as third party cargo.

 

Competition/Outlook on opportunities

 

Competition

The businesses in which the Company is engaged are highly competitive and has competitors in each of its major business operations on a local, regional, national and international levels. Although barriers to entry are high in a number of the Company's businesses due to the costs associated with sourcing commodities and managing their transportation, the Company faces additional competition from new entrants and from its existing customers who are becoming more involved in sourcing to satisfy their own supply requirements. The markets for the Company's metals, minerals, ores, agro-commodities and energy products are also price competitive and sensitive to product

substitution. In many of these businesses, the Company's competitors have greater economies of scale and are also more vertically integrated and generally not only act as commodities merchants but also as processors, which allow them to make a higher margin. Competition with these and other suppliers, processors and distributors is based on price, quality of service and geographic location.

 

Financial Performance with respect to operational performance

The Management is pleased to inform you that the year witnessed many fold increase in the business activities of the Company. They take pride in informing you that the Company has maintained its dominance, achieved a significant growth and recorded a yet another stellar financial performance.

 

Details of various milestones achieved and financial performance of the Company with respect to operational performance are as under :

 

Revenues:

During the year, the Company has recorded total income to the tune of Rs. 115954.4 millions as compared to Rs. 101516.6 millions of the previous year which show an increase of 14% over the last year.

 

 

Fixed Assets

 

Tangible

 

Intangible

 

 

 

OTHER details:-

 

Contingent Liabilities not provided for:

 

PARTICULARS

 

31.03.2008

(Rs. In Millions)

Claims against the Company not acknowledged as Debts

389.900

In respect of Corporate Guarantee given:-

 

To Companies under the same Management

942.900

For obligations to other parties

1199.100

Bills of Exchange Discounted

10429.400

Demand against the Company not admitted as debts

regarding sales tax against which appeals are pending

21.600

In respect of Bank Guarantees given to Government

Agencies

74.800

In respect of partly paid shares

----

Export obligation of Rs. 6.04 (Previous Year Rs. 6.62) is pending which is equivalent to 8 times of duty saved Rs. 0.76 ( Previous Year Rs. 0.83)

Certain claims / show cause notices disputed have neither been considered as contingent liabilities nor acknowledged as claims, based internal evaluation of the management.

Show cause notice in terms of value of export goods under section14 of the Customs Act, 1962 read with section 11 of FTDR Act, 1992 and rule 11 and 14 of FT(Regulation) Rule, 1993 in which liability is unascertainable.

 

 

Website DETAILS:-

Subject is the flagship company of The Adani Group and is actively involved in the Global Trading Business.

 

With its head office in Ahmedabad, India, subject has extended its activities across the globe. Today, subject has branched out into several offices in India and abroad. (Singapore, UAE, USA, etc.)

 

Subject commenced its operations in 1988, driven by the desire "To become the leader in trading business. Its trade desks handle a diverse and voluminous product portfolio with expertise. The product range is organized under the “T.E.A.M.” structure correctly amplifying the required cohesiveness of a knowledge based and people driven entity. Textiles-denim, yarn, cotton grey, silk, printed fabric and so on; Energy desk with Coal, Coke, Iron ore, Petroleum and Petrochemicals; Agriculture products like wheat, rice, oilseed meal, pulses, groundnuts; Metals desk with products like ferrous scrap and precious metals comprising of gold and value added diamond business.

 

The product portfolio also includes Iron ore, fertilizer raw materials and several other items. With a long-term vision, the Company is developing minor Port at Belekeri, North Karnataka to handle iron ore and other bulk cargo.

 

Group Highlights

Founded in 1988 the Adani Group has grown from being a trading house to a diversified and dynamic business group with interests from infrastructural development to FMCGs.

 

A leader in international trading and infrastructure development, the Adani Group is engaged in a continuous Endeavour to maximize potentialities by synergizing the multiple businesses of the Group creating optimum business model.

 

The Group has made foray into high growth sector like Power, Infrastructure, Global Trading, Logistics, Energy and is recognized for creating benchmarks for others to follow… They are the operator of largest private port in India, They are the developer of largest multiproduct SEZ in India, They have the largest edible oil refining capacity in India, and they are one of the largest trading houses in India.

 

The group is committed to constantly deliver good returns to its stakeholders and convert partnerships into winning combination.

 

Products

Subject is today an international trading house dealing in nearly 40 commodities in more than 55 countries around the world.

 

Subject operates from 14 corporate centers in India. It operates overseas branches in Dhaka, Dubai, Moscow, Singapore and South Korea, and maintains a long list of contact offices around the world to provide easy access to its clientele.

 

Its chosen product categories are: Agro-products, Coal and Coke Products, Textiles, Fertilizers and Steel Scrap, Marine Products, Petrochemicals, Petroleum Oil and Lubricants, etc.

 

Through time-conscious delivery, quality-driven process systems, total reliability and unusual levels of commitment to customer satisfaction, Adani Group has found great success in marketplaces around the world, and a rock-solid reputation.

 


 

MEDIA RELEASE

 

The Board at its meeting dated 21st May, 2007 under took the following major activities:

 

Sales and Operating income has gone up for the quarter ended 31 March 2007 to Rs.34260 Millions from Rs. 32560 Millions in the corresponding previous year quarter, showing a growth of 5%. For the full year the same has increased by 9% to Rs.101560 Millions.

 

EBIDTA for the quarter ended 31 March 2007 has increased to Rs.1120 Millions as compared to Rs.91 in the corresponding previous year quarter. For the full year the EBIDTA has been Rs.3500 Millions showing an increase of 29%.

 

PBT and PAT for the quarter has increased by 10% to Rs.950 Millions and 1% to Rs.660 Millions. For the full year the PBT and PAT has increased to Rs.1980 Millions and Rs.1510 Millions i.e. 27% and 27% respectively.

 

On a consolidated basis, the Company’s Sales and Operating income has increased by 37% to Rs 169490 Millions as compared to Rs 123410 Millions in the corresponding previous period.

 

EBIDTA on a consolidated basis has increased by 49% to Rs 4740 Millions as compared to Rs 3180 Millions for the corresponding previous period.

 

The PAT of the company on a consolidated basis has also improved by 28% to Rs 1730 Millions as compared to Rs 1350 Millions for the corresponding previous period.

 

The company successfully placed Foreign Currency Convertible Bonds of US$250 million in January 2007. The proceeds of the issue would help in the successful implementation of various projects being undertaken by the company towards coal mining, shipping, etc.

 

The Company continues to be focused on its four business segments namely:

 

Energy, Agro, Metals and Minerals and Infrastructure and Logistics

 

Under the Energy Segment,

 

-          it continues to be the largest Coal importer in India. Adani Power Limited, its wholly owned subsidiary is implementing a project for generation of 2640 MW of electricity in three phases. Of this, the company has entered into a long term agreement with Gujarat Urja Vikas Nigam Limited, to supply 2000 MW of electricity. The company through its wholly owned subsidiary in Indonesia, is also engaged in developing coal mines, which will prove to be a big asset to flank its power plant as well as the coal trading business.

 

-          The company has successfully commenced the bunkering business i.e. supply of fuel to ships through its unit in the Mundra SEZ.

 

-          The consortium, where the company is a majority stake holder has been awarded two onshore blocks for Oil and Gas exploration under the NELP – VI viz. one in Gujarat and another one in Assam. The consortium has also been awarded one onshore block in Thailand for Oil and Gas exploration.

 

The Agro business of the company has shown continuous superior performance in trading of various agro commodities.

 

-          Adani Agri Fresh Limited, its wholly owned subsidiary, is the first company in India to have successfully implemented Controlled Atmosphere Storage Facilities (CASF) for the storage and trading of fruits and vegetables under controlled climatic conditions;

 

-          Adani Agri Logistics Limited, its wholly owned subsidiary, is setting up fully mechanized silos for the storage of food grains, again the first of its kind in India, and has entered into a long term contract with Food Corporation of India.

 

-          Adani Wilmar Limited, the 50% joint venture with Wilmar group, Singapore, has continued to maintain its market dominance in the branded edible oil segment with its brand ‘Fortune’.

 

In the Metals and Minerals business, the company continues to be one of the major exporters of iron ore. Through its wholly owned subsidiary, Adani Global FZE, it continues to be the largest importer of ferrous scrap in sub-continental India. Bay Bridge Enterprises LLC, the wholly owned subsidiary in US engaged in the business of dismantling ships, has shown good performance.

 

In the Infrastructure and Logistics segment, the company through its subsidiaries is developing around 25 mn sq. feet of integrated commercial and residential projects in Ahmedabad and Mumbai. The company has also placed orders for two large bulk carriers of 175,000 tonnes each with a Korean Shipyard to cater to its internal cargo requirements.

 


CMT REPORT (Corruption, Money Laundering and Terrorism]

 

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

 

1]         INFORMATION ON DESIGNATED PARTY

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

 

2]         Court Declaration :

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

 

3]         Asset Declaration :

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

 

4]         Record on Financial Crime :

            Charges or conviction registered against subject:                                                  None

 

5]         Records on Violation of Anti-Corruption Laws :

            Charges or investigation registered against subject:                                                          None

 

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

            Charges or investigation registered against subject:                                                          None

 

7]         Criminal Records

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

 

8]         Affiliation with Government :

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

 

9]         Compensation Package :

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

 

10]        Press Report :

            No press reports / filings exists on the subject.

 

 

CORPORATE GOVERNANCE

 

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

 

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

 

 

CONTRAVENTION

 

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

 

 

FOREIGN EXCHANGE RATES

 

Currency

Unit

Indian Rupees

US Dollar

1

Rs.50.52

UK Pound

1

Rs.75.08

Euro

1

Rs.63.72

 

 

SCORE and RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

9

PAID-UP CAPITAL

1~10

9

OPERATING SCALE

1~10

9

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

10

--PROFITABILIRY

1~10

8

--LIQUIDITY

1~10

9

--LEVERAGE

1~10

9

--RESERVES

1~10

9

--CREDIT LINES

1~10

9

--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

 

81

 

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 and 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 and 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