MIRA
INFORM REPORT
|
Report Date : |
30.12.2008 |
IDENTIFICATION
DETAILS
|
Name : |
JOHNSON MATTHEY
CHEMICALS INDIA PRIVATE LIMITED |
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Registered Office : |
Plot No. 6, MIDC Industrial
Estate, Taloja, District – Raigad – 410 208, |
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Country : |
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Financials (as on) : |
31.03.2008 |
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Date of Incorporation : |
06.09.2002 |
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Com. Reg. No.: |
11-137100 |
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CIN No.: [Company
Identification No.] |
U24110MH2002FTC137100 |
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TAN No.: [Tax
Deduction & Collection Account No.] |
PNEJ05603D |
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PAN No.: [Permanent
Account No.] |
AABCJ1620M |
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Legal Form : |
Private Limited
Liability Company |
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Line of Business : |
Manufacturer of
Nickel Catalyst |
RATING & COMMENTS
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MIRA’s Rating : |
Ba |
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RATING |
STATUS |
PROPOSED
CREDIT LINE |
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41-55 |
Ba |
Overall operation is considered normal. Capable
to meet normal commitments. |
Satisfactory |
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Maximum Credit Limit : |
USD 3396920 |
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Status : |
Good |
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Payment Behaviour : |
Regular |
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Litigation : |
Clear |
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Comments : |
Subject is a well
– established company o f Johnson Matthey Worldwide. Trade relations are
fair. Payments are usually correct and as per commitments. Profit margin is
under pressure. The company can
be considered normal for business dealings at usual trade terms and conditions.
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INFORMATION DECLINED BY
|
Name : |
Mr. Rajendra Arora |
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Designation : |
Account Manager |
LOCATIONS
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Registered Office/Factory : |
Plot No. 6, MIDC
Industrial Estate, Taloja, District – Raigad – 410208, |
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Tel. No.: |
91-22-27401710 |
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Fax No.: |
91-22-27401711 |
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E-Mail: |
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Website: |
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Asian Sales
Offices: |
Johnson Matthey (Shanghai)
Chemicals Limited Johnson Matthey Korea Limited Johnson Matthey |
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DIRECTORS
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Name : |
Mr. Amit N Burman |
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Designation : |
Director |
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Address : |
Flat No. 31, Wing
No. 2, A Windermere Marg, Azad Nagar, Post Office, Andheri (West), Mumbai – 400
053, Maharashtra, India. |
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Date of Birth/Age : |
04.11.1961 |
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Date of Appointment : |
06.09.2002 |
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Name : |
Mr. Mohan B
Saktidharam |
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Designation : |
Director |
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Address : |
No. 203, Wimberly
No. 6, Berlie Street Cross, Langford Town, Bangalore – 560025, Karnataka |
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Date of Birth/Age : |
11.10.1945 |
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Date of Appointment : |
06.09.2002 |
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Name : |
Mr. Alok Khektan |
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Designation : |
Managing Director
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Address : |
422A, |
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Date of Birth/Age : |
17.06.1964 |
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Date of Appointment : |
02.12.2002 |
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Name : |
Mr. Gregory Fox |
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Designation : |
Director |
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Name : |
Mr. Roger Keith
Kailburn |
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Designation : |
Director |
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Address : |
31, |
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Date of Birth/Age : |
10.02.1965 |
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Date of Appointment : |
30.09.2003 |
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Name : |
Mr. Martin Thomas
Durney |
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Designation : |
Director |
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Address : |
19, |
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Date of
Birth/Age : |
22.06.1945 |
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Date of
Appointment : |
28.04.2004 |
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Name : |
Mr. Saurav Bhala |
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Designation : |
Director |
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Name: |
Mr. Robert Asthon
Bullen Smith |
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Designation: |
Director |
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Address: |
House No.41, |
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Date of
Birth/Age: |
15.07.1959 |
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Date of
Appointment: |
02.03.2007 |
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Name: |
Mr. Paul Howard
Garner Nicholas |
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Designation: |
Director |
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Address: |
Flat 6, |
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Date of
Birth/Age: |
18.08.1963 |
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Date of
Appointment: |
02.03.2007 |
KEY EXECUTIVES
|
Name : |
Mr. Rajender
Arora Kumar |
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Designation : |
Secretary |
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Address : |
D-301,
Hiranandani Complex, Sector – 7, Kharghar, Navi Mumbai – 410 210, |
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Date of
Birth/Age : |
06.06.1974 |
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Date of
Appointment : |
05.11.2007 |
MAJOR SHAREHOLDERS
As on
(11.09.2008)
|
Names of Shareholders |
No. of Shares |
|
Matthey Finance B
V |
41999999 |
|
Johnson Matthey
Limited |
1 |
|
Johnson Matthey
PLC |
114170000 |
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Total |
156170000 |
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Equity Share
Breakup |
|
Percentage of
Holding |
|
Category
(31.03.2008) |
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Foreign holdings [Foreign institutional investors, Foreign Companies, Foreign Financial Institutions, Non-resident Indian or Overseas corporate bodies or others] |
|
100.00 |
BUSINESS DETAILS
|
Line of Business : |
Manufacturer of Nickel
Catalyst |
GENERAL INFORMATION
|
Employees |
200 |
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Bankers : |
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Facilities : |
Particulars |
31.03.2007 (Rs.in
Millions) |
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SECURED LOAN: From Others: Finance Lease
Obligations |
3.768 |
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Total |
3.768 |
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UNSECURED LOAN: Long Term: External
commercial borrowing from Johnson Matthey Plc., Short Term: Loan from Johnson
Matthey India Private Limited Loan from Johnson
Matthey Ceramics India Limited *(Due within one year
Rs.1.180 million (Previous year Rs.Nil)) # Due within one
year Rs.0.020 million (Previous year Rs.0.040 million)) # # (Due within
one year Rs.Nil (Previous year Rs.0.120 million)) |
1425.343 20.000 |
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Total |
1445.343 |
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Banking Relations : |
Satisfactory |
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Auditors : |
Bharat S Ravt
& Company |
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Chartered
Accountant |
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Address: |
4B, DLF Corporate
Park, |
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Tel. No.: |
91-124-2549191 |
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Pan No: |
AAAFB9852F |
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Associates/Subsidiaries : |
v
Johnson
Matthey INC v
Johnson
Matthey GMBH v
Johnson
Matthey Ceramics India Limited |
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Holding Company |
Ultimate Holding
Company Johnson Matthey
PLC, Holding Company |
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CAPITAL STRUCTURE
Authorised
Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
42000000 |
Equity Shares |
Rs. 10/- Each |
Rs. 420.000 Millions |
Issued,
Subscribed & Paid-up Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
42000000 |
Equity Shares |
Rs. 10/- Each |
Rs. 420.000 Millions |
(Of the above 41,999,999 (previous year 41,999,999) equity shares are
held by Matthey Finance B.V. Netherlands, the holding company. The ultimate holding
company is Johnson Matthey Plc.,
FINANCIAL DATA
[all
figures are in Rupees Millions]
ABRIDGED BALANCE
SHEET
|
SOURCES OF FUNDS |
31.03.2008 |
31.03.2007 |
31.03.2006 |
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SHAREHOLDERS FUNDS |
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1] Share Capital |
420.000 |
420.000 |
420.000 |
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2] Share Application Money |
0.000 |
0.000 |
0.000 |
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3] Reserves & Surplus |
259.384 |
43.773 |
0.000 |
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4] (Accumulated Losses) |
0.000 |
0.000 |
66.456 |
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NETWORTH |
679.384 |
463.773 |
353.544 |
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LOAN FUNDS |
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1] Secured Loans |
1.668 |
3.768 |
3.927 |
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2] Unsecured Loans |
1349.569 |
1445.343 |
1451.665 |
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TOTAL BORROWING |
1351.237 |
1449.111 |
1455.592 |
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DEFERRED TAX LIABILITIES |
104.422 |
98.362 |
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TOTAL |
2135.043 |
2011.246 |
1809.136 |
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APPLICATION OF FUNDS |
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FIXED ASSETS [Net Block] |
1133.745 |
1221.529 |
1236.192 |
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Capital work-in-progress |
100.756 |
102.970 |
121.021 |
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INVESTMENT |
0.000 |
0.000 |
0.000 |
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DEFERREX TAX ASSETS |
0.000 |
0.000 |
0.000 |
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CURRENT ASSETS, LOANS & ADVANCES |
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Inventories |
707.394
|
467.445 |
319.508 |
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Sundry Debtors |
411.687
|
336.179 |
248.211 |
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Cash & Bank Balances |
161.749
|
125.509 |
46.489 |
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Other Current Assets |
0.000
|
0.000 |
0.000 |
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Loans & Advances |
404.060
|
249.108 |
155.245 |
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Total Current Assets |
1684.890
|
1178.241 |
769.453 |
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Less : CURRENT LIABILITIES & PROVISIONS |
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Current Liabilities & Provisions |
473.366
|
305.028 |
189.816 |
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|
310.982
|
186.466 |
127.714 |
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Total Current Liabilities |
784.348
|
491.494 |
317.530 |
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Net Current Assets |
900.542
|
686.747 |
451.923 |
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MISCELLANEOUS EXPENSES |
0.000 |
0.000 |
0.000 |
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TOTAL |
2135.043 |
2011.246 |
1809.136 |
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PROFIT & LOSS
ACCOUNT
|
PARTICULARS |
31.03.2008 |
31.03.2007 |
31.03.2006 |
|
Total
Income |
2599.700 |
1846.800 |
1370.700 |
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Profit/(Loss)
Before Tax |
335.100 |
196.000 |
160.400 |
|
Provision for Taxation |
119.500 |
85.700 |
16.400 |
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Profit/(Loss)
After Tax |
215.600 |
110.300 |
144.000 |
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Total Expenditure |
2264.600 |
1650.800 |
1210.300 |
KEY RATIOS
|
PARTICULARS |
|
31.03.2008 |
31.03.2007 |
31.03.2006 |
|
PAT / Total Income |
(%) |
8.29
|
5.97 |
10.51 |
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Net Profit Margin (PBT/Sales) |
(%) |
--
|
-- |
-- |
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Return on Total
Assets (PBT/Total Assets} |
(%) |
19.89
|
16.63 |
20.85 |
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Return on
Investment (ROI) (PBT/Networth) |
|
0.49
|
0.42 |
0.45 |
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Debt Equity Ratio (Total
Liability/Networth) |
|
1.15
|
1.06 |
0.89 |
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Current Ratio (Current
Asset/Current Liability) |
|
2.15
|
2.39 |
2.42 |
LOCAL AGENCY FURTHER
INFORMATION
BUSINESS ENVIRONMENT:
Advance estimates
of central statistical organization indicates a real GDP growth of 9.2% for
2006-07. The average growth rate over the past four years stands at 8.6% making
it the fastest pace of growth in
Exports of goods
grew by 20.8% to touch USD 124.6 billion mark. However the robust export
performance could not contain the trade deficit which further to touch USD 56.7
billion, an increase of 40.6% over 2005-06, mainly on account of a sharp
increase in the value of oil imports.
AUDITORS REPORT:
The auditors have
raised objections in their report on the following points thereby expressing
inability to quantity their impact on the depreciation charge, loss for the
period, accumulated losses as at 31st March 2007 and Net Fixed
assets as at 31st March, 2008.
v
The
value of capitalized as “Options” in the Books of accounts should have been capitalized as tangible assets at
the fair value amounts in the financial statements and depreciation over their
individual estimated useful lives.
The objection above is a continuation from the previous financial years
2002-03, 2003-04, 2004-05, 2005-06 and 2006-07 and the relevant clarifications
have been repeated below as in the previous year’s reports.
To clarify the position of the Board with reference to the objection
raised by the auditors, the following paragraphs will suitably elaborate the
viewpoint of the Board –
Under the terms of the Business Transfer Agreement (BTA) and the Toll
Conversion Agreement (TCA) between ICI India Limited (ICI and Johnson Matthey
Chemicals India Private Limited (JMCIPL), both ICI and JMCIPL have options to
sell/buy all or part of the Panki assets (with or without Land) at a future
date at a prearrived value (plus statutory levies for land), subject to the
exercising of the relevant option by either party accompanied by the
fulfillment of certain conditions.
The company has agreed to the fact that the Business consideration paid
by it to ICI includes a value for the Panki Manufacturing assets as the future
consideration payable on the same is a taken residual value. As a result, it
has recognized the need to acknowledge the future options relating to Panki
assets and has therefore reflected it in the books of Accounts as an intangible
right to exercise an option, based on an independent fair Valuation of the
Panki assets as on the transfer date
However, the company cannot capitalize the consideration paid on account
of the right to exercise an option in the form of Tangible assets because of
the following factors:-
v
A
reading of the Business Transfer Agreement and the Toll conversion agreement
will clearly suggest that the Panki site assets are excluded from the list of assets
has not been transferred by ICI to JMCIPL as on the transfer date under the BTA
read will the allied agreements.
v
A
possible future transfer of all or part of the Panki manufacturing assets is
dependent on the exercising of options by either party, and on the satisfaction
of certain conditions and is therefore not a foregone conclusion.
Further, there is
no material impact of the Financial statements as a result of this treatment
which can be explained as under as the total value of the assets have been
disclosed in the financial statement under the head “Options” instead of the
separate categories of Tangible Assets suggested by the auditors which makes
the Gross Block of assets reflected in the Balance sheet the same as suggested
by the auditors which makes the Gross Block of assets reflected in the Balance
sheet reflects an amortization value on the “Option” for the period of the
operations instead of the depreciation value on the said Tangible assets and
the differential impact is summarized in the table below. Thus, there has been
adequate discloser and accounting of these fact in the Financial Statements.
In the current
financial year, the company has recognized the potential liability on account
of costs payable on the transfer of leasehold nghts to the land at the Panki
site based on an estimated valuation and reported the same under capital work
in progress in the financials.
Treatment suggested by Auditors
(Rs. In Millions)
|
Particular |
Gross
Block Value |
Depreciation Amount |
Net
Assets Amount |
|
Buildings |
26.923 |
3.890 |
23.033 |
|
Plant and
Machinery |
138.860 |
60.147 |
78.713 |
|
Furniture and
Fixtures |
3.167 |
1.371 |
1.796 |
|
Data Proceesing Machines |
1.990 |
1.856 |
0.134 |
|
Total |
170.940 |
67.264 |
103.676 |
|
Treatment in Books – Options |
170.940 |
73.996 |
96.944 |
|
Difference in Financial Stataements |
0 |
6.732 |
(6.732) |
Fixed
Assets
v
Motor
Vehicle
v
Building
v
Furniture
& Fixture
v
Goodwill
v
Office
Equipment
v
Plant
& Machinery
AS PER WEBSITE
PROFILE
Johnson Matthey is a speciality chemicals company focused on its core skills in catalysts, precious metals and speciality chemicals.
Johnson Matthey has operations in 34 countries and employs around
7,500 people. Its products are sold across the world to a wide range of
advanced technology industries.
Johnson Matthey Chemicals India Pvt Limited
(JMCIPL)
Subject, a wholly owned subsidiary of Johnson
Matthey Plc is located at the Taloja Industrial Area, near
CMT REPORT [Corruption, Money laundering & Terrorism]
The Public Notice
information has been collected from various sources including but not limited
to: The Courts,
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.48.76 |
|
|
1 |
Rs.71.68 |
|
Euro |
1 |
Rs.69.17 |
SCORE & RATING
EXPLANATIONS
|
SCORE FACTORS |
RANGE |
POINTS |
|
HISTORY |
1~10 |
6 |
|
PAID-UP CAPITAL |
1~10 |
6 |
|
OPERATING SCALE |
1~10 |
6 |
|
FINANCIAL CONDITION |
|
|
|
--BUSINESS SCALE |
1~10 |
5 |
|
--PROFITABILIRY |
1~10 |
3 |
|
--LIQUIDITY |
1~10 |
6 |
|
--LEVERAGE |
1~10 |
6 |
|
--RESERVES |
1~10 |
6 |
|
--CREDIT LINES |
1~10 |
6 |
|
--MARGINS |
-5~5 |
- |
|
DEMERIT POINTS |
|
|
|
--BANK CHARGES |
YES/NO |
YES |
|
--LITIGATION |
YES/NO |
NO |
|
--OTHER ADVERSE INFORMATION |
YES/NO |
NO |
|
MERIT POINTS |
|
|
|
--SOLE DISTRIBUTORSHIP |
YES/NO |
NO |
|
--EXPORT ACTIVITIES |
YES/NO |
YES |
|
--AFFILIATION |
YES/NO |
YES |
|
--LISTED |
YES/NO |
NO |
|
--OTHER MERIT FACTORS |
YES/NO |
YES |
|
TOTAL |
|
50 |
This score serves as a reference to assess SC’s credit risk
and to set the amount of credit to be extended. It is calculated from a
composite of weighted scores obtained from each of the major sections of this
report. The assessed factors and their relative weights (as indicated through
%) are as follows:
Financial
condition (40%) Ownership
background (20%) Payment
record (10%)
Credit
history (10%) Market
trend (10%) Operational
size (10%)
RATING EXPLANATIONS
|
RATING |
STATUS |
PROPOSED
CREDIT LINE |
|
|
>86 |
Aaa |
Possesses an extremely sound financial base with
the strongest capability for timely payment of interest and principal sums |
Unlimited |
|
71-85 |
Aa |
Possesses adequate working capital. No caution needed
for credit transaction. It has above average (strong) capability for payment
of interest and principal sums |
Large |
|
56-70 |
A |
Financial & operational base are regarded
healthy. General unfavourable factors will not cause fatal effect. Satisfactory
capability for payment of interest and principal sums |
Fairly Large |
|
41-55 |
Ba |
Overall operation is considered normal. Capable
to meet normal commitments. |
Satisfactory |
|
26-40 |
B |
Unfavourable & favourable factors carry similar
weight in credit consideration. Capability to overcome financial difficulties
seems comparatively below average/normal. |
Small |
|
11-25 |
Ca |
Adverse factors are apparent. Repayment of
interest and principal sums in default or expected to be in default upon
maturity |
Limited with full security |
|
<10 |
C |
Absolute credit risk exists. Caution needed to be
exercised |
Credit not recommended |
|
NR |
In view of the lack of information, we have no
basis upon which to recommend credit dealings |
No Rating |
|