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Report Date : |
28.06.2008 |
IDENTIFICATION
DETAILS
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Name : |
SWAN MILLS LIMITED |
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Registered Office : |
15, Tokersey Jivraj Road, Sewree, Mumbai -
400015, Maharashtra, India |
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Country : |
India |
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Financials (as on) : |
31.03.2007 |
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Date of Incorporation : |
22.02.1909 |
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Com. Reg. No.: |
000294 |
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CIN No.: [Company
Identification No.] |
L17100MH1909PLC000294 |
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TAN No.: [Tax
Deduction & Collection Account No.] |
MUMS37252F |
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PAN No.: [Permanent
Account No.] |
AABCS7890Q |
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Legal Form : |
A Public Limited Liability Company. The Company’s Shares are Listed on
the Stock Exchange. |
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Line of Business : |
Manufacture
of Cotton and Polyester Sarees and Shirtings |
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 1700000 |
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Status : |
Satisfactory |
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Payment Behaviour : |
Regular |
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Litigation : |
Clear |
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Comments : |
Subject is a well established and reputed company having satisfactory track. Trade relations are fair. Business is active. Payments are reported as usually correct and as per commitments. The company can be considered normal for business dealings at usual trade terms and conditions. |
LOCATIONS
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Registered Office/ Factory : |
15, Tokersey Jivraj Road, Sewree, Mumbai -
400015, Maharashtra, India |
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Tel. No.: |
91-22-24139092/3216/24145832 |
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Fax No.: |
91-22-24145831 |
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E-Mail : |
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Website : |
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Corporate
Office : |
2nd Floor, Felthem House, J. N.
Herdia Marg, Ballard Estate, Mumbai - 400 001 |
DIRECTORS
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Name : |
Mr. Navinbhai C.
Dave |
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Designation : |
Chairman |
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Name : |
Mr. Nagardas H.
Panchal |
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Designation : |
Director |
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Name : |
Mr. Shobhan I.
Diwanji |
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Designation : |
Director |
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Name : |
Mr. Rajat Kumar
Dasgupta |
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Designation : |
Director |
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Name : |
Mr. Pitamber S.
Teckchandani |
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Designation : |
Director |
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Name : |
Mr. Dhiren M.
Desai |
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Designation : |
Director |
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Name : |
Mr. Gopal N. Dave |
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Designation : |
Director |
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Name : |
Dr. Suresh P.
Dalal |
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Designation : |
Director |
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Name : |
Mr. Paresh V. Merchant |
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Designation : |
Director |
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Name : |
Mr. Nikhil V.
Merchant |
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Designation : |
Managing Director |
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Name : |
Mr. Dhiren M
Desai |
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Designation : |
Additional
Director |
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Name : |
Mr. Rajat Kumar
Dasgup |
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Designation : |
Additional
Director |
MAJOR SHAREHOLDERS
/ SHAREHOLDING PATTERN
(AS ON
31.03.2007)
|
Names of Shareholders |
No. of Shares |
Percentage of
Holding |
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Promoters & associates |
78100429 |
82.21 |
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Mutual funds and DTI |
0 |
00.00 |
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Banks, Fin. Institutions |
55050 |
00.06 |
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Others |
16844521 |
17.73 |
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Total |
95000000 |
100.00 |
BUSINESS DETAILS
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Line of Business : |
Manufacture
of Cotton and Polyester Sarees and Shirtings |
GENERAL
INFORMATION
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Bankers : |
HDFC Bank |
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Facilities : |
SECURED LOAN AS ON
(31.03.2007 Rs. in Millions)
Notes
: (a) Secured by mortgage of properties
financed i.e. land at Sewri and Kurla and present and future construction
thereon. (b) Secured by hypothecation of vehicle. UNSECURED LOAN
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Banking
Relations : |
Satisfactory |
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Auditors : |
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Name : |
V. R. Renuka and Company Chartered Accountants |
CAPITAL STRUCTURE
(AS
ON 31.03.2007)
Authorised Capital :
|
No. of Shares |
Type |
Value |
Amount |
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15000 |
11% Cumulative Redeemable Preference
Shares |
Rs.100/-each |
Rs.1.500
Millions |
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10000 |
11% Cumulative Preference Shares |
Rs.100/-each |
Rs.1.000
Million |
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95000000 |
Equity Shares |
Rs.2/-
each |
Rs.190.000
Millions |
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Total |
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Rs.192.500 Millions |
Issued, Subscribed & Paid-up Capital :
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No. of Shares |
Type |
Value |
Amount |
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9250 |
11% Cumulative Redeemable Preference
Shares |
Rs.100/-each |
Rs.0.925
Million |
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5000 |
11% Cumulative Preference Shares |
Rs.100/-each |
Rs.0.500
Million |
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95000000 |
Equity Shares |
Rs.2/-
each |
Rs.190.000
Millions |
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Total |
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Rs.191.425 Millions |
Of the above, the following Shares were
allotted for consideration other than cash:
1) 200000 Equity Shares of Rs.2 each fully
paid up pursuant to a contract. (Previous year 4,000 Equity Share of Rs.100
each)
2) 6620000 Equity Shares allotted as fully
paid up Bonus Shares by way of Capitalisation of Reserves.
(132400 Equity Share of Rs.100 each)
3) 9250 11% Cumulative Redeemable Preference
Shares of Rs.100 each fully paid up and 20,00,000 Equity Shares of Rs.2 each
(40,000 Equity share of Rs.100 each) fully paid up in terms of the Scheme of
Amalgamation of the Jubilee Mills Limited with the Company.
4) 2480800 Equity Shares of Rs.2 each (49,600
Equity Share of Rs.100 each) fully paid up in terms of the Scheme of
Amalgamation of the Coorla Spg. and Wvg. Company Limited with the Company.
5) 5000 11% Cumulative Preference Shares of
Rs.100 each fully paid up shares and 4,50,000 Equity Shares of Rs.2 each (9,000
Equity share of Rs.100 each) fully paid up in terms of the Scheme of
Amalgamation of Basanti Cotton Mills Ltd. with the Company.
6) 82920000 Equity Shares of Rs.2 (16,58,400
Equity share of Rs.100 each) fully paid up issued in lieu of conversion of
Subordinated Unsecured Loans brought in by Promoters and Associates in terms of
BIFR Orders.
(*) 9250 11% Cumulative Preference Shares of
Rs.100 each fully paid up of the face value of Rs.0.925 Million were to be
redeemed not later than 15 years from the date of issue i.e. 6th October, 1991.
FINANCIAL DATA
[all figures are in Rupees Millions]
ABRIDGED BALANCE
SHEET
|
SOURCES OF FUNDS |
31.03.2007 |
31.03.2006 |
31.03.2005 |
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SHAREHOLDERS FUNDS |
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1] Share Capital |
191.425 |
191.425 |
191.400 |
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2] Share Application Money |
0.000 |
0.000 |
0.000 |
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3] Reserves & Surplus |
148.022 |
135.342 |
127.800 |
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4] (Accumulated Losses) |
0.000 |
0.000 |
0.000 |
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NETWORTH |
339.447 |
326.767 |
319.200 |
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LOAN FUNDS |
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1] Secured Loans |
1147.446 |
1115.124 |
1019.800 |
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2] Unsecured Loans |
150.000 |
0.080 |
0.100 |
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TOTAL BORROWING |
1297.446 |
1115.204 |
1019.900 |
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DEFERRED TAX LIABILITIES |
1.255 |
1.389 |
0.000 |
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TOTAL |
1638.148 |
1443.360 |
1339.100 |
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APPLICATION OF FUNDS |
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FIXED ASSETS [Net Block] |
9.169 |
6.229 |
18.900 |
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Capital work-in-progress |
0.000 |
3.969 |
0.000 |
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INVESTMENT |
0.000 |
39.328 |
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 |
2165.617 |
1440.959 |
1219.600 |
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Sundry Debtors |
4.594 |
13.157 |
0.600 |
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Cash & Bank Balances |
160.623 |
45.480 |
49.800 |
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Other Current Assets |
0.000 |
0.000 |
0.000 |
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Loans & Advances |
340.295 |
162.125 |
137.100 |
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Total
Current Assets |
2671.129
|
1661.721 |
1407.100 |
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Less : CURRENT
LIABILITIES & PROVISIONS |
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Current Liabilities |
1042.150 |
267.887 |
86.900 |
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Provisions |
0.000
|
0.000
|
0.000 |
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Total
Current Liabilities |
1042.150 |
267.887 |
86.900 |
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Net Current Assets |
1628.979 |
1393.834 |
1320.200 |
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MISCELLANEOUS EXPENSES |
0.000 |
0.000 |
0.000 |
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TOTAL |
1638.148 |
1443.360 |
1339.100 |
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PROFIT & LOSS
ACCOUNT
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PARTICULARS |
31.03.2007 |
31.03.2006 |
31.03.2005 |
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Sales Turnover (Including Other Income) |
44.634 |
37.484 |
13.500 |
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Total Income |
44.634 |
37.484 |
13.500 |
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Profit/(Loss) Before Tax |
14.149 |
13.245 |
[20.200] |
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Provision for Taxation |
1.469 |
2.351 |
0.000 |
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Profit/(Loss) After Tax |
12.680 |
10.894 |
[20.200] |
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Expenditures : |
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Purchase and other Expenses |
753.658 |
243.770 |
298.200 |
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Depreciation |
1.510 |
1.709 |
2.300 |
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Stock Adjustment |
[724.658] |
[221.317] |
[248.900] |
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Interest and Financial Charges |
[0.025] |
0.077 |
[17.900] |
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Other Expenditure |
0.000 |
0.000 |
0.000 |
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Total Expenditure |
30.485 |
24.239 |
33.700 |
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QUARTERLY RESULTS
|
PARTICULARS |
30.06.2007 |
30.09.2007 |
31.12.2007 |
|
Type |
1st
Quarter |
2nd
Quarter |
3rd
Quarter |
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Sales Turnover |
40.600 |
53.900 |
123.400 |
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Other Income |
0.000 |
0.000 |
10.400 |
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Total Income |
40.600 |
53.900 |
133.800 |
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Total Expenditure |
38.400 |
52.300 |
131.200 |
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Operating Profit |
2.200 |
1.600 |
2.600 |
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Interest |
0.000 |
0.000 |
0.000 |
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Gross Profit |
2.200 |
1.600 |
2.600 |
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Depreciation |
0.400 |
0.400 |
0.400 |
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Tax |
0.000 |
0.000 |
0.000 |
|
Reported PAT |
1.800 |
1.200 |
2.200 |
KEY RATIOS
|
PARTICULARS |
|
31.03.2007 |
31.03.2006 |
31.03.2005 |
|
PAT / Total Income |
(%) |
28.41 |
29.06 |
[149.63] |
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Net Profit Margin (PBT/Sales) |
(%) |
31.70 |
35.34 |
[149.63] |
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Return on Total Assets (PBT/Total Assets} |
(%) |
0.53 |
0.79 |
[1.42] |
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Return on Investment (ROI) (PBT/Networth) |
|
0.04 |
0.04 |
[0.06] |
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Debt Equity Ratio (Total Liability/Networth) |
|
6.89 |
4.23 |
3.47 |
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Current Ratio (Current Asset/Current Liability) |
|
2.56 |
6.20 |
16.19 |
LOCAL AGENCY
FURTHER INFORMATION
HISTORY:
Originally
promoted by J P Goenka, the Bombay-based Subject was already sick when it was
taken over by the Dave group in 1990. In three years, its accumulated losses
touched a whopping Rs.920 Millions it was referred to the BIFR for a revival
package in 1992. Swan Mills has five units -- Aryodaya Spinning and Weaving
Mills, Ahmedabad; Basanti Cotton Mills, Calcutta; and, Kurla Spinning and
Weaving Mills, Swan Mills and Jubilee Textile Mills in Bombay.
The BIFR proposal envisaged revival of only the spinning unit -- Swan Mills. In
1993-94, the company started operations in all departments by accepting job
work. Nearly 80% of the processing work in the mill is being run on job works.
As per the BIFR package, the company disposed excess land owned by it on a
commercial basis. The company achieved a turnaround by posting a profit in
1993-94.
With the funds available through land sale, the company is carried out a
modernisation programme. Through merchant exporters, it started supplying to
big retailers in Europe like Marks and Spencers, the UK retailing giant. It
also diversified into the manufacture of cuprammoniam rayon yarn by setting up
Vini Rayon Industries, a joint venture with the Gujarat Industrial and
Investment Corporation. For this, it has tied up with Ralston and Associates,
US, to set up a pilot plant near Jagadiah, Gujarat. In Dec'95, BIFR declared
that the company is no longer sick and discharged it from its purview.
On successful implementation of Voluntary Retirement Scheme, all the manufacturing
activities have been suspended as all the operative workers/staff have opted
for the scheme.
OPERATIONS:
The Company has during the year carried out business activities of trading in
fabric and development of properties. The Company is constructing a Residential
Complex at Sewri and Technopark at Kurla in the city of Mumbai. Both the
projects are progressing as per schedule and bearing unforeseen circumstances,
the Company expects to compete the projects by March 2009.
FUTURE PLANS:
The company has made application for development of Special Sector Special
Economic Zone for setting up IT-SEZ in the State of Goa. The Company is also
planning to put up a Fabric Processing Unit in the State of Gujarat for which
land has been acquired.
FIXED ASSETS
CMT REPORT
(Corruption, Money Laundering & Terrorism]
The Public Notice information has been collected from various sources
including but not limited to: The Courts, India Prisons Service,
Interpol, etc.
1] INFORMATION ON
DESIGNATED PARTY
No 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.42.79 |
|
UK Pound |
1 |
Rs.85.04 |
|
Euro |
1 |
Rs.67.34 |
SCORE & RATING
EXPLANATIONS
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SCORE FACTORS |
RANGE |
POINTS |
|
HISTORY |
1~10 |
8 |
|
PAID-UP CAPITAL |
1~10 |
6 |
|
OPERATING SCALE |
1~10 |
5 |
|
FINANCIAL CONDITION |
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|
--BUSINESS SCALE |
1~10 |
6 |
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--PROFITABILIRY |
1~10 |
4 |
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--LIQUIDITY |
1~10 |
6 |
|
--LEVERAGE |
1~10 |
6 |
|
--RESERVES |
1~10 |
6 |
|
--CREDIT LINES |
1~10 |
6 |
|
--MARGINS |
-5~5 |
- |
|
DEMERIT POINTS |
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--BANK CHARGES |
YES/NO |
YES |
|
--LITIGATION |
YES/NO |
NO |
|
--OTHER ADVERSE INFORMATION |
YES/NO |
NO |
|
MERIT POINTS |
|
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--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 |
|
53 |
This score serves as a reference to assess SC’s credit risk
and to set the amount of credit to be extended. It is calculated from a
composite of weighted scores obtained from each of the major sections of this
report. The assessed factors and their relative weights (as indicated through
%) are as follows:
Financial
condition (40%) Ownership
background (20%) Payment
record (10%)
Credit history
(10%) Market trend
(10%) Operational
size (10%)
RATING
EXPLANATIONS
|
RATING |
STATUS |
PROPOSED CREDIT LINE |
|
|
>86 |
Aaa |
Possesses an extremely sound financial base with the strongest
capability for timely payment of interest and principal sums |
Unlimited |
|
71-85 |
Aa |
Possesses adequate working capital. No caution needed for credit transaction.
It has above average (strong) capability for payment of interest and
principal sums |
Large |
|
56-70 |
A |
Financial & operational base are regarded healthy. General
unfavourable factors will not cause fatal effect. Satisfactory capability for
payment of interest and principal sums |
Fairly Large |
|
41-55 |
Ba |
Overall operation is considered normal. Capable to meet normal
commitments. |
Satisfactory |
|
26-40 |
B |
Unfavourable & favourable factors carry similar weight in credit consideration.
Capability to overcome financial difficulties seems comparatively below
average. |
Small |
|
11-25 |
Ca |
Adverse factors are apparent. Repayment of interest and principal sums
in default or expected to be in default upon maturity |
Limited with
full security |
|
<10 |
C |
Absolute credit risk exists. Caution needed to be exercised |
Credit not
recommended |
|
NR |
In view of the lack of information, we have no basis upon which to
recommend credit dealings |
No Rating |
|