MIRA
INFORM REPORT
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Report Date : |
08.03.2008 |
IDENTIFICATION DETAILS
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Name : |
APAR INDUSTRIES LIMITED |
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Registered Office : |
301 Panorama Complex RC Dutt Road, Vadodara – 390 007, Gujarat |
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Country : |
India |
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Financials (as on) : |
31.03.2007 |
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Date of Incorporation : |
28.09.1989 |
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Com. Reg. No.: |
04-12802 |
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CIN No.: [Company
Identification No.] |
L91110GJ1989PLC012802 |
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TAN No.: [Tax
Deduction & Collection Account No.] |
BRDA01335F/BRDA01312D/BRDA00836D |
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Legal Form : |
A Public Limited Liability
Company. The company’s shares are
listed on the Stock Exchanges. |
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Line of Business : |
Manufacturing of
Transformer Oil, Refrigeration / Electric Oils, Special Grade Pharmaceutical Oils,
Textile Oils, Rolling Mill Oils, Other Specialities Oils (including R. P.
Oils), High Styrene Self Reinforcing Rubber (HSR), AAC, AAAC and ACSR
Conductors, Aluminium Rods suitable for further manufacture of ACRS / AAC and
Semiconductors Devices (Translators, Diodes and Integrated Circuits). |
RATING &
COMMENTS
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MIRA’s Rating : |
Aa |
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RATING |
STATUS |
PROPOSED CREDIT LINE |
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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 |
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Maximum Credit Limit : |
USD 9000000 |
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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 diversified company having satisfactory track. Directors are qualified, respectable and resourceful
industrialists. Their trade relations are fair. Financial position is
satisfactory. The company is improving its performance. Payments are usually
correct and as per commitments. The company can be
considered normal business dealings at usual trade terms and conditions. |
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LOCATIONS
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Registered
Office : |
301, Panorama
Complex, R. C. Dutt Road, Vadodara – 390 007, Gujarat, INDIA |
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Tel. No.: |
91-265-2481332 / 2481536
/ 2481737 / 2481993 / 2331935 / 2323175 |
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Fax No.: |
91-265-2481238 /
2339905 |
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E-Mail : |
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Website : |
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Corporate
Office : |
Apar House,
Corporate Park, Sion-Trombay Road, Chembur, Mumbai – 400 071, Maharashtra,
India |
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Tel. No.: |
91-22-252423 71 –
76 |
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Fax No.: |
91-22-252463 26 |
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E-Mail : |
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Administrative Office: |
Village Dungi Taluka Valla Near Ankleshwar Baruch, Gujarat, India |
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Factory : |
· Special Oil Refinery 1. Dharmsinh Desai Marg, Muhul Trombay, Mumbai – 400 074 2. Silvassa, Tamilnadu, India · A#18 TTC MIDC Industrial Area, Near Rabale Tel Exchange, Thane Belapur Road, Thane – 400 701, Maharashtra, India · Polymers Division Village Dungri, Taluka Valia, District Bharuch – 393 135, Gujarat Trombay, Mumbai, Maharashtra, India · Dharmsihn Desai Industrial Park, Dharmsinh Desai Marg, Opp “D” Cabin, Chhani Road, Vadodara – 390 002, Gujarat, India · Dharmsinh Desai Park, Taluka Savli, Bahutha – 391 775, Dist. Vadodara, Gujarat, India |
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Branches : |
Sales offices at New Delhi,
Kolkata, Chennai, Bangalore, Jaipur, Jabalpur, Hyderabad and Ernakulam. |
DIRECTORS
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Name : |
Dr. Narendra D.
Desai |
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Designation : |
Chairman and
Managing Director |
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Date of
Birth/Age : |
62 Years |
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Qualification
: |
B.Sc. (Hons),
London, M.S. (Ele. Engg.), Ph.D., Penn., USA, Sigma XI, A.A.M.I.E.E. |
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Experience : |
44 years |
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Date of
Appointment : |
28.09.1989 |
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Name : |
Mr. Kushal N.
Desai |
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Designation : |
Joint Managing
Director |
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Date of
Birth/Age : |
36 years |
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Qualification
: |
B.Sc. Hons.,
(Ele. Engg.) USA, B.S. Eco. Hons., (Wharton), USA |
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Experience : |
13 years |
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Date of
Appointment : |
24.03.1999 |
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Previous
Employment |
GE Lighting
(India) Limited – President |
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Name : |
Mr. C. N. Desai |
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Designation : |
Executive
Director |
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Date of
Birth/Age : |
15.07.1971 |
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Qualification
: |
B.Sc (Hons.)
(Chem. Engg.) USA, B.S. Eco. (Hons.) (Wharton), USA |
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Experience : |
8 Years |
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Date of
Appointment : |
29.05.1993 |
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Other
Directorships:- |
Apar Technologies
Limited Apar Masat
Conductors Limited |
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Name : |
Mr. N. K.
Thingalaya |
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Designation : |
Director |
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Date of
Birth/Age : |
04.11.1937 |
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Qualification
: |
Ph. D.
(Economics) |
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Date of
Appointment : |
27.07.2001 |
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Other
Directorships:- |
Canbank
Investment Management Services
Limited |
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Name : |
Mr. F. B. Virani |
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Designation : |
Director |
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Date of
Birth/Age : |
26.06.1945 |
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Qualification
: |
B. E. (Chemical
Engineering), M. S. (Chemical Engineering) (USA), MBA (USA) |
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Date of
Appointment : |
27.07.2001 |
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Other
Directorships:- |
Jaiprakash Hydro
Power Limited |
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Name : |
Mr. V. A. Gore |
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Designation : |
Director |
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Name : |
Mr. V. D. Shinde |
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Designation : |
Nominee of IDBI
(w.e.f. Secretary 22.02.2002) |
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Name : |
Mr. M. M. Patel |
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Designation : |
Director
(Polymers) |
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Name : |
Mr. H. N. Shah |
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Designation : |
Director (w.e.f.
27.09.2002) |
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Name : |
Mr. M. N. Kamat |
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Designation : |
Nominee of IDBI |
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Name : |
Mr. Richard Owen
Pyvis |
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Designation : |
Director |
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Name : |
Ms. Josephine
Price |
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Designation : |
Alternate to Mr. Richard Owen
Pyvis |
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Name : |
Mr. D. C. Patel |
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Designation : |
Company Secretary
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Name : |
Mr. Gary Ng Jit
Meng |
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Designation : |
Alternate to Ms. Josephine Price |
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AUDIT COMMITTEE |
·
Mr. V. A.
Gore Chairman ·
Dr. N. K.
Thingalaya ·
Mr. F. B.
Virani ·
Mr. Richard
Owen Pyvis |
KEY EXECUTIVES
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Name : |
Mr. D. C. Patel |
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Designation : |
Company Secretary
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Name : |
Mr. Sanjaya
Kunder |
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Designation : |
Company Secretary
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MAJOR SHAREHOLDERS
/ SHAREHOLDING PATTERN
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Names of Shareholders |
No. of Shares |
Percentage of
Holding |
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Promoters / Persons Acting In Concert |
19393441 |
59.97% |
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Banks, Financial Institutions and Insurance Companies |
18118 |
0.06% |
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Mutual Funds |
2990383 |
9.25% |
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Foreign Institutional Investors |
1161562 |
3.59% |
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NRIs / OCBs |
82827 |
0.26% |
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Corporate Bodies |
1254654 |
3.88% |
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Residents Individuals |
2840409 |
8.78% |
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Foreign Investors (Shinny Limited, Mauritius – CLSA Group) |
4594637 |
14.21% |
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Total
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32336031 |
100.00% |
BUSINESS DETAILS
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Line of
Business : |
Manufacturing of
Transformer Oil, Refrigeration / Electric Oils, Special Grade Pharmaceutical Oils,
Textile Oils, Rolling Mill Oils, Other Specialities Oils (including R. P.
Oils), High Styrene Self Reinforcing Rubber (HSR), AAC, AAAC and ACSR
Conductors, Aluminium Rods suitable for further manufacture of ACRS / AAC and
Semiconductors Devices (Translators, Diodes and Integrated Circuits). |
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Products : |
v Industrial Lubricants v Industrial Oils and Lubricants Industrial
Specialty Oils v Industrial Greases v Automotive Engine Oils v Automotive Oils and Lubricants Automotive
Speciality Oils v Automotive Greases v Industrial Automotive Oils and Lubricants |
PRODUCTION STATUS (as on 31.03.2007):-
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Particulars |
Unit |
Licensed
Capacity |
Installed
Capacity |
Actual
Production |
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Transformer Oils |
MT |
99500 |
155000 |
90748 |
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KL |
117978 |
for various types
of oils covered in (ii) and for other oils for which the company is holding
registration |
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Refrigeration / Electric Oils |
MT |
2000 |
-- |
(-) |
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Special Grade Pharmaceutical Oils |
MT |
22250 |
-- |
25398 |
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KL |
26807 |
-- |
-- |
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Textiles Oils |
MT |
1000 |
-- |
-- |
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KL |
1163 |
-- |
-- |
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Rolling Mill Oils |
MT |
1000 |
-- |
-- |
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KL |
1227 |
-- |
-- |
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Other Specialties Oils (including R. P. Oils) |
MT |
159115 |
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59049 |
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AAC, AAAC and ACSR Conductors |
MT |
124800 |
67242 |
48725 |
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Aluminium Rods Suitable for further manufacture of ACSR /AAC /AAAC |
MT |
96000 |
37800 |
33095 |
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Synthetic Rubber (NBR / HSR), Lattices and Polyblend |
MT |
12000 |
16275 |
14355 |
GENERAL
INFORMATION
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Customers : |
v Power Grid Corporation of India Limited v National Thermal Power Corporation v KEC International Limited v Larsen and Toubro Limited v ABB Energieanlagenbau GmbH, Germany v ALSTOM, South Africa v Mitsui and Company, Tokyo, Japan v Naw Power, Namibia v Iran Power Company, Iran v Fitchner Consultants, Germany |
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No. of Employees : |
2000 |
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Bankers : |
·
Syndicate
Bank ·
Union Bank
of India ·
ING-Vysya
Bank Limited ·
Indian Bank ·
The
Dhanalakshmi Bank Limited ·
IDBI Bank
Limited ·
ICICI Bank
Limited ·
State Bank
of India |
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Facilities : |
Notes: a) The Cash Credit/Working
Capital Demand Loans from banks are secured by: (i)
Hypothecation of specified stocks and specified book debts. (ii) Joint
mortgage of specified .fixed assets ranking second and subsequent in point of
priority to the mortgage created in favour of financial institutions for term
loans. b) Term Loans
from Bank amounting to Rs. 130.620 millions are secured by an exclusive
charge by way of hypothecation of certain items of plant and machinery
procured/to be procured from the proceeds of the said loan. c) Term Loan
from a Financial Institution are secured by : (i) First charge
by way of equitable mortgage of the Company's specified immovable properties
both present and future and first charge * by way of hypothecation
of the Company's specified movable properties (save and except book debts)
including movable machineries, spares and tools and accessories, present and
future, subject to prior charges * in favour of
Company's bankers on specified movables for securing borrowings for working
capital requirements. (ii) First
charge by way of hypothecation of all movable properties acquired out of the
proceeds of the concerned loans. d) Cash
Credit/Working Capital Demand Loans/Term Loans from Financial Institutions
referred to in (a) and (c) above are further secured by certain immovable
properties of Apar Corporation Private Limited, a related party. e) Loans
amounting to Rs. 726.133 millions included in item No. (1) And (2) are, in
addition to the securities specified above, secured by personal guarantee of
one or more Directors. f) The Sales Tax
Deferment loan represents sales tax collected on sales and not paid pursuant
to the Sales Tax Deferment facility. This loan is secured by joint mortgage
of specified fixed assets ranking on pari passu basis with charges created as
per (c) Above and is
repayable in 5 annual installments of Rs. 1.114 millions each. g) Loans under
item 1(ii), 2, 3 and 4 include amounts repayable within a year Rs. 4.136
millions (Previous year Rs. 23.909 millions) denotes charge created/to be
created.
Notes: 1) Loans
indicated in 1, 2 and 3 above includes amount of Rs. 110.638 millions
(Previous year Rs. 138.215 millions) payable within a year. Loans included at
4 and 5 are repayable at call. 2) Loans
indicated in 2 above are secured by personal guarantee of one or more
Directors. |
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Banking Relations : |
Good |
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Auditors : |
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Name: |
M/s. RSM and
Company Chartered
Accountants |
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Address: |
Mumbai |
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Joint Venture : |
Apar Chematak
Lubricants Limited |
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Associates/Subsidiaries : |
· Apar Corporation Private Limited · Scope Private Limited · Consumers Services Private Limited · Ceom Private Limited · Apar Technologies Limited · D. D. Associates · D. D. HUF · Petroleum Specialties Pte Limited, Singapore · Power Oil Specialties Pte Fze. Sharjah · Quantum, Apar Speciality Oil Pty Limited · Apar Bvi · Encora Inc · Kushal Chaitanya Desai Family Trust · Apar Masat Conductors Limited · Apar Technologies Private Limited, Singapore · Power Desk India Private Limited |
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CAPITAL STRUCTURE
Authorised Capital :
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No. of Shares |
Type |
Value |
Amount |
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91998750 |
Equity Shares |
Rs. 10/- each |
Rs.919.987 millions |
Issued, Subscribed & Paid-up Capital :
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No. of Shares |
Type |
Value |
Amount |
|
32336031 |
Equity Shares |
Rs. 10/- each |
Rs.323.360
millions |
Notes:
1. During the year,
the Company has re-classified its Authorised Share Capital into 91998750 equity
shares of Rs. 10 each.
2. On October 11,
2006, the Company has allotted 3445978 fully paid up Equity Shares of Rs. 10
each at a premium of Rs. 175 per share to Shinny Limited, Mauritius (CLSA
Group) on conversion of 3445978 5.40% Cumulative Compulsorily Convertible
Preference shares" of Rs. 185 each.
3. The Company has
allotted 8084008 fully paid Bonus Equity shares of Rs. 10 each, on January 12,
2007 by utilisation of Rs. 80.840 millions out of Capital Redemption Reserve in
the ratio of 1 Bonus Equity Share for 3 Equity shares held.
FINANCIAL DATA
[all figures are
in Rupees Millions]
ABRIDGED BALANCE
SHEET
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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 |
323.360 |
845.566 |
239.319 |
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2] Share Application Money |
0.000 |
0.000 |
0.000 |
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3] Reserves & Surplus |
1789.458 |
959.945 |
675.446 |
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4] (Accumulated Losses) |
0.000 |
0.000 |
0.000 |
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NETWORTH |
2112.818 |
1805.511 |
914.765 |
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LOAN FUNDS |
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1] Secured Loans |
857.493 |
554.013 |
1133.735 |
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2] Unsecured Loans |
470.207 |
502.422 |
319.940 |
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TOTAL BORROWING |
1327.700 |
1056.435 |
1453.675 |
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DEFERRED TAX LIABILITIES |
139.300 |
135.307 |
133.886 |
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TOTAL |
3579.818 |
2997.253 |
2502.326 |
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APPLICATION OF FUNDS |
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FIXED ASSETS [Net Block] |
1602.938 |
1025.962 |
858.048 |
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Capital work-in-progress |
0.000 |
122.962 |
102.978 |
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INVESTMENT |
18.795 |
6.326 |
15.389 |
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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 |
2496.602
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2333.143
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1144.089
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Sundry Debtors |
3812.225
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2606.404
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1956.550
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Cash & Bank Balances |
769.914
|
1465.708
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700.887
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Other Current Assets |
0.000
|
0.731
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0.731
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Loans & Advances |
593.463
|
539.757
|
499.247
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Total
Current Assets |
7672.204
|
6945.743 |
4301.504 |
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Less : CURRENT
LIABILITIES & PROVISIONS |
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Current Liabilities |
5665.071
|
5076.032
|
2767.321
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Provisions |
91.573
|
79.237
|
41.150
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Total
Current Liabilities |
5756.644
|
5155.269 |
2808.471 |
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Net Current Assets |
1915.560
|
1790.474
|
1493.033
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MISCELLANEOUS EXPENSES |
42.525 |
51.529 |
32.879 |
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TOTAL |
3579.818 |
2997.253 |
2502.326 |
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PROFIT & LOSS
ACCOUNT
|
PARTICULARS |
31.03.2007 |
31.03.2006 |
31.03.2005 |
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Sales Turnover |
14687.612 |
10910.281 |
8426.130 |
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Other Income |
43.296 |
43.109 |
0.000 |
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Total Income |
14730.908 |
10953.390 |
8426.130 |
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Profit/(Loss) Before Tax |
622.177 |
505.659 |
311.443 |
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Provision for Taxation |
162.446 |
105.971 |
7.629 |
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Profit/(Loss) After Tax |
459.731 |
399.688 |
303.814 |
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Export Value
|
3642.883 |
2232.318 |
1565.196 |
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Import Value
|
7502.936 |
5920.658 |
3606.892 |
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Expenditures : |
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Operating and Other Expenses |
13897.559 |
10397.777 |
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Increase/(Decrease) in Finished Goods |
[159.317] |
[335.359] |
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Interest |
315.318 |
202.351 |
8083.578 |
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Depreciation & Amortization |
100.155 |
86.353 |
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Pre Operative Expenses |
[12.367] |
0.000 |
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Exchange Rate Difference |
[71.065] |
79.180 |
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Total Expenditure |
14070.283 |
10430.302 |
8083.578 |
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QUARTERLY RESULTS
|
PARTICULARS |
30.06.2007 |
30.09.2007 |
31.12.2007 |
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Type
|
1st
Quarter |
2nd
Quarter |
3rd
Quarter |
|
Sales Turnover |
3469.300 |
4184.100 |
4729.000 |
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Other Income |
179.400 |
32.020 |
40.900 |
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Total Income |
3648.700 |
4504.300 |
4769.900 |
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Total Expenditure |
3324.300 |
3920.400 |
4461.400 |
|
Operating Profit |
324.400 |
583.900 |
308.500 |
|
Interest |
93.100 |
94.600 |
86.100 |
|
Gross Profit |
231.300 |
489.300 |
222.400 |
|
Depreciation |
32.900 |
32.700 |
38.500 |
|
Tax |
59.000 |
30.500 |
46.500 |
|
Reported PAT |
144.400 |
420.900 |
137.100 |
KEY RATIOS
|
Year |
31.03.2007 |
31.03.2006 |
31.03.2005 |
|
Debt-Equity Ratio |
0.61 |
0.92 |
1.83 |
|
Long Term Debt-Equity Ratio |
0.29 |
0.47 |
0.88 |
|
Current Ratio |
1.18 |
1.19 |
1.16 |
|
TURNOVER RATIOS |
|||
|
Fixed Assets |
8.01 |
7.00 |
5.86 |
|
Inventory |
6.86 |
7.09 |
8.35 |
|
Debtors |
5.16 |
5.40 |
4.89 |
|
Interest Cover Ratio |
2.19 |
2.40 |
2.24 |
|
Operating Profit Margin(%) |
7.51 |
7.73 |
7.23 |
|
Profit Before Interest And Tax Margin(%) |
6.90 |
7.03 |
6.32 |
|
Cash Profit Margin(%) |
3.38 |
3.94 |
4.12 |
|
Adjusted Net Profit Margin(%) |
2.78 |
3.24 |
3.21 |
|
Return On Capital Employed(%) |
36.84 |
33.68 |
26.07 |
|
Return On Net Worth(%) |
26.91 |
36.21 |
38.81 |
LOCAL AGENCY
FURTHER INFORMATION
HISTORY
Subject was formerly known as Gujarat Apar Polymers was Promoted
by Apar, the flagship company of the Apar group, along with the Gujarat
Industrial Investment Corporation (GIIC), subject manufactures NBR (nitrile
rubber) and latex. It has a 6250-tpa facility for NBR, a special oil-resistant
synthetic rubber with good abrasion- and water-resistance.
NBR is used in the manufacture of oil well parts, fuel tank liners, fuel hoses,
gaskets, packing oil seals and other oil-resistant applications. The footwear
industry uses NBR for industrial and army boots. NBR latex is used in making
paper, non-woven fabrics, artificial leather and in finishing / water proofing
of real leather.
The company has signed a technical-collaboration agreement
with Goodyear Tire and Rubber Company, US, which will be valid for five years from
the commencement of production. Goodyear is one of the largest producers of
rubber and tyres besides being in the line of Speciality rubber, chemicals and
plastic products. There are about 12 NBR plants worldwide, of which five
operate on Goodyear technology. Goodyear is being paid a technical know-how fee
of US $ 750,000 in three equal instalments, two being paid in advance to get
the technology, and a royalty of 2% on all sales of licensed products.
In Nov 2000 the captive plant for co-generation of power and steam has became
operational. The Ankleshwar plant which was modernised with latest know-how of
M/s Goodyear Tire and Rubber Co., USA for continuous processing of NBR in place
of batch processing was completed and test running is in progress in 2000-01.
MANAGEMENT DISCUSSION AND ANALYSIS
a) Industry structure, development,
opportunities, threats, outlook, risks and concerns
The Company has
three business divisions, each of which enjoys significant market share in its
respective segments. Based on the end-consumer segments that the Company
services, 66% of its revenue comes from the power sector. The Government of
India, through the Central Electricity Authority, prepares a five-year plan
based on which the planning and execution of the power sector takes place. The
total plan outlay for the transmission and distribution sector under the
Eleventh Five Year Plan is expected to be Rs.1.73 trillion. In view of this
level of spending, the conductor requirement will be about 2.1 MMT against the
current requirement of 250,000 MT per annum. Similarly, in the case of
transformer oils, the requirement of first fill (oil initially filled when the
transformer is first commissioned) is estimated at 900 million litres against a
current requirement of 110 million litres per annum. These numbers indicate
that there will be a strong demand for the Company's products.
The risk lies in the fact that the Indian power sector has fallen behind the
Plan in implementation. A plethora of reasons account for the lag, comprising a
lack of clarity on account of the generation and transmission projects for
private players, financial closures and government-related delays. Due to these
risk factors it can be expected that the implementation of the Eleventh Plan
may stretch to say seven years or so.
However, it is also
quite certain that these outlays in the power sector are necessary to sustain
the growth momentum of the country.
Conservation of energy
Measures taken and
carried out on a regular basis:
Polymers Division
·
Saving energy
through the installation of CFL lamps in place of HPMV lamps of 250W and 160W
BLL / MLL for plant lighting and reactor vessel lamp fixtures.
·
Saving energy
in plant / street lighting by way of selecting the CFL lamp instead of a GLS
lamp, selecting an HPSV lamp instead of an HPMV lamp, installation of a metal
halide lamp in place of the mercury / sodium vapour lamp and installation of a
microprocessor-based controller for switching on / off for grouping of lighting
systems.
·
Saving energy
through the conversion of V-belt drive equipment to a flat belt drive in the
air compressor, BD compressor and hammer mill.
·
Saving
power by operating a pump near the best efficiency point.
·
Modification of
a pump to minimise throttling and operate one pump instead of parallel
operation through the use of a booster.
·
Correction in
the type and sizing of steam trap and reduction in steam leakage.
·
Saving energy
by optimising the cooling tower fan blade angle to minimise the tip clearance,
replace old spray-type nozzle with new square spray, optimise blow down-flow
rate as per limit and process cooling water flow requirement.
·
Saving energy
by installation of 50 KVA power factor with APFC to compensate no load losses
and improve the efficiency of 2x1250 KVA transformers.
Conductor division
I) Installation of the latest design
recuperator to recover energy from flue gases; this is working
effectively.
ii) Maintaining the cooling towers to ensure optimum efficiency and
energy saving.
iii) Installation of a variable frequency drive at stranding machine to
save energy and reduce motor failure rate.
iv) Installation of CFL lamps in all newly constructed offices to save
energy.
2) Additional investment
proposals, if any, being implemented for reduction in energy consumption
Polymers division
i) Energy saving
through the installation of a VFD or replacing the motor of suitable rating
instead of throttling the valves in reactors and a cooling water circulation
pump.
ii) Energy saving by improving the efficiency and lowering the KVA demand of
motor and subsequent reduction in operating cost by recording the parameters of
KW, KVA, PF, Volt and Ampere, calculating the percentage of loading of motor
and replacing the motor of correct rating.
Conductor division
i) Installation of
variable frequency drives at remaining stranding and wire drawing
machine.
ii) Replacement of an eddy current motor with a highly efficient induction
motor with VFD for better tension control and energy saving in WD.
iii) Replacement of old slipping motor with a highly efficient induction motor
with VFD.
3) Impact of measures at (1) and (2)
above:
- Low operating cost
of equipment / machinery
- Power saving
- Smooth operation of the motors
- Lower furnace oil consumption
The
company is in trade terms with:-
v Maroff Chemicals Manufacturing Company
v Z and B Minerals Corporation
v Calibre Chemicals Private Limited
v Core Chemicals Private Limited
v Magnichem Industries
v Pukhraj Corporation
v Perfect Speciality Products
v Shefjo Plastics
v Anil Engineers
v Syscon Project Systems Private Limited
v Ashish Scientific Manufacturer
v Energy Pack Boilers Private Limited
v Elder Instruments Private Limited
v Goma Engineering Private Limited
v India Flex
v Jay Instruments and Systems
v J. K. Forge Industries
v Kalpana Minerals Private Limited
v New Genre Engineering Services
v Om Packing Corporation
v Syscons Engineers
v Sahyadri Enterprises
v Stanlubes and Speciality Private Limited
v Vibha Chem Industries
v Usha Fibres Equipments
v Thakkar Polypack Industries
v
Ameeja
Enterprises
FIXED
ASSETS
v Freehold and Leasehold Land
v Buildings
v Plant and Machinery
v Wind Farm
v Furniture
v Fixture and Equipments
v Motor Vehicles
OTHER INFORMATION:
|
Contingent liabilities not provided for: |
31.03.2007 |
31.03.2006 |
|
|
(Rs. in
millions) |
|
|
(a) Bills of
exchange discounted |
402.483 |
383.170 |
|
(b) Taxation: Disputed demands
of income tax |
20.488 |
9.937 |
|
Guarantee Given by
the Company fro credit facilities enjoyed by the wholly Owned Subsidiary |
391.860 |
222.600 |
|
(i) Demand/ Show
cause-cum-demand notices received and contested by the Company with the
relevant appellate authorities: |
|
|
|
Excise Duty (also
refer note below) |
16.969 |
43.998 |
|
Custom duty |
27.226 |
23.830 |
|
Sales tax |
8.353 |
6.886 |
|
(ii) A claim has
been raised on the Company by a service provider alleging contractual non performance
on part of the Company, which has not been acknowledged. The matter is
pending arbitration. The Company based on the facts of the case, is confident
of the arbitration award in it's favour. |
|
|
|
The Company had
executed certain deemed export orders of conductors in respect of which the
Company availed duty exemption on basis of eligibility certificates issued by
project authorities. The Central Excise Authorities have subsequently raised
demands aggregating Rs. 76.293 millions for the period from 31.08.2000 to
7.01.2002 (against which Rs. 50 Lacs was deposited under protest) disputing
the eligibility for exemption. The Company's writ petition has been dismissed
by the Andhra Pradesh High Court. The Company has now filed an application
with Settlement Commission. In case of these demands becoming payable, the
same would be either settled by the customer or would be recoverable from
Government Authorities, hence, would be revenue neutral for the Company. The
Company has also pleaded for waiver of interest and penalty before the
Settlement Commission and is confident that the same would be waived by the
Settlement Commission as per the precedent settled cases. |
|
|
|
(iii) Demand/
charges levied by the Local Authorities |
20.056 |
19.406 |
|
(iv) Labour
matters |
16.431 |
19.531 |
PRESS RELEASES:
CLSA fund picks up
14.2 % stake in
Apar Industries
for Rs 637.500 millions
MUMBAI, September
6, 2005 – Apar Industries Limited, India’s leading producer of Specialty Oils, Aluminium
Conductors and Polymers, announced today that Shinny Limited, a subsidiary of
ARIA Investment Partners II, LP, a private equity fund managed by CLSA Private
Equity Limited have subscribed to 3.445 millions - 5.40 % Cumulative
Compulsorily Convertible Preference Shares of Rs. 185/- each aggregating to Rs.
637.505 millions.
Each of the said
preference shares shall be compulsorily converted into one equity share of Rs
10 at a premium of Rs 175 per share within one year from the date of allotment
of the said preference shares. ICICI Securities was the financial advisor for
the transaction. The allotment will be subject to the approval of Equity
Shareholders of the Company at the Extra-Ordinary General Meeting (EGM) to be
held on September 30, 2005 :
The company will
also increase the existing Authorized Share Capital from Rs. 750.000 millions
(divided into 26000000 Equity Shares of Rs. 10/- each and 49000000 Preference
Shares of Rs. 10/- each) to Rs. 919.987 millions divided into 26000000 Equity
Shares of Rs. 10/- each and 3567500 Preference Shares of Rs. 185/- each.
Apar Industries
Ltd
Apar Industries is
a Rs 10 billion diversified manufacturing company offering value-added services
in Power Transmission Conductors, Petroleum Specialities and Synthetic Rubbers.
Apar’s product-lines of Specialty Oils, Aluminium Conductors and polymers are
niche businesses, each with leadership positions in India. Established in 1958
by Mr Dharmsinh Desai, all of Apar’s manufacturing businesses are today
accredited with ISO-9001-2000 Quality Management Systems.
The Specialty Oil
Division is the leading marketer of Transformer Oils in India (50% share) and
exporter to about 27 countries. The Conductor Division is among the top three
producers in the world and the Polymer Division is the only manufacturer of
Nitrile Rubber in India, widely used in automotive applications. The
Transformer Oil and Aluminium Conductors revenues contribute 60 per cent of
Total sales. The power sector reforms and the expected investment of Rs 700000.000
millions in the power transmission sector in India by 2012 are likely to
benefit both these businesses directly.
About CLSA Private
Equity Ltd
CLSA Private
Equity Ltd is a specialist private equity investment management firm, focussed
on Asia with a diverse team of professionals with backgrounds spanning industry
and banking to law and accounting. This range of experience is backed with
Asian experience. Based in Hong Kong and Singapore, CLSA Private Equity is
wholly owned by CLSA and works closely with other units of CLSA.
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.40.53 |
|
UK Pound |
1 |
Rs.81.54 |
|
Euro |
1 |
Rs.62.40 |
SCORE & RATING
EXPLANATIONS
|
SCORE FACTORS |
RANGE |
POINTS |
|
HISTORY |
1~10 |
8 |
|
PAID-UP CAPITAL |
1~10 |
8 |
|
OPERATING SCALE |
1~10 |
8 |
|
FINANCIAL CONDITION |
|
|
|
--BUSINESS SCALE |
1~10 |
9 |
|
--PROFITABILIRY |
1~10 |
7 |
|
--LIQUIDITY |
1~10 |
8 |
|
--LEVERAGE |
1~10 |
8 |
|
--RESERVES |
1~10 |
8 |
|
--CREDIT LINES |
1~10 |
8 |
|
--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 |
YES |
|
--EXPORT ACTIVITIES |
YES/NO |
YES |
|
--AFFILIATION |
YES/NO |
YES |
|
--LISTED |
YES/NO |
YES |
|
--OTHER MERIT FACTORS |
YES/NO |
YES |
|
TOTAL |
|
72 |
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 |
|