MIRA
INFORM REPORT
|
Report Date : |
04.11.2008 |
IDENTIFICATION
DETAILS
|
Name : |
EMPIRE MACHINE
TOOLS – DIVISION OF EMPIRE INDUSTRIES LIMITED |
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Registered Office : |
Empire House, 414, Senapati Bapat Marg, Lower Parel, Mumbai, 400013,
Maharashtra |
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Country : |
India |
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Financials (as on) : |
31.03.2008 |
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Date of Incorporation : |
17.10.1900 |
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Com. Reg. No.: |
176 |
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CIN No.: [Company
Identification No.] |
L17120MH1900PLC000176 |
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TAN No.: [Tax
Deduction & Collection Account No.] |
MUME04628B |
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PAN No.: [Permanent
Account No.] |
AAACE2757R |
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Legal Form : |
Public limited liability company. The company's shares are listed on the Stock Exchanges. |
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Line of Business : |
Manufacturing of Glass Bottles, Cranes, Industrial
Equipments, OC Filters, Bleach Washers and Brown Stock Washers. It also acts as Traders and Commission
Agents. |
RATING &
COMMENTS
|
MIRA’s Rating : |
A |
|
RATING |
STATUS |
PROPOSED CREDIT LINE |
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|
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 |
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Maximum Credit Limit : |
USD 1320000 |
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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
diversified, old established company having fine track. Trade relations are
fair. Payments are correct and as per commitments. The company has invaluable
real estate whose current price can be magnanimous (huge) in realty dealings. The company can
be considered good for nay normal business dealings. It can be
regarded as a promising business partner in a medium to long-run. |
LOCATIONS
|
Registered Office : |
414, Senapati Bapat Marg, Mumbai - 400 013, Maharashtra, India. |
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Tel. No.: |
91-22-2493 4170/ 2493 7340/ 2493 8411/ 4203/ 66555453/ 66534917/ 66534900 |
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Fax No.: |
91- 22-24935363/ 2493 9143/ 7203 |
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E-Mail : |
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Website : |
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Factory 1 : |
L B Shastri Marg, Vikhroli, Mumbai - 400 083, Maharashtra, India |
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Factory 2 : |
MIDC Industrial Area, Engineering Zone, Ambernath, Maharashtra, India. |
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Regional Offices : |
CHENNAI 546 Mount Road, Teynampet, Chennai
- 600 018 Tel. No.: 91-44-24332904,
24349679 Fax
: 91-44-24349571 E-mail : emtmftm@md4.vsnl.net.in BANGALORE 142, Infantry Road, Bangalore - 560 001 Tel. No.: 91-80-22867682,
22863052, 22861541 Fax
: 91-80-22864579 E-mail : emtmftm@bgl.vsnl.net.in KOLKATA Everest House,15th Floor, 46/C, Jawaharlal Nehru Road, Kolkata -700 071 Tel. No.: 91-33-22887020,
22888677, 22886482 Fax
: 91-33-22888677 E-mail : emtcal@cal2.vsnl.net.in NEW
DELHI Flat "D", 6th Floor, Vandana Building, 11 Tolstoy Marg, New Delhi - 110 001 Tel. No.: 91-11-23314389,
23313832, 23324630 Fax
: 91-11-23325067 E-mail : emtmftm@del2.vsnl.net.in HYDERABAD Plot No.56, Ground Floor, Sarva Sukhi Colony, West Marredpally, Secunderabad - 500 026 Tel. No.: 91-40-27801040,
27801284 Fax
: 91-40-27801285 E-mail : hyd1_empire@sancharnet.in |
DIRECTORS
|
Name : |
Mr. S C Malhotra |
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Designation : |
Chairman |
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|
Name : |
Mr. Ranjit Malhotra |
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Designation : |
Vice Chairman |
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Name : |
Mr. N V Khote |
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Designation : |
Director |
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Name : |
Mr. R A Maskati |
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Designation : |
Director |
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Name : |
Mr. J N Guzder |
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Designation : |
Director |
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Name : |
Mr. F A A Jasdanwalla |
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Designation : |
Director |
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Date of
Appointment : |
28.06.2007 |
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Name : |
Mr. Dileep Malhotra |
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Designation : |
Joint Managing Director |
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Name : |
Mr. K. C. Khanna |
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Designation : |
Director |
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Date of
Appointment : |
28.06.2007 |
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|
Name : |
Mr. Rajbir Singh |
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Designation : |
Director |
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Date of
Appointment : |
28.06.2007 |
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Name : |
Mr. Chandrakant Poonamchand Shah |
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Designation : |
Additional Director |
KEY EXECUTIVES
|
Name : |
Mr. S. K. Gulati |
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Designation : |
Director Finance and Company Secretary |
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Name : |
Mr.
K C Khanna |
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Designation : |
Director |
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Date of
Birth/Age : |
January
22, 1938 |
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Qualification
: |
B.A.
(Economics and Political Science); F.C.A.(Eng. and Wales), F.C.A. |
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Experience : |
He has varied industrial and real estate experience
of which 16 years overseas, the UK, Germany, USA, Dubai and Advisor to
international banks and multinational companies, the Times media group and
finance companies, a State Government, Swedish groups, etc. |
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Date of
Appointment : |
June 28, 2007 |
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Name : |
Mr.
Bhattacharjee P.K. |
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Designation : |
Director
Corporate |
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Date of
Birth/Age : |
67 Years |
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Qualification
: |
B. Tech. (Hons.) (Mech. Engg.) |
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Experience : |
45 Years |
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Date of
Appointment : |
07.08.1969 |
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Previous
Employment : |
Consultant, Ibcon Private Limited Mumbai
(3 Years) |
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|
Name : |
Mr.
Gulati S. K. |
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Designation : |
Director Finance and Company Secretary |
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Date of
Birth/Age : |
68 Years |
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Qualification
: |
B.Com.(Hons.) A.C.S., F.C.A. |
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Experience : |
45 Years |
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Date of
Appointment : |
02.05.1975 |
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Previous
Employment : |
Administrative Manager, Machine Division,
Crompton Greaves Limited Mumbai (9 Years) |
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|
Name : |
Mr.
Jamilla Varavala |
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Designation : |
Head
Design |
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Date of
Birth/Age : |
48 Years |
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Qualification
: |
S.S.C. |
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Experience : |
18 Years |
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Date of
Appointment : |
01.08.2000 |
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Previous
Employment : |
Lecturer, Sophia College Mumbai (12 Years)
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|
Name : |
Mrs
Lakshmi Raman |
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Designation : |
Head
Academics |
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Date of
Birth/Age : |
33 Years |
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Qualification
: |
B.Com.,
MCS |
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Experience : |
13 Years |
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Date of
Appointment : |
02.01.2003 |
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Previous
Employment : |
Sr. Manager –Academics Zee Interactive
Learning Sys. Limited, Mumbai (3 Years) |
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|
Name : |
Mr.
Narasimhan N.S.L |
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Designation : |
Director Empire Industrial Equipment /
Empire Instru. |
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Date of
Birth/Age : |
58 Years |
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Qualification
: |
B.E., M.M.S. (Marketing); M.F.M. |
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Experience : |
33 Years |
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Date of Appointment
: |
01.04.200 |
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Previous
Employment : |
Chief Executive Heatly and
Gresnam (I) Limited Delhi (10 Years and 7 Months) |
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Name : |
Mr. Rao P. N. |
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Designation : |
Director |
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Date of
Birth/Age : |
56 Years |
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Qualification
: |
B. E. [Mech] |
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Experience : |
32 Years |
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Date of
Appointment : |
01.01.1980 |
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Previous
Employment : |
Asst. Sales Engineer Voltas Limited |
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|
Name : |
Mr. Sen K. K. |
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Designation : |
Director |
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Date of
Birth/Age : |
58 Years |
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Qualification
: |
B. Tech |
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Experience : |
37 Years |
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Date of
Appointment : |
21.06.1971 |
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|
Name : |
Mr. Shroff J |
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Designation : |
General Manager |
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Date of
Birth/Age : |
57 Years |
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Qualification
: |
B. Sc. Ceramic Engineering |
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Experience : |
35 Years |
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Date of
Appointment : |
06.04.1987 |
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Previous
Employment : |
Chief Glass Tech. Universal Glass
Sahibabad |
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|
Name : |
Mr. Vishal Gupta |
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Designation : |
President |
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Date of
Birth/Age : |
35 Years |
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Qualification : |
B. E. Computers |
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Experience : |
10 Years |
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Date of
Appointment : |
17.04.2002 |
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|
Name : |
Mr. Vora K M |
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Designation : |
Sr. Manager Administration |
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Date of
Birth/Age : |
69 Years |
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Qualification
: |
B. Sc. [Hons.] |
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Experience : |
42 Years |
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Date of
Appointment : |
01.07.1992 |
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|
Name : |
Mr.
Rajbir Singh |
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Designation : |
Director |
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Date of
Birth/Age : |
November
5, 1954 |
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Qualification
: |
Graduate |
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Experience : |
He has experience in Financial
Consultancy. |
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Date of
Appointment : |
June 28, 2007 |
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|
Name : |
Mr. S C Malhotra |
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Designation : |
Chairman |
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Date of
Birth/Age : |
73 years |
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Qualification
: |
Intermediate Arts and Certificate of NDA |
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Experience : |
57
years |
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Date of
Appointment : |
01/11/65 |
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Previous
Employment : |
Chief Executive - Kohinoor Mills (Division
of Killick India Limited Mumbai - 6 years) |
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|
Name : |
Mr. Dileep Malhotra |
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Designation : |
Joint Managing Director |
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Date of
Birth/Age : |
42 years |
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Qualification
: |
B.A., MBA (USA) |
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Experience : |
16 years |
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Date of
Appointment : |
01.10.1999 |
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Previous
Employment : |
Empire Securities and Capital Limited - Managing Director (3 years) |
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|
Name : |
Mr. Ranjit Malhotra |
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Designation : |
Vice Chairman |
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Date of
Birth/Age : |
49 years |
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Qualification
: |
MBA (USA) |
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Experience : |
26 years |
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Date of
Appointment : |
01.10.1998 |
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Previous
Employment : |
Empire International Private Limited
- Managing Director ( 6 years) |
MAJOR SHAREHOLDERS
/ SHAREHOLDING PATTERN
|
Names of Shareholders |
|
Percentage of Holding |
|
Promoters |
|
56.46 |
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Financial Institutions and Banks |
|
19.28 |
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Corporate Bodies |
|
12.48 |
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Others |
|
11.78 |
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Total |
|
100.00 |
BUSINESS DETAILS
|
Line of Business : |
Manufacturing of Glass Bottles, Cranes, Industrial Equipments,
OC Filters, Bleach Washers and Brown Stock Washers. It also acts as Traders and Commission Agents. |
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Products : |
Generic Names of Principal Products / Services of the company are:
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PRODUCTION STATUS
|
Particulars |
Unit |
Licensed
Capacity |
Installed
Capacity |
|
Bottles |
M.T. |
37,548 |
37,548 |
GENERAL
INFORMATION
|
Customers : |
Ř Centor Metalcut Inc. Ř Heinrich Muller Maschinen Fabrik GmbH Ř MG Systems and Welding Inc. Ř Otto Buhler Maschinen Fabrik GmbH and Company KG Ř Platarg Engineering Company Ř Strickop-Westofen GmbH Ř Trumpf GmbH+ company Ř USF Spencer and Halstead Ř W. A. Whitey and Company Ř Carl Ziess Industrielle Messtechnik GmbH Ř Carl Ziess IMT Corporation Ř Romer Ř Imetric S. A. Ř Hek GmbH Ř Horst Witte Greatebau Ř Mahr GmbH Ř
HAL Ř
Mahindra and Mahindra Ř
Eicher Ř
Escorts |
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No. of Employees : |
1000 |
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Bankers : |
Ř Indian Bank, Mumbai Ř Allahabad Bank, Mumbai Ř Bank of India, Mumbai Ř Bank of Baroda, Mumbai Ř Central Bank of India, Mumbai |
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Facilities : |
Secured Loans :
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Banking
Relations : |
Satisfactory |
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Auditors : |
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Name : |
R. A. Patel and
Company Chartered
Accountants D.P. Chevaria and
Company Chartered
Accountants |
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Associates/Subsidiaries : |
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CAPITAL STRUCTURE
Authorised Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
15500000 |
Equity Shares |
Rs.10/- each |
Rs.155.000 millions |
Issued, Subscribed & Paid-up Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
5999998 |
Equity Shares |
Rs.10/- each |
Rs.60.000 millions |
FINANCIAL DATA
[all figures are in Rupees Millions]
ABRIDGED BALANCE
SHEET
|
SOURCES OF FUNDS |
31.03.2008 |
31.03.2007 |
31.03.2006 |
|
|
SHAREHOLDERS FUNDS |
|
|
|
|
|
1] Share Capital |
60.000 |
60.000 |
59.999 |
|
|
2] Share Application Money |
0.000 |
0.000 |
0.000 |
|
|
3] Reserves & Surplus |
204.100 |
290.557 |
246.369 |
|
|
4] (Accumulated Losses) |
0.000 |
0.000 |
0.000 |
|
|
NETWORTH |
264.100 |
350.557 |
306.368 |
|
|
LOAN FUNDS |
|
|
|
|
|
1] Secured Loans |
245.100 |
184.036 |
47.877 |
|
|
2] Unsecured Loans |
341.900 |
223.749 |
158.364 |
|
|
TOTAL BORROWING |
587.000 |
407.785 |
206.241 |
|
|
DEFERRED TAX LIABILITIES |
0.000 |
27.429 |
18.604 |
|
|
|
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|
|
|
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TOTAL |
851.100 |
785.771 |
531.213 |
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APPLICATION OF FUNDS |
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|
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|
|
|
|
|
FIXED ASSETS [Net Block] |
961.500 |
765.645 |
562.011 |
|
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Capital work-in-progress |
0.000 |
0.000 |
0.000 |
|
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|
|
|
|
|
|
INVESTMENT |
0.000 |
0.046 |
0.045 |
|
|
DEFERREX TAX ASSETS |
0.000 |
0.000 |
0.000 |
|
|
|
|
|
|
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CURRENT ASSETS, LOANS & ADVANCES |
|
|
|
|
|
|
Inventories |
80.800 |
84.601 |
120.430 |
|
|
Sundry Debtors |
370.700 |
245.193 |
202.250 |
|
|
Cash & Bank Balances |
13.700 |
13.939 |
10.768 |
|
|
Other Current Assets |
0.000 |
0.000 |
0.000 |
|
|
Loans & Advances |
366.700 |
130.730 |
130.313 |
|
Total Current Assets |
831.900 |
474.463 |
463.761 |
|
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Less : CURRENT LIABILITIES & PROVISIONS |
|
|
|
|
|
|
Current Liabilities |
751.900 |
412.265 |
467.238 |
|
|
Provisions |
190.400 |
42.118 |
27.366 |
|
Total Current Liabilities |
942.300 |
454.383 |
494.604 |
|
|
Net Current Assets |
(110.400)
|
20.080
|
(30.843)
|
|
|
|
|
|
|
|
|
MISCELLANEOUS EXPENSES |
0.000 |
0.000 |
0.000 |
|
|
|
|
|
|
|
|
TOTAL |
851.100 |
785.771 |
531.213 |
|
PROFIT & LOSS
ACCOUNT
|
PARTICULARS |
31.03.2008 |
31.03.2007 |
31.03.2006 |
|
|
Sales Turnover |
1228.800 |
522.826 |
637.734 |
|
|
Other Income |
272.800 |
585.227 |
440.743 |
|
|
Total Income |
1501.600 |
1108.053 |
1078.477 |
|
|
|
|
|
|
|
|
Profit/(Loss) Before Tax |
143.100 |
116.145 |
91.870 |
|
|
Provision for Taxation |
50.600 |
30.326 |
29.023 |
|
|
Profit/(Loss) After Tax |
92.500 |
85.819 |
62.847 |
|
|
|
|
|
|
|
|
Earnings in Foreign Currency : |
|
|
|
|
|
|
Export Earnings |
|
17.612 |
8.807 |
|
|
Commission Earnings |
381.088
|
316.142 |
311.772 |
|
|
Other Earnings |
|
0.401 |
2.749 |
|
Total Earnings |
381.088 |
334.155 |
323.328 |
|
|
|
|
|
|
|
|
Imports : |
|
|
|
|
|
|
Raw Materials |
|
24.413 |
36.641 |
|
|
Stores & Spares |
|
2.441 |
1.425 |
|
|
Capital Goods |
111.220 |
13.045 |
0.000 |
|
|
Others |
|
15.255 |
23.613 |
|
Total Imports |
111.220 |
55.154 |
61.679 |
|
|
|
|
|
|
|
|
Expenditures : |
|
|
|
|
|
|
Cost of Goods Sold |
0.000 |
406.328 |
472.409 |
|
|
Personnel |
0.000 |
|
223.029 |
|
|
Manufacturing Expenses |
77.900 |
|
|
|
|
Administrative Expenses |
170.400 |
|
|
|
|
Raw Material Consumed |
346.700 |
|
|
|
|
Excise Duty |
69.400 |
NA |
NA |
|
|
Employee Cost |
329.200 |
|
|
|
|
Increase/(Decrease) in Finished Goods |
6.700 |
|
|
|
|
Miscellaneous Expenses |
84.000 |
|
|
|
|
Power & Fuel |
167.500 |
|
|
|
|
Interest |
53.900 |
27.097 |
32.966 |
|
|
Depreciation & Amortization |
52.800 |
37.784 |
34.458 |
|
|
Other Expenditure |
0.000 |
253.969 |
223.745 |
|
Total Expenditure |
1358.500 |
991.908 |
986.607 |
|
QUARTERLY RESULTS
|
PARTICULARS
|
|
30.06.2008 |
30.09.2008 |
|
Type |
|
1st
Quarter |
2nd
Quarter |
|
Sales
Turnover |
|
333.900 |
324.500 |
|
Other
Income |
|
107.600 |
111.200 |
|
Total
Income |
|
441.500 |
435.700 |
|
Total
Expenditure |
|
341.800 |
333.100 |
|
Operating
Profit |
|
99.700 |
102.600 |
|
Interest |
|
18.300 |
19.400 |
|
Gross
Profit |
|
81.400 |
83.200 |
|
Depreciation |
|
15.000 |
15.500 |
|
Tax |
|
20.000 |
20.500 |
|
Reported
PAT |
|
46.400 |
47.200 |
KEY RATIOS
|
PARTICULARS
|
31.03.2008 |
31.03.2007 |
31.03.2006 |
|
Debt-Equity Ratio |
1.62 |
0.93 |
0.81 |
|
Long Term
Debt-Equity Ratio |
1.38 |
0.78 |
0.67 |
|
Current Ratio |
0.83 |
0.86 |
0.88 |
|
TURNOVER RATIOS |
|
|
|
|
Fixed Assets |
0.97 |
0.95 |
1.05 |
|
Inventory |
14.86 |
9.52 |
7.79 |
|
Debtors |
3.99 |
4.36 |
4.17 |
|
Interest Cover
Ratio |
3.65 |
5.28 |
3.78 |
|
Operating Profit
Margin(%) |
20.33 |
18.56 |
17.58 |
|
Profit Before
Interest And Tax Margin(%) |
16.03 |
14.68 |
13.77 |
|
Cash Profit
Margin(%) |
11.82 |
12.72 |
10.76 |
|
Adjusted Net
Profit Margin(%) |
7.53 |
8.85 |
6.96 |
|
Return On Capital
Employed(%) |
24.48 |
22.53 |
23.98 |
|
Return On Net
Worth(%) |
30.10 |
26.27 |
21.87 |
LOCAL AGENCY
FURTHER INFORMATION
HISTORY
Established as The Empire Dyeing and Manufacturing Co, Empire Industries
acquired its present name in 1975. It is a multi-faceted company engaged in
activities like dyeing, designing and fabrication of medium and heavy duty
cranes, marketing of machine tools, manufacture of glass bottles and designing
of electronic instruments and instrumentation systems.
The company's textile division -- Empire Dyeing, which had diversified into
trading speciality fabric was eventually closed in 1993-94 due to poor performance.
Garlick Engineering is its crane manufacturing division. This division which
has manufacturing facilities in Ambernath has a technical collaboration with a
German firm to manufacture steel mill duty cranes and port cranes. The company
manufactures amber bottles for the pharmaceutical industry through its
bottle-making division, Vitrum Glass. The other divisions are Empire Machine
and Tools, Empire Chemicals and Empire Instrumentation.
Subject is engaged in agency business related to metal forming machinery
including flame cutting, die casting and heat treatment equipments and other
material testing and metrology equipments. Its MCAT division markets machine
tools with applications of cutting of metal by turning, milling, boring and
grinding etc.
Empire Chemicals focused more on pharmaceuticals, industrial chemicals and
pigments to overcome recessionary market conditions. The company's glass
division was awarded ISO 9002 in October 1998. Imported automatic inspection
machines are now being installed on all the four glass bottle forming machine
lines.
During 1999-2000, the company has entered into a Revenue Sharing Agreement with
Wigan and Leigh (I) Limited to impart education in the field of fashion
technology, advertising and graphic design and business management. The Empire
Institute of Learning is expanding the educational institutions in Mumbai and
as a part of this it has also made a collaboration with Moutain State
University, USA and the Cambrian College of Applied Arts and Technology, Canada
to deliver its MBA programs in Mumbai.
DIVIDEND:
The Directors recommend, for the consideration, payment of Dividend @ 80%
(Rs.8/- per Equity Share of the face value of Rs.10/- Tax Free) for the financial
year 2007-08. The total amount of the Dividend outgo will be Rs.47.999 Millions
as against Rs.35.999 Millions for the previous financial year. The tax on
distributed profits, payable by the Company would amount to Rs.8.157 Millions
as against Rs.6.118 Millions for the previous financial year.
OPERATIONS:
Vitrum Glass:
The Division manufactures Amber Glass Bottles of international quality
for the Pharmaceutical Industry. Over one million bottles are manufactured
every day on four fully automatic production lines. During the year the
Division achieved 20% higher turnover at Rs.565.800 Millions and direct export
was more than double at Rs.38.500 Millions. This Division is expected to do
well in the coming years.
Subject - MFTM (Metal Forming, Testing
and Metrology):
This Division is engaged in agency business covering sales, project execution
and service support of hi-tech machines in Metal Forming, Metrology, Assembly
and Testing Lines, Welding, Melting, Heat Treatment and Process consultancy.
Local sourcing for turnkey jobs and project execution are new challenge areas.
A shift to higher value products needs sourcing in greenfield projects, new
product sourcing activities; teams working to achieve goals are the main
thrusts for the Division to position itself uniquely. The Division expects to
do good business in the current year.
Subject - MCAT (Metal Cutting and Allied
Technologies):
MCAT Division has done well in terms of order booking mainly due to investments
in Automobile (OE and Tier I supplies), power generation and infrastructure
(construction equipment) sectors. Shipments have been affected due to long
deliveries for machine tools from Germany and Japan. Prospects in power
generation equipment manufacturer and infrastructure seem to be bright and the
Division expects to improve its performance in the current year.
Empire Chemicals:
The focus of the business continued to be in the area of Pharmaceutical APIs,
Intermediates and Fluoro Chemicals. During the year, the business (major source
China) faced some serious hurdles caused by - pressure on China to appreciate
currency against USD, withdrawal of Chinese duty drawback, clampdown on a large
number of plants in preparation for Beijing Olympics and volatility related to
crude oil prices.
On the plus side, some businesses which had seen a slow-down during the year
have shown smart recovery and volumes have already been committed for year
2008-09. Business to Taiwan has doubled during the year and is expected to
further increase during current year.
Empire Industrial Equipment:
This Division has made remarkable progress during the year in procuring high
value orders from Refineries, Steel Plants, etc. Growth in other sectors like
Auto Ancillary, Coal Bed Mathane (CBM) has also helped the Division to achieve
comfortable Order position. Recent industrial growth and the demand for
investment has given the Division good opportunities in taking up some Turnkey
Projects. The Division is expected to do even better in the current year.
Empire Vending (GRABBIT):
The Division has grown in numbers and strength under the brand name 'GRABBIT -
Premium Vending Services' with a catch line of 'Vending without Ending'. During
the year this Division has started its operations in two more cities in
addition to Mumbai and a new business segment for 'Non-Food Vending' in public
locations like Malls is getting overwhelming response from Corporates for food
vending services and from Brands for selling the products through their vending
machines. Brand building through their vending machines has become a big
revenue earner. This Division will be expanding its operations to nine more
cities in the coming year.
Management
Discussion and Analysis:
Overall
Review:
The Company is engaged in the manufacture of Amber Glass Bottles for the
Pharmaceutical Industry. It represents a number of foreign manufacturers of
Precision Machine Tools, Measuring Instruments, Electronic Instruments,
Instrumentation Systems and Chemicals. The performance of all these Divisions
is reviewed in the Directors' Report.
Industry Structure and
Development:
The Vitrum Glass Division is manufacturing Amber Glass Bottles for the
Pharmaceutical Industry by using its production capacity fully. This Division
is not in a position to increase the capacity of the unit by installing new
machines due to Government restrictions on expansion in Mumbai City. However,
the Division is making efforts to increase the production by accelerating the
speed of Machines.
Opportunities and Risks:
The Company has developed Industrial Properties at its Lower Parel and Vikhroli
premises for the use of office purposes and entered into Leave and License
Agreements with various Multinational Companies and Banks. The Company has
constructed a building 'Empire Plaza' admeasuring about 1,90,000 sq. ft. at
Vikhroli and has been given on Leave and License basis to TCS Limited (5
Floors), Development Credit Bank (1 Floor) and Global Broadcast News Limited (1
Floor). The Company has decided to construct another building at Vikhroli
admeasuring about 2,00,000 sq. ft. and is in the process of obtaining various
permissions from different authorities. The demand from the Pharmaceutical
Industry for Glass Containers manufactured by Vitrum Glass Unit is sufficient and
hence the Company does not foresee any risks for the product in near future.
The revenue of the Divisions involved in agency businesses for marketing the
products manufactured by foreign principals are dependent on the Government
Policies declared from time to time.
Website Details:
Empire Industries Limited is a 105
year old public limited company - a multi-faceted conglomerate with interests
in diverse businesses and associated with several international partners in
each operating division.
The areas of interest are pursued through autonomous divisions, each headed by
an Executive Divisional Director who has independent charge over his department
and reports to the Board of Directors for performance.
The Board of Directors consists of eminent personalities and is Chaired by Mr.
Satish Chandra Malhotra who has been at the helm for the past 42 years. During
this period, the company has diversified and expanded many fold.
Today, Empire stands proud with a paid up capital and reserves of Rupees 350
million, and its revalued assets cross the Rupees 5 billion mark Its permanent
employee strength exceeds 1000.
The Company's central and administrative offices are located in Mumbai, which
is the commercial Capital of India. Besides this, the Company has regional
offices spread all over the country to facilitate market coverage.
Subject is a solutions provider for the Industry of high technology
global trends covering areas of :-
Ř Consultancy
Ř Equipment
for Manufacture
Ř Equipment
for Assembly
Ř Equipment
for Testing
Ř Equipment
for Measurement
Ř Equipment
Automation
SUBJECT, METAL FORMING, TESTING AND METROLOGY DIVISION, (EMT-MFTM) is a division of Empire Industries Limited Mumbai - India. EMT-MFTM is engaged in Sales and Service of high quality, advanced technology - Metal Forming, Testing and Metrology Equipments and Project Consultancy for Engineering Industries.
Countries:
The company represents reputed manufacturers from Europe, USA and Japan. Some of these representations have been active over 50 years.
Market Segment:
The company is actively offering, its application knowledge on products and its services to customers in various manufacturing industries and users covering
Ř
Automobiles and auto ancillaries
Ř Aircraft and Aerospace
Ř
Defence Hardware Production
Ř Power Generation Equipment
Ř
Machine tools and machinery manufacturers
Ř Telecommunication Equipment, Computer and Electronic component manufacturers
Ř
Rail Coach and Locomotive
Ř Ship Builders
Ř
Precision fabricators
Ř Metal processing plants (e.g. Steel Mills, Casting Units, Forging Units, Rolling Units, etc.)
Ř
Commercial Tool Rooms
Ř
Educational Institutions and Research laboratories
Products:
The products offered cover a range of hi-tech equipment from overseas for
Ř Metal Forming, Fabricating and Joining Machines for Coils, Plates, Sheets, Bars, Tubes, Strips and Wires. E.g. Presses and Press Lines with or without Tooling and Dies, Plate, Wire and Strip Rolling, Bending, Notching, Swaging, Stretching, Punching, Forging Presses including Screw Presses, Open Die and Radial Forging and Extrusion Presses, Up setters and Nosing Presses, Electron Beam, Laser and Conventional Arc and Spot Welding Machines, Friction Welding, Friction Stir Welding, Riveting, Gluing, etc.
Ř Machines for Processing Metals with Thermal Processes E.g. Laser Cutting, Vacuum Heat Treatment and Vacuum Induction Melting and Degassing Furnaces, Vacuum Arc Re-melting Furnaces, Directional Solidification Furnaces, Induction Hardening of Crank Shafts and Cylinder Blocks, Powder Compacting Presses, Boiler and Core Leaching Autoclaves, Gas Carburizing of Gears, Metal Deposition Equipments, High Pressure and Gravitational Die Casting, etc.
Ř Robotic Welding, Handling, Filling, Painting, Online Measuring, Hemming systems, etc.
Ř Specialized Systems for Automotive Industry e.g. BIW System, Chassis Marriage System, Filling System, End Of Line Equipments, Engine and Transmission Assembly and Testing Sytems including Cold Engine Testing, Dynamometers, ECOS, TCF Lines, Painting Systems, etc.
Ř Surface Preparation Systems E.g. Shot Blasting and Peening, Carburizing, Ion-Nitriding, Deburring, Polishing, Coating, Painting etc.
Ř Prototyping, Low Volume Production and Reverse Engineering Machines and Software E.g. Fluid Cell Presses, Elastomer Presses, Rapid Prototying, Laser Sintering, 3D Scanning, Laser Beam Digitizing, Industrial Computer Tomography, Vacuum Casting, Prototype Panels, Soft Toolings, etc
Ř Metrology Machines and Testing Equipments E.g. Co-ordinate Measuring Machines, Portable CMM's, Optical Metrology, Material/System Testing, etc
Apart from above Equipments EMT-MFTM also offer
Consultancy Service from Leading Companies and Experts around the globe in the
fields of
Ř Automotive Industry – eg. Styling, Simultaneous Engineering, Detail Engineering, Planning, Body Engineering, BIW, TCF, Assembly Systems, Layout, Logistics, New Product introduction, Turnkey solutions including local supplies, Plant Layout Engineering, Feasibility Study, Relocation Planning and Services, Cost Reduction Engineering, etc.
Manufacturers:
EMT- MFTM represents some of the world’s most reputed companies. A few of these companies are
Ř Trumpf
Ř Zeiss
Ř 3D Systems
Ř MCP-HEK
Ř ACB
Ř Fagor
Ř Nikon
Ř Techmeta
Ř Durr/Schenck
Marketing :
To make a proper assessment of customer's requirements, and make the most appropriate recommendations, a team of highly qualified engineers are periodically trained at foreign manufacturers' works and through technical courses conducted by premier organizations in the country. They are also exposed to the latest technology at International Exhibitions around the world. Pre-sales application demonstrations, time studies, benchmarking, cost justification and audio-visuals technical seminars are conducted regularly, to convince customers about the techno - commercial suitability of the high tech products offered by the company.
Order Execution:
Order execution is followed up closely by competent staff that has many years of experience dealings with public and private sector companies, import procedures and taxes, and with foreign principals from different countries that have their individual export regulations and norms of operation.
After Sales Service:
After sales services cover site preparation recommendations, installations, preventive and breakdown maintenance, training of customers on machine operation, application and repair. This is carried out by a team of engineers trained at regular intervals at foreign manufacturers' works. Providing them service and calibration tools and instruments, diagnostic spares and complete service documentation further enhances their capabilities. Prompt service is offered both in-house at their Modern Networked Service Centre in Mumbai or at customers-site, according to the individual necessities.
Customer Friendly Setup:
All activities of marketing, order execution and after sales service are streamlined and coordinated through professionally computerized data handling. The All India market is covered by specialists based at its Head Office in Mumbai and at its Regional Offices in Delhi, Kolkata, Bangalore, Chennai and Hyderabad. The total strength in this division is about 100. More than 40% of the field staff are engaged in after-sales-service, and their market image is mainly known by their ability on back-up service.
Local representatives in the different industrial pockets closely keep in touch
with customers and bring them closer to the organization. They ensure customer
satisfaction, by ensuring quick and quality response from Subject at all times.
Sister Organisation:
EMT_MFTM synergises their efforts in the market with their sister organization namely SUBJECT -METAL CUTTING AND ALLIED TECHNOLOGIES DIVISION (EMT-MCAT) who look after the following products in the same market segments :
Metal Cutting Machines for Tool Rooms such as Precision Universal CNC Milling and Boring Machines, Machining Centres and CNC Tool and Cutter Grinders, Die Spotting Machines, CNC Lathes and Mill Turn Centres.
Machine Tools for Production Floor such as Flexible Manufacturing Systems, High Speed and High Performance Vertical Machining Centres, CNC Mill Turns, Roll Grinders, Roll Turning Lathes, Portal Type Milling Machines, Slideway Grinders, Surface Grinders, Internal and Face Grinding Machines, Vertical Turret Lathes, Vertical Turning, Boring and Milling Machines, Horizontal Boring Machines from world leaders.
The All India market of this EMT-MCAT division is covered by specialists based at its Head Office in Mumbai and at its Regional Offices in Delhi, Kolkata, Bangalore, Chennai and Hyderabad. The total strength in this division is about 50.
Co-operation:
The active co-operation between the two divisions EMT- MFTM and EMT- MCAT, both approaching the same target group of clients, has resulted in many satisfied customer who have benefited through purchase of most of their high- tech imported machines and consultancy services from SUBJECT.
Subject is a solutions provider for the Industry of
high technology global trends covering areas of:-
- Consultancy
- Equipment for
Manufacture
- Equipment
for Assembly
- Equipment for
Testing
- Equipment for
Measurement
- Equipment
Automation
Press Release:
Empire Industries Limited Announces Closing
of Acquisition of Parr Metal Fabricators
WINNIPEG, MANITOBA--(Market wire - Jan. 8, 2008) – Empire Industries Limited.("Empire") (TSX VENTURE:EIL), one of Western Canada's fastest growing steel fabrication and construction service providers today announced that it has successfully completed its previously announced purchase of the assets and business of Parr Metal Fabricators Limited ("Parr Metal") of Winnipeg, Manitoba.
Highlights:
- Purchase price of $0.45M plus working capital, estimated to be $0.6M
- Purchase price payable in cash at closing with working capital to be paid 90
days after closing
- In 2006, Parr Metal generated revenue of $5 million and normalized EBITDA of
$0.5 million.
- Long term property lease of $108,000 per year for a 22,000 square foot shop
and 8,000 square foot office.
- Two year option to purchase the property for $1.2 million with a right of
first refusal if this option is not exercised.
- Current management will be staying on.
Parr Metal has been in operation for over 30 years. Parr Metal is a leading
custom fabricator of carbon steel, Stainless steel and aluminum industrial
piping and products, such as pressure vessels, pressure piping, tanks, Stacks and conveyor systems.
"Parr Metal fills an important role in Empire's strategic plan,"
stated Guy Nelson, CEO of Empire Industries Limited "With Parr Metal's
custom plate and tank fabrication capability, Empire has taken another step
towards fulfilling its mission of creating shareholder value by adding value to
steel."
"We have worked with Empire for years, both as a supplier and as a
customer. It was only natural for the two companies to join forces," said
Cesare Sacco, General Manager of Parr Metal. "The Parr Metal management
team is looking forward to working with Empire as part of the same team."
About Empire Industries Limited
Subject is a public company that was formed in July 2006 in a reverse takeover
of Empire Iron Works Limited, a Western Canadian steel fabricator and
construction services provider that commenced operations in 1958. Empire is one
of Western Canada's fastest growing steel fabrication and construction service
providers. Empire's mission is to increase shareholder value by adding value to
steel. Empire realizes its mission by growing profits organically and through
strategic acquisitions in the burgeoning industrial, commercial and
institutional construction marketplace of Western Canada. Empire trades on the
TSX Venture Exchange under the trading symbol EIL.
This press release contains forward-looking statements, within the meaning of
applicable securities legislation, concerning Empire's business and affairs.
These statements are identifiable by their use of verbs such as
"expect", as well as by the use of future or conditional tenses.
These forward looking statements are based on current expectations, and are
naturally subject to uncertainty and changes in circumstances that may cause
actual results to differ materially. Readers are cautioned not to place undue
reliance on such forward-looking statements. Empire assumes no obligation to
revise or update these forward-looking statements to reflect the occurrence of
unanticipated future events, except as may be required under applicable
securities laws. EBITDA is a non-GAAP measure, defined as earnings before
interest and bank charges, income taxes, depreciation and amortization.
The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release.
Empire Industries Announces Infrastructure
Contract to Fabricate and Install BC's Coast Meridian Overpass
PORT COQUITLAM, BRITISH COLUMBIA -- (Market wire - Feb. 6, 2008) – Empire Industries Limited ("Empire") (TSX VENTURE:EIL), one of western Canada's fastest growing steel fabrication and construction service providers announced today that its BC subsidiary had been awarded a $21 million contract to fabricate and install the Coast Meridian Overpass for SNC-Lavalin Constructors Pacific Inc. The project involves fabricating and installing a 580 meter-long cable-stayed bridge over the CP Railway yards linking north and south Port Coquitlam with two lanes in each direction, a sidewalk and two bicycle lanes.
Empire has more than tripled its capacity in the past 18 months and has been
actively pursuing additional work to utilize this capacity. This contract
increases Empire's current backlog to $101 million from the last reported
backlog of $73 million at November 30, 2007.
"Empire has greatly increased its capabilities and capacity in infrastructure
fabrication and installation when it acquired George Third and Son in 2006, KWH
Constructors and Dynamic Structures Limited in 2007, so we were particularly
pleased to be awarded this important regional infrastructure project. We are
also very pleased to be working with SNC-Lavalin again, who were awarded the
design and construction contract for this project last month by the City of
Port Coquitlam. Approximately 75 per cent of this contract will occur in 2008
with completion scheduled for late 2009," said Guy Nelson, CEO of Empire.
CMT REPORT (Corruption, Money Laundering & Terrorism]
The Public Notice
information has been collected from various sources including but not limited
to: The Courts, India Prisons Service, Interpol, etc.
1] INFORMATION ON DESIGNATED PARTY
No exist designating subject or any of its
beneficial owners, controlling shareholders or senior officers as terrorist or
terrorist organization or whom notice had been received that all financial
transactions involving their assets have been blocked or convicted, found
guilty or against whom a judgement or order had been entered in a proceedings
for violating money-laundering, anti-corruption or bribery or international
economic or anti-terrorism sanction laws or whose assets were seized, blocked,
frozen or ordered forfeited for violation of money laundering or international
anti-terrorism laws.
2] Court Declaration :
No records exist
to suggest that subject is or was the subject of any formal or informal allegations,
prosecutions or other official proceeding for making any prohibited payments or
other improper payments to government officials for engaging in prohibited
transactions or with designated parties.
3] Asset Declaration :
No records exist to suggest that the
property or assets of the subject are derived from criminal conduct or a
prohibited transaction.
4] Record on Financial Crime :
Charges or conviction registered
against subject: None
5] Records on Violation of
Anti-Corruption Laws :
Charges or investigation
registered against subject: None
6] Records on Int’l Anti-Money
Laundering Laws/Standards :
Charges or investigation
registered against subject: None
7] Criminal Records
No available information exist that suggest
that subject or any of its principals have been formally charged or convicted
by a competent governmental authority for any financial crime or under any
formal investigation by a competent government authority for any violation of
anti-corruption laws or international anti-money laundering laws or standard.
8] Affiliation with Government :
No record exists to suggest that any
director or indirect owners, controlling shareholders, director, officer or employee
of the company is a government official or a family member or close business
associate of a Government official.
9] Compensation Package :
Our market survey revealed that the amount
of compensation sought by the subject is fair and reasonable and comparable to
compensation paid to others for similar services.
10] Press Report :
No
press reports / filings exists on the subject.
CORPORATE GOVERNANCE
MIRA INFORM as part
of its Due Diligence do provide comments on Corporate Governance to identify
management and governance. These factors often have been predictive and in some
cases have created vulnerabilities to credit deterioration.
Our Governance
Assessment focuses principally on the interactions between a company’s
management, its Board of Directors, Shareholders and other financial
stakeholders.
CONTRAVENTION
Subject is not
known to have contravened any existing local laws, regulations or policies that
prohibit, restrict or otherwise affect the terms and conditions that could be
included in the agreement with the subject.
FOREIGN EXCHANGE RATES
|
Currency |
Unit
|
Indian Rupees |
|
US Dollar |
1 |
Rs.48.96 |
|
UK Pound |
1 |
Rs.80.26 |
|
Euro |
1 |
Rs.63.08 |
SCORE & RATING EXPLANATIONS
|
SCORE FACTORS |
RANGE |
POINTS |
|
HISTORY |
1~10 |
7 |
|
PAID-UP CAPITAL |
1~10 |
7 |
|
OPERATING SCALE |
1~10 |
7 |
|
FINANCIAL CONDITION |
|
|
|
--BUSINESS SCALE |
1~10 |
7 |
|
--PROFITABILIRY |
1~10 |
7 |
|
--LIQUIDITY |
1~10 |
7 |
|
--LEVERAGE |
1~10 |
7 |
|
--RESERVES |
1~10 |
7 |
|
--CREDIT LINES |
1~10 |
7 |
|
--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 |
NO |
|
--LISTED |
YES/NO |
YES |
|
--OTHER MERIT FACTORS |
YES/NO |
YES |
|
TOTAL |
|
63 |
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 |
|