MIRA INFORM REPORT

 

 

 

Report Date :

02.09.2008

 

IDENTIFICATION DETAILS

 

Name :

BERGER PAINTS INDIA LIMITED

 

 

Registered Office :

Berger House, 129 Park Street, Kolkata – 700 017, West Bengal

 

 

Country :

India

 

 

Financials (as on) :

31.03.2008

 

 

Date of Incorporation :

17.12. 1923

 

 

Com. Reg. No.:

21-4793

 

 

CIN No.:

[Company Identification No.]

U51434WB1923PLC004793

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

CALB08557D

 

 

PAN No.:

[Permanent Account No.]

AABCB0976E

 

 

Legal Form :

Public Limited Liability Company Company’s shares are listed on the Stock Exchange.

 

 

Line of Business :

Manufacturing and Marketing of Synthetic Resins and Paints, Varnishes, Enamels, etc.

 

 

RATING & COMMENTS

 

MIRA’s Rating :

Aa

 

 

RATING

STATUS

PROPOSED CREDIT LINE

71-85

Aa

Possesses adequate working capital. No caution needed for credit transaction. It has above average (strong) capability for payment of interest and principal sums

 

Large

 

 

 

 

 

 

Maximum Credit Limit :

USD 17000000

 

 

Status :

Excellent

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is a well-established company having fine track. Available information indicates high financial responsibility of the company. Financial position is good.  Payments are correct and as per commitments.

 

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

 

 

LOCATIONS

 

Registered Office/ Factory :

Berger House, 129 Park Street, Kolkata – 700 017, West Bengal, India

Tel. No.:

91-33-22299724-28/22296005/22296006/ 22296016/22003546–48 / 249 9754

Fax No.:

91-33-22499009/22499729/22003549

E-Mail :

berger@vsnl.com 

aniruddasen@bergerindia.com

consumerfeedback@bergerindia.com

Website :

http://www.bergerpaints.com 

 

 

Head Office :

Berger House, 129 Park Street, Kolkata – 700 017, West Bengal, India

Tel. No.:

91-33-22299724 (5 lines) / 22996005 / 22296006 / 22296016

Fax No.:

91-33-22499729 / 22499009

E-Mail :

berger@vsnl.com

Website :

http://www.bergerpaints.com

 

 

Plant 1  :

14 and 15 Swarnamoyee Road, P. O. Botanic Garden,

Howrah – 711 103, West Bengal, India

Tel. No.:

91-33-2668 4706 (4 lines)

Fax No.:

91-33-2668 4709

 

 

Plant 2 :

RS No. 53-56 Pandasozhanallur, Village – Nettapakkam Commune, Pondicherry – 605 106, Tamil Nadu, India

Tel. No.:

91-431-2699574/143

Fax No.:

91-431-2699171

 

 

Plant 3 :

316-317, Kundaim Industrial Estate, Kundaim, North Goa, India

Tel. No.:

91-832-2395610/6407

Fax No.:

91-832-2395663

 

 

Plant 4:

38A, Industrial Area, Bulandshahar Road, Sikandrabad, Uttar Pradesh, India

Tel. No.:

91-5735-22384/249

 

 

Depots :

·         Kolkata

·         Siliguri

·         Guwahati

·         Patna

·         Ranchi

·         Bhubaneshwar

·         Cuttack

·         Raipur

·         Agartala

·         Shillong

·         Mumbai

·         Goa

·         Nagpur

·         Pune

·         Aurangabad

·         Ahmedabad

·         Rajkot

·         Vadodara

·         Surat

·         Indore

·         Bhopal

·         Jabalpur

·         New Delhi

·         Lucknow

·         Ghaziabad

·         Dehradun

·         Varanasi

·         Bareilly

·         Kanpur

·         Haldwani

·         Ludhiana

·         Bhatinda

·         Jalandhar

·         Chandigarh

·         Jaipur

·         Jodhpur

·         Faridabad

·         Jammu

·         Panipat

·         Sahibabad

·         Chennai

·         Pondicherry

·         Coimbatore

·         Salem

·         Madurai

·         Bangalore

·         Mangalore

·         Chandigarh

·         Hubli

·         Kochi

·         Kozhikode

·         Kottayam

·         Thiruvananthapuram

·         Secunderabad

·         Hyderabad

·         Vishakhapatnam

·         Vijayawada.

           

DIRECTORS

 

Name :

Mr. Kuldip Singh Dhingra

Designation :

Chairman

 

 

Name :

Mr. Gurbachan Singh Dhingra

Designation :

Vice Chairman

 

 

Name :

Mr. Subir Bose

Designation :

Managing Director

Date of Birth/Age :

58 Years 

Qualification :

37 Years

Experience :

B. Tech, PGDBA 

Other Directorship :

Marketing Manager, Abucon Nigeria Limited

 

 

Name :

Mr. Anil Bhalla

Designation :

Director

 

 

Name :

Mr. Kamal Ranjan Das

Designation :

Director

 

 

Name :

Mr. Gurcharan Das

Designation :

Additional Director

 

 

Name :

Mr. Naresh Gujral

Designation :

Director

 

 

Name :

Mr. Rajive Sawhney

Designation :

Director

 

 

Name :

Dr. (Mrs.) Isher Judge Ahluwalia

Designation :

Director

 

 

Name :

Mr. Gerald Kenneth Adams

Designation :

Director

 

KEY EXECUTIVES

 

Name :

Mr. S. K. Biswas

Designation :

Senior Vice President and Company Secretary

 

 

Name :

Mr. Aniruddha Sen

Designation :

Vice President and Company Secretary

 

 

Name :

Mr. Ashok Sharma

Designation :

Senior Vice President – Auto, GI and Power

Date of Birth/Age :

58 Years

Qualification :

MBA (Finance), B.Sc. Tech, B.Sc. (Hons)

Experience :

35 Years

Other Directorship :

Production Executive, Asian Paints (India) Limited

 

 

Name :

Mr. Prabal Kr. Sengupta

Designation :

Vice President Marketing and Sales (Retail)

Date of Birth/Age :

53 Years

Qualification :

PGDBM, M. Sc. (Chem), B.Sc. (Chem)

Experience :

29 Years

Other Directorship :

Marketing Executive, National Tobacco Company

 

 

Name :

Mr. Sunil Sharma

Designation :

President

Date of Birth/Age :

56 Years

Qualification :

B.A. Hons. (Economics), MBA

Experience :

34 Years

Other Directorship :

Garware Paints, General Manager (Sales and Exports)

 

 

SHAREHOLDING PATTERN

 

(As on 31.03.2008)

 

Status

Holding (%)

Promoters

73.61

Non Resident Individuals / Companies

2.71

Financial Institutions / Insurance Companies

5.29

Resident Individuals

13.78

Domestic Companies

2.15

Nationalized Banks and Mutual Funds

2.46

 

 

Total

100.00

 

 

BUSINESS DETAILS

 

Line of Business :

Manufacturing and Marketing of Synthetic Resins and Paints, Varnishes, Enamels, etc.

 

 

Products :

Production Description

ITC Code No.

Synthetic Enamel Ultra White Paints

320890.02

Synthetic Enamel Other Colours

320890.03

Acrylic Emulsion

320910.02

 

PRODUCTION STATUS

 

Particulars

Unit

Installed Capacity

Synthetic Resin

MT

21396

Paints, Varnishes, Enamels, etc.

Liquid

Non-Liquid

 

MT

MT

157946

 

Notes:

 

(1) Installed Capacity estimated on a two/three shift basis as applicable and is as certified by the Company's

     Technical Expert. 

(2) Conversion factor from KL to MT is as certified by the Company's Technical Expert.

(3) Closing Stock of Synthetic Resin is after deducting quantity used in own production (as captive consumption)

     2006-07:16640 MT (2005-06:15321 MT).

(4) Value of Stocks of Synthetic Resin is included in Work-in-Process appearing in Schedule 8.

(5) Synthetic Resin quantities are in terms of solid resins.

(6) Production does not include production from Raw Materials processed from outside 49,049 MT (2005-06:

     47,989 MT).

(7) Sales, Opening Stocks and Closing Stocks include goods processed and purchased from outside.

(8) Closing Stocks are after adjustment of losses including shortage/excess.

  

GENERAL INFORMATION

 

Suppliers :

·         Anupam Colours and Chemicals Industries

·         Anupam Colours Private Limited

·         Aditya Varna Private Limited

·         Astral Paints Private Limited

·         Ashok Tin Works

·         Aurum Pharmachem Private Limited

·         Akross Synthetics Private' Limited

·         Calcutta Paper Industries

·         Marigold Paints Private Limited

·         Metal Products & Engineering Company

·         National Moulding Company Limited

·         Plasticizer and Polymer Products

·         Sahjanand Trading Company

·         Techcon India Private Limited

·         Coastal Paints Limited

·         Fozdar Products

·         Evergreen drums and Cans Private Limited

·         Gemini Paints

·         ICMC Metal Private Limited

·         Indian Tin Box Mfg Company Private Limited

·         Lintas Packaging Private Limited

·         Manish Plastics

·         Tulsyan Cans and Cardboards Private Limited

·         Tulsyan Enterprise Private Limited

·         Unicat Chemicals Private Limited

·         Channel Plastics Private Limited

·         Citizen Containers Limited

·         Colour India

·         A G Gasochem (Private) Limited

·         Aakar India

·         Auro Chemicals

·         Balajee Rosin Industries

·         Chopra Stearates (Private) Limited

·         Dimple Chemicals

·         Maydeep Industries

·         Narchem Industries

·         Vega Chemicals

·         Pradeep Metal

·         Soham Packaging

·         P. Polyplast

·         Pearson Drums and Barrels (Private) Limited

 

 

No. of Employees :

1732

 

 

Bankers :

·         Standard Chartered Bank, 4, Netaji Subhas Road, P. O. Box 40, Kolkata – 700 001, West Bengal

·         Bank of Baroda

·         Central Bank of India, 33, Netaji Subhas Road, P. O. Box 40, Kolkata – 700 001, West Bengal, India

·         Citibank, N.A.

·         Corporation Bank, Kolkata, West Bengal, India

·         HDFC Bank Limited

·         Hongkong and Shanghai Banking Corporation Limited, Kolkata, West Bengal, India

·         ICICI Bank Limited

·         State Bank of India, Kolkata, West Bengal, India

·         Union Bank of India, Kolkata, West Bengal, India

·         BNP Paribas, Kolkata, West Bengal, India

·         ING Vysya Bank Limited

·         ABN Amro Bank NV

 

 

Facilities :

SECURED LOANS

(As on 31.03.2008)

Rs in Millions

Loans from Banks - Cash Credit

998.391

Note:

Loans from Banks - Cash Credit are secured by hypothecation of stock-in-trade and book debts.

 

 

 

UNSECURED LOANS

 

Fixed Deposits *

0.795

Short Term Loans

 

Banks

0.001

Others

210.000

Total

 

* Includes unclaimed matured fixed deposits

0.585

 

 

 

Banking Relations :

Good

 

 

Auditors :

 

Name :

Lovelock and Lewes

Chartered Accountants

 

 

Associates :

·         U. K. Paints India Private Limited

·         Asian Packaging Limited

·         Berger Becker Coatings Limited

 

 

Subsidiaries :

·         Beepee Coatings Limited

·         Berger Jenson and Nicholson (Nepal) Private Limited

·         Berger Auto and Industrial Coatings Limited

 

 

CAPITAL STRUCTURE

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

325000000

Ordinary Shares

Rs.2/- each

Rs.650.000 millions

 

Issued Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

318918204

Ordinary Shares

Rs.2/- each

Rs.637.836 Millions

 

Subscribed & Paid-up Capital :

Value

Amount

 

 

 

318872464

Ordinary Shares

Rs.2/- each

Rs.637.745 Millions

 

Notes:

 

Of the above Equity Shares -

(a) 3,151,187 shares of Rs. 10/- each allotted as fully paid-up pursuant to a contract without payment being

     received in cash.

 

(b) 257,660 shares of Rs. 10/- each allotted as fully paid-up pursuant to a contract in full redemption of Mortgage   

     Debentures.

 

(c) 26,972,214 shares of Rs. 10/- each allotted as fully paid Bonus Shares by capitalisation of General Reserve

    and Share Premium.

 

(d) The authorised and paid-up face value of the Company's Ordinary (Equity) Shares of Rs. 10/- each were

     subdivided into authorised and paid-up face value of Rs. 2/- per share with effect from 1st September, 2004.

 

(e)     119,577,174 shares of Rs. 2/- each allotted as fully paid Bonus Shares by capitalization of Share Premium and General Reserve. 


 

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

637.745

637.745

398.554

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

2852.342

2120.714

1897.883

4] (Accumulated Losses)

0.000

0.000

0.000

NETWORTH

3490.087

2758.459

2296.437

LOAN FUNDS

 

 

 

1] Secured Loans

998.391

860.288

76.201

2] Unsecured Loans

210.796

292.830

351.502

TOTAL BORROWING

1209.187

1153.118

427.703

DEFERRED TAX LIABILITIES

65.104

68.018

67.860

 

 

 

 

TOTAL

4764.378

3979.595

2792.000

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

1337.086

1207.984

1172.928

Capital work-in-progress

247.077

137.147

110.488

 

 

 

 

INVESTMENT

218.467

128.168

128.168

DEFERREX TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 
Inventories
2690.954
2520.694
1995.793
 
Sundry Debtors
1584.355
1435.218
1095.091
 
Cash & Bank Balances
399.003
217.427
253.353
 

Other Current Assets

0.000
0.000
0.000
 
Loans & Advances
592.139
466.799
296.429
Total Current Assets

5266.451

4640.138

3640.666

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 
 
Current Liabilities
2116.477
1983.324
2011.388
 
Provisions
188.226
151.282
250.703
Total Current Liabilities

2304.703

2134.606

2262.091

Net Current Assets

2961.748

2505.532

1378.575

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.764

1.841

 

 

 

 

TOTAL

4764.378

3979.595

2792.000

 

 

 

 

PROFIT & LOSS ACCOUNT

 

PARTICULARS

 

31.03.2008

31.03.2007

31.03.2006

Sales Turnover

13396.688

11652.334

9809.717

Other Income

141.390

128.934

133.827

Total Income

13538.078

11781.268

9943.544

 

 

 

 

Profit/(Loss) Before Tax

1187.782

1022.341

916.433

Provision for Taxation

267.001

191.667

213.506

Profit/(Loss) After Tax

920.781

830.674

702.927

 

 

 

 

Earnings in Foreign Currency :

 

 

 

 

Export Earnings

8.175

12.167

13.934

 

Other Earnings

5.050

3.391

1.329

Total Earnings

13.225

15.558

15.263

 

 

 

 

Imports :

 

 

 

 

Raw Materials

952.260

947.234

633.623

 

Stores & Spares

2.004

0.644

1.275

 

Capital Goods

31.938

33.012

36.856

Total Imports

986.202

980.890

671.754

 

 

 

 

Expenditures :

 

 

 

 

Materials Consumed

8711.498

7608.303

6269.499

 

Expenses

3336.987

2889.177

2516.349

 

Interest

112.687

82.881

52.771

 

Depreciation

186.468

178.016

173.923

 

Other Expenditure

2.656

0.550

0.000

Total Expenditure

12350.296

10758.927

9012.542

 

 

QUARTERLY RESULTS

 

PARTICULARS

 

30.06.2008

 Type

 1st Quarter

 Sales Turnover

 3781.600

 Other Income

 69.500

 Total Income

 3851.100

 Total Expenditure

 3464.500

 Operating Profit

 386.600

 Interest

 21.800

 Gross Profit

 364.800

 Depreciation

 49.700

 Tax

 83.400

 Reported PAT

 231.700

 

 

 

 

KEY RATIOS

 

PARTICULARS

 

31.03.2008

31.03.2007

31.03.2006

Debt-Equity Ratio

0.38

0.31

0.25

Long Term Debt-Equity Ratio

0.00

0.00

0.01

Current Ratio

1.4

1.33

1.34

TURNOVER RATIOS

 

 

 

Fixed Assets

5.88

5.65

5.42

Inventory

5.84

5.85

6.09

Debtors

10.08

10.45

11.5

Interest Cover Ratio

10.29

11.1

14.95

Operating Profit Margin(%)

9.87

9.84

10.35

Profit Before Interest And Tax Margin(%)

8.65

8.5

8.8

Cash Profit Margin(%)

7.28

7.63

7.85

Adjusted Net Profit Margin(%)

6.05

6.28

6.3

Return On Capital Employed (%)

30.65

34.03

36.5

Return On Net Worth (%)

29.6

33.06

32.58

 

 

LOCAL AGENCY FURTHER INFORMATION

 

HISTORY

 

Subject was incorporated on 17 Dec.'23 as Hadfields (India), Hadfields was purchased by British Paints (Holdings) on 12 Dec.'47 and the name was changed to British Paints (I). Celanese Corporation, US, acquired a controlling interest in British Paints in 1965 and later sold its interest to Berger, Jenson and Nicholson, UK. The name was changed to Company on 31 Dec.'83. It now belongs to the Dingra group. The company offers a whole range of decorative and industrial paints. Its products include Luxol Hi-Gloss Synthetic enamel, Viton Auto-Refinish, etc. It has collaborations with Teodur, Holland; Herberts, Stoillack and Vianova, Valspar Corporation, US; etc. 

 
The subsidiaries of Subject are Beepee Coatings Private Limited, Berger Jenson and Nicholson (Nepal) Private Limited, Berger Paints (Cyprus) Limited and Berger Paints Overseas Limited

 
Subject came out with a Rs 57.400 Millions public issue at a premium of Rs 35 in Jan.'89. It commenced production from May'97 at Pondicherry with an installed capacity of 18000 tpa to manufacture Paints, Enamels, Varnishes and 6000 tpa to manufacture Synthetic Resins, and augmentation of the Company's existing Powder manufacturing capacities at the plant in Howrah. The company has also came up with an Rights issue in the ratio of 1:1.  

 
During 1998-99, Rajdoot Paints has been amalgamated with the company and the company also issued bonus shares in ratio of 1:1. During 1999-00, the company has acquired 100% share in Jenson and Nocholson (Nepal) Private Limited, Also it has entered into technical licence agreement with Nippon Paint Company Limited., Japan. With this association the company will be able to develop and increase the market share for its products. 

 
During 2000-01 the company entered into Joint Venture Agreement with ICI India (ICI) for taking over the entire Motor and Industrial business of ICI and its factory at Rishra. The joint venture company viz. Berger Auto and Industrial Coating took over the business from ICI on May 2001. 

 
The company has declared Bonus Issue of Equity Shares in the ratio of One Bonus Share for every Two Equity shares held in the company and these shares were allotted on 12.04.2004. Further in September 2004 the company has sub-divided its equity share face value from Rs.10/- per share to Rs.2/- per share. 

The company has merged Berger Auto and Industrial Coatings Limited (BAICL), a wholly owned subsidiary of the company with itself with effect from 1st April 2004. 

 
In the year 2004-05 the company has commenced its commercial production of the new solvent-based paints plant at Jammu. Further a powder coating plant is now under construction. 


In 2005-2006, the Power coating plant which was under construction in 2004-2005 started commercial production at the new 2,400 MTPA in Jammu. The resin manufacturing plant at Jammu is at an approval stage. The company has decided to set up an exclusive automotive paint plant at Rewari in Haryana. The land for the purpose has been acquired and is likely to be completed in early 2007. 

 

Trade Terms with :

 

·         Alka Minerals and Chemicals

·         A P Polyplasts

·         Alpha Minerals

·         Anupam Colours and Chemicals Industries

·         Anupam Colours Private Limited

·         Ashok Tin Works

·         Auro Chemicals

·         Colour India

·         Coastal Paints Limited

·         Classic Enterprises

·         Choksey Chemicals

·         Dua Metal Krafts

·         Deep Enterprises

·         Gemini Paints

·         Mittal Polymers

·         Metal Containers

·         Narchem Industries

·         National Moulding Company Limited

·         Parachem Products

·         Ravi Chemicals

·         Sudarshan Minerals

·         Soham Packaging

·         Tin Box Company

·         Shree Balaji Creations

·         Dhariyal Chemicals

 

OPERATIONAL AND FINANCIAL PERFORMANCE 

 

The consolidated sales achieved during the financial year ended 31st March, 2008, were Rs.15857 million as against Rs.13838 million in the previous year showing a growth of 14.6%. The consolidated net profit, at Rs.930 million was higher than those of the previous year (Rs.877 million) by 6.04%. 

 

During the financial year ended 31st March, 2008, the Company achieved sales of Rs.15217 million as against Rs.13222 million in the previous year registering a growth of 15.09%. The profit before depreciation, interest and exceptional item was Rs.1490 million as against Rs.1284 million in the previous year, recording an improvement of 16.04%. The profit before tax at Rs.1188 million and the profit after tax at Rs.921 million during the year under review showed an improvement of 16.24% and 10.96% respectively.

 
The Company was able to deliver steady top line growth in spite of a lower GDP growth and slow down in the automotive sector. The margins could have been further improved but for inflationary pressures in raw materials from the 4th quarter. The Company continued to focus on improving product mix, cutting costs and improving service level to customers so as to retain its competitive edge. 

 

The growth in the architectural/ decorative segment continued to be good, boosted by a buoyant performance by the housing and infrastructure sectors. The Company continued its efforts of trying to reach out to a larger number of direct customers and also paint applicators through innovative new products and value added services. 

 
The new products introduced during the year include Illusions Sealer - an undercoat used to protect the walls from dampness and salt leaching, Illusions Metallica - to provide metallic satin finishes to the interior walls in gold, silver and copper bases which can be further enhanced to myriads of shades and designs, Kidz Glitter and Glow - which provides a sparkling effect during the day and glow in the dark at night for children. 

 
The Lewis Berger Home Painting Services have been extended to 17 centres, which cater to 34 cities in the country This business continues to grow well and provides excellent painting service at reasonable cost to the customers. It also helps the Company to build a loyal customer base for the future. 

 
The Company has introduced 'preview' option on its website. This is an additional service, which would enable a customer to upload images and examine different colour combinations and designs before making the final colour selection. 

 

The Company continues to focus on the growing large project business in the country through its 'Prolinks' Division - since the share in this segment has gone up substantially over the last few years. The Company is also actively working on the applicator loyalty programme to ensure larger share from this growing new project business segment. 


The Protective Coatings business performed well and the Company continues to ensure that it maintains the preferred supplier position in this segment. The Powder Coating business also registered a good growth to ensure effective capacity utilization of the new plant at Jammu. 

 
The ERP project is on track and likely to be completed by calendar year 2008. The Company is constantly making improvements in the area of godown management and logistics to improve servicing of the markets across all its depots throughout the country 

 

CAPITAL, DIVIDEND AND BONUS ISSUE:

 
Pursuant to the resolutions adopted by the shareholders by postal ballot on 11th April, 2008, the authorized capital of the Company stands increased from Rs.650.000 millions divided into 325,000,000 Ordinary (Equity) Shares of Rs.2/- each to Rs.750.000 millions divided into 375,000,000 Ordinary (Equity) Shares of Rs.2/- each with effect from 11th April, 2008. 

 
The Directors recommend a dividend @ 25 % for the year under review. This, if approved, will absorb an amount of Rs.159 million and will be paid to those members whose names appear in the Register of Members as on 30th July, 2008. The dividend payment for the year will therefore be Rs.159 million as compared to Rs.319 million in the previous year. 

 
Pursuant to the approval accorded by the shareholders by way of postal ballot on 11th April, 2008, the Company has allotted 20,000,000 warrants (Equity Warrants' to Jenson and Nicholson (Asia) Limited, UK., a part of the promoter group, on 19th May, 2008, at a price of Rs.49.50 per Equity Warrant, which is higher than the price determined in accordance with the Securities and Exchange Board of India (Disclosure & Investor Protection) Guidelines, 2000. The allotment was made on 19th May, 2008 upon receipt of 10% of the price. The Equity Warrants are convertible into equity shares at the option of the holder within a period of 18 months from the date of issue, i.e. within 18th November, 2009. The proceeds of the issue will be deployed for funding various growth proposals of the Company. 

 
In terms of the provisions of Section 205C of the Companies Act, 1956, the Company transferred an amount of Rs.1.306 millions to the Investor Education and Protection Fund, in respect of dividend amounts lying unclaimed / unpaid for more than seven years from the date they became due i.e., for the year ended 31st March, 2000. 

 

 

 


SUBSIDIARY COMPANIES & JOINT VENTURE 


The Statement of the holding Company's interest in the subsidiary companies namely Beepee Coatings Private Limited ('Beepee Coatings', Berger jenson and Nicholson (Nepal) Private Limited ('BJN - Nepal'), Berger Paints (Cyprus) Limited ('Berger Cyprus' and subsidiary of its subsidiary company, viz., Berger Paints Overseas Limited as specified in Sub-section (3) of Section 212 of the Companies Act, 1956 (the Act') is attached to the Report and Accounts of the Company. Post 31st March, 2008, all the shares of Lusako Trading Limited have been acquired by Berger Paints India Limited for the purpose of purchase of shares of Bolix S.A., Poland, as mentioned above.

 
The performance of Beepee Coatings, a wholly owned subsidiary with its entire manufacturing facilities dedicated to processing the Company's products was satisfactory The processing income amounted to Rs.72.85 million. 

 
BJN-Nepal, also a wholly owned subsidiary, has shown substantial improvement. During the year under review, this company achieved a turnover of Rs.160.83 million and Profit Before Tax of Rs.10.35 million. 

 
Berger Paints (Cyprus) Limited, Cyprus, is a special purpose vehicle for the purpose of making investments in the Company's interests abroad. So is Lusako Trading Limited. 

 
Berger Paints Overseas Limited in Russia has commenced commercial production in September 2007 at its modern plant in the Republic of Adygeya, with alkyd based and water based paints. During the year under review, it registered a loss of 2,790,000 Roubles (Rs.4.48 million). 

 
The Company's joint venture, Berger Becker Coatings Limited continued to achieve good business during the year. 

 
BNB Coatings India Limited (BNB), the Company's joint venture with Nippon Bee Chemicals Company Limited of Japan (NBC) for manufacture of coatings for plastic substrates used in automobiles was incorporated on 21st June, 2007. The products manufactured by BNB require sophisticated technological inputs and strict quality surveillance. BNB has commenced business and has started supplying to its customers. 

 
The Company has applied for exemption under Section 212 of the Companies Act, 1956 from the Department of Company Affairs from annexing to this Report the Annual Reports of the above subsidiaries for the year ended 31st March, 2008 and expects to obtain the same before publication. The Consolidated Financial Statement includes the results of these subsidiary companies duly audited by their respective statutory auditors. Annual Accounts of the subsidiary companies and related detailed other information shall be made available to the members seeking such information and shall also be kept open for inspection at the Head Office of the Company by any investor during working hours. 

 
The Company's joint venture with Punjab National Bank, Vijaya Bank and Principal Financial Group (Mauritius) Limited in the form of Pnb Principal Advisory Company Private Limited continued its business of direct broking. During the year ended 31st March, 2008, this company generated business income of over Rs.232.500 millions (2006-07: Rs167.400 millions) and made a profit after tax of Rs.77.200 millions (2006-07: Rs.15.000 millions). 

 

PROJECTS 

 

During the year, the Company commenced the following projects: 

 
Work on setting up of an automobile paint manufacturing plant with a combined capacity of 24,000 MTPA at the Jejuri Industrial Estate, Pune is progressing in full swing. The Company has received environment clearance from the Ministry of Environment and Forests for this purpose and is finalizing the design and the contractors. 

 
The capacity expansion of the Goa solvent based paint plant up to 18,000 KL per annum is complete and the plant is expected to be commissioned soon. 

 
Capacity of the Jammu powder plant has been expanded during the year. 

 
The Company has started preliminary work for expansion of water based paint and resin manufacturing capacity in its existing plant at Rishra in West Bengal and installation of a resin manufacturing plant in Goa. 

 
The Company's subsidiary Beepee Coatings Private Limited is expanding its capacity in Gujarat. 

 

FUTURE PROSPECTS 

 

There are signs of slowdown in the economy with higher inflation and significant rise in the prices of raw materials. The spiraling prices of crude oil may impact the demand as well as the profitability. Your Company has experienced these challenges in the earlier years and has successfully faced them in the market through various measures of containing costs, changes in product mix, widening the customer base by introducing various categories and ranges of products, reaching out to new consumers in all sectors, increasingly strengthening the supply chain and logistics, opening up new depots and formulating marketing strategies and enhancing the commitment of customers. In the long term, the Company believes that there will be no let up in the demand and compared to other economies, the demand in India is likely to grow at a much higher rate supported by growth in housing, of which there is a shortfall. The per capita consumption of paints in India continues to be low and there is major opportunity for improvement. There may be a slight dip in the demand over the short term but the long term prospects remain good due to obvious growth potential in housing, infrastructure and the industrial sectors, given the current state of the country's development. 

 
The year to date performance is encouraging and barring unforeseen circumstances, the Directors are optimistic that the Company will continue to show results as per market expectations. 

 

MANAGEMENT DISCUSSION AND ANALYSIS

 
INDUSTRY STRUCTURE AND DEVELOPMENT: 


Considering factors reigning the international economic scenario, the estimated GDP growth posted by India in the year 2007-08, boosted by healthy growths in agriculture and service sectors, is a sign of the country's resilience and ability to insulate itself from external vagaries. The positive growth in the field of agriculture is particularly encouraging Growth in the manufacturing sector at 8.8% has been lower than that posted in the year 2006-07. Construction sector continued to perform well with a 9.8% growth. 

 
Indian paint industry has been growing at an average rate of 13% over the last five years at a rate higher than the GDP growth. The Indian paint market is dominated by the architectural /decorative coatings systems segment, constituting almost three-fourth of the market's share. Other large segments are automotive and industrial paints, protective coatings and powder coatings. This Company has sizeable presence in all the major sectors.

 

OUTLOOK:

 
Considering the needs of housing and the rapid development in this field that is bound to take place, the Company does not expect major slow down in this sector. The infrastructure sector is also expected to clock a uniform growth. These are likely to keep boosting the paint demand in the long term. 

 
THe Company is at the forefront of the market explaining to the dealers and the applicators and communicating with the customers about the benefits of the new offerings and better aesthetics which they offer. In the past couple of years, the Company has offered many new products to address the needs of the consumers in a fast evolving, rapidly growing and globally assimilating India. Such technologically advanced offerings have been well accepted in the market. The Company is committed to continuing such progressive as well as pioneering initiatives to not only maintain but enhance its leadership in its field. The Protective Coatings Business and the Automotive Business are also expected to perform well. 

 
With the concerns of energy savings catching up with India, particularly in view of the rising crude and gas prices, the Company will be able to offer External Insulation and Finishing Systems from Bolix S.A. of Poland, which it proposes to acquire in the near future. This would lead to major savings of electricity (and therefore, fuel), other than offering aesthetic values and durability. 

 


FINANCIAL PERFORMANCE WITH RESPECT TO OPERATIONAL PERFORMANCE: 

 

The Company's gross sales revenue for the year 2007-08 has been Rs.15217 million, registering a growth of 15.09% over that for 2006-07. All factories performed well during the year under review. The Company's profit after tax, at Rs.921 million, registered a growth of 10.96% over that of the previous year. 

 

Fixed Assets

 

Freehold

Leasehold

Freehold

Leasehold

 

Intangible Assets :

 

·         Computer Software

 

AS PER WEBSITE :

 

Profile  

 

Subject culmination of over seven-decade process of evolution and growth that began in 1923. Its growth has been closely linked with the business and industrial development of modern India.


BERGER'S performance is anchored today in a wide variety of Decorative and Industrial paints which continue to gain an increasing share of the highly competitive Indian paint market. Being an ISO 9001 company its quality products have attained instant recognition, worldwide, and continues to meet quality requirements that are demanded today even in the domestic market.


The Country's third largest paint manufacturer and the second largest decorative paint player, Berger is headquartered in Calcutta and services the market through a distribution network comprising of 75 stock points and 12,000+ paint retailers.

 

Subject where they turn the dreams into colorful reality. With an unmatched range of products and services, Subject is a leader in paints, offering its customers a variety of innovative painting solutions, be it decorative or industrial.

Whether it is the home or office, the shop or factory, interiors or exteriors, metal, wood, plastic or any other surface - they have a paint solution for it! With an ever-evolving profile and rich history, Subject, (an ISO 9001 Company) has come a long way in the highly competitive Indian paints industry.

Today the names "Berger" and "Lewis Berger" are synonymous with colour. Subject continues to be inspired by the creation and innovation of Mr. Lewis Berger, who through his marvelous shades, had offered people a chance to transform their homes through the power of imagination. At Berger they believe in taking paints to the level of fine art. Enriched by the imagination of Lewis Berger since 1760.

The history of Subject is literally as colorful as the business it is in. This chapter will reveal the milestones in the history.


 

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.44.21

UK Pound

1

Rs.79.76

Euro

1

Rs.64.72

 

 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

9

PAID-UP CAPITAL

1~10

9

OPERATING SCALE

1~10

9

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

10

--PROFITABILIRY

1~10

8

--LIQUIDITY

1~10

9

--LEVERAGE

1~10

9

--RESERVES

1~10

9

--CREDIT LINES

1~10

9

--MARGINS

-5~5

--

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

YES

--LITIGATION

YES/NO

NO

--OTHER ADVERSE INFORMATION

YES/NO

NO

MERIT POINTS

 

 

--SOLE DISTRIBUTORSHIP

YES/NO

NO

--EXPORT ACTIVITIES

YES/NO

YES

--AFFILIATION

YES/NO

YES

--LISTED

YES/NO

YES

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

81

 

This score serves as a reference to assess SC’s credit risk and to set the amount of credit to be extended. It is calculated from a composite of weighted scores obtained from each of the major sections of this report. The assessed factors and their relative weights (as indicated through %) are as follows:

 

Financial condition (40%)            Ownership background (20%)                 Payment record (10%)

Credit history (10%)                    Market trend (10%)                                Operational size (10%)

 


 

RATING EXPLANATIONS

 

RATING

STATUS

 

 

PROPOSED CREDIT LINE

>86

Aaa

Possesses an extremely sound financial base with the strongest capability for timely payment of interest and principal sums

 

Unlimited

71-85

Aa

Possesses adequate working capital. No caution needed for credit transaction. It has above average (strong) capability for payment of interest and principal sums

 

Large

56-70

A

Financial & 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

 

 

 

PRIVATE & CONFIDENTIAL : This information is provided to you at your request, you having employed MIPL for such purpose. You will use the information as aid only in determining the propriety of giving credit and generally as an aid to your business and for no other purpose. You will hold the information in strict confidence, and shall not reveal it or make it known to the subject persons, firms or corporations or to any other. MIPL does not warrant the correctness of the information as you hold it free of any liability whatsoever. You will be liable to and indemnify MIPL for any loss, damage or expense, occasioned by your breach or non observance of any one, or more of these conditions