MIRA INFORM REPORT

 

 

 

Report Date :

17.09.2008

 

IDENTIFICATION DETAILS

 

Name :

APAR INDUSTRIES LIMITED

 

 

Formerly Known As :

GUJARAT APAR POLYMERS

 

 

Registered Office :

301 Panorama Complex,  R.C. Dutt Road, Vadodara – 390007, Gujarat

 

 

Country :

India

 

 

Financials (as on) :

31.03.2008

 

 

Date of Incorporation :

28.09.1989

 

 

Com. Reg. No.:

04-12802

 

 

CIN No.:

[Company Identification No.]

L91110GJ1989PLC012802

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

BRDA01335F / BRDA01312D / BRDA00836D

 

 

Legal Form :

A Public Limited Liability Company. The Company’s Shares are Listed on the Stock Exchanges.

 

 

Line of Business :

Manufacturer of oil well parts, fuel tank liners, fuel hoses, gaskets, packing oil seals and other oil-resistant applications.

 

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 14000000

 

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is a well-established diversified company having satisfactory track.  Directors are qualified, respectable and resourceful industrialists. Their trade relations are fair. Financial position is satisfactory. The company is improving its performance. Payments are usually correct and as per commitments.

 

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

 

 

LOCATIONS

 

Registered Office :

301, Panorama Complex, R. C. Dutt Road, Vadodara – 390007, Gujarat, India

Tel. No.:

91-265-2481332/ 2481536/ 2481737/ 2481993/ 2331935/ 2323175/ 2339906

Fax No.:

91-265-2481238/ 2339905

E-Mail :

aisbmby@bom3.vsnl.net.in

com_sec@apar.com

Website :

http://www.aparind.com

http://www.apar.com

 

 

Corporate Office :

Apar House, Corporate Park, Sion-Trombay Road, Chembur, Mumbai – 400071, Maharashtra, India

Tel. No.:

91-22-25242371-76

Fax No.:

91-22-25246326

E-Mail :

aisbmby@bom3.vsnl.net.in

 

 

Administrative Office:

Village Dungi Taluka Valla Near Ankleshwar Baruch, Gujarat, India

 

 

Factory :

·         Special Oil Refinery

1. Dharmsinh Desai Marg, Muhul Trombay, Mumbai – 400 074, Maharashtra, India

2. Silvassa, Tamilnadu, India

 

·         A#18 TTC MIDC Industrial Area,

Near Rabale Tel Exchange, Thane Belapur Road,

Thane – 400 701, Maharashtra, India

 

·         Polymers Division

Village Dungri, Taluka Valia, District Bharuch – 393 135, Gujarat

Trombay, Mumbai, Maharashtra, India

 

·         Dharmsihn Desai Industrial Park, Dharmsinh Desai Marg,

Opp “D” Cabin, Chhani Road, Vadodara – 390 002, Gujarat, India

 

·         Dharmsinh Desai Park, Taluka Savli,

Bahutha – 391 775, Dist. Vadodara, Gujarat, India

 

 

Branches :

Sales offices at

 

  • New Delhi
  • Kolkata
  • Chennai
  • Bangalore
  • Jaipur
  • Jabalpur
  • Hyderabad
  • Ernakulam

 

 

DIRECTORS

 

Name :

Dr. Narendra D. Desai

Designation :

Chairman and Managing Director

Date of Birth/Age :

62 Years

Qualification :

B.Sc. (Hons), London, M.S. (Ele. Engg.), Ph.D., Penn., USA, Sigma XI, A.A.M.I.E.E.

Experience :

44 years

Date of Appointment :

28.09.1989

 

 

Name :

Mr. Kushal N. Desai

Designation :

Joint Managing Director

Date of Birth/Age :

36 years

Qualification :

B.Sc. Hons., (Ele. Engg.) USA, B.S. Eco. Hons., (Wharton), USA

Experience :

13 years

Date of Appointment :

24.03.1999

Previous Employment

GE Lighting (India) Limited – President

 

 

Name :

Mr. C. N. Desai

Designation :

Executive Director

Date of Birth/Age :

15.07.1971

Qualification :

B.Sc (Hons.) (Chem. Engg.) USA, B.S. Eco. (Hons.) (Wharton), USA

Experience :

8 Years

Date of Appointment :

29.05.1993

Other Directorships:-

Apar Technologies Limited

Apar Masat Conductors Limited

 

 

Name :

Mr. N. K. Thingalaya

Designation :

Director

Date of Birth/Age :

04.11.1937

Qualification :

Ph. D. (Economics)

Date of Appointment :

27.07.2001

Other Directorships:-

Canbank Investment Management Services  Limited

 

 

Name :

Mr. F. B. Virani

Designation :

Director

Date of Birth/Age :

26.06.1945

Qualification :

B. E. (Chemical Engineering), M. S. (Chemical Engineering) (USA), MBA (USA)

Date of Appointment :

27.07.2001

Other Directorships:-

Jaiprakash Hydro Power Limited

 

 

Name :

Mr. V. A. Gore

Designation :

Director

 

 

Name :

Mr. V. D. Shinde

Designation :

Nominee of IDBI (w.e.f. Secretary 22.02.2002)

 

 

Name :

Mr. M. M. Patel

Designation :

Director (Polymers)

 

 

Name :

Mr. H. N. Shah

Designation :

Director (w.e.f. 27.09.2002)

 

 

Name :

Mr. M. N. Kamat

Designation :

Nominee of IDBI

 

 

Name :

Mr. Richard Owen Pyvis

Designation :

Director

 

 

Name :

Ms. Josephine Price

Designation :

Alternate to

Mr. Richard Owen Pyvis

 

 

Name :

Mr. D. C. Patel

Designation :

Company Secretary

 

 

Name :

Mr. Gary Ng Jit Meng

Designation :

Alternate to

Ms. Josephine Price

 

 

AUDIT COMMITTEE

 

  • Mr. V. A. Gore Chairman
  • Dr. N. K. Thingalaya
  • Mr. F. B. Virani
  • Mr. Richard Owen Pyvis

 

 

KEY EXECUTIVES

 

Name :

Mr. D. C. Patel

Designation :

Company Secretary

 

 

Name :

Mr. Sanjaya Kunder

Designation :

Company Secretary

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

Names of Shareholders

No. of Shares

Percentage of Holding

 

 

 

Promoters / Persons Acting In Concert

19393441

59.97%

Banks, Financial Institutions and Insurance Companies

18118

0.06%

Mutual Funds

2990383

9.25%

Foreign Institutional Investors

1161562

3.59%

NRIs / OCBs

82827

0.26%

Corporate Bodies

1254654

3.88%

Residents Individuals

2840409

8.78%

Foreign Investors (Shinny Limited, Mauritius – CLSA Group)

4594637

14.21%

 

 

 

Total

32336031

100.00%

 

BUSINESS DETAILS

 

 Line of Business :

Manufacture of oil well parts, fuel tank liners, fuel hoses, gaskets, packing oil seals and other oil-resistant applications.

 

 

Products :

Product Description

Item Code No. (ITC Code)

 

 

Acrylonitrile Butadiene Rubber

4002.59

Transformer and Speciality Oils

2710.90

AAC/ACSR Conductors

7614.90

 

  • Industrial Lubricants
  • Industrial Oils and Lubricants Industrial Specialty Oils
  • Industrial Greases
  • Automotive Engine Oils
  • Automotive Oils and Lubricants Automotive Speciality Oils
  • Automotive Greases
  • Industrial Automotive Oils and Lubricants

 

PRODUCTION STATUS (as on 31.03.2007):-

 

Particulars

Unit

Licensed Capacity

Installed Capacity

Actual Production

Transformer Oils

MT

99500

155000

90748

 

KL

117978

for various types of oils covered in (ii) and for other oils for which the company is

holding registration

--

Refrigeration / Electric Oils

MT

2000

--

(-)

Special Grade Pharmaceutical Oils

MT

22250

--

25398

 

KL

26807

--

--

Textiles Oils

MT

1000

--

--

 

KL

1163

--

--

Rolling Mill Oils

MT

1000

--

--

 

KL

1227

--

--

Other Specialties Oils (including R. P. Oils)

MT

159115

--

59049

AAC, AAAC and ACSR Conductors

MT

124800

67242

48725

Aluminium Rods Suitable for further manufacture of ACSR /AAC /AAAC

MT

96000

37800

33095

Synthetic Rubber (NBR / HSR), Lattices and Polyblend

MT

12000

16275

14355

 


 

 

GENERAL INFORMATION

 

Customers :

  • Power Grid Corporation of India Limited
  • National Thermal Power Corporation
  • KEC International Limited
  • Larsen and Toubro Limited
  • ABB Energieanlagenbau GmbH, Germany
  • ALSTOM, South Africa
  • Mitsui and Company, Tokyo, Japan
  • Naw Power, Namibia
  • Iran Power Company, Iran
  • Fitchner Consultants, Germany

 

 

No. of Employees :

2000

 

 

Bankers :

  • Syndicate Bank
  • Union Bank of India
  • ING-Vysya Bank Limited
  • Indian Bank
  • The Dhanalakshmi Bank Limited
  • IDBI Bank Limited
  • ICICI Bank Limited
  • State Bank of India

 

 

Facilities :

SECURED LOAN

31.03.2007

 

 (Rs. In millions)

(1) From Banks :

 

(i) Cash Credit/Working Capital Demand Loans

717.516

(ii) Term Loans

130.620

(2) From a Financial Institution :

 

Term Loan

3.786

(3) Other Loans

0.000

(4) Sales Tax Deferment Loan

5.570

 

 

Total

857.492

 

Notes:

a) The Cash Credit/Working Capital Demand Loans from banks are secured by:

 

(i) Hypothecation of specified stocks and specified book debts.

 

(ii) Joint mortgage of specified fixed assets ranking second and subsequent in point of priority to the mortgage created in favour of financial institutions for term loans.

 

b) Term Loans from Bank amounting to Rs.130.620 millions are secured by an exclusive charge by way of hypothecation of certain items of plant and machinery procured/to be procured from the proceeds of the said loan.

 

c) Term Loan from a Financial Institution are secured by :

 

(i) First charge by way of equitable mortgage of the Company's specified immovable properties both present and future and first charge

 

* by way of hypothecation of the Company's specified movable properties (save and except book debts) including movable machineries, spares and tools and accessories, present and future, subject to prior charges

 

* In favour of Company's bankers on specified movables for securing borrowings for working capital requirements.

 

(ii) First charge by way of hypothecation of all movable properties acquired out of the proceeds of the concerned loans.

 

d) Cash Credit/Working Capital Demand Loans/Term Loans from Financial Institutions referred to in (a) and (c) above are further secured by certain immovable properties of Apar Corporation Private Limited, a related party.

 

e) Loans amounting to Rs.726.133 millions included in item No. (1) And (2) are, in addition to the securities specified above, secured by personal guarantee of one or more Directors.

 

f) The Sales Tax Deferment loan represents sales tax collected on sales and not paid pursuant to the Sales Tax Deferment facility. This loan is secured by joint mortgage of specified fixed assets ranking on pari passu basis with charges created as per

 

(c) Above and is repayable in 5 annual installments of Rs.1.114 millions each.

 

g) Loans under item 1(ii), 2, 3 and 4 include amounts repayable within a year Rs.4.136 millions (Previous year Rs.23.909 millions) denotes charge created/to be created.

 

UNSECURED LOAN

31.03.2007

 

(Rs. In millions)

1) Fixed Deposits :

 

(a) From public

125.823

(b) From directors

43.500

(2) Short term loans and advances From a Bank (Refer Note 2 below)

50.000

(3) Sales Tax Deferment loan

0.000

(4) Loans from Directors

221.500

(5) Inter Corporate Deposits

29.383

 

 

Total

470.206

 

Notes:

1) Loans indicated in 1, 2 and 3 above includes amount of Rs.110.638 millions (Previous year Rs.138.215 millions) payable within a year. Loans included at 4 and 5 are repayable at call.

 

2) Loans indicated in 2 above are secured by personal guarantee of one or more Directors.

 

 

Banking Relations :

Good

 

 

Auditors :

 

Name:

RSM and Company

Chartered Accountants

Address:

Mumbai, Maharashtra, India

 

 

Joint Venture :

Apar Chematak Lubricants Limited

 

 

Associates/Subsidiaries :

  • Apar Corporation Private Limited
  • Scope Private Limited
  • Consumers Services Private Limited
  • Ceom Private Limited
  • Apar Technologies Limited
  • D. D. Associates
  • D. D. HUF
  • Petroleum Specialties Pte Limited, Singapore
  • Power Oil Specialties Pte Fze. Sharjah
  • Quantum, Apar Speciality Oil Pty Limited
  • Apar Bvi
  • Encora Inc
  • Kushal Chaitanya Desai Family Trust
  • Apar Masat Conductors Limited
  • Apar Technologies Private Limited, Singapore
  • Power Desk India Private Limited

 

 

CAPITAL STRUCTURE

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

91998750

Equity Shares

Rs.10/- each

Rs.919.987 millions

 

 

 

 

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

32340000

Equity Shares

Rs.10/- each

Rs.323.400 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

323.400

323.360

845.566

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

2436.100

1789.458

959.945

4] (Accumulated Losses)

0.000

0.000

0.000

NETWORTH

2759.500

2112.818

1805.511

LOAN FUNDS

 

 

 

1] Secured Loans

685.500

857.493

554.013

2] Unsecured Loans

204.400

470.207

502.422

TOTAL BORROWING

889.900

1327.700

1056.435

DEFERRED TAX LIABILITIES

0.000

139.300

135.307

 

 

 

 

TOTAL

3649.400

3579.818

2997.253

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

1066.800

1602.938

1025.962

Capital work-in-progress

32.800

0.000

122.962

 

 

 

 

INVESTMENT

413.000

18.795

6.326

DEFERREX TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

2674.900
2496.602
2333.143

 

Sundry Debtors

3879.100
3812.225
2606.404

 

Cash & Bank Balances

4853.800
769.914
1465.708

 

Other Current Assets

0.000
0.000
0.731

 

Loans & Advances

1292.100
593.463
539.757

Total Current Assets

12699.900
7672.204

6945.743

Less : CURRENT LIABILITIES & PROVISIONS

 
 

 

 

Current Liabilities

10412.000
5665.071
5076.032

 

Provisions

180.100
91.573
79.237

Total Current Liabilities

10592.100
5756.644

5155.269

Net Current Assets

2107.800
1915.560
1790.474

 

 

 

 

MISCELLANEOUS EXPENSES

29.000

42.525

51.529

 

 

 

 

TOTAL

3649.400

3579.818

2997.253

 


 

PROFIT & LOSS ACCOUNT

 

PARTICULARS

 

31.03.2008

31.03.2007

31.03.2006

Sales Turnover

18753.000

14687.612

10910.281

Other Income

697.400

43.296

43.109

Total Income

19450.400

14730.908

10953.390

 

 

 

 

Profit/(Loss) Before Tax

1025.800

622.177

505.659

Provision for Taxation

171.100

162.446

105.971

Profit/(Loss) After Tax

854.700

459.731

399.688

 

 

 

 

Export Value

NA

3642.883

2232.318

 

 

 

 

Import Value

NA

7502.936

5920.658

 

 

 

 

Expenditures :

 

 

 

 

Raw Materials

13673.000

NA

NA

 

Operating and Other Expenses

3012.500

13897.559

10397.777

 

Increase/(Decrease) in Finished Goods

(186.200)

[159.317]

[335.359]

 

Interest

592.400

353.766

202.351

 

Depreciation & Amortization

138.900

100.155

86.353

 

Pre Operative Expenses

1194.000

[12.367]

0.000

 

Exchange Rate Difference

0.000

[71.065]

79.180

Total Expenditure

18424.600

14108.731

10430.302

 

QUARTERLY RESULTS

 

PARTICULARS

 

 

 

30.06.2008

1st Quarterly

Type

 

 

 

Sales Turnover

 

 

5397.400

Other Income

 

 

6.000

Total Income

 

 

5403.400

Total Expenditure

 

 

5087.900

Operating Profit

 

 

315.500

Interest

 

 

34.000

Gross Profit

 

 

281.500

Depreciation

 

 

25.400

Tax

 

 

59.000

Reported PAT

 

 

191.900

 

KEY RATIOS

 

PARTICULARS

 

31.03.2008

 

31.03.2007

31.03.2006

Debt-Equity Ratio

0.46

0.61

0.92

Long Term Debt-Equity Ratio

0.14

0.29

0.47

Current Ratio

1.13

1.18

1.19

TURNOVER RATIOS

Fixed Assets

10.10

8.01

7.00

Inventory

7.25

6.86

7.09

Debtors

4.88

5.16

5.40

Interest Cover Ratio

2.13

2.19

2.40

Operating Profit Margin(%)

7.46

7.51

7.73

Profit Before Interest And Tax Margin(%)

6.72

6.90

7.03

Cash Profit Margin(%)

3.85

3.38

3.94

Adjusted Net Profit Margin(%)

3.11

2.78

3.24

Return On Capital Employed(%)

35.90

33.68

26.07

Return On Net Worth(%)

23.96

36.21

38.81

 

 

LOCAL AGENCY FURTHER INFORMATION

 

HISTORY:

 

Subject was formerly known as Gujarat Apar Polymers was Promoted by subject, the flagship company of the Apar group, along with the Gujarat Industrial Investment Corporation (GIIC), subject manufactures NBR (nitrile rubber) and latex. It has a 6250-tpa facility for NBR, a special oil-resistant synthetic rubber with good abrasion- and water-resistance.

   
NBR is used in the manufacture of oil well parts, fuel tank liners, fuel hoses, gaskets, packing oil seals and other oil-resistant applications. The footwear industry uses NBR for industrial and army boots. NBR latex is used in making paper, non-woven fabrics, artificial leather and in finishing / water proofing of real leather.

 

The company has signed a technical-collaboration agreement with Goodyear Tire and Rubber Company, US, which will be valid for five years from the commencement of production. Goodyear is one of the largest producers of rubber and tyres besides being in the line of Speciality rubber, chemicals and plastic products. There are about 12 NBR plants worldwide, of which five operate on Goodyear technology. Goodyear is being paid a technical know-how fee of US $ 750,000 in three equal installments, two being paid in advance to get the technology, and a royalty of 2% on all sales of licensed products. 

 
In Nov 2000 the captive plant for co-generation of power and steam has became operational. The Ankleshwar plant which was modernised with latest know-how of M/s Goodyear Tire and Rubber Co., USA for continuous processing of NBR in place of batch processing was completed and test running is in progress in 2000-01.

 

MANAGEMENT DISCUSSION AND ANALYSIS: 

 

Industry structure, development, opportunities, threats, outlook, risks and concerns 

 

The Company has three business divisions, each of which enjoys significant market share in its respective segments. Based on the end-consumer segments that the Company services, 66% of its revenue comes from the power sector. The Government of India, through the Central Electricity Authority, prepares a five-year plan based on which the planning and execution of the power sector takes place. The total plan outlay for the transmission and distribution sector under the Eleventh Five Year Plan is expected to be Rs.1.73 trillion. In view of this level of spending, the conductor requirement will be about 2.1 MMT against the current requirement of 250,000 MT per annum. Similarly, in the case of transformer oils, the requirement of first fill (oil initially filled when the transformer is first commissioned) is estimated at 900 million litres against a current requirement of 110 million litres per annum. These numbers indicate that there will be a strong demand for the Company's products. 

 
The risk lies in the fact that the Indian power sector has fallen behind the Plan in implementation. A plethora of reasons account for the lag, comprising a lack of clarity on account of the generation and transmission projects for private players, financial closures and government-related delays. Due to these risk factors it can be expected that the implementation of the Eleventh Plan may stretch to say seven years or so.

 

However, it is also quite certain that these outlays in the power sector are necessary to sustain the growth momentum of the country. 

 


 

Conservation of energy 

Measures taken and carried out on a regular basis: 

 

Polymers Division 

·         Saving energy through the installation of CFL lamps in place of HPMV lamps of 250W and 160W BLL / MLL for plant lighting and reactor vessel lamp fixtures. 

·         Saving energy in plant / street lighting by way of selecting the CFL lamp instead of a GLS lamp, selecting an HPSV lamp instead of an HPMV lamp, installation of a metal halide lamp in place of the mercury / sodium vapour lamp and installation of a microprocessor-based controller for switching on / off for grouping of lighting systems. 

·         Saving energy through the conversion of V-belt drive equipment to a flat belt drive in the air compressor, BD compressor and hammer mill. 

·         Saving power by operating a pump near the best efficiency point.

·         Modification of a pump to minimise throttling and operate one pump instead of parallel operation through the use of a booster. 

·         Correction in the type and sizing of steam trap and reduction in steam leakage. 

·         Saving energy by optimising the cooling tower fan blade angle to minimise the tip clearance, replace old spray-type nozzle with new square spray, optimise blow down-flow rate as per limit and process cooling water flow requirement. 

·         Saving energy by installation of 50 KVA power factor with APFC to compensate no load losses and improve the efficiency of 2x1250 KVA transformers. 

  

Conductor division 

 

 I) Installation of the latest design recuperator to recover energy from flue gases; this is working effectively. 
 
 ii) Maintaining the cooling towers to ensure optimum efficiency and energy saving. 

 
 iii) Installation of a variable frequency drive at stranding machine to save energy and reduce motor failure rate. 
 
 iv) Installation of CFL lamps in all newly constructed offices to save energy. 

 


Additional investment proposals, if any, being implemented for reduction in energy consumption 
Polymers division 

 

i) Energy saving through the installation of a VFD or replacing the motor of suitable rating instead of throttling the valves in reactors and a cooling water circulation pump. 


ii) Energy saving by improving the efficiency and lowering the KVA demand of motor and subsequent reduction in operating cost by recording the parameters of KW, KVA, PF, Volt and Ampere, calculating the percentage of loading of motor and replacing the motor of correct rating. 

 
Conductor division 

 

i) Installation of variable frequency drives at remaining stranding and wire drawing machine. 

 
ii) Replacement of an eddy current motor with a highly efficient induction motor with VFD for better tension control and energy saving in WD. 

 
iii) Replacement of old slipping motor with a highly efficient induction motor with VFD. 

 
Impact of measures at (1) and (2) above: 


 - Low operating cost of equipment / machinery 
  - Power saving 
  - Smooth operation of the motors 
  - Lower furnace oil consumption 

 

OTHER INFORMATION:

 

Contingent liabilities not provided for:

31.03.2007

31.03.2006

 

(Rs. in millions)

(a) Bills of exchange discounted

402.483

383.170

(b) Taxation:

Disputed demands of income tax

20.488

9.937

Guarantee Given by the Company fro credit facilities enjoyed by the wholly Owned Subsidiary

391.860

222.600

(i) Demand/ Show cause-cum-demand notices received and contested by the

Company with the relevant appellate authorities:

 

 

Excise Duty (also refer note below)

16.969

43.998

Custom duty

27.226

23.830

Sales tax

8.353

6.886

(ii) A claim has been raised on the Company by a service provider alleging contractual non performance on part of the Company, which has not been acknowledged. The matter is pending arbitration. The Company based on the facts of the case, is confident of the arbitration award in it's favour.

 

 

The Company had executed certain deemed export orders of conductors in respect of which the Company availed duty exemption on basis of eligibility certificates issued by project authorities. The Central Excise Authorities have subsequently raised demands aggregating Rs. 76.293 millions for the period from 31.08.2000 to 7.01.2002 (against which Rs. 5 Millions was deposited under protest) disputing the eligibility for exemption. The Company's writ petition has been dismissed by the Andhra Pradesh High Court. The Company has now filed an application with Settlement Commission. In case of these demands becoming payable, the same would be either settled by the customer or would be recoverable from Government Authorities, hence, would be revenue neutral for the Company. The Company has also pleaded for waiver of interest and penalty before the Settlement Commission and is confident that the same would be waived by the Settlement Commission as per the precedent settled cases.

 

 

(iii) Demand/ charges levied by the Local Authorities

20.056

19.406

(iv) Labour matters

16.431

19.531

 

The company is in trade terms with:-

 

 

 

FIXED ASSETS

 

 

 

WEBSITE DETAILS:

 

PROFILE:

 

Subject founded by Late Mr. Dharmsinh D. Desai in the year 1958 is one among the best established companies in India operating in the diverse fields of electrical, metallurgical and chemical engineering.  Over the ensuing years it has evolved to be a 500 million US Dollar diversified company offering value added products and services in Power Transmission, Conductors and Petroleum Specialities.

 

Company Refinery Division established with the original technical collaboration with Sun Oil Company, U.S.A is a pioneer and one of the largest producers of Transformer Oils in South-East-Asia. 

 

It also offers wide range of other Speciality Oils for the Rubber, Tyre,   Ink, Cosmetics, Food, Pharmaceutical, Health Care, Steel, Aluminium, Petrochemical, Power, Plastic, Paper, Sugar, Cement, Automotive and various other Industries.

 

Company Conductor Division was started with the technical know-how from Alcan (Canada) and Properzi (Italy), is the largest producers of POWERLINE Aluminium and Alloy Conductors, in Asia, with strategic partnership and supply relationships with the top EPC Contractors in the World.

 

Recently, company acquired a strategic stake in Uniflex Cables Limited, a manufacturer of wide range of power and telecom cables, listed on BSE.

 

Subject manufacturing businesses are accredited with ISO 9001 - 2000 and ISO 14001 - 2004 Quality Management Systems.

 

Company is a Technology Driven Customer Focused group of professionals who firmly believe in the company's vision "Tomorrow's Progress Today."  Company is firmly committed to being a responsible corporate citizen with an abiding belief in human engineering.


 

Speciality Oils:


Company Speciality Oils business is based in Mumbai, India having its manufacturing facilities in three different locations in and around Mumbai. The country’s pioneering  Special Oils Refinery of subject was set up with the original technology from Sun Oil Company, U.S.A. subject manufactures a wide range of Speciality Oils which include Transformer Oils, Light / Heavy Liquid Paraffins ,White Oils, Rubber Processing / Extender Oils, Ink Oils, Industrial / Automotive Oils and Lubricants.

 

Company has the other two manufacturing facilities in its sophisticated fully computerized SCADA controlled state of the art Lube Blending Plants at Rabale – Thane and   Silvassa. All manufacturing facilities of company are accredited with the ISO 9001- 2000 and ISO 14001- 2004 certification.


Research and Development is an on going process at Company Speciality Oils plants which continuously evaluate different base oils and additives and formulate new products and improve the manufacturing process for up-gradation of product quality to meet the national and international standards.

 

With the expertise spanning over four decades in the field of Petroleum Specialties, the Speciality Oils Division of company offers value added products and services to its customers in India and world over for many years.

 

ALUMINIUM CONDUCTORS


PRODUCT RANGE

 

All types of Bare overhead Aluminum Conductors and GS Earthwires including but not restricted to the following:

 

 

 

MANUFACTURING CAPACITY

 

Production facility is spread in two large size factories, located at

 

They possess a Production Capacity (of both the plants combined together) to manufacture more than 45,000 MT of AAC, AAAC, ACSR, ACSR-AS, AACSR type High Strength Overhead Power Transmission and Distribution Bare Conductors.

 

They have IN-HOUSE capacity (21,600 MT per annum at Bahutha Plant and 24,000 MT per annum at our Silvassa Plant) for continuous casting and rolling EC Grade Aluminium Rods and Aluminium Alloy Rods 9.5 mm and 7.6 mm sizes of International Quality.

 

PLANT and MACHINERY:

 

 

For Conductor Manufacturing:

 

 

QUALITY ASSURANCE and TESTING EQUIPMENT'S:

 

They are ISO 9001: 2000 Company. ISO 9001: 2000 Certificate is awarded by UNDERWRITERS LABORATORIES Inc. (UL), USA. The certification agency is having International reputation and is well known for its very stringent Norms of Quality Control System.

 

They have all the latest and sophisticated equipments including 2 Nos. Spectrometers for complete chemical analysis of EC Grade Aluminium and Aluminium Alloy.

 

All the measuring equipments are calibrated at regular intervals through independent testing laboratories/ certification agency.

 

They have all In-House facilities for carrying out Acceptance Test/ Routine Test as per IS/ IEC/ ASTM/ BS/ DIN/ French and other Intl. Standards.

 

TECHNICAL EXPERTISE-SPECIAL ACHIVEMENTS:

 

 

CONDUCTOR DIVISION HIGHLIGHTS (EXPORT/DOMESTIC PERFORMANCE) :

They have so far manufactured and supplied more than 200,000 Km of HV Power Transmission Conductors (i.e. 132 kV Class and above) Out of this volume we have produced and supplied:

 

100,000 Km. (Approx.) for 400kV HVAC Transmission market.

15,000 km. (Approx.) for the 500 kV HVDC transmission market.

3.000 km. for the 800 kV HVAC transmission market.

 

They have manufactured and supplied more than 550,000 Km. Distribution conductors (i.e. 6.6/11/33/66 kV Class)


 

PRESS RELEASES:

 

CLSA fund picks up 14.2 % stake in Apar Industries for Rs.637.500 millions

 

MUMBAI, September 6, 2005 – Apar Industries Limited, India’s leading producer of Specialty Oils, Aluminium Conductors and Polymers, announced today that Shinny Limited, a subsidiary of ARIA Investment Partners II, LP, a private equity fund managed by CLSA Private Equity Limited have subscribed to 3.445 millions - 5.40 % Cumulative Compulsorily Convertible Preference Shares of Rs.185/- each aggregating to Rs.637.505 millions.

 

Each of the said preference shares shall be compulsorily converted into one equity share of Rs.10 at a premium of Rs.175 per share within one year from the date of allotment of the said preference shares. ICICI Securities was the financial advisor for the transaction. The allotment will be subject to the approval of Equity Shareholders of the Company at the Extra-Ordinary General Meeting (EGM) to be held on September 30, 2005:

 

The company will also increase the existing Authorized Share Capital from Rs.750.000 millions (divided into 26000000 Equity Shares of Rs.10/- each and 49000000 Preference Shares of Rs.10/- each) to Rs.919.987 millions divided into 26000000 Equity Shares of Rs.10/- each and 3567500 Preference Shares of Rs.185/- each.

 

APAR INDUSTRIES LIMITED

 

Apar Industries is an Rs.10 billion diversified manufacturing company offering value-added services in Power Transmission Conductors, Petroleum Specialities and Synthetic Rubbers. Apar’s product-lines of Specialty Oils, Aluminium Conductors and polymers are niche businesses, each with leadership positions in India. Established in 1958 by Mr Dharmsinh Desai, all of Apar’s manufacturing businesses are today accredited with ISO-9001-2000 Quality Management Systems.

 

The Specialty Oil Division is the leading marketer of Transformer Oils in India (50% share) and exporter to about 27 countries. The Conductor Division is among the top three producers in the world and the Polymer Division is the only manufacturer of Nitrile Rubber in India, widely used in automotive applications. The Transformer Oil and Aluminium Conductors revenues contribute 60 per cent of Total sales. The power sector reforms and the expected investment of Rs.700000.000 millions in the power transmission sector in India by 2012 are likely to benefit both these businesses directly.

 

ABOUT CLSA PRIVATE EQUITY LIMITED

 

CLSA Private Equity Limited is a specialist private equity investment management firm, focussed on Asia with a diverse team of professionals with backgrounds spanning industry and banking to law and accounting. This range of experience is backed with Asian experience. Based in Hong Kong and Singapore, CLSA Private Equity is wholly owned by CLSA and works closely with other units of CLSA.

 

 


CMT REPORT (Corruption, Money Laundering & Terrorism]

 

The Public Notice information has been collected from various sources including but not limited to: The Courts, India Prisons Service, Interpol, etc.

 

1]         INFORMATION ON DESIGNATED PARTY

No 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.46.63

UK Pound

1

Rs.83.76

Euro

1

Rs.66.49

 

 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

8

PAID-UP CAPITAL

1~10

8

OPERATING SCALE

1~10

8

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

9

--PROFITABILIRY

1~10

7

--LIQUIDITY

1~10

8

--LEVERAGE

1~10

8

--RESERVES

1~10

8

--CREDIT LINES

1~10

8

--MARGINS

-5~5

-

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

YES

--LITIGATION

YES/NO

NO

--OTHER ADVERSE INFORMATION

YES/NO

NO

MERIT POINTS

 

 

--SOLE DISTRIBUTORSHIP

YES/NO

YES

--EXPORT ACTIVITIES

YES/NO

YES

--AFFILIATION

YES/NO

YES

--LISTED

YES/NO

YES

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

72

 

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

 

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

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

 


 

RATING EXPLANATIONS

 

RATING

STATUS

 

 

PROPOSED CREDIT LINE

>86

Aaa

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

 

Unlimited

71-85

Aa

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

 

Large

56-70

A

Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums

 

Fairly Large

41-55

Ba

Overall operation is considered normal. Capable to meet normal commitments.

 

Satisfactory

26-40

B

Unfavourable & favourable factors carry similar weight in credit consideration. Capability to overcome financial difficulties seems comparatively below average.

 

Small

11-25

Ca

Adverse factors are apparent. Repayment of interest and principal sums in default or expected to be in default upon maturity

 

Limited with full security

<10

C

Absolute credit risk exists. Caution needed to be exercised

 

 

Credit not recommended

NR

In view of the lack of information, we have no basis upon which to recommend credit dealings

No Rating

 

 

 

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