MIRA INFORM REPORT

 

 

Report Date :

06.04.2011

 

IDENTIFICATION DETAILS

 

Name :

TALBROS AUTOMOTIVE COMPONENTS LIMITED

 

 

Registered Office :

14/1, Delhi Mathura Road, P.O. Amar Nagar, Faridabad-121003, Haryana

 

 

Country :

India

 

 

Financials (as on) :

31.03.2010

 

 

Date of Incorporation :

08.09.1956

 

 

Com. Reg. No.:

05-033107

 

 

CIN No.:

[Company Identification No.]

L29199HR1956PLC033107

 

 

Legal Form :

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

 

 

Line of Business :

Manufacturer of Automotive Components and Industrial Gaskets.

 

 

RATING & COMMENTS

 

MIRA’s Rating :

Ba (49)

 

RATING

STATUS

PROPOSED CREDIT LINE

41-55

Ba

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

Satisfactory

 

Maximum Credit Limit :

USD 3000000

 

 

Status :

Satisfactory

 

 

Payment Behaviour :

Usually  Correct

 

 

Litigation :

Clear

 

 

Comments :

Subject is an established company having satisfactory track. Trade Relations are reported as fair. Business is active. Payments are reported to be usually correct and as per commitments.

 

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

 

NOTES:

Any query related to this report can be made on e-mail: infodept@mirainform.com while quoting report number, name and date.

 

ECGC Country Risk Classification List – April 1, 2010

 

Country Name

Previous Rating

(31.12.2009)

Current Rating

(01.04.2010)

India

A1

A1

 

Risk Category

ECGC Classification

Insignificant

 

A1

Low

 

A2

Moderate

 

B1

High

 

B2

Very High

 

C1

Restricted

 

C2

Off-credit

 

D

 

 

LOCATIONS

 

Registered Office / Factory 1  :

14/1, Delhi Mathura Road, P.O. Amar Nagar, Faridabad-121003, Haryana, India

Tel. No.:

91-129-2275434, 2275345 / 4143986 / 7

Fax No.:

91-129-2277240, 2272263 / 4161562

E-Mail :

shares@talbros.com

sujat_vora@talbros.com  (President - Operations)

ajay_singh@talbros.com  (Engineering and OE Sales)

sharan_mehta@talbros.com (Exports)

Website :

http://www.talbros.com

 

 

Head Office :

212, Okhla Industrial Estate, Near Modi Flour Mill, New Delhi-110020, Delhi, India

 

 

Corporate Office :

QH Talbros Limited

400, Udyog Vihar, Phase - III, Gurgaon – 122016, Haryana, India.

Tel. No.:

91-124-4002963 / 4 / 5

Fax No.:

91-124-2439222 / 4002960

E-Mail :

talbros@talbros.com 

Rajeevmittsl@qhtalbros.com

munishmalhotra@qhtalbros.com

maheshk@qhtalbros.com

 

 

Factory 2 :

22-B, Sidco Industrial Estate, Ambattur, Chennai-600098, India

 

 

Factory 3 :

Plot No.68, F-11, MIDC, Pimpri, Pune-411018, India

 

 

Forging division :

 

Plot No. 39 to 46, Sector-6, Industrial Growth Centre, Bawal, District Rewari -123501, Haryana, India

Tel. No.:

91-01284-264441- 44

Fax No.:

91-01284-264440

E-Mail :

mchandiramani@talbros.com 

utayal@talbros.com 

forging@talbros.com

 

 

Stamping and Rubber division :

14/1, Mathura Road, Faridabad-121003, Haryana, India

Tel. No.:

91-129-4143986

Fax No.:

91-129-4161562

E-Mail :

kk_dora@talbros.com 
marketing_stamping@talbros.com
nkv@talbros.com

 

 

IT division :

28, Electronic City, Sector-18, Gurgaon-122016, India

 

 

Material division :

Vill. Atta, Sohna, Gurgaon-122001, India

 

 

DIRECTORS

 

As on 21.07.2010

 

Name :

Mr. Naresh Talwar

Designation :

Chairman

 

 

Name :

Mr. Nikhil Talwar

Designation :

Director

Date of Birth/Age :

07.02.1970

Qualification :

B.Com (H), M. B. A.

Experience :

15 years experience in the Auto Components Industry

Date of Appointment :

15.07.2001

Other Directorship :

QH Talbros Limited

 

 

Name :

Mr. Umesh Talwar

Designation :

Vice Chairman and Managing Director

 

 

Name :

Mr. Anil Kumar Mehra

Designation :

Director

 

 

Name :

Mr. Varun Talwar

Designation :

Joint Managing Director and Chief Executive Officer

 

 

Name :

Mr. Rajive Sawhney

Designation :

Director

 

 

Name :

Mr. V. Mohan

Designation :

Director

Date of Birth/Age :

06.01.1951

Qualification :

B.Com, FCA

Experience :

Act as a Corporate Advisor for Many Companies

Date of Appointment :

31.03.2004

Other Directorship :

  • Lloyd Insulartions (India) Limited
  • Champion Industries Limited
  • Lakhanpal Private Limited
  • Punj Sons Private Limited
  • Vascon Engineers Limited
  • Aaren Initiatives Outdoor Advertising Private Limited
  • QH Talbros Limited

 

 

 

 

Name :

Mr. Amit Burman

Designation :

Director

 

 

Name :

Mr. Brian Williams

Designation :

Director

 

 

Name :

Mr. R.P.Grover

Designation :

Senior Vice President (Finance)

 

 

Name :

Mr. Navin Juneja

Designation :

Additional Director

 

 

KEY EXECUTIVES

 

Name :

Ms. Seema Narang

Designation :

Company  Secretary

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

AS ON 31.12.2010

 

Category of Shareholder

Total No. of Shares

Percentage of Holding

 

 

 

(A) Shareholding of Promoter and Promoter Group

 

 

(1) Indian

 

 

Individuals / Hindu Undivided Family

1261321

10.22

Bodies Corporate

2154136

17.45

Others

2010117

16.28

Sub Total

5425574

43.95

(2) Foreign

0

00.00

Total shareholding of Promoter and Promoter Group (A)

 

 

(B) Public Shareholding

 

 

(1) Institutions

 

 

Mutual Funds / UTI

87

0.00

Financial Institutions / Banks

63995

0.52

Insurance Companies

250000

2.03

Foreign Institutional Investors

993120

8.04

Sub Total

1307202

10.59

(2) Non-Institutions

 

 

Bodies Corporate

1440559

11.67

Individuals

 

 

Individual shareholders holding nominal share capital up to Rs. 0.100 Millions

2590040

20.98

Individual shareholders holding nominal share capital in excess of Rs. 0.100 Millions

1151652

9.33

Any Others (Specify)

 

 

Non Resident Indians

75587

0.61

Overseas Corporate Bodies

287000

2.32

Trusts

27662

0.22

Clearing Members

527

0.00

FCB

39827

0.32

Sub Total

430603

3.47

Total Public shareholding (B)

6920056

56.05

Total (A)+(B)

12,345,630

100.00

(C) Shares held by Custodians and against which Depository Receipts have been issued

-

-

Total (A)+(B)+(C)

12,345,630

100.00

 

 

BUSINESS DETAILS

 

Line of Business :

Manufacturer of Automotive Components and Industrial Gaskets.

 

 

Products :

Product Description

Item Code No.

Auto Components and Parts

848410

 

Gaskets and Gasket kits

  • Cylinder Head Gaskets
  • Engine Overhaul Kits
  • Conversion Kits
  • Multi Layer Steel Gaskets
  • Steel Elastomer Gaskets
  • Edge Moulded Gaskets
  • Exhaust Manifolds Gaskets
  • Rubber Moulded Gaskets
  • Heat Shields
  • Secondary Gaskets
  • Shims and Washers
  • Tyre Sealant

 

Rubber and Rubber Moulded Product Range

  • Silent Block Bushes
  • Dust Covers
  • Bellows
  • Suspension Kits
  • Stabilizer Bushes
  • Gaskets
  • Grommets
  • Rubber Pads / Industrial Mounts
  • Engine Mounts

 

Polymer Range

  • Neoprene
  • Nitrile
  • Viton
  • Epdm
  • Silicone
  • Polyacrylic
  • Natural rubber

 

PRODUCTION STATUS (As on 31.03.2010)

 

Particulars

Actual Production

Auto Components and Parts

113949280

 

 

GENERAL INFORMATION

 

Customers :

  • Ashok Leyland
  • Bajaj Auto
  • Cummins
  • Eicher Group
  • Escorts Group
  • Force Motors
  • General Motors
  • Hero Honda
  • Honda
  • Hyundai
  • John Deere
  • Mahindra and Mahindra
  • Maruti Suzuki
  • Suzuki
  • TAFE
  • Tata Motors
  • Tata Cummins and
  • Arvin Meritor (USA)
  • Carraro (Italy)
  • Quinton Hazell Automotives (UK)
  • Saipa Group (Iran)

 

 

Bankers :

  • State Bank of India
  • State Bank of Patiala
  • ICICI Bank
  • IDBI Bamk
  • Standard Chartered Bank
  • Barclays Bank Plc
  • DBS Bank Limited

 

 

Facilities :

Particulars

31.03.2010

(Rs. In Millions)

31.03.2009 (Rs. In Millions)

Secured Loan

 

 

From Banks

 

 

a) Working Capital Loans

 

 

State Bank of india *

230.970

218.766

ICICI Bank *

13.685

23.094

Standard Chartered Bank *

69.948

69.671

State Bank of Patiala

100.820

99.591

Barclays bank Plc

50.000

0.000

Interest accrued and due on above

0.446

0.508

b) Term Loans

 

 

State Bank of India **

317.107

204.256

ICICI Bank - ECB Loan ***

52.509

83.675

IDBI ****

14.547

29.093

Interest accrued and due on above

3.198

2.155

Against security of movable fixed assets on Hire Purchase basis

15.059

14.129

c) From Others

 

 

Against security of movable fixed assets on Hire Purchase basis

25.033

31.513

Total

893.322

776.451

 

Notes:

* Working Capital Loans from SBI, ICICI and State Bank of Patiala are secured by way of first pari-passu charge of hypothecation on the Company’s entire current assets,both present and future. Further, secured by second charge on all the fixed assets of the Company, both present and future, ranking pari-passu.

 

** Term Loans from SBI are secured by first charge on fixed assets of the Company, excluding specific fixed assets on which other lenders are holding first charge and equitable mortgage over land & building at Faridabad, Chennai, Pune and Sohna Plants of the Company and second pari-passu charge on current assets of the Company with other term lenders. Further secured by equitable mortgage over the Land and Building at Plot No.28, Electronic city, Gurgaon, once the existing term loan of IDBI is repaid and its charges are satisfied

 

*** ECB Loan from ICICI Bank is secured by way of first charge on the specific fixed assets including movable fixed assets and movable properties financed out of this loan. Further, secured by second pari-passu charge over all the existing fixed assets of the Company situated at Faridabad, Chennai, Pune, Sohna and Bawal plants.

 

**** Term Loan from IDBI is secured by first charge on immovable properties, both present and future and further secured by way of hypothecation of whole of movable plant and machinery, spares, tools and accessories and other movables both present and future all ranking pari-passu of the demerged IT Division.

 

Particulars

31.03.2010

(Rs. In Millions)

31.03.2009 (Rs. In Millions)

Unsecured Loan

 

 

a) Fixed Deposits

 

 

From Directors

0.550

0.550

From Others

128.687

46.977

b) Inter Corporate Deposit

43.000

28.000

c) Others

 

 

From Barclays Bank Plc

0.000

53.214

From DBS Bank Ltd.

46.889

52.681

Interest accrued and due on above

0.208

0.101

Total

219.334

181.523

 

 

 

Banking Relations :

--

 

 

Auditors :

 

Name :

S. N. Dhawan and Company

Chartered accountants

Address :

C-37, Connaught Place New Delhi-110001, Delhi, India

 

 

Joint Ventures :

  • Nippon Leakless Talbros Private Limited

 

Address: Plot No. 125-A, Sector 6, HSIDC Growth, Centre, Bawal, Rewari,                             Haryana - 123501. India.

Tel :    91-1284-264204-06

Fax :  91-1284-264311                

Email: prashant@leaklesstalbros.com

Associates/Subsidiaries :

  • QH Talbros Limited

Address: 400, Udyog Vihar, Phase-III, Gurgaon -122 016, Haryana, India

Tel :   91-124-4002963, 4002964, 4002965

Fax :  91-124-4002960                            

Email: rajeevmittal@qhtalbros.com

            munishmalhotra@qhtalbros.com
            vnathan@qhtalbros.com

 

  • Talbros International Limited

 

 

CAPITAL STRUCTURE

 

AS ON 21.07.2010

 

Authorised Capital :

No. of Shares

Type

Value

Amount

20000000

Equity Share

Rs.10/- Each

Rs. 200.000 Millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

12345630

Equity Share

Rs.10/- Each

Rs. 123.456 Millions

 

FINANCIAL DATA

[All figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.03.2010

31.03.2009

31.03.2008

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

123.456

123.456

123.542

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

622.817

576.677

587.127

4] (Accumulated Losses)

0.000

0.000

0.000

NETWORTH

746.273

700.133

710.669

LOAN FUNDS

 

 

 

1] Secured Loans

893.322

776.451

706.110

2] Unsecured Loans

219.334

181.523

126.601

TOTAL BORROWING

1112.656

957.974

832.711

DEFERRED TAX LIABILITIES

65.945

72.518

52.891

 

 

 

 

TOTAL

1924.874

1730.625

1596.271

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

985.395

926.380

767.023

Capital work-in-progress

57.061

61.422

159.218

 

 

 

 

INVESTMENT

53.620

53.620

54.027

DEFERREX TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

600.725
480.183

449.739

 

Sundry Debtors

502.480
417.161

463.210

 

Cash & Bank Balances

30.380
29.093

51.544

 

Other Current Assets

16.591
15.764

12.729

 

Loans & Advances

308.910
318.673

302.678

Total Current Assets

1459.086
1260.874

1279.900

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Sundry Creditors

383.875
324.366

 

 

Current Liabilities

199.885
211.506

621.815

 

Provisions

46.528
36.136

42.719

Total Current Liabilities

630.288
572.008

664.534

Net Current Assets

828.798
688.866

615.366

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.337

0.637

 

 

 

 

TOTAL

1924.874

1730.625

1596.271

 

 

 

 

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

31.03.2010

31.03.2009

31.03.2008

 

SALES

 

 

 

 

 

Income

2291.434

1918.785

1747.241

 

 

Other Income

41.717

22.381

33.067

 

 

TOTAL                                     (A)

2333.151

1941.166

1780.308

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Raw Material Consumed

1103.746

920.154

864.581

 

 

Purchases - Other Components

162.254

114.553

116.042

 

 

Manufacturing, Selling, other and Administrative Expenses

829.775

729.748

625.847

 

 

Increase / decrease in stock

(54.172)

(34.043)

(52.489)

 

 

TOTAL                                     (B)

2041.603

1730.412

1553.981

 

 

 

 

 

Less

PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B)      (C)

291.548

210.754

226.327

 

 

 

 

 

Less

FINANCIAL EXPENSES                         (D)

145.544

111.689

71.780

 

 

 

 

 

 

PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D)                                       (E)

146.004

99.065

154.547

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

91.819

88.179

69.774

 

 

 

 

 

 

PROFIT BEFORE TAX (E-F)                               (G)

54.185

10.886

84.773

 

 

 

 

 

Less

TAX                                                                  (I)

6.457

27.137

17.031

 

 

 

 

 

 

PROFIT AFTER TAX (G-I)                                  (J)

60.642

(16.251)

67.742

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

87.000

110.473

NA

 

 

 

 

 

Less

APPROPRIATIONS

 

 

 

 

 

Transfer to General Reserve

5.000

0.000

--

 

 

Proposed Dividend

12.346

6.173

--

 

 

CorporateTax on Dividend

2.050

1.049

--

 

BALANCE CARRIED TO THE B/S

128.246

87.000

NA

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

 

Export on FOB Basis

247.091

334.167

251.149

 

TOTAL EARNINGS

247.091

334.167

251.149

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Raw Materials

--

282.057

271.679

 

 

Plant and Machinery

--

28.335

34.672

 

 

Tools and Dies

--

2.750

0.000

 

TOTAL IMPORTS

NA

313.142

306.351

 

 

 

 

 

 

Earnings Per Share (Rs.)

4.91

(1.34)

5.95

 

QUARTERLY / SUMMARISED RESULTS

 

PARTICULARS

 

30.06.2010

30.09.2010

31.12.2010

Type

1st Quarter

2nd Quarter

3rd Quarter

 Sales Turnover

687.970

750.980

734.660

 Total Expenditure

609.160

665.810

642.110

 PBIDT (Excl OI)

78.810

85.170

92.550

 Other Income

2.320

2.300

2.200

 Operating Profit

81.130

87.460

94.750

 Interest

38.700

39.210

41.440

 Exceptional Items

0.000

0.000

0.000

 PBDT

42.430

48.250

53.310

 Depreciation

25.570

27.290

27.530

 Profit Before Tax

16.860

20.970

25.780

 Tax

0.000

0.000

0.000

 Reported PAT

16.860

20.970

25.780

Extraordinary Items       

0.000

0.000

0.000

Prior Period Expenses

0.000

0.000

0.000

Other Adjustments

0.000

0.000

0.000

Net Profit

16.860

20.970

25.780

 

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2010

31.03.2009

31.03.2008

PAT / Total Income

(%)

2.60

0.84

3.81

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

2.36

0.57

4.85

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

2.22

0.50

4.14

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.07

0.02

0.11

 

 

 

 

 

Debt Equity Ratio

(Total Liability/Networth)

 

2.34

2.19

2.11

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

2.31

2.20

1.93

 

 

LOCAL AGENCY FURTHER INFORMATION

 

FINANCIAL REVIEW

 

They would recall that during 2008-09 the global economy experienced  worlds worst economic downturn since the Great Depression and India was not immune to these tumultuous times. The suddenness and severity of the turmoil caught everybody by surprise and almost every sector was effected from the adverse impact of this crisis.

 

The Indian economy based on its inherent resilience coupled with significant domestic demand comprising of about 70% of their GDP, bounced back in the beginning of 2009-10.  Stimulus packages announced by the  Government and softening of interest rates rekindled demand for automobile companies.

 

In the face of such challenges, the company with the advantage of holding the highest share in the Indian Gasket Industry, resorted to various austerity and innovative measures so as to insulate its profitability and achieve steady growth. Expenses were pruned, wherever possible, and capital investments were deferred, baring strategic investments.

 

They would notice that as a result of the concerted efforts put in by the management, there has been a growth of over 15% in the gross turnover of the company to reach at Rs. 2470.200 millions as against Rs. 2144.900 millions in the previous year.

 

 It may be pertinent to note that the core business of the company, i.e., manufacturing and supply of gaskets registered a handsome turnover growth of about 30% over the previous year.

 

The are committed to continuously upgrade their technology and add new parts to their product range. During the year under review, the company introduced new domestic customers at its Forging plant and successfully  developed new components at its Sheet metal Division for Maruti- Suzukis new models and achieved a single source status.

 

 The dedicated efforts put in by the team have not only combated the effects of the downturn but also boosted the profitability of the company. The net profit before tax jumped from Rs. 10.887 millions in the previous year to Rs. 54.186 millions in the year under review registering a growth of about 400%.

 

 The future is more challenging but exciting and full of promises. Export markets particularly in Europe and US which continued to be depressed during the first three quarters up to December 2009 are also expected to pick-up momentum. With all these changes the are confident that the companys management is poised to deliver excellent results.

 

TRANSFER OF UNPAID DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND (IEPF)

 

The Company shall, in accordance with Section 205C of the Companies Act, 1956, transfer the unclaimed dividend for the year 2002-03 standing unpaid for a period of seven years to Investor Education and Protection Fund on or 24th October 2010.

 

The shareholders who have not encashed the dividend warrant(s) so far the financial year 2002-03 or any subsequent dividend payments are requested to lodge their claims to the Company. Members who have so far

 not claimed the unpaid dividend for the year 2002 -03 are being intimated.

 

NEW INITIATIVES

 

 NEW GASKET MANUFACTURING PLANT:

 

The company went ahead with the strategic investment in Uttrakhand state and set up its 4th gasket manufacturing plant in ELDECO-SIDCUL Industrial Park, Sitargunj, Uttrakhand. This being a notified Industrial zone, the Uttrakhand Plant will enjoy exemption from the excise duty, income-tax etc. and will further add to the operating margins.

 

 NEW BUSINESS:

 

The company also forged a new Technical Assistance Agreement with Sanwa Packaging Company Limited., Japan for manufacturing Heat Shields a product with considerable potential in the future . This could be a natural diversification of the gasket business.

 

 DEVELOPMENT OF NEW MATERIALS:

 

their Company has successfully developed Non-Asbestos Beater Addition Jointings, one of the raw materials required for manufacturer of gaskets, with the technical support from Ahlstrom Altenkirchen Gmbh, Germany. In house manufacturing of this environment friendly material conforming to international standards will not only enhance the competitiveness in the market but may also pave way for a new line of business subject to commercial considerations.  It also holds potential for export of raw material.

 

 BOARD OF DIRECTORS

 

In accordance with the provisions of Sections 255 and 256 of the Companies Act, 1956 and the Articles of Association of the company, Mr. Nikhil Talwar and Mr. V. Mohan, directors of the Company, retire by rotation at the ensuing Annual General Meeting and being eligible, offer themselves for re- appointment.

 

JOINT VENTURE COMPANY  

 

In line with the Accounting Standard 27 (AS 27) relating to Financial Reporting of interests in Joint Ventures, the Consolidated Financial Statements comprise of the operating results of the company and 40% share in the operating results of the Joint Venture company. Consolidated Revenue from Operations (Net sales) grew by 20.6 % to Rs. 2465.200 millions as compared to Rs. 2043.100 millions in the previous year. The consolidated net profit after tax for the year has been Rs. 87.642 millions as compared to Rs. 6.437 millions in the previous year.

 

The JV Company during the year has set up a new facility at Begampur, near Haridwar, primarily to cater to the demands of Hero Honda in the State of Uttrakhand. The commercial production from the said plant started only in the month of March, 2010. This being a notified industrial zone with considerable tax benefits, the operations from

Uttrakhand will further add to the profitability of the JV company.

 

 

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

 

The Overall auto industry has revived during the year 2009-10 after experiencing an exceptional and major recessionary situation in the second half of the previous year affecting not only India but all the major countries across b globe.

 

The Highlights of the company’s performance during the year on a consolidated basis are:

 

Ř       The Consolidated Revenue from Operations (Gross) wont up by 163% from Rs. 2313.600 millions in the previous year to Rs.269040.000 millions,

Ř       Consolidated earning before Interest. Depreciabon and Taxes jumped from Rs 248.700 millions during 2008-09 to Rs. 337.800 millions in the year 2009-10 registering a handsome growth of about 36%.

Ř       The consolidated net profits after tax which were mere Rs. 6.400 millions in the previous year due to the global turmoil, bounced back to reach Rs, 87.600 millions nullifying the effect of slow down.

 

INDUSTRIAL STRUCTURE AND DEVELOPMENT

 

The automobile industry in India is the seventh largest in the world with an annual production of Over 2.6 million Units during 2009 and India is considered to be one of the fastest growing vehicle markets.

 

India’s large middle class population with increasing purchasing power Is the main factor pushing domestic demand for vehicles. On the other hand availability of skilled manpower and the required technology are some of the main contributors for the growth of the automobile industry in India.

 

CURRENT YEAR OUTLOOK

 

In 2009 India emerged as Asia’s fourth largest exporter of automobile behind Japan, South Korea and Thailand. By 2050 the country is expected to top the world in car volumes with approximately 611 million vehicles on the road.

 

Several Indian automobile manufacturers such as TATA Motors, Maruti Suzuki and Mahindra and Mahindra , expanded their domestic and international operations. India’s robust economic growth let 10 the further expansion of its domestic automobile market which attracted significant lndia-specific investment by multinational automobile manufacturers.

 

India has emerged as. one of the worlds largest manufacturers of small cars. According to New York Times, India’s strong engineering base and expertise in the manufacturing of tow cost. fuel-efficient cars has resulted in the expansion of manufacturing facilities of several automobile companies like Hyundai Motors, Nissan, Toyota, Volkswagen and Suzuki.

 

According to Blooberg LP., in 2009 India surpassed China as Asia’s fourth largest exporter of cars. Ford Motors plans to increase its manufacturing capacities In India to 225,000 cars per annum for the Indian market as well as for exports. Nissan Motors plans to export 250,000 vehicles manufactured in its Indian plant by 2011.

 

Presently, there are six electric car manufacturers in India, Tate, Reva, Hero Electric, Tara International, Mahindra and Ajanta group and in the years to come the demand for such cars is expected to go up significantly.

 

FINANCIALAND OPERATIONAL PERFORMANCE

 

During the financial year 2009-10, the company achieved total revenue from operations of Rs 2470.200 millions being, 15% higher than the previous year figure of Rs. 2144.900 millions on stand-alone basis. Earning before Interest, Depreciation, Taxes arid Amortization fEBIDTA) registered a growth of 38.3% over the previous year and reached to Rs.291.500 millions as against Rs.210.800 millions in the previous year.

 

 


 

UNAUDITED FINANCIAL RESULTS FOR THE QUARTER ENDED 31.12.2010

 

Particulars

Quarter Ended 31st December,2010 Reviewed

Up to 31st December,2010 Reviewed

Operating Income

 

 

Gross sales / Income from Operations

794.874

2371.620

Less: Excise Duty / Sale Tax recovered

67.334

207.716

a) Net Sales / Income from Operations

727.540

2163.904

b) Other Operating Income

7.122

9.711

Total Operating Income

734.662

2173.615

Expenditure

 

 

(a) (Increase)/decrease in Stock in Trade

(27.133)

(97.928)

(b) Consumption of Raw Materials

470.903

1399.975

(c) Employees Cost

89.824

266.812

(d) Depreciation

27.533

80.388

(e) Other Expenditure

108.518

348.226

Total Expenditure

669.645

1997.473

Profit / (Loss) From Operations before other Income Interest & Exceptional Items

65.017

176.142

Other Income

2.201

6.817

Profit/(Loss) before Interest and Exceptional items

67.218

182.959

Interest

41.439

119.348

Profit / (Loss) after interest before Exceptional items

25.779

63.611

Deferred Interest

0.000

0.000

Net Profit/(Loss) after exceptional item

25.779

63.611

Tax Expenses

0.000

0.000

Net Profit/(Loss) after tax

25.779

63.611

Paid Up Equity Share Capital ( Face Value of the share Rs.10/- each )

123.456

123.456

Public Share Holding

 

Number of Shares

6920056

6920056

Percentage of Shareholding

56.05%

56.05%

Promoters and Promoter group share holding

 

 

b) Non-encumbered

 

- Number of Shares

5425574

5425574

- Percentage of Share (as a % of the total shareholding of promoter and promoter group)

100%

100%

 - Percentage of Share (as a % of the total share capital of the company)

43.95%

43.95%

 

Note :

 

  1. the above consolidated financial results were reviewed by the adult committee and approved by the board of directors in their meeting held on 11.02.2011 and have been subjected to “Limite Review” by the statutory Auditors of the Company.
  2. The consolidated results are prepared on the basis of proportionate consolidation as per the accounting standards (As-27) after considering financial results of JV Company Nippon Leakless Talbros Private Liomited
  3. the compan’s operations comprise of two segments viz ‘Auto Components and parts’ and  ‘IT Activities’. IN terms of the disclosure requirements of the accounting standard (As-17) Segment reporting the IT segment does not fall under the purview of reportable segment.
  4. Provision for leave encashment and future gratuity liability are being made on estimated  basis. Additional liability, if any as per the revised accounting standard-15 “(Revised) – employee benefits” shall be taken in to account at the end of the financial year.
  5. provision for deferred tax, if any will be made at the end of the financial year.
  6. No investor complaints were pending at the beginning of the quarter. However, 6 complaints were received and resolved during the quarter as on 31.12.2010, no complaints were pending.
  7. Figures for the corresponding previous period/year have been regrouped and rearranged, wherever considered necessary
  8. Standard results are available for perusal on company’s website, www.talbros.com as well as on stock exchange website, www.nseindia.com and www.bseindia.com . the key financials on standalone basis are as under :-

 

Particulars (Rs.in million)

Quarter ended 31.12.2010

Reviewed

Upto 31.12.2010

Reviewed

Year Ended 31.03.2010

Audited

Income from operations (net sales)

727.540

2163.904

2291.434

Profit before tax

25.779

63.611

54.186

Profit after tax

25.779

63.611

60.643

 

Fixed Assets

  • Land

      -Freehold

     -Leasehold

  • Buildings
  • Plant, Machinery and Equipments
  • Motor Vehicle
  • Furniture, Fixtures and Office Equipments
  • Electrical Installations
  • Air-Conditioning Plant
  • Tube-Well

 

Contingent Liabilities:

 

1. Bills discounted with Banks Rs.20.831 Millions (Previous year Rs. 3.258 Millions).

2. Demands disputed by the Company and not provided for:

                                                                                                                                                      (Rs. In Millions)

Sr. no.

 

Nature of Dues

Ason 31.03.2010

1

Central Excise

Classification of paper gasket

1.417

2

Central Excise

Cenvat credit Disallowed

0.164

3

Service Tax

Cenvat credit Disallowed

3.952

4

Central Excise

Interest on Cenvat credit

0.000

5

Central Excise

Interest on Excise duty

0.000

6

Central Sales Tax

Central Sales Tax

0.119

7

Central Excise

Demand on Assessable Value

3.839

8

E.S.I.

ESI Demand (Includes Rs.0.434 million paid under protest)

1.236

9

Income Tax

Income Tax Demand

0.448

10

Demand from HSIIDC

Demands for enhancement of land cost by HSIIDC

8.689

11

High Court, Mumbai

Fees for Building Work

0.205

12

Demand From Buiolding Contractor

Disputed amount for building work

1.409

Total

21.478

 

3. Guarantees executed in favour of Customs / Excise / Sales Tax / Customers amounting to Rs.2.375 Millions (Previous Year Rs.1.947 Millions)

4. Corporate Guarantee executed in favour of ICICI Bank Limited amounting to Rs. 87.300 Millions (USD 1.91 Millions) {Previous Year Rs. 96.500 Millions (USD 1.91 Millions)} against term borrowing of QH Talbros Limited, an Associate Company.

 

AS PER WEB DETAILS

 

PROFILE

 

Subject is the flagship manufacturing company of the Group was established in the year 1956 to manufacture Automotive and Industrial Gaskets in collaboration with Coopers Payen of UK, now Federal Mogul Sealing Systems (Slough) Limited, UK.

 

Today, after 50 successful years, Subject stands proud and tall as a mother brand of gaskets, steering and suspension components, stampings, rubber products and forgings.


Talbros Group has strong partnerships formed with global giants. Notable among the joint venture partners are Federal Mogul-USA, Nippon Leakless Corporation –Japan, Affinia Group – USA and most recent being Presswerk Krefeld (PWK) –Germany.


While their symbiotic relationship with their Global partners have kept us abreast with innovations within the field, their long and fruitful association with them bears witness to the trust and solidarity that Talbros name is synonymous with.


Their Research and Development Centres showcase their design capabilities including endurance, static and simulated environment testing. Today, their manufacturing prowess spans over 6 business and 12 facilities.


The largest OEMs like Ashok Leyland, Bajaj Auto, Cummins Group, Eicher India, Escorts Group, Force Motors, General Motors, Hero Honda, Honda, Hyundai, John Deere, Mahindra and Mahindra, Maruti Suzuki, Suzuki, TAFE, Tata Motors, Tata Cummins, Simpsons and international corporates like Affinia Automotive are their proud customers.

The Group companies are TS 16949 and ISO 14001 certified.


Talbros Group portfolio also includes Mercedes Benz dealership for passenger cars.


Subject, where it is today is due to the excellence of its product offerings, commitment to quality, attention to detail and professional approach. Today they can design, develop and manufacture products as per customer requirements competitively.

 

PARTNERS

 

The Talbros Group is the result of strong partnerships formed with global giants. Notable among their joint venture partners are Federal Mogul (USA), Nippon Leakless Corporation (Japan) and Affinia Group Inc. (USA).

While their symbiotic relationships with their partner firms have kept us abreast with innovations within the field, their long and fruitful associations with them bears witness to the trust and solidarity that the Talbros name is synonymous with.

 

CUSTOMERS

 

The largest Indian OEMs like Ashok Leyland, Bajaj Auto, Cummins, Eicher Group, Escorts Group, Force Motors, General Motors, Hero Honda, Honda, Hyundai, John Deere, Mahindra and Mahindra, Maruti Suzuki, Suzuki, TAFE, Tata Motors, Tata Cummins and international corprates like Arvin Meritor (USA), Carraro (Italy), Quinton Hazell Automotives (UK) and Saipa Group (Iran) are their proud customers.


Transforming products into industry benchmarks requires expertise and intense belief in one's own abilities. Their Research and Development Centres showcase their design and testing capabilities including endurance, static and simulated environment testing. Today, their manufacturing prowess spans over six product businesses and 12 facilities. Their customer’s trust in their products bears testimony to their impeccable quality and uncompromising manufacturing standards.

 

HISTORY

        

1956     - The Company was incorporated as on 8th September, at New Delhi as a Private Limited Company under the name and style Payen Talbros, Private Limited it was converted into a Public Limited Company, on 30th November 1975.  It manufactures automotive components like jacks, shock absorbers, and axle shafts. 

 

1973     - Till now 62,500 `A' Equity and 1, 87,500 `B' Equity shares issued as bonus shares as follows: on 27th May, 1963 prop. 1:2; on 6th August 1966 prop. 2:3; on 26th June 1970 prop. 1:3.

 

 1974    - The Company received an industrial licence to expand the capacity of gaskets by 30 million nos.  In order to implement Chennai unit, the company undertook to set up a new unit in the SIDC Industrial Estate at Ambattur, Chennai. - 25,000 `A' Equity and 75,000 `B' Equity shares allotted as bonus shares on 12th July 1975 both in prop. 1:4.

 

1977     - AEW Janson, Limited, a company engaged in the manufacture of hydraulic jakhs and shock absorbers, was amalgamated with the Company with effect from 1st September. - In terms of the scheme of amalgamation, members of AEW Janson, Limited were allotted 75,358 No. of equity shares of Rs. 10 each of the Company without payment in cash besides a cash payment of Rs. 3,525 towards fractional entitlements.  - A and B Equity shares merged. 75,350 shares issued without payment in cash to members of AEW Janson, Limited on its merger.

 

 1979    - The name of the Company was changed to Talbros Automotive Components, Limited with effect from 7th April.

 

 1980    - Simultaneously with the public issue of equity shares during May, then existing shareholders offered for sale to the public out of their holdings 60,000 No. of equity shares of Rs. 10 each at a premium of Rs. 6 per share.

- 1, 24,642 shares issued (prem. of Rs. 5 per share); 9,642 shares reserved and allotted to employees and business associates and 1, 15,000 shares offer to the public during May.

 

 1981    - A new project was undertaken for the manufacture of industrial gaskets for which SPICOT sanctioned.

 

 1985    - In an agreement between the Company and Payen International. Limited U.K. for transfer of technology became effective.

 

 1986    - The Company privately placed with L.I.C. G.I.C. and its subsidiaries 30,000 - 15% redeemable non-convertible debentures of Rs. 100/- each for an aggregate value of Rs. 30 Lacks redeemable in full in 1993 at premium of Rs. 5/- per debenture.

- As on 31st December, land and buildings at Chennai and Faridabad were revalued and the net surplus arising at of it was credited to the Revaluation Reserve.

- According to the scheme of arrangement between the company And Talbros Engineering Limited. was to be issued to the shareholders of the Talbros Automotive Components Limited

 

1987     - 2, 80,000 bonus equity shares issued in prop. 2:5.

 

1988     - The Company registered substantial growth in the production of gaskets and rear axle shafts.

- The Company had drawn up plans for the second phase of modernisation of the existing plants and setting up of new units. Another unit for manufacture of material for captive consumption was being set up at Sohna, near Gurgaon, Haryana. 

 - 4, 20,000 Rights equity shares issued at par in prop. 3:7 during November-December.

 

 1989    - Turnover improved by 25% on an annualised loans exports also reached a record figure.

 

 1994    - 2, 42,858 No. of equity shares allotted to Engineering  Compondents Limited U.K. at a premium of Rs. 83.75 per share in the basis of preferential issue.

 

 2005    -TACL enters into JV with Nippon Leakless of Japan on January 31, 2005

 

 


CMT REPORT (Corruption, Money Laundering & Terrorism]

 

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

 

1]         INFORMATION ON DESIGNATED PARTY

No records exist designating subject or any of its beneficial owners, controlling shareholders or senior officers as terrorist or terrorist organization or whom notice had been received that all financial transactions involving their assets have been blocked or convicted, found guilty or against whom a judgement or order had been entered in a proceedings for violating money-laundering, anti-corruption or bribery or international economic or anti-terrorism sanction laws or whose assets were seized, blocked, frozen or ordered forfeited for violation of money laundering or international anti-terrorism laws.

 

2]         Court Declaration :

No records exist to suggest that subject is or was the subject of any formal or informal allegations, prosecutions or other official proceeding for making any prohibited payments or other improper payments to government officials for engaging in prohibited transactions or with designated parties.

 

3]         Asset Declaration :

No records exist to suggest that the property or assets of the subject are derived from criminal conduct or a prohibited transaction.

 

4]         Record on Financial Crime :

            Charges or conviction registered against subject:                                                              None

 

5]         Records on Violation of Anti-Corruption Laws :

            Charges or investigation registered against subject:                                                          None

 

6]         Records on Int’l Anti-Money Laundering Laws/Standards :

            Charges or investigation registered against subject:                                                          None

 

7]         Criminal Records

No available information exist that suggest that subject or any of its principals have been formally charged or convicted by a competent governmental authority for any financial crime or under any formal investigation by a competent government authority for any violation of anti-corruption laws or international anti-money laundering laws or standard.

 

8]         Affiliation with Government :

No record exists to suggest that any director or indirect owners, controlling shareholders, director, officer or employee of the company is a government official or a family member or close business associate of a Government official.

 

9]         Compensation Package :

Our market survey revealed that the amount of compensation sought by the subject is fair and reasonable and comparable to compensation paid to others for similar services.

 

10]        Press Report :

            No press reports / filings exists on the subject.

 

 

CORPORATE GOVERNANCE

 

MIRA INFORM as part of its Due Diligence do provide comments on Corporate Governance to identify management and governance. These factors often have been predictive and in some cases have created vulnerabilities to credit deterioration.

 

Our Governance Assessment focuses principally on the interactions between a company’s management, its Board of Directors, Shareholders and other financial stakeholders.

 

 

CONTRAVENTION

 

Subject is not known to have contravened any existing local laws, regulations or policies that prohibit, restrict or otherwise affect the terms and conditions that could be included in the agreement with the subject.

 

 

FOREIGN EXCHANGE RATES

 

Currency

Unit

Indian Rupees

US Dollar

1

Rs.44.45

UK Pound

1

Rs.71.58

Euro

1

Rs.63.01

 

 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

7

PAID-UP CAPITAL

1~10

6

OPERATING SCALE

1~10

6

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

5

--PROFITABILIRY

1~10

4

--LIQUIDITY

1~10

6

--LEVERAGE

1~10

5

--RESERVES

1~10

5

--CREDIT LINES

1~10

5

--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

 

49

 

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

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

-

NB

                                       New Business

-

 

 

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

This report is issued at your request without any risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL) or its officials.