MIRA INFORM REPORT

 

 

Report Date :

06.08.2011

 

IDENTIFICATION DETAILS

 

Name :

ZUARI INDUSTRIES LIMITED

 

 

Registered Office :

Jai Kisaan Bhawan, Zuari Nagar, Goa – 403 726

 

 

Country :

India

 

 

Financials (as on) :

31.03.2010

 

 

Date of Incorporation :

12.05.1967

 

 

Com. Reg. No.:

24 - 000157

 

 

Capital Investment / Paid-up Capital :

Rs.294.406 Millions

 

 

CIN No.:

[Company Identification No.]

L65921GA1967PLC000157

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

BLRZ00130E

 

 

Legal Form :

Public Limited Liability company. The company’s shares are listed on the stock exchanges.

 

 

Line of Business :

Manufacturers and Importer of Complex Fertilizers and Agricultural Inputs

 

 

No. of Employees :

1200 (Approximately)

 

 

RATING & COMMENTS

 

MIRA’s Rating :

A (60)

 

RATING

STATUS

 

PROPOSED CREDIT LINE

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

 

Maximum Credit Limit :

USD 42700000

 

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is a well established and a reputed company having fine track. Financial position of the company appears to be sound. Trade relations are reported as fair. Business is active. Payments are reported to be regular and as per commitments.

 

The company can be considered normal for business dealing 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

 

 

INFORMATION PARTED BY

 

Name :

Mr. Patil

Designation :

Finance Head

Contact No.:

91-832-2592180

 

 

LOCATIONS

 

Registered Office/ Factory 1 :

Jai Kisaan Bhawan, Zuarinagar, Goa – 403 726, India

Tel. No.:

91-832-2592180

91-834-2592431/2513815/2555571 – 575 / 2592180

Fax No.:

91-832-2555462

91-834-2555179/2512231/ 2555462

E-Mail :

ryp@zuari.co.in

shares@zuari.co.in

investor_redressal@zuari.co.in

rm@zuari.cc.gw.wiprobt.ems.vsnl.net.in

corpcomm@cfert.com 

Website :

http://www.zuari.co.in

http://www.zuari-chambal.com   

Area :

10000 sq.ft

Location :

Owned

 

 

Factory  :

Furniture

G-106, SIDCO Industrial Estate, Kakkalur, Dist. Tiruvallur – 602 003, Tamilnadu

 

 

DIRECTORS

 

As on : 31.03.2010

 

Name :

Mr. Saroj Kumar Poddar

Designation :

Chairman

 

 

Name :

Mr. H.S. Bawa

Designation :

Managing Directors

 

 

Name :

Mr. Shyam Bhartia

Designation :

Director

 

 

Name :

Mr. Arun Duggal

Designation :

Director

 

 

Name :

Mr. D. B. Engineer

Designation :

Director

 

 

Name :

Mr. J.N. Godbole

Designation :

Director

 

 

Name :

Mr. M. D. Locke

Designation :

Alternate – K.H. Captain

 

 

Name :

Mr. Marco Wadia

Designation :

Director

 

 

KEY EXECUTIVES

 

Name :

Mr. R. Y. Patil

Designation :

Company Secretary

 

 

Name :

Mr. L. M. Chandrasekaran

Designation :

Vice President

 

 

Name :

Mr. Naveen Kapoor

Designation :

Vice President

 

 

Name :

Mr. Binayak Datta

Designation :

Vice President

 

 

Name :

Mr. D. P. Sinha

Designation :

Vice President

 

 

Name :

Mr. Suresh Krishnan

Designation :

Executive President

 

 

Name :

Crawford Bayley and Company, Mumbai

Khaitan and Company, Kolkata

Designation :

Legal Advisers

 

 

Name :

Mr. Patil

Designation :

Finance Head

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

AS ON 30.06.2011

 

Names of Shareholders

No. of Shares

Percentage of Holding

(A) Shareholding of Promoter and Promoter Group

 

 

(1) Indian

 

 

Individuals / Hindu Undivided Family

181,027

0.61

Bodies Corporate

9,458,596

32.13

Sub Total

9,639,623

32.74

(2) Foreign

 

 

Bodies Corporate

479,750

1.63

Sub Total

479,750

1.63

Total shareholding of Promoter and Promoter Group (A)

10,119,373

34.37

(B) Public Shareholding

 

 

(1) Institutions

 

 

Mutual Funds / UTI

3890254

13.21

Financial Institutions / Banks

4740

0.02

Insurance Companies

2436553

8.28

Foreign Institutional Investors

2355030

8.00

Any Others (Specify)

217

--

Any Other

217

--

Sub Total

8686794

29.51

(2) Non-Institutions

 

 

Bodies Corporate

934642

3.17

Individuals

 

 

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

2536296

8.61

Any Others (Specify)

7163499

24.33

Clearing Members

89672

0.30

Non Resident Indians

59900

0.20

Overseas Corporate Bodies

7012450

23.82

Trusts

1477

0.01

Sub Total

10634437

36.12

Total Public shareholding (B)

19,321,231

65.63

Total (A)+(B)

29,440,604

100.00

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

-

-

(1) Promoter and Promoter Group

-

-

(2) Public

-

-

Sub Total

-

-

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

29,440,604

100.00

 

 

BUSINESS DETAILS

 

Line of Business :

Manufacturers and Importer of Complex Fertilizers and Agricultural Inputs

 

 

Products :

Item Code No. (ITC Code)

310210.00

Product Description

Urea

Item Code No. (ITC Code)

310490.00

Product Description

NPK Sampurna Samarth Samrat

 

 

Imports :

 

Products :

  • Raw material

Countries :

  • Japan
  • US
  • Malaysia

 

 

Terms :

 

Selling :

Cash

 

 

Purchasing :

Cash

 

 

PRODUCTION STATUS

 

Particulars

 

YEAR ENDED

31.03.2010

(Tonnes)

Quantitative information in respect of goods manufactured and Sold:

 

 

i) Licensed Capacity

 

NA

ii) Installed capacity

   (as certified by the Managing Director and relied on by the auditors, this being a technical matter):

 

Ammonia (as reassessed by FICC)                                             per day

urea (as reassessed by FICC)                                                     per day

 

 

 

 

 

708

1210

Compound fertilizers of the Grades:

N.P.K. Plant A

Various Grades of Phosphatic Fertilisers                                    per day

 

N.P.K. Plant B

Various Grades of Phosphatic Fertilisers                                    per day

 

Argon(SM3)                                                                        SM3 Per day

 

 

 

 

1100

 

 

1100

 

6600

iii) Production:

Ammonia (for Capative consumption )

Urea

Compound fertilizers of the grades:

19:19:19

18:46:0

10:26:26

12:32:36

20:20:0

 

 

226689

337825*

 

--

351990

209122

134905

22653

Pesticides (on job basis from outside parties)                                 Ltr

                                                                                                        Kgs

 

1983603

                 3982517

 

 

 

 

 

* Production of urea is recovered on the basis of standard ration based on ammania consumed for manufacture of Ureo

 

Note : The above figures of production include/ are net of the following quantities Found as net excesses / (Shortages) on physical verification.

 

 

GENERAL INFORMATION

 

Customers :

  • Wholesalers and Retailers
  • End Users and OEM’s

 

 

No. of Employees :

1200 (Approximately)

 

 

Bankers :

v         State Bank of India

v         HDFC Bank Limited

v         Corporation Bank

v        Canara Bank

v        Allahabad Bank Limited

v        IDBI Bank

v        ICICI Bank

 

 

Facilities :

Secured Loans :

 

As on 31.03.2010

Rs. in Millions

As on 31.03.2009

Rs. in Millions

Cash Credit (Including working capital demand loans)

63.883

--

Buyers’ Credit from bank

5964.008

822.856

Short term loans from Bank

--

1500.000

Total

6027.891

2322.856

 

Unsecured Loans :

As on 31.03.2010

Rs. in Millions

As on 31.03.2009

Rs. in Millions

Fixed deposits from Public [due within one year Rs.33.906 Millions (previous year Rs.76.732 Millions)]

47.427

124.660

Commercial paper (short term) issued to a bank (maximum amount raised at any time during the year Rs. 750.000 millions, Previous year nil )

250.000

0.000

Short term Loans from banks

4500.000

750.000

Total

4797.427

874.660

 

Banking Relations :

-

 

 

Auditors :

 

Name :

S. R. Batliboi and Company

Chartered Accountant

Address :

Gurgaon, Hariyana, India

 

 

Memberships :

Confederation of Indian Industry

 

 

Associates:

  • Style Spa Furniture Limited (an associate of a subsidiary)
  • Zuari Investments Limited (Upto 30.03.2009)
  • Zuari Insurance Brokers Limited (a subsidiary of Zuari Investments Limited) (upto 30.03.2009)
  • Zuari Commodity Trading Limited (a subsidiary of Zauri Investment Limited) (upto 30.03.2009)
  • Zuari Financial Services Limited (a Subsidiary of Zuari Investments Limited) (upto 30.03.2009)

 

 

Subsidiaries :

  • Indian Furniture Products Limited
  • Simon India Limited
  • Zuari Infrastructure and Developers Limited
  • Zuari Developers Limited
  • Gulbarga Cement Limited
  • Zuari Fertilizers and Chemicals Limited (ZFCL) (w.e.f. 29.01.2010)
  • Globex Limited (w.e.f. 09.08.2009)
  • Zuari Investments Limited
  • Zuari Seeds Limited
  • Zuari Insurance Brokers Limited – subsidiary of Zuari Investments Limited
  • Zuari Commodity Trading Limited – subsidiary of Zuari Investments limited
  • Zuari Holding Limited – Subsidiary of Zuari Investments limited (w.e.f. 10.09.2010)
  • Zuari Financial Services Limited – Subsidiary of Zuari Investments Limited

 

 

Joint Ventures of the Company :

 

  • Zuari Indian Oiltanking Limited
  • Zuari Maroc Phosphates Limited
  • Zuari Rotem Speciality Fertilizer Limited
  • Paradeep Phospheates Limited – Subsidiary of Zuari Maroc Phosphate Limited

 

 

Wholly Owned Subsidiaries :

  • Zuari Insurance Brokers Limited
  • Zuari Commodity Trading Limited
  • Zuari Financial Services Limited
  • Zuari Holdings Limited

 


 

CAPITAL STRUCTURE

 

AS ON 31.03.2010

 

Authorised Capital :

 

 

No. of Shares

Type

Value

Amount

 

 

 

 

35,750,000

Equity Shares

Rs.10/- each

Rs.   357.500 Millions

10,000,000

Redeemable Cumulative Preference Shares

Rs. 100/- each

Rs. 1000.000 Millions

 

Total

 

Rs.1357.500 Millions

 

Issued Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

29,451,168

Equity Shares

Rs.10/- each

Rs.294.512 Millions

 

 

 

 

 

Subscribed and Paid Up :

No. of Shares

Type

Value

Amount

 

 

 

 

29,440,604

Equity Shares

Rs.10/- each

Rs.294.406 Millions

 

Add: Forfeited Shares (Equity Share)

 

Rs.    0.005 Million

 

Total

 

Rs. 294.411 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

294.411

294.411

294.411

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

10394.219

8979.607

8150.094

4] (Accumulated Losses)

0.000

0.000

0.000

NETWORTH

10688.630

9274.018

8444.505

LOAN FUNDS

 

 

 

1] Secured Loans

6027.891

2322.856

4291.806

2] Unsecured Loans

4797.427

874.660

4077.765

TOTAL BORROWING

10825.318

3197.516

8369.571

DEFERRED TAX LIABILITIES

1.290

176.804

226.198

 

 

 

 

TOTAL

21515.238

12648.338

17040.274

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

1634.085

1593.598

1681.137

Capital work-in-progress

264.803

102.222

20.904

 

 

 

 

INVESTMENT

10465.274

7194.219

6395.599

DEFERREX TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

3786.987
5345.166

3595.701

 

Sundry Debtors

6182.842
10798.415

4899.977

 

Cash & Bank Balances

569.236
3189.675

1198.105

 

Other Current Assets

4070.156
4732.959

3059.572

 

Loans & Advances

1302.503
2263.908

1516.894

Total Current Assets

15911.724
26330.123

14270.249

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Sundry Creditors

3943.269
6174.652

 

Current Liabilities

2297.323
16065.584

5028.406

 

Provisions

520.056
331.588

299.209

Total Current Liabilities

6760.648
22571.824

5327.615

Net Current Assets

9151.076
3758.299

8942.634

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

0.000

 

 

 

 

TOTAL

21515.238

12648.338

17040.274

 

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

31.03.2010

31.03.2009

31.03.2008

 

SALES

 

 

 

 

 

Income

42775.455

60905.994

26179.442

 

 

Other Income

1027.121

946.419

512.516

 

 

TOTAL                                     (A)

43802.576

61852.413

26691.958

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Manufacturing Expenses

25932.133

37595.339

21211.580

 

 

Purchases of finished goods for resale

13753.552

23550.414

3608.675

 

 

Increase/ (Decrease) in finished goods

1553.323

(1331.638)

(16.890)

 

 

Miscellaneous Expenses written off

0.000

0.000

0.000

 

 

TOTAL                                     (B)

41239.008

59814.115

24803.365

 

 

 

 

 

Less

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

2563.568

2038.298

1888.593

 

 

 

 

 

Less

FINANCIAL EXPENSES                         (D)

172.117

606.564

567.622

 

 

 

 

 

 

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

2391.451

1431.734

1320.971

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

195.076

177.512

172.783

 

 

 

 

 

 

PROFIT BEFORE TAX (E-F)                               (G)

2196.375

1254.222

1148.188

 

 

 

 

 

Less

TAX                                                                  (I)

626.765

321.377

414.075

 

 

 

 

 

 

PROFIT AFTER TAX (G-I)                                  (J)

1569.610

932.845

734.113

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

5306.795

4977.282

 

 

 

 

 

Less

APPROPRIATIONS

 

 

 

 

 

Transfer to General Reserve

500.000

500.000

NA

 

 

Proposed Dividend on equity shares

132.483

88.322

 

 

 

Corporate Dividend Tax Thereon

22.515

15.010

 

 

BALANCE CARRIED TO THE B/S

6221.407

5306.795

 

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Raw Materials

11427.376

20342.909

7608.887

 

 

Spare Parts

23.889

12.462

13.434

 

 

Capital Goods

39.467

1.800

6.639

 

 

Traded Goods

11957.508

19722.590

2765.959

 

TOTAL IMPORTS

23448.240

40079.761

10394.919

 

 

 

 

 

 

Earnings Per Share (Rs.)

 

 

 

 

- Basic

53.31

31.69

24.93

 

- Diluted

53.31

31.69

24.93

 

QUARTERLY RESULTS

 

PARTICULARS

 

30.06.2010

(1ST Quarter)

30.09.2010

(2ND Quarter)

31.12.2010

(3rd  Quarter)

31.03.2011

(4th Quarter)

Net Sales

9517.400

20969.800

15318.800

9813.800

Total Expenditure

9070.600

19907.900

14708.500

9350.000

PBIDT (Excl OI)

446.800

1061.900

610.300

463.800

Other Income

76.300

185.900

74.200

71.800

Operating Profit

523.100

1247.800

684.500

535.600

Interest

77.200

50.400

85.900

169.700

Exceptional Items

0.000

0.000

0.000

0.000

PBDT

445.900

1197.400

598.600

365.900

Depreciation

53.100

53.000

53.600

53.600

Profit Before Tax

392.800

1144.400

545.000

312.300

Tax

114.700

330.800

179.300

100.900

Profit After Tax

278.100

813.600

365.700

211.400

Extraordinary Items

0.000

0.000

0.000

0.000

Prior Period Expenses

0.000

0.000

0.000

0.000

Other Adjustments

0.000

0.000

0.000

0.000

Net Profit

278.100

813.600

365.700

211.400

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2010

31.03.2009

31.03.2008

PAT / Total Income

(%)

3.58
1.51

2.72

 

 

 
 

 

Net Profit Margin

(PBT/Sales)

(%)

5.13
2.06

4.39

 

 

 
 

 

Return on Total Assets

(PBT/Total Assets}

(%)

12.51
15.83

7.20

 

 

 
 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.20
0.14

0.02

 

 

 
 

 

Debt Equity Ratio

(Total Liability/Networth)

 

1.64
2.79

0.63

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

2.35
1.17

2.68

 

 

 

LOCAL AGENCY FURTHER INFORMATION

 

Nature of Operations:

The Company is the manufacturer of chemical fertilizers and pesticides. The Company is also into trading business of complex fertilizers, seeds and pesticides.

 

The Details of sundry creditors

Rs. In Millions

Particulars

31.03.2010

31.03.2009

31.03.2008

Sundry Creditors

 

 

 

Total outstanding dues of micro enterprises and small enterprises

0.390

0.040

NA

Total outstanding dues of creditors other than micro enterprises and small enterprises

3942.879

6174.612

NA

Total

3943.269

6174.652

NA

 

 

Note:

 

With reference to the earlier announcement dated 15.04.2011, regarding the decision of its Board of Directors to withdraw the scheme of amalgamation ('Scheme') of Gobind Sugar Mills Ltd ('GSML') with and into the Company from the Hon'ble High Court of Bombay at Goa, Zuari Industries Limited has now informed BSE that the Company has been informed by its advocate on record in Goa that the Company's application for withdrawal of the Scheme has been allowed by the Hon'ble High Court and an order to that effect has been passed by the Hon'ble High Court on 15.04.2011. The Company is still to receive a formal copy of the order of the Hon'ble High Court of Bombay at Goa, allowing the withdrawal of the Scheme.

 

MANAGEMENT DISCUSSION AND ANALYSIS

 

The business analysis and outlook for Zuari Industries Limited (ZIL) based on the current Government policies and market conditions. The Company's business is manufacture and sale of fertilizers and trading in agri inputs including pesticides.

 

The Global Economic Backdrop:

 

The acute phase of the financial crisis which threw the Global Economy into a turmoil has passed and a global economic recovery is being felt. However the recovery will expectedly be slow in the second half of 2010 as the growth impact of fiscal and monetary measures wane and the fiscal stimuli are progressively withdrawn. Employment growth will remain weak and unemployment is expected to remain high for many years. The overall strength of the recovery and its durability will depend on the extent to which household and business sector demand strengthens over the next few quarters. While the baseline scenario projects that global growth will firm to 2.7 percent in 201 0 and 3.2 percent in 201 1 after a 2.2 percent decline in 2009, neither a double dip scenario, where growth slows appreciably in 201 1, or a stronger recovery can be ruled out.

 

Financial markets have stabilized and are recovering, but remain weak. Inter bank liquidity as measured by the difference between the interest rates commercial banks charge one another and what they have to pay to central bankers have declined from an unprecedented peak of 366 basis points in dollar markets to less than 15 basis points a level close to its "normal" pre crisis range. Currencies, which fell worldwide against the U.S. dollar in the immediate aftermath of the crisis, have largely recovered their pre crisis levels and international capital flows to developing countries have recovered with a rapid run up during the last months of 2009. Also, borrowing costs for emerging market borrowers have stabilized over the last few quarters, but remain elevated. However, the, Dubai World event and ripple effects to credit-downgrades for Greece and Mexico can be expected to raise concerns about sovereign debt sustainability and will impact risk assessments, capital flows, and financial markets in 2010. The real economy is recovering as well. Although global industrial production in October 2009 remained 5 percent below its level a year earlier, it is recovering, with output in both high income and developing countries expanding at more than a 1 2 percent annualized rate (or scar) in the third quarter of 2009. Just as a sharp drop in inventories contributed to a precipitous initial decline in industrial production, the stabilization of inventory levels has contributed to a strong rebound in production, and this factor is expected to support industrial production, even as growth rates start to come down. Trade too is recovering but remains depressed: Quarterly growth rates have moved into positive territory in recent months, but the U.S. dollar value of trade was still off 1 7 percent from its September 2009 level. Lower commodity prices mean that the volume of trade has fared better, but it is nevertheless down by 3 percent from a year ago. The combination of the abrupt fall in commodity prices and ample spare capacity world wide has resulted in median inflation in developing countries falling from more than 10 percent in August 2008 to about 1.0 percent in October 2009. Although the real side effects of the crisis have been large and serious, economic activity in most developing countries is recovering and overall growth is expected to pick up from the anemic performance of 1.2 percent in 2009 to 5.2 percent in 2010 and to 5.8 percent in 201 1 (table 1.1). Although much lower than the 6.9 percent growth rate that developing countries averaged between 2003 and 2008, these rates are well above the 3.3 percent average performance during the 1 990s. Excluding China and India, the remaining developing countries are projected to grow at a 3.3 and 4.0 percent rate in 2010 and 2011, respectively, compared with 5.4 percent growth on average between 2003 and 2008. Countries in developing Europe and Central Asia have been hardest hit by the crisis and are expected to have the least market recovery, with GDP expanding by only 2.7 percent in 201 0 and by 3.6 percent in 201 1.

 

1. Potential output is the level of output commensurate with the level of production when all factors of production, i.e, labour, capital and technology are fully employed.

 

2. Total revenues in International Development Association countries is estimated (based on International Monetary Fund 2009) to have fallen from an average of 26.2 percent of GDP over the 2000-08 period to 21.9 percent of GDP in 2009. This 4.3 percent (as a share of GDP) decline in revenues is equivalent to nearly $35 billion. When 2009 revenues are compared to the year before (when total revenues were equivalent to 28.1 percent of GDP), the fall in revenue is equivalent to nearly $50 billion.

 

The World Agriculture and Food Scenario:

 

Although agricultural prices have declined by 22 percent since their peak in June 2008, they nevertheless remain almost twice os high as the lows reached in the early 2000s. The recent fall in agricultural prices (relative to pevious peaks) reflects lower oil prices a key cost component and larger stockpiles of key agricultural commodities, including rice, maize, and wheat, resulting from favorable harvests and area expansion of key agricultural commodities. Barring unforeseen production problems, agricultural markets are likely to remain well supplied. As a result agricultural prices are projected to decline by 1 3.8 percent in 2009, compared with 2008. Over the medium- to longer terms, agricultural prices are expected to remain broadly stable in real terms, reflecting two opposing forces. On the one hand, a stronger link between energy and agricultural prices (higher costs of production plus demand for biofuel) will exert upward pressure on prices; on the other hand, continued gains in total productivity (which tends to be stronger in agriculture than in manufacturing) should constrain production costs. Short-term food security concerns have subsided, and most countries have reduced or eliminated the export bans and other export restrictions that were put in place during the commodity price spike of 2008. However, the poverty challenges posed by higher food prices remain. Over the longer term, productivity gains at the global level should ensure long term food supply. However, advances in agricultural productivity in many poor countries is not keeping pace with population growth. As a result, there is a rising risk of increasing dependence on imported food to meet basic needs. Over the medium term, real commodity prices are projected to remain relatively stable, with upside and downside risks more or less in balance. Recent price rises reflect dollar weakness and some overshooting associated with the slowdown in global economic activity. Long term there is some concern that non-industrial commodities may become more procyclical and volatile than in the past. If the influence of financial investors in commodity markets rises, then the procyclical nature of their activity could raise volatility in affected markets. Similarly, the use of agricultural products as an alternative fuel source may introduce an element of cyclically into some food prices that was not previously there. According to recent World Bank estimates non oil commodity prices are set to remain stable with a mild increase of 0.7%. There is a prediction of a mild increase in Oii Prices to US$76.6 up from US$76. There is a prediction of rising interest rates. The Perspectives therefore are of a cautious optimism.

 

The India Picture:

 

Viewed in this perspective, the Indian economy grew at a healthy rate of 7.2% According to the advance estimates released by Central Statistical Organisation (CSO), the real growth was placed at 7.9% during the Second Quarter of 2009-10 as compared with 7.5% during the corresponding quarter of the previous financial year. However it is a matter of grave concern that Agriculture recorded a degrowth of (-)0.2% annuated. The Sub Normal monsoons played their roles on the Kharif Crops. The production of food grains came to 98.8million tones as against the 4lh advance estimates of 125.5 million tones. Similarly there were declines of around 1 7% in Cereals. There are lower than targeted production of around 27% in Sugar cane and 9% in Cotton. In terms of acreage the Kharif Acreage declined by around 6.5%. However what was lost in Kharif was partially made good by a highly positive Rabi. Significant improvements are still required in the pace of growth in Agriculture and the per capita annual production of cereals.

 

The Outlooks:

 

The latest predictions from analysts are GDP will grow by 7.1 per cent in fiscal 2009-1 0, and the growth is projected to accelerate to 9,2 per cent in 2010-1 1. Both industry and agriculture are expected to contribute in good measure to this growth. In 2009-10, rabi foodgrain production is estimated to touch an all time high of 1 1 7.5 million tonnes, in spite of a marginal decline in acreage. Favourable climatic conditions will contribute significantly to this growth. Prospects for agricultural crop production appear bright in 201 0-11. Production of major crops projected to surge by 1 0.8 per cent in fiscal 201 0- 1 1, as acreage and yield are both expected to rise. Food grain output is expected to grow by 9.5 per cent and non food grain output by 12.4 per cent. The performance of the Fertilizer Industry was generally good and payouts in terms of settlement of Subsidy Bills were very positive. The Government had provided for Subsidies in its Original Budgets for around Rs 500.000 millions. Through supplementaries the total amounts of payouts amounted to Rs 630.000 millions

 

The New Policy Initiatives:

 

The Government announced the New Nutrient Based Reimbursement Scheme for Phosphatic and Pottasic Fertilisers. The new policy takes effect on I5' April 2010. The Government has now fixed a per nutrient price: This price takes into account the estimated requirement/ consumption of each nutrient, prevailing international prices of major fertilizers, total allocation of subsidies and targeted farm gate prices of major fertilizers. Primary rail freight will be reimbursed additionally. The Government shall give allocations for 20% of productions. Since the subsidy amounts per ton are now fixed, industry will be free to price its products in the market place. The stated objectives of this policy are competition induced price control and balanced fertilization of soils. For the industry it means better buying, better logistics/ handlings, cost control, strength at market place pricing/ pass on strategies and effective exchange risks hedging. This Company supports the policy and in its opinion it is a step towards free markets, competition and efficient, mature and responsible operations.

 

Policies in Urea :

 

As set out in the last years' management discussions the NPS III scheme for reimbursements in urea was to expire on 31si of March 2010. The Government is in talks with the industry to make out a meaningful and vibrant regime for Nitrogenous Fertilisers so as to encourage investments and augmentation of capacities. Till such time that the new policies are announced, the NPS III scheme continues the time lines for switch over from Naphtha to Gas has been favorably extended by two years. The Company has meanwhile during the year entered into gas supply and transportation contracts with GAIL for gas to be available at the plant gate by January of 201 3. Preparatory work in this regard in terms of conversion of its facilities both by the Company as well as in terms of gas transport arrangements by GAIL have already started. As part of the new initiatives in this sector, the 1 0% increase in Maximum Retail Price (MRP) of urea has been made effective from April 1, 201 0. This was a logical step given that the MRPs had not been raised for the last 8 years in spite of the fact that Minimum Support Prices (MSPs) of agricultural produce have been hiked several times over.

 

Opportunities :

 

With sound economic growth, increase in per capita income and rising population, food grain requirement of the country is increasing year by year. The country's food grain requirement in 2020-21 is projected af 281.1 million tonnes. It is possible to meet this demand through intensive use of balanced fertilizers along with effective use of other agri inputs. Per hectare consumption of Nutrient in India has increased from 91.52 kg to 1 28.58 kg per hectare from 2001 -02 to 2008-09 and is set to rise further. The Government of India has approved Nutrient Based Subsidy (NBS) for phosphatic fertilizers effective !'•' April 2010. The subsidies for P and K fertilizers are fixed on Nitrogen, Phosphorous, Potash and Sulphur contents for 2 0 1 0 - 1 1 . This is the first major step towards comprehensive reform in fertilizer sector. NBS is expected to encourage balanced use of fertilizers and promoting use of micronutrients. NBS will also facilitate realistic prices of fertilizers in international market Banking on this, opportunity, the company has initiated plans to add new products which are freely traded.

 

Future Outlook :

 

As per the information given by Ministry of Petroleum, gas produced from Krishna Godavari basin will be available to south India from 2012. Dabhol-Bangalore Pipe line with connectivity to Goa will be laid by Gas Authority of India Limited (GAIL). The Company will be able to source gas from this pipeline. Gas sale agreement for supply of LNG has already been signed with M/s Gas Authority of India in November 2009. Company has also initiated steps to make necessary hardware changes for the feedstock changeover from naphtha to LNG and the work will be completed by March, 201 1. The Company has also approached Government of Karnataka for permission to set up a greenfield Urea plant near Belgaum in Karnataka.

 

Operating results of the Company:

 

Urea production during the year was 3,87,825 MT while actual despatches for the year was 3,99,300 MT. In NPK Plant 'A', 2,09,122 MT of Samarth (10:26:26), 53,672 MT of Samrat (18:46:0) and 81,915 MT of Sampatti (12:32:16) grades were produced, totalling to 344,709 MT which was a record. In NPK Plant 'B', 2,98,318 MT of Samrat (18:46:0), 52,990 MT of Sampatti (12:32:16) and 22,653 MT of Sampanna (20:20:0:1 5) grades were produced, totalling to 3,73,961 MT. Argon Recovery Unit remained under shutdown throughout the year due To unremunerative market conditions.

 

Marketing:

 

Company's marketing areas cover the states of Goa, Karnataka, Maharashtra, Andhra Pradesh and parts of Tamil Nadu and Kerala. Country as a whole experienced deficit rainfall during 2009. Revival of rains at the end of kharif season, however, improved the prospects of rabi season in the country. In your Company's marketing territory, Monsoon was normal in Karnataka but deficient in Maharashtra and Andhra Pradesh. With proper planning and placement of timely imports, the Company managed to achieve highest ever sales 1 7,38,994 MT during the year, an increase of 11% over previous year. Total sale of indigenous phosphatic products at 7,23,690 MT is 27 %

higher compared to last year. In trading operations, Company achieved highest ever sale of 3,77,216 MT of MOP registering 13 % increase over previous year. The Company also launched marketing activities in Gujarat and Kerala during the year, With focus on imports of phosphatic and potassic fertilizers and penetration in agro chemicals market , the Company has consolidated its position in the markets of Andhra Pradesh and Tamil Nadu. Agri input sale of the Company stood at Rs 2186.300 millions which is 19% higher compared to previous year. Aggressive product placement, addition of new products and improved packaging helped in improving sales in this segment. In speciality fertiliser segment, the market witnessed decline in growth due to deficit monsoon; but the company managed to maintain its market share by selling 4,916 MT during the year. The seed sale was Rs. 67.500 millions during the year.

 

Subsidiaries :

 

Globex Limited :

 

Globex Limited, an offshore subsidiary Company, was established at Jebel Ali Free Zone on 9lh August, 2009. The Company was established with a view to carry out General Trading in fertilizers and commodities and investment in properties/Companies, property development etc.

 

Gulbarga Cement Limited (GCL) :

 

Gulbarga Cement Limited, a wholly owned subsidiary of the Company owns limestone Mining Lease of 989.89 hectares at Ferozabad in Gulbarga District of Karnataka. The Company, has received clearance from the Ministry of Environment and Forests, for setting up Cement Plant of 3.23 million tonnes per annum and Coal Based Power Plant (50 MW) in Gulbarga, District of Karnataka. The Company is in the process of acquiring the land for setting up Cement Plant and obtaining various other approvals for the same.

 

Indian Furniture Products Limited (IFPL):

 

IFPL, a wholly owned subsidiary of the Company, is engaged in manufacturing of Ready-To-Assemble (RTA) furniture of international quality through its state-of-theart plant at Kakkalur near Chennai. The Plant is highly automated and is CMC (Computer Numeric Control) operated. The factory has a floor area of 225,000 sq.ft. and has capacity to produce 200,000 units of furniture annually. The company has been awarded with ISO 9001:2000 by TUV Suddeutschland accredited by TUV, Germany. The Company has achieved a turnover of Rs. 1000.000 millions during the current financial year. The mass distribution channel under 'Zuari' brand has grown by 10% as there was some decline in the institutional segment business. The company has undertaken debottlenecking operations in the plant and has invested about Rs. 15.000 millions in setting up a new line in the factory. An aggressive growth plan has also been worked out and the showrooms have been spruced up. The impact of all these will be visible during the next financial year.

 

Simon India Limited (SIL) :

 

SIL, a wholly owned subsidiary of your Company, is engaged in Engineering Procurement and Construction (EPC) activities and has achieved a turnover of Rs. 2698.300 millions during the current financial year. SIL has an order book of Rs. 1908.600 millions and is currently executing several major projects in India and overseas. The major Projects under execution are as follows:

 

1. Ammonia abatement and Flare System Project for SABIC in Saudi Arabia

2. Gypsum storage and handling Project for Paradeep Phosphates Limited, Orissa.

3. Dewatering Project for Hindustan Zinc at Bhilwara. SIL is also bidding for several other projects in India and overseas.

 

Zuari Developers Limited (ZDL):

 

Zuari Developers Limited (ZDL), a wholly owned subsidiary of your Company is engaged in the business of real estate. ZDL, is currently, in the process of development of approx. 73 acres of land at Hulikeri, Srirangapatnam Taluk, Mandya District, Karnataka for Company's Zuari Garden City Project.

 

Zuari Fertilisers and Chemicals Limited (ZFCL) :

 

Zuari Fertilisers and Chemicals Limited (ZFCL) is a wholly owned subsidiary of your Company. The Company has received Karnataka High Level Clearance Committee approval for setting up 1.155 millions MTPA of Urea manufacturing plant at Biranhali Village, Hukkeri Taluka in Belgaum District of Karnataka. The Company is in the process of obtaining various approvals from State and Central Government for the same.

 

Zuari Infrastructure and Developers Limited (ZIDL):

 

Zuari Infrastructure and Developers Limited (ZIDL), is a wholly owned subsidiary of the Company was incorporated with an objective to set up and develop Special Economic Zone (SEZ) for Information Technology (IT) and Information Technology Enabled Services (ITES). The Company also proposes to enter into the business of Real Estate and the other related services.

 

Zuari Investments Limited :

 

Zuari Investments Limited, a subsidiary of the Company, is a member of both National Stock Exchange (NSE) and Bombay Stock Exchange (BSE) for equity as well as Future and Option (FandO) segment. It is a depository participant with National Securities Depository Limited (NSDL) and Central Depository Services Limited (CDSL). Besides being empanelled with Association of Mutual Fund of India (AMFI) for distribution of Mutual Fund products, the company is also a member of Over the Counter Exchange of India (OTCEI] and a Category-ll Registrar and Share Transfer Agent registered with Securities and Exchange Board of India (SEBI). The Company has corporate office in Delhi and 17 branches in different parts of India. Zuari Investments Limited has four wholly owned subsidiaries i.e.

 

Zuari Insurance Brokers Limited (previously Zuari Chambal Insurance Brokers Limited) :

 

The name of the company was changed from Zuari Chambal Insurance Brokers Limited to Zuari Insurance Brokers Limited on 21-10-2009. The Company is an Insurance Regulatory and Development Authority (IRDA) licensed Direct Broker for Life and Non-life segment,

 

Zuari Commodity Trading Limited :

 

The Company has become a member of National Commodity Derivative Exchange Limited (NCDEX) and Multi Commodity Exchange Limited (MCX). The activation of trading could not be done as the MCX required an approval from Foreign Investment Promotion Board (FIPB) which is under process.

 

Zuari Financial Services Limited :

 

The Company has submitted requisite papers to Reserve Bank of India (RBI) for registration as Non Banking Finance Company (NBFC). The registration has not yet been received.

 

Zuari Holdings Limited :

 

A wholly owned subsidiary was incorporated on 10"1 September 2009 for making the strategic investments. With these services Zuari investments Limited would be offering complete bouquet of financial services and will become one stop shop for Stock Broking, Depository Services, Investment Advisory Services, Insurance Broking Services and Commodity Broking Services and is fully poised to become a significant player in the capital market.

 

Zuari Seeds Limited (ZSL) :

 

Zuari Seeds Limited, a wholly owned subsidiary of the Company, is engaged in R and D, production and marketing of hybrid seeds. The Company has achieved a turnover of Rs. 355.900 millions during the current financial year. The Company continues to focus on providing superior quality hybrid seeds to the farming community. The Company's seeds are also exported to Bangladesh and other neighboring countries. The company has achieved a milestone development in signing the technology sharing agreement with Monsanto India Limited for BGII cotton. Out of the total Hybrid cotton seed market in India the BGII technology based hybrids have almost 95% of the market share. Two new Maize high value segment hybrids developed by the Company are showing encouraging results in the states of Karnataka and Maharashtra. Three Okra Hybrids are showing promising results in resistance to the YVMVirus. A High value Tomato Hybrid -Shivani was also launched during the year.

 

Joint Ventures:

 

Zuari Maroc Phosphates Limited (ZMPL) :

 

Zuari Maroc Phosphates Limited (ZMPL), a 50:50 joint venture with Maroc Phosphore S.A., Morocco, was established as Special Purpose Vehicle (SPV) for acquisition of Paradeep Phosphates Limited (PPL). At present, the Company is holding 80.45% of the equity stake in PPL. PPL's sales and operating revenue including subsidy and other income for the year 2009-10 was Rs. 31511.400 millions as compared to the previous year Rs. 56097.400 millions. PPL continues to increase its market share in its marketing areas. The sale of own fertilizers and traded fertilizers for the year 2009-1 0 was 1 2,34,963 MT and 2,23,837 MT respectively.

 

Zuari Indian Oiltanking Limited (ZIOL) :

 

Zuari Indian Oiltanking Limited (ZIOL) a 50:50 joint venture between Zuari Industries Limited and Indian Oiltanking Limited (IOTL) has state-of-the-art terminalling facility for petroleum products namely Naphtha, Motor Spirit, High Speed Diesel and Superior Kerosene. The Terminal at Goa with 71000KL tankage is situated 85 M above sea level with a 14 KM long piggable pipeline from Mormugao Harbour, Goa. The Company provides terminalling services to Zuari Industries Limited, Hindustan Petroleum and Bharat Petroleum. In the year 2009-10, the terminal has achieved a throughput of 6,25,007 KL @15 degree.

 

Zuari Rotem Speciality Fertilisers Limited (ZRSFL) :

 

Zuori Rotem Speciality Fertilisers Limited (ZRSFL) is a 50:50 joint venture with Rotem Amfert Negev Limited (Rotem), Israel. The Company was incorporated with the objective to produce Water Soluble Fertilizers (WSF) and market it in the marketing of Zuari Industries Limited and other areas in India by using the strong marketing and dealer network of Zuari Industries Limited. The plant has capacity to produce up to 24,000 MT of WSF per annum at Baramati in Maharashtra. Initially, the plant will manufacture one WSF grade, namely 19:19:19 i.e. 'PURNA 1 9' Subsequently, the plant will produce other grades to meet market requirement. The construction of plant is completed and the plant was commissioned on 27th March 2010. During the year 2009-10 ZRSFL has undertaken trading activity of importing and marketing of WSF. The turnover (or the year was approx. Rs 230.000 millions.

 

Corporate Governance:

 

The Company has complied with all the mandatory requirements of Clause 49 of the Listing Agreement. The Report on Corporate Governance pursuant to Clause 49 of the Listing Agreement is enclosed as Annexure 'C'. The Auditor's Certificate on Compliance of conditions of Corporate Governance is enclosed as Annexure 'D', Declaration of Managing Director as Annexure 'E' and the Management Discussion and Analysis as Annexure 'F'.

 

Activities for Social and Inclusive development :

 

a. Animal health camps : Under Customer Relationship Management Program (CRM) "Jaikisaon Sangam", the company organizes veterinary health camps in villages in collaboration with doctors from local Veterinary Department. On an average around 100- 150 animals are treated in a camp. In 2009-10, the company organized 198 animal health camps in its marketing territory.

 

b. Family health camps : The Company organizes family and children's health check up camps in villages covered under Jaikisaan Sangam program. During such camps, selected medicines are provided free ot cost to the needy people. In 2009-10, the company organized 71 family / children health camps in different parts of its marketing territory.

 

c. Jaikisaan Krishi Samrat Award : With a view to encourage farmers to modernize their agriculture, Zuari has instituted "Jaikisaan Krishi Samrat award". The award is presented to outstanding farmer for his contribution to farming community at large. The award comprises a citation, a shield and a cash prize of Rs.50,000. The award for the year 2009-10 was presented to a progressive farmer, Shri Shivanna Chowdihal from Bijapur district of Karnataka for his outstanding work in promoting horticultural crops in northern Karnataka.

 

d. Telephone help line "Hello Jaikisaan" : For farmers of Maharashtra and Karnataka, the Company is operating a help line service "Hello Jaikisaan". Farmer from any corner of the state can dial the respective help line number and seek the answer to his agri-related problem. During the year 2009-10, 12218 farmers from Maharashtra and 4726 farmers from Karnataka availed ihe benefit of the help-line service of the company.

 

e. Relief to Flood affected farmers : Incessant rain in the first week of October, 2009 had caused unprecedented damage to life and property in six districts of northern Karnataka. Zuari provided relief in the form of food packets to the three worst affected villages of Bagalkot district. Zuari has extended its helping hand to the flood victims of Concicona taluka of Goa, in September, 2009. Over twenty two tonnes of high yielding paddy seed was provided to about 850 families of the block during Rabi 2009-10 seasons.

 

f. Rural sports : To inculcate competitive spirit among the youth in rural areas, Zuari sponsors several sports activities in rural areas. During the year 2009-10, company sponsored 7 Wrestling Competitions, 3 Bullock Cart Races, 1 Cycle Race, 3 Bullock Stone Pulling competitions, 1 Volleyball Competition and 1 Cricket Tournament in various parts of marketing territory.

 

g. Schools : The Company endeavours to augment facilities for quality education in the surrounding schools at Zuarinagar. In line with the same, the Company, recently, has developed the play ground for the Government High School at Zuarinagar..

 

h. Traffic sign boards and road signage : Company has supplied 220 sign boards which are displayed on important roads and by lanes with a view to facilitate traffic in Vasco town. i. Potable water : Potable water is being supplied

through 25 public taps to around 1000 residents of three villages in the vicinity of Company's Complex,

 

j. Scholarships : The company has instituted two annual scholarships, one each for degree course in Engineering and Agriculture. Each scholarship is of Rs. 1 2,000/- per annum, covering full duration of degree course. Zuari also awards four scholarships for two year Higher Secondary course to the toppers in SSC from four neighbouring high schools of Velsao, Cansaulim, Sancoale and Zuarinagar, at Goa, under this scheme. Each scholarship is of Rs.2,500/- per annum.

 

k. Municipal Children's Park, Vasco : The Company undertook renovation work of Municipal Children's Park in Vasco town recently. To facilitate water supply to the garden, overhead tank of 2000 litre capacity is also provided. A Balwadi school inside the Park is also given a face lift.

 

Contingent liabilities not provided for :

 

 

Rs. in Millions

As on 31.03.2010

Rs. in Millions

As on 31.03.2009

A. (1) Demand Notices received from Sales Tax authorities *

 

 

i) demand notice from Karnataka sales tax authorities (VAT) for levying penalty on professional tax for the year 2005-06 to 2008-09 the company has filed appeal before joint commissioner of commercial taxes (appeals), Bangalore, against the same (the company ha deposited, Rs. 2.128 millions against the same which is appearing in the schedule of loans and advances)

4.256

 --

ii) Demand notice from Maharashtra sales tax Authorities in respect of sales tax assessment for the year 2004-05

the company has applied for cancellation of assessment order under the Bombay sales tax act -1959

13.061

--

B. Demand raised by excise Authorities on service tax matters *

 

 

Demand notice from Service Tax Authorities towards Service Tax Under Goods Transport Agency Services for the period 2006-07 to 2008-09.

7.687

--

C. Taxation Matter *

 

 

Penalty u/s 271 ( 1 ) ( C ) of the Income Tax Act, 1961 pertaining to penalty on capital gain on transfer of Cement undertaking : Income Tax Appellate Tribunal has passed order in favour of the Company during the year

--

142.616

 

 

 

 

Note:

 

*Based on discussions with the solicitors/ favorable decisions in similar cases/ legal opinions taken by the Company, the management believes that the Company has a good chance of success in above mentioned cases and hence, no provision there against is considered necessary.

 

FIXED ASSETS:

 

  • Land (Freehold)
  • Buildings
  • Railway Siding
  • Plant and Machinery
  • Vehicles
  • Furniture, Fittings and Office Equipment
  • Computer Software

 

AUDITED FINANCIAL RESULTS FOR THE YEAR ENDED 31.03.2011

                                                                                                                                                         (Rs in Millions)

Particulars

Year ended 31.03.2011

Audited

Income

 

a) Net Sales / Income from Operations

55228.300

b) Other Operating Income

391.500

Total Operating Income

55619.800

Expenditure

 

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

[2154.000]

(b) Consumption of Raw Materials

22317.300

(c) Purchase of traded goods

2156.500

(d) Employees Cost

794.700

(e) Depreciation

213.300

(f) Other Expenditure

6922.500

Total Expenditure

53250.300

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

2369.500

Other Income

408.200

Profit/(Loss) before Interest and Exceptional items

2777.700

Interest

383.200

Profit / (Loss) From Ordinary activities before Tax

2394.500

Tax expenses

725.700

Net Profit/(Loss) From Ordinary activities after Tax

1668.800

Extraordinary Items

--

Net Profit/(Loss) for the period

1668.800

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

294.400

Reserves (Excluding Revaluation Reserves)

11909.500

Earning per share

Basic and diluted EPS for the period (Not Annualized)

56.68

Public Share Holding

 

Number of shares

19321231

Percentage of shareholding

65.63

Promoter and promoter group share holding

10119373

a) Pledged / Encumbered

 

- Number of Shares

2171767

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

21.46

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

7.38

b) Non-encumbered

 

- Number of Shares

7947606

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

78.54

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

27.00

 

Statement of Assets & Liabilities As At 31st March 2011

Rs. in millions

Particulars

Year ended

31.03.2011

Audited

SHAREHOLDERS' FUNDS:

 

(a) Capital

294.400

(b) Reserve & Surplus

11909.500

MINORITY INTEREST

0.000

LOAN FUNDS

9719.400

DEFERRED TAX LIABILITIES (NET)

45.000

TOTAL

21968.300

GOODWILL

 

FIXED ASSETS

2258.800

INVESTMENTS

5208.800

DEFERRED TAX ASSETS (NET)

0.000

CURRENT ASSETS, LOANS AND ADVANCES

 

(a) Inventories

7177.500

(b) Sundry Debtors

7647.300

(c) Cash & Bank Balances

2866.400

(d) Other Current Assets

2123.400

(e) Loans & Advances

2633.600

Less: Current Liabilities and provisions

 

(a) Liabilities

7450.000

(b) Provisions

497.500

NET CURRENT ASSETS

14500.700

MISCELLANEOUS EXPENDITURE (NOT WRITTEN OFF OR ADJUSTED)

0.000

TOTAL

21968.300

 

 

WEBSITE DETAILS:-

 

HISTORY

 

Subject, a part of K K Birla Group is a leading agri-inputs company. The company is engaged in the manufacture, sale and trading of fertilizers, seeds and pesticides. They are having their manufacturing facilities at Goa. The company's subsidiaries include Indian Furniture Products Limited, Zuari Seeds Limited, Simon India Limited, Zuari Infrastructure and Developers Limited, Zuari Developers Private Limited and Zuari Investments Limited. The company operates in four segments, namely fertiliser segment, furniture segment, cement segment and others. Fertiliser segment manufactures and markets urea, di-ammonium phosphate and a unique complex fertiliser under the brand name 'Sampurna'. Furniture segment manufactures and markets ready to assemble furniture under the brand name 'Metro'. Cement segment manufactures and markets cement. Other segment provides engineering services, manufactures and markets seeds. Subject was incorporated in the year 1967 as Zuari Agro Chemicals Limited. The company was established in collaboration with the United States Steel Corporation. In 1973, they set up a large manufacturing unit for producing urea in Goa. Also, they set up NPK plant in the year 1975 and DAP plant in the year 1984. In the year 1987, the company promoted Chambal Fertilisers and Chemicals Limited. In the year 1993, the company launched sales of potash for direct application to the farmers. Also, they launched 'Biophos' an environment friendly to enhance phosphorus use efficiency. The company entered into an agreement with Texmaco Limited for running and operating their cement unit at Yerraguntla in Andhra Pradesh with effect from January 1, 1994. In the year 1994, the company formed a wholly owned subsidiary in the name of Zuari Leasing and Finance Corporation Limited. Also, they set up a joint venture in the name of Zuari Seeds Limited with Institute of Field and Vegetable Crops and KOP Investments Cyprus (IFVC) on 50:50 basis for production and marketing of hybrid seeds. In May 1995, they commissioned argon recovering plant. In the year 1996, the company undertook the expansion of di-ammonium phosphate plant from 500 to 1100 tpa at a cost of Rs 186.700 millions  based on technology supplied by Grand Parroise of France. Also, they expanded their NPK plant by increasing the capacity from 500 to 1100 tpa at a cost of Rs 461.800 millions. In February 1998, the name of the company was changed from Zuari Agro Chemicals Limited to Subject to represent all the activities of the company. In the year 1999, the company undertook the expansion of complex fertiliser capacities from 15.000 millions tpa to 33.000 millions tpa at Rs 417.000 millions In the year 2000, they entered into an agreement with Italcementi Spa, Italy for carrying on their cement business as a joint venture. Indian Furniture Products, a division of the company launched their Zuari furniture range in Bangalore. During the year 2000-01, the cement division of the company was hived off into a separate company Zuari Cement Limited with effect from April 1, 2000 in which company, Ciments Francais SA, France is a 50% partner. The company acquired majority stake in GreenTech Seeds International Private Limited and consequently that company became a subsidiary of the company. Also, Zuari Investments Limited ceased to be subsidiary of the company during the year. During the year 2001-02, Zuari Seeds Limited, an erstwhile 50:50 joint venture became a subsidiary of the company, consequent to sale of equity stake by Institute of Field and Vegetable Crops and KOP Investments, Cyprus, in favour of the company. In February 2002, Zuari Maroc Phosphates became the subsidiary of the company. In February 28, 2002, the company through their joint venture subsidiary, Zuari Maroc Phosphates Private Limited, acquired 74% equity stake of the Government of India in Paradeep Phosphates Limited. Consequent to the acquisition of Paradeep Phosphates Limited, the group became the largest producer of fertilisers in private sector in India. During the year 2002-03, Indian Furniture Products Limited became subsidiary of the company with effect from April 1, 2002 consequent to hive-off of furniture products division into a separate company. During the year 2003-04, Simon India Limited became a wholly owned subsidiary of Subject, consequent purchase of 1,500,000 equity shares from Simon Overseas Holdings Limited, UK. Also, Simon India Limited commissioned the white Oil pipeline for Zuari Indian OilTanking Limited in Goa. During the year 2004-05, the company installed vibropiller at the Urea Prilling Tower, which improved the urea quality. GreenTech Seeds International Private Limited, erstwhile subsidiary of the company was amalgamated with Zuari Seeds Limited, resulting in a healthy portfolio of hybrid seeds and in the reduction of overhead expenses. During the year 2005-06, the company replaced the titanium lined Urea reactor with a Stainless Steel lined reactor fitted with High Efficiency trays to improve the urea conversion efficiency. During the year 2006-07, the company replaced the 31 year old NPK Plant Dryer. Also, in the Ammonia Plant, the raw naphtha heater as well as the feed stock heater were revamped to improve their efficiencies to 85% from 75% and in the NPK Plant, an air heater was installed for heating the dryer inlet air by using waste heat from the Urea Plant. Zuari Maroc Phosphates Limited ceased to be a subsidiary of the company with effect from September 7, 2006, following the transfer of 1% shareholding in favour of Maroc Phosphore S A. In December 2006, the company incorporated Zuari SEZ Limited with an objective of setting and developing Special Economic Zone for Information Technology (IT) and Information Technology Enabled Services (ITES). Zuari SEZ Limited became 100% subsidiary of the company with effect from February 21, 2007. During the year 2007-08, the company installed a new Medium Pressure Boiler of 5 MT/hour capacity, which was mainly used during the annual turnaround of Ammonia/Urea Plants. In the Ammonia plant, the company installed a new Dehydrator at the interstage of Synthesis Gas Compressor to improve its efficiency and Air Heating Coil in the convection duct of Primary Reformer to recover the waste heat. In July 2007, the company entered into a joint venture agreement with Israel Chemicals Limited for establishment of water soluble NPK Fertiliser Plant with an initial capacity of 10,000 tonnes per year. In December 2007, Zuari Developers Private Limited (formerly known as Anil Kumar M N Developers Private Limited) became subsidiary of Zuari Infrastructure and Developers Limited (formerly known as Zuari SEZ Limited), a wholly owned subsidiary of the company. Consequently, Zuari Developers Private Limited became a subsidiary of the company. During the year 2008-09, the company acquired 100% equity interest in Gulbarga Camvits Limited for a total consideration of Rs 0.500million In March 2009, they acquired 6,240,962 shares of Zuari Investments Limited and hence Zuari Investments Limited became a subsidiary of the company with effect from March 30, 2009.

 

Directors:

 

Mrs.  Jyotsna  Poddar was appointed as Additional Director of  the  Company  with  effect  from  15th May, 2009. Mrs. Poddar will  hold  the  Office  of Additional  Director  till  the forthcoming Annual  General  Meeting.  Mrs. Poddar is eligible for appointment as Director. Mr.  Shyam Bhartia and Mr. H.S. Bawa retire by rotation at the  forthcoming  Annual General Meeting and are eligible for re-appointment. The resume and details of other directorships and committee memberships of  Mrs.  Jyotsna Poddar,  Mr. Shyam Bhartia and Mr. H.S. Bawa, are given in Annexure C'  to this report.

 

Press Release:

GOMANT SARVOCHCHA SURAKSHA PURASKAR

 

We are happy to announce that ZUARI has bagged “Gomant Sarvochcha Suraksha Puraskar” from Green Triangle Society, Goa in association with the Inspectorate of Factories and Boilers for the Most Outstanding Safety Performance in Occupational Safety, Health and Environment (FIRST PRIZE).

 

The award was presented by the Honourable Chief Minister of Goa, Shri Digamber Kamat on 25.06.2010 at a function held in Panjim-Goa and received by Mr L M Chandrasekharan, Vice President Operations and Mr N M Kantak, Generalmanager – Manufacturing on behalf of Zuari Industries Limited

 

The basis for this award was not only the safety performance for the last three years but also good safety management practices followed and included following parameters:

• Health and Safety Management Systems

• Worker participation in Health and Safety

• Health and Safety Training

• Work Permit, tag out and lock out systems

• On Site Emergency Plan, mock drills

• Internal and External Safety auditing, review process

• Promotion of safety and health at work place

• Community awareness programs

• Safety of the contract workers

 

 


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.44.80

UK Pound

1

Rs.72.85

Euro

1

Rs.63.11

 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

7

PAID-UP CAPITAL

1~10

6

OPERATING SCALE

1~10

7

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

7

--PROFITABILIRY

1~10

7

--LIQUIDITY

1~10

6

--LEVERAGE

1~10

6

--RESERVES

1~10

7

--CREDIT LINES

1~10

7

--MARGINS

-5~5

--

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

YES

--LITIGATION

YES/NO

NO

--OTHER ADVERSE INFORMATION

YES/NO

NO

MERIT POINTS

 

 

--SOLE DISTRIBUTORSHIP

YES/NO

NO

--EXPORT ACTIVITIES

YES/NO

NO

--AFFILIATION

YES/NO

YES

--LISTED

YES/NO

YES

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

60

 

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.