MIRA
INFORM REPORT
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Report Date : |
08.01.2011 |
IDENTIFICATION DETAILS
|
Name : |
SAMSON MARITIME LIMITED |
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Registered
Office : |
7 M B P T Building, Malet Bunder, Mumbai-400009, |
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Country : |
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Financials (as
on) : |
31.03.2010 |
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Date of
Incorporation : |
21.09.1994 |
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Com. Reg. No.: |
11-081331 |
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CIN No.: [Company Identification
No.] |
U35112MH1994PLC081331 |
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TAN No.: [Tax Deduction &
Collection Account No.] |
MUMS20586G |
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Legal Form : |
A closely held Public Limited Liability Company. |
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Line of Business
: |
Providing Offshore and Ship Management Services. |
RATING & COMMENTS
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MIRA’s Rating : |
Ba (49) |
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RATING |
STATUS |
PROPOSED CREDIT LINE |
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41-55 |
Ba |
Overall operation is considered normal. Capable to meet normal
commitments. |
Satisfactory |
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Maximum Credit Limit : |
USD 7797200 |
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Status : |
Satisfactory |
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Payment Behaviour : |
Regular |
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Litigation : |
Clear |
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Comments : |
Subject is an established company having satisfactory track. 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 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) |
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A1 |
A1 |
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Risk Category |
ECGC
Classification |
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Insignificant |
A1 |
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Low |
A2 |
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Moderate |
B1 |
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High |
B2 |
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Very High |
C1 |
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Restricted |
C2 |
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Off-credit |
D |
LOCATIONS
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Registered Office : |
7 M B P T Building, Malet Bunder, Mumbai-400009, |
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Tel. No.: |
91-22-23739500/23730545/6/7/8 |
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Fax No.: |
91-22-23739310/2523 |
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E-Mail : |
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Website : |
DIRECTORS
As on 25.06.2010
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Name : |
Mr. Suresh Anant Samant |
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Designation : |
Director |
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Address : |
Carmichael House, |
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Date of Birth/Age : |
24.10.1933 |
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Date of Appointment : |
21.09.1994 |
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Name : |
Mr. Jehangir Adi Moos |
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Designation : |
Director |
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Address : |
4th Floor, Karai Estate, |
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Date of Birth/Age : |
21.05.1944 |
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Date of Appointment : |
29.02.1996 |
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Name : |
Mr. Mohan B. Samant |
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Designation : |
Director |
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Address : |
Pratiksha 7A, |
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Date of Birth/Age : |
15.10.1941 |
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Date of Appointment : |
21.09.1994 |
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Name : |
Mr. Bharat S. Samant |
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Designation : |
Director |
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Address : |
Rusi House, |
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Date of Birth/Age : |
07.12.1964 |
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Date of Appointment : |
21.09.1994 |
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Name : |
Mr. Pramod P. Katdhare |
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Designation : |
Director |
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Address : |
12/a, |
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Date of Birth/Age : |
24.07.1939 |
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Date of Appointment : |
18.05.2007 |
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Name : |
Mr. M. M. Chudasama |
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Designation : |
Director |
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Address : |
Carmichael House, |
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Date of Birth/Age : |
10.01.1940 |
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Date of Appointment : |
14.08.2008 |
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Name : |
Mr. Ashwin Samant |
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Designation : |
Director |
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Address : |
Pratiksha 7A, |
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Date of Birth/Age : |
19.09.1976 |
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Date of Appointment : |
06.09.2008 |
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Name : |
Mr. Vishal Kampani |
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Designation : |
Director |
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Address : |
123, |
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Date of Birth/Age : |
30.01.1977 |
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Date of Appointment : |
08.10.2008 |
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Name : |
Mr. Homi Khusrokhan |
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Designation : |
Director |
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Address : |
No. 10, Mayfair House, 4th Floor, Little |
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Date of Birth/Age : |
15.12.1943 |
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Date of Appointment : |
29.04.2009 |
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Name : |
Mr. Harinder Sawhney |
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Designation : |
Director |
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Address : |
2002 A, Lokhandwala Residency, |
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Date of Birth/Age : |
15.02.1969 |
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Date of Appointment : |
11.09.2009 |
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Name : |
Mr. Suresh Narsappa Talwar |
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Designation : |
Director |
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Address : |
10, Shiv Shanti Bhavan, 146, Maharshi Karve Road, Churchgate
Reclamation, Mumbai – 400020, India |
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Date of Birth/Age : |
21.11.1938 |
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Date of Appointment : |
01.12.2009 |
KEY EXECUTIVES
|
Name : |
Ms. Gayatri A. Gumaste |
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Designation : |
Company Secretary |
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Address : |
12/5, Titirsha CHS, Tarun Bharat Society, Chakala, Andheri East,
Mumbai-400099, |
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Experience : |
16.07.1978 |
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Date of Appointment : |
01.07.2008 |
MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN
As on 25.06.2010
|
Names of Shareholders |
|
No. of Shares |
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Suresh Anant Samant, Mumbai |
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1237334 |
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Mohan B. Samant, Mumbai |
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924304 |
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Sulabha Suresh Samant, Mumbai |
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787050 |
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Bharat S. Samant, Mumbai |
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1795570 |
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Rajeev Suresh Samant, Mumbai |
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100 |
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Mohan B. Samant HUF, Mumbai |
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3235550 |
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Suresh Anant Samant HUF, Mumbai |
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346000 |
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Ashwin M. Samant, Mumbai |
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3100 |
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Ruta Mohan Samant, Mumbai |
|
3100 |
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JM Financial Trustee Company Private Limited, |
|
1208791 |
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International Finance Corporation, |
|
755476 |
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Total |
|
10296375 |
As on 15.09.2009
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Equity Share Breakup |
|
Percentage of Holding |
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Category |
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Bodies
corporate |
|
19.08 |
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Directors
or relatives of directors |
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80.92 |
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Total |
|
100.00 |
BUSINESS DETAILS
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Line of Business : |
Providing Offshore and Ship Management Services. |
GENERAL INFORMATION
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Customers : |
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Bankers : |
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Facilities : |
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Banking
Relations : |
-- |
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Auditors : |
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Name : |
B.K. Khare and Company Chartered Accountant |
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Address : |
706/708, Sharda Chambers, New Marine Lines, Mumbai-400020, |
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Tel. No.: |
91-22-22000607/7318/6360-66315835/36/22003476 |
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Fax No.: |
91-22-22003476 |
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E-Mail : |
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Subsidiaries : |
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Associates : |
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CAPITAL STRUCTURE
As on 31.03.2010
Authorised Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
15000000 |
Equity Shares |
Rs.10/- each |
Rs.150.000 Millions |
Issued, Subscribed & Paid-up Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
10296375 |
Equity Shares |
Rs.10/- each |
Rs.102.963Millions
|
Note:
1) 7636740 Equity Shares issued pursuant to
the schemes of amalgamation.
2) 129942 Equity Shares issued on conversion
of compulsorily convertible Debentures – 0% coupon rate.
3) 227957 Equity Shares issued on conversion
of convertible share warrants.
FINANCIAL DATA
[all figures are
in Rupees Millions]
ABRIDGED BALANCE
SHEET
|
SOURCES OF FUNDS |
31.03.2010 |
31.03.2009 |
31.03.2008 |
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SHAREHOLDERS FUNDS |
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1] Share Capital |
102.963 |
99.384 |
83.321 |
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2] Share Application Money |
0.000 |
0.000 |
0.000 |
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3] Reserves & Surplus |
1846.345 |
1728.906 |
637.032 |
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4] (Accumulated Losses) |
0.000 |
0.000 |
0.000 |
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NETWORTH |
1949.308 |
1828.290 |
720.353 |
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LOAN FUNDS |
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1] Secured Loans |
3163.927 |
1192.186 |
534.548 |
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2] Unsecured Loans |
0.000 |
8.000 |
0.000 |
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TOTAL BORROWING |
3163.927 |
1200.186 |
534.548 |
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DEFERRED TAX LIABILITIES |
0.000 |
45.044 |
0.000 |
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TOTAL |
5113.235 |
3073.520 |
1254.901 |
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APPLICATION OF FUNDS |
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FIXED ASSETS [Net Block] |
3541.189 |
1623.580 |
934.715 |
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Capital work-in-progress |
15.372 |
25.964 |
10.187 |
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INVESTMENT |
40.038 |
40.052 |
0.053 |
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DEFERREX TAX ASSETS |
0.000 |
0.000 |
0.000 |
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CURRENT ASSETS, LOANS & ADVANCES |
|
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|
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Inventories |
4.265
|
0.326
|
3.330 |
|
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Sundry Debtors |
305.341
|
259.695
|
152.026 |
|
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Cash & Bank Balances |
1350.042
|
1074.138
|
158.973 |
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Other Current Assets |
0.000
|
0.000
|
0.000 |
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Loans & Advances |
241.257
|
207.443
|
108.672 |
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Total
Current Assets |
1900.905
|
1541.602 |
423.001 |
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Less : CURRENT
LIABILITIES & PROVISIONS |
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Sundry Creditors |
123.318
|
55.024
|
57.964 |
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Other Current Liabilities |
83.090
|
34.182
|
7.374 |
|
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Provisions |
177.861
|
68.472
|
47.717 |
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Total
Current Liabilities |
384.269
|
157.678
|
113.055 |
|
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Net Current Assets |
1516.636
|
1383.924
|
309.946 |
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MISCELLANEOUS EXPENSES |
0.000 |
0.000 |
0.000 |
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|
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|
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TOTAL |
5113.235 |
3073.520 |
1254.901 |
|
PROFIT & LOSS
ACCOUNT
|
|
PARTICULARS |
31.03.2010 |
31.03.2009 |
31.03.2008 |
|
|
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SALES |
|
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Income |
1213.703 |
1223.556 |
694.261 |
|
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Other Income |
76.839 |
79.160 |
22.439 |
|
|
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TOTAL (A) |
1290.543 |
1302.716 |
716.700 |
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Less |
EXPENSES |
|
|
|
|
|
|
|
Operating expenses |
603.199 |
430.828 |
349.131 |
|
|
|
Office and administration expenses |
177.678 |
121.969 |
87.411 |
|
|
|
Share of loss in partnership firm |
0.000 |
15.055 |
0.000 |
|
|
|
Foreign exchange fluctuation loss/ gain |
52.343 |
(45.620) |
22.893 |
|
|
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TOTAL (B) |
833.220 |
522.232 |
459.435 |
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|
|
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|
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Less |
PROFIT
BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C) |
457.323 |
780.484 |
257.265 |
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|
|
|
|
|
|
|
Less |
FINANCIAL
EXPENSES (D) |
109.974 |
98.460 |
24.136 |
|
|
|
|
|
|
|
|
|
|
PROFIT
BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E) |
347.349 |
682.024 |
233.129 |
|
|
|
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|
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|
Less/ Add |
DEPRECIATION/
AMORTISATION (F) |
144.801 |
120.743 |
68.474 |
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|
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|
PROFIT BEFORE
TAX (E-F) (G) |
202.546 |
561.281 |
164.655 |
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|
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Less |
TAX (H) |
40.783 |
27.084 |
16.248 |
|
|
|
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|
|
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|
PROFIT AFTER TAX
(G-H) (I) |
161.763 |
534.197 |
148.407 |
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Add |
PREVIOUS
YEARS’ BALANCE BROUGHT FORWARD |
671.317 |
241.121 |
114.714 |
|
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APPROPRIATIONS |
|
|
|
|
|
Add |
|
Transfer from ship acquisition utilization
reserve |
14.000 |
11.000 |
13.000 |
|
Less |
|
Transferred to tonnage tax reserve |
45.000 |
115.000 |
35.000 |
|
|
|
Transferred to general reserve |
10.000 |
0.000 |
0.000 |
|
|
|
Interim dividend |
15.444 |
0.000 |
0.000 |
|
|
|
Corporate interim dividend tax |
2.624 |
0.000 |
0.000 |
|
|
BALANCE CARRIED
TO THE B/S |
774.011 |
671.318 |
671.318 |
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|
Earnings Per
Share (Rs.) |
40.44 |
58.99 |
58.99 |
|
KEY RATIOS
|
PARTICULARS |
|
31.03.2010 |
31.03.2009 |
31.03.2008 |
|
PAT / Total Income |
(%) |
12.53
|
41.00
|
20.70 |
|
|
|
|
|
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|
Net Profit Margin (PBT/Sales) |
(%) |
15.69
|
45.87
|
23.72 |
|
|
|
|
|
|
|
Return on Total Assets (PBT/Total Assets} |
(%) |
10.65
|
17.73
|
12.12 |
|
|
|
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|
|
Return on Investment (ROI) (PBT/Networth) |
|
0.10
|
0.31
|
0.23 |
|
|
|
|
|
|
|
Debt Equity Ratio (Total Liability/Networth) |
|
0.19
|
0.74
|
0.90 |
|
|
|
|
|
|
|
Current Ratio (Current Asset/Current Liability) |
|
4.94
|
9.77
|
3.74 |
LOCAL AGENCY FURTHER INFORMATION
Business
Performance:
During the year under
review, the income from shipping operations decreased by 0.8% to Rs. 1213.703
Millions as against Rs. 1223.557 Millions in the previous year. The profit
before interest and financial charges, depreciation and tax has decreased by
41.54% to Rs 457.321 Millions as against Rs. 782.292 Millions in the previous
year.
The income
remained flat on account of lower fleet utilization due to more vessels being
dry docked than in the previous year, which resulted in lower revenue. The
increase in direct operating expenses by 40%, to Rs.603.100 Millions as against
Rs 430.800 Millions in the previous year, was partly due to addition of new
vessels to the fleet, combined with an increase in the operating costs compared
to the previous year. Fleet personnel costs which form a major part of
operating costs increased considerably as a result of shortage of officers on
Indian flag vessels, which led to higher wages.
The Company took
delivery of two new high-spec PSVs during the year, and received Letters of
Intent for both the vessels from Oil and Natural Gas Corporation Ltd, for long
term charters. The Company also acquired one Anchor Handling Tug Supply vessel
and the same commenced a long term charter during the year. This was achieved
in backdrop of a slow-down in the offshore vessel sector which was a result of
the depressed nature of the oil & gas exploration and production market,
caused due to the low oil price most of the year and the world financial
markets turmoil.
The Company added
a total of 3 new vessels during the year. With the addition of these new
vessels, the average age of the fleet has been brought down from over 25 years
to 19 years, over the past few years. The Company hopes to further bring down
the average age of its fleet in the future.
Issue of Equity Shares
Pursuant to the
approval accorded by the Board of Directors at their Meeting held on 8th
October, 2009 and in accordance with the subscription and Shareholders
Agreement dated 25th June, 2008 between JM Financial Trustee Company
Private Limited Liability Company Limited (JMFTCPL), International Finance
Corporation (IFC), the Company and Other, the Company has issued 227,957
additional Equity shares against 8, 00,000 Convertible
Debentures of
RS.10 each to JM Financial Trustee Company Private Limited. And 129,942
additional of Equity Shares against 1,37,480 Convertible warrants of RS.101- each to International
Finance Corporation, Washington.
The total Equity
Shares held by the above two entities after the above conversion are 1208,791
Equity Shares by JM Financial Trustee Company Private Limited. And 755,476
Equity Shares by International Finance Corporation, Washington.
As a result the
paid up share capital of the Company has increased from Rs. 99.400 Millions to
Rs. 103.000 Millions
Bankers Charges
Report as per Registry
|
This form is for |
Modification of
charge |
|
Charge
identification number of the modified |
10230783 |
|
Corporate
identity number of the company |
U35112MH1994PLC081331 |
|
Name of the
company |
SAMSON MARITIME LIMITED |
|
Address of the
registered office or of the principal place of business in |
7 M B P T Building, Malet Bunder, Mumbai-400009, |
|
Type of charge |
Ship |
|
Particular of
charge holder |
Standard Chartered Bank, 90, M |
|
Email |
|
|
Nature of
description of the instrument creating or modifying the charge |
Deed of Mortgage of
Vessel / Ship |
|
Date of
instrument Creating the charge |
17.08.2010 |
|
Amount secured by
the charge |
Rs.705.000
Millions |
|
Brief particulars
of the principal terms an conditions and extent and operation of the charge |
Rate of Interest:
Credit Facilities. Interest /
Commission - As agreed by and with the Bank from time to time. Terms of
Repayment: As agreed by and with the
Bank from time to time. Margin: As
applicable, if any. Extent and
Operation of the charge: The Bank is having first and exclusive charge on the
security given by the Company, as described in sr. no. 15 below. Others: The Bank had sanctioned the facility in
USD 15 mn which is equivalent to INR 705 Mio (USD 1 = INR 47). For the purpose
of filing Form 8, the facility amount equivalent in Indian Rupees has been
calculated at the prevailing foreign currency exchange rate i.e. (1 USD = INR
47). |
|
Short particulars
of the property charged |
1) First and exclusive charge on Vessel / ship named "Ocean
Amber" having provisional registration no. 257, provisionally registered
with Inidan Consul/Registrar/Register of shipping at the port of 2) shipping at the |
Fixed Assets:
- Buildings
Premises
- Ships
- Plant and
Machinery
- Office
Equipments
- Furniture and
Fixtures
- Vehicle
- Computers
As per website details:
Profile:
Subject was formed in the year 1994 by amalgamating three private
limited ship-owning companies. The three companies were merged so as to
continue the various activities of the private limited companies dating back to
1980, so as to provide strength and a strong base to the ship owning activites
of the company.
Group Company:
Underwater
Services Company Limited (USCL)
A limited company was formed in August 2008
under the provisions of Part IX of the Companies Act, 1956, by converting the
partnership firm Underwater Services Company, which was originally formed in
1970 to provide comprehensive underwater repairs and maintenance services to
merchant vessels, offshore oil field contractors and the projects involving
underwater work. The company is a pioneer in the field of Salvage and
Commercial Diving. The Company also owns line boats and work/salvage barges.
CMT REPORT (Corruption, Money Laundering & Terrorism]
The Public Notice information has been collected from various sources
including but not limited to: The Courts,
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.45.37 |
|
|
1 |
Rs.70.38 |
|
Euro |
1 |
Rs.58.93 |
SCORE & RATING EXPLANATIONS
|
SCORE FACTORS |
RANGE |
POINTS |
|
HISTORY |
1~10 |
5 |
|
PAID-UP CAPITAL |
1~10 |
5 |
|
OPERATING SCALE |
1~10 |
5 |
|
FINANCIAL CONDITION |
|
|
|
--BUSINESS SCALE |
1~10 |
6 |
|
--PROFITABILIRY |
1~10 |
6 |
|
--LIQUIDITY |
1~10 |
6 |
|
--LEVERAGE |
1~10 |
5 |
|
--RESERVES |
1~10 |
6 |
|
--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 |
NO |
|
--AFFILIATION |
YES/NO |
YES |
|
--LISTED |
YES/NO |
NO |
|
--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 |
- |
This report is issued at your request without any
risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL)
or its officials.