MIRA INFORM REPORT

 

 

Report Date :

17.01.2011

 

IDENTIFICATION DETAILS

 

Name :

TML INDUSTRIES LIMITED

 

 

Formerly Known As :

TRANSMETAL LIMITED

 

 

Registered Office :

301 B Tower, Alkapuri Arcade, R. C. Dutt Road, Vadodara – 390007, Gujarat.

 

 

Country :

India

 

 

Financials (as on) :

31.03.2010

 

 

Date of Incorporation :

07.061989

 

 

Com. Reg. No.:

012329

 

 

CIN No.:

[Company Identification No.]

U27100GJ1989PLC012329

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

BRDT00540B

 

 

PAN No.:

[Permanent Account No.]

AABCT0793K

 

 

Legal Form :

A Closely held public limited liability company.

 

 

Line of Business :

Manufacturers of Metal and Plastic Containers.

 

RATING & COMMENTS

 

MIRA’s Rating :

Ba (49)

 

RATING

STATUS

PROPOSED CREDIT LINE

41-55

Ba

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

Satisfactory

 

Maximum Credit Limit :

USD 1226884

 

 

Status :

Satisfactory

 

 

Payment Behaviour :

Usually Correct

 

 

Litigation :

Clear

 

 

Comments :

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

 

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

 

NOTES :

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

 

ECGC Country Risk Classification List – April 1, 2010

 

Country Name

Previous Rating

(31.12.2009)

Current Rating

(01.04.2010)

India

A1

A1

 

Risk Category

ECGC Classification

Insignificant

 

A1

Low

 

A2

Moderate

 

B1

High

 

B2

Very High

 

C1

Restricted

 

C2

Off-credit

 

D

 

INFORMATION DECLINED BY

 

Management Non Co- Operative

 

LOCATIONS

 

Registered Office :

301 B Tower, Alkapuri Arcade, R. C. Dutt Road, Vadodara – 390007, Gujarat, India

Tel. No.:

91-265-2343302/ 2343304/ 2341375

Fax No.:

91-265/2337361

E-Mail :

tml@tmlind.com

tml@transmetal-ltd.com

 

 

DIRECTORS

 

As On 23.08.2010

Name :

Mr. Tushar Charandas Dayal

Designation :

Chairman cum Managing Director

Address :

“Harsh” 1/A, B Saimee Society-2, Subhanpura, Vadodara-390022, Gujarat, India

Date of Birth/Age :

14.12.1952

Date of Appointment :

16.07.1992

 

 

Name :

Mr. Rajendra Vrajlal Mehta

Designation :

Director

Address :

A/58 Samarpan Housing Complex, Saiyad Vasna Road, Atladra, Vadodara-390012, Gujarat, India

Date of Birth/Age :

13.11.1947

Date of Appointment :

16.07.1992

 

 

Name :

Mrs. Usha Ashwin Shroff

Designation :

Director

Address :

15/B, Juhu Tara Road, Juhu, Mumbai-400049, Maharashtra, India

Date of Birth/Age :

28.03.1947

Date of Appointment :

16.07.1992

 

 

Name :

Mr. Prakash Keshavji Shroff

Designation :

Director

Address :

B-2203, Oberoi Gardens Thakur Village, Kandivali (E), Mumbai-400101, Maharashtra, India

Date of Birth/Age :

18.03.1946

Date of Appointment :

07.06.1989

 

 

Name :

Mr. Chandrahas Charandas Dayal

Designation :

Director

Address :

“Sanket”, 39, Hatkesh Society, 6th N. S. Road, Juhu, Mumbai-400056, Maharashtra, India

Date of Birth/Age :

31.01.1944

Date of Appointment :

16.07.1992

 

 

Name :

Mr. Praful Manilal Saraiya

Designation :

Director

Address :

301, Dudhwala Towers, Shreyas Colony, Goregaon (E), Mumbai-400063, Maharashtra, India

Date of Birth/Age :

08.12.1947

Date of Appointment :

26.09.1998

 

 

Name :

Mrs. Sushma Sharma

Designation :

Director

Address :

114/B, V. P. Road, R K Wadi, Mumbai-400004, Maharashtra, India

Date of Birth/Age :

12.01.1947

Date of Appointment :

28.06.1997

 

 

Name :

Mr. Dipesh Kantisen Shroff

Designation :

Director

Address :

“Arun” B-7, Narayan Dabholkar Road, Mumbai-400006, Mahrashtra, India

Date of Birth/Age :

03.02.1960

Date of Appointment :

20.06.2007

 

 

Name :

Mr. Ninad Dwarkanath Gupte

Designation :

Director

Address :

425, View Villa, Shradhanand Road, Matunga (CR), Mumbai-400019, Maharashtra, India

Date of Birth/Age :

31.08.1953

Date of Appointment :

18.03.2009

 

 

KEY EXECUTIVES

 

Name :

Mr. Hiren Virendra Zaveri

Designation :

Secretary

Address :

164, Nathibh Cooperative Housing Society, Harni Road, Vadodara-390022, Gujarat, India

Date of Birth/Age :

21.12.1964

Date of Appointment :

09.05.2005

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

AS ON 30.09.2010

Names of Shareholders

No. of Shares

Mr. Praful Manilal Saraiya

23000

Mrs. Usha Ashwin Shroff  

15300

Mr. Dipesh Kantisen Shroff

46500

Mr. Prakash Keshavji Shroff

34500

Mr. Chandrahas Charandas Dayal

32000

Mr. Tushar Charandas Dayal

266350

Mr. Rajendra Vrajlal Mehta 

32050

Mrs. Sushma Sharma

26000

Mr. Hiren Virendra Zaveri

300

 

 

AS ON 30.09.2010

Equity Share Breakup

 

Percentage of Holding

Category

 

 

Bodies corporate

 

45.75

Directors or relatives of directors

 

33.23

Other top fifty shareholders

 

6.20

Others

 

14.82

 

Total

100.00

 

 

BUSINESS DETAILS

 

Line of Business :

Manufacturers of Metal and Plastic Containers.

 

 

GENERAL INFORMATION

 

No. of Employees:

Not divulged by the management

 

 

Bankers :

  • IDBI Bank Limited
  • IDBI Tower, World Trade Complex, Cuffe Parade, Mumbai-400005, Maharashtra, India

 

 

Facilities :

 

SECURED LOAN

31.03.2010

Rs. In Millions

30.06.2009

Rs. In Millions

From Banks

 

 

Term Loans (Refer Note 1)

197.705

187.425

Term Loans (Refer Note 2)

32.291

41.666

Working Capital Facilities from Bank (Refer Note 3)

153.852

83.697

Credit under Hire Purchase Arrangements (Refer Note 4)

2.695

0.526

Total

386.545

313.316

 

Note : 1. Term Loans are secured by way of hypothecation of all the movable fixed assets; both present and future, of the Company, situated at village Piludara, Jambusar, District Bharuch and Wind Mills situated at Taluka Kalyanpur, District Jamnagar. The said loans are further secured by first pari charge by way of an equitable mortgage on the whole of the immovable fixed assets of the Company situated at places stated above, both present and future.

 

2. Term Loan is secured by way of hypothecation of all the movable fixed assets both present and future of the Company situated at Village Karakhadi, Taluka Padra, District, Vadodara. The said loan is further secured by first exclusive charge by way of an equitable mortgage on the whole of the immovable fixed assets of the Company situated at place stated above, both present and future.

 

3. Working Capital Facilities on cash credit accounts are secured by first charge by way of hypothecation of stock of raw materials, packing material, consumable stores, finished goods, semi-finished goodsand book-debts and collaterally secured by way of second pari pasu charge over the entire fixed assets of the Company, both movable and immovable.

 

4. Credit under Hire Purchase Arrangements are secured by way of hypothecation of vehicles financed.

 

5. Repayable within one year Rs. 65.140 millions (Previous Year : Rs. 50.887 millions) .

 

UNSECURED LOAN

31.03.2010

Rs. In Millions

30.06.2009

Rs. In Millions

Public Deposits

(Repayable within one year Rs. 42.820 millions) (Previous Year : Rs. 34.201 millions)

114.018

98.180

IDBI Bank Limited (Short Term Loan)

(Repayable within one year Rs. 20.000 millions) (Previous Year : Rs. Nil)

20.000

0.000

Inter-Corporate Deposits

4.000

0.030

Deposits From:

 

 

Directors

0.050

0.250

Others

1.034

1.224

Total

139.102

99.684

 

 

 

Banking Relations :

--

 

 

Auditors :

 

Name :

Deloitte Haskin and Sells

Chartered Accountant

Address :

31, Nutan Bharat Society, Alkapuri, Vadodara-390007, Gujarat, India

 

 

Subsidiaries :

  • Mumukshu Finance and Services Limited
  • Oasis Agritech Limited
  • Nibbana Limited - Mauritius

 

CAPITAL STRUCTURE

 

As On 31.03.2010

Authorised Capital :

 

No. of Shares

Type

Value

Amount

5000000

Equity Shares

Rs. 10 each

Rs. 50.000 millions

 

Issued, Subscribed & Paid-up Capital :

 

No. of Shares

Type

Value

Amount

5000000

Equity Shares

Rs. 10 each

Rs. 50.000 millions

 

Note : Nil (P. Y. : 400000) Redeemable Preference Shares of Rs. 100/- each fully Paid up.

 

 

 

 

 

 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

 

SOURCES OF FUNDS

 

31.03.2010

(9 Months)

30.06.2009

30.06.2008

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

50.000

90.000

100.000

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

256.721

276.621

254.533

4] (Accumulated Losses)

0.000

0.000

0.000

NETWORTH

306.721

366.621

354.533

LOAN FUNDS

 

 

 

1] Secured Loans

386.546

313.316

335.236

2] Unsecured Loans

139.102

99.684

58.392

TOTAL BORROWING

525.648

413.000

393.628

DEFERRED TAX LIABILITIES

52.849

76.347

71.834

 

 

 

 

TOTAL

885.218

855.968

819.995

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

652.308

574.486

484.535

Capital work-in-progress

22.866

50.256

69.660

 

 

 

 

INVESTMENT

43.820

44.768

53.308

DEFERREX TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

141.988

88.016

68.850

 

Sundry Debtors

172.731

140.703

177.800

 

Cash & Bank Balances

11.796

6.602

3.983

 

Other Current Assets

0.000

0.000

0.000

 

Loans & Advances

44.761

125.897

104.734

Total Current Assets

371.276

361.218

355.367

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

Sundry Creditors

119.664

91.288

 

 

Other Current Liabilities

60.722

40.861

119.275

 

Provisions

24.666

42.611

23.600

Total Current Liabilities

205.052

174.760

142.875

Net Current Assets

166.224

186.458

212.492

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

0.000

 

 

 

 

TOTAL

885.218

855.968

819.995

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

31.03.2010

(9 Months)

30.06.2009

30.06.2008

 

SALES

 

 

 

 

 

Domestic -Sales of Goods Manufactured

816.228

753.164

613.203

 

 

Export -Sales of Goods Manufactured

16.974

201.178

189.802

 

 

Other Income

18.643

30.269

28.080

 

 

TOTAL                                     (A)

851.845

984.611

831.085

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Cost of Materials

445.899

493.882

503.440

 

 

Consumption of stores and Spare

25.164

19.358

15.907

 

 

Employees Remuneration

83.627

90.635

67.615

 

 

Increase/(Decrease) in Finished Goods

(55.242)

(2.763)

(25.950)

 

 

Managerial remuneration

4.165

8.223

7.381

 

 

Office Expenses

0.605

0.600

0.750

 

 

Other Expenses

220.813

136.045

98.893

 

 

Insurance Expenses

2.492

3.145

3.566

 

 

Power and Fuel

91.069

95.646

61.866

 

 

TOTAL                                     (B)

818.592

844.771

733.468

 

 

 

 

 

Less

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

33.253

139.840

97.617

 

 

 

 

 

Less

FINANCIAL EXPENSES                         (D)

37.245

45.425

31.030

 

 

 

 

 

 

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

(3.992)

94.415

66.587

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

31.327

35.817

30.476

 

 

 

 

 

 

PROFIT BEFORE TAX (E-F)                               (G)

(35.319)

58.598

36.111

 

 

 

 

 

Less

TAX                                                                  (H)

(25.179)

25.284

12.359

 

 

 

 

 

 

PROFIT AFTER TAX (G-H)                                (I)

(60.498)

33.314

23.752

 

 

 

 

 

 

Earnings Per Share (Rs.)

(2.23)

 

 

 

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2010

(9 Months)

30.06.2009

30.06.2008

PAT / Total Income

(%)

(7.10)

3.38

2.85

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

(4.23)

6.14

4.49

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

(3.45)

6.26

4.29

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

(0.12)

0.16

0.10

 

 

 

 

 

Debt Equity Ratio

(Total Liability/Networth)

 

2.55

1.81

1.72

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

1.81

2.07

2.48

 

 

LOCAL AGENCY FURTHER INFORMATION

 

Details of Sundry Creditors:

 

Particulars

 

31.03.2010

(9 Months)

(Rs. in millions)

30.06.2009

(Rs. in millions)

30.06.2008

(Rs. in millions)

Sundry Creditors

119.664

91.288

NA

 

Fixed Assets:

 

  • Land (Freehold)
  • Building
  • Plant and Machinery
  • Electrical Installation
  • Furniture and Fixtures
  • Office Equipments
  • Vehicles
  • Intangible Assets

 

Form 8

Corporate identity number of the company

U27100GJ1989PLC012329

Name of the company

TML INDUSTRIES LIMITED

Address of the registered office or of the principal place of  business in India of the company

301 B Tower, Alkapuri Arcade, R. C. Dutt Road, Vadodara – 390007, Gujarat, India

This form is for

Modification of charge

Type of charge

Book debts

Movable property (not being pledge)

Floating charge

Particular of charge holder

IDBI Bank Limited

IDBI Tower, World Trade Complex, Cuffe Parade, Mumbai-400005, Maharashtra, India

Nature of instrument creating charge

Supplemental deed of Hypothecation dates 26th October, 2010.

Date of instrument Creating the charge

26.10.2010

Amount secured by the charge

Rupees Thirty Four Crore Sixty Lacs  only

Brief of the principal terms an conditions and extent and operation of the charge

Rate of interest

As per the Stipulations given in  the Sanction Letter attached herewith.

 

Terms of repayment

As per the Stipulations given in  the Sanction Letter attached herewith.

 

Margin

As per the Stipulations given in  the Sanction Letter attached herewith.

 

Extent and operation of the charge

WC Facilities are secured by 1st pari passu charge on all current assets and 2nd pari passu charge on fixed assets as per sanction letter attached. All other TL are secured by 1st pari passu charge on fixed assets and 2nd pari passu charge on current assets

 

Short particulars of the property charged (Including location of the property)

Entire current assets of the company including raw materials, semi finished and finished goods, book debts as per agreement.

 

Entire movable fixed assets as per agreement.

Charge identification number of the charge to be modified

10003213

Amount secured by the charge

Rs. 346.000 millions

Particulars of the present modification

Present modification seeks to secure additional Working Capital Facilities of Rs. 40.000 millions and thereby total Working Capital facility increased from Rs. 140.000 millions to 180.000 millions, and total charge increased from Rs. 306.000 millions to Rs. 346.000 millions. Break up of which are Working Capital Rs. 180.000 millions  and Term Loan Rs. 166.000 millions

 

Website Details:

 

TML Industries, today, continues to Distribute products for Crown Cork and Seal, Industrial Containers, Reliance Products and several Plastic Container and Closure Manufacturers. We also have a complete line of stock Plastic Bottles and Jars from our own molds.

 

In 1973, Continental Can exited the more specialized General Can Market in several areas and offered the business and equipment to TML. They continued to supply this business and over the years built on that base to become a world class Manufacturer of Specialty and General Line Cans for Custom Chemicals, Paints and Coatings, Camping Fuels, Inks and Automotive Additives.

 

 


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.45.30

UK Pound

1

Rs.71.73

Euro

1

Rs.60.40

 


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

6

PAID-UP CAPITAL

1~10

5

OPERATING SCALE

1~10

6

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

5

--PROFITABILIRY

1~10

5

--LIQUIDITY

1~10

6

--LEVERAGE

1~10

6

--RESERVES

1~10

5

--CREDIT LINES

1~10

5

--MARGINS

-5~5

--

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

YES

--LITIGATION

YES/NO

NO

--OTHER ADVERSE INFORMATION

YES/NO

NO

MERIT POINTS

 

 

--SOLE DISTRIBUTORSHIP

YES/NO

NO

--EXPORT ACTIVITIES

YES/NO

YES

--AFFILIATION

YES/NO

NO

--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

--

 

 

 

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.