MIRA
INFORM REPORT
|
Report Date : |
02.06.2011 |
IDENTIFICATION DETAILS
|
Name : |
GREEN INFRA WIND ENERGY LIMITED (w.e.f. 24.09.2009) |
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Formerly Known
As : |
BP ENERGY INDIA PRIVATE LIMITED |
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Registered
Office : |
2nd Floor, Tower No. 2, |
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Country : |
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Financials (as
on) : |
31.03.2010 |
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Date of
Incorporation : |
06.06.2005 |
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Com. Reg. No.: |
11-213430 |
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Capital
Investment / Paid-up Capital : |
Rs.4658.258 Millions |
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|
|
|
CIN No.: [Company Identification
No.] |
U23200DL2005PLC213430 |
|
|
|
|
TAN No.: [Tax Deduction &
Collection Account No.] |
DELG13358C |
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PAN No.: [Permanent Account No.] |
AACCB6717A |
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Legal Form : |
A Closely Held Public Limited Liability Company |
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Line of Business
: |
Power Generation |
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|
No. of Employees
: |
Not Available |
RATING & COMMENTS
|
MIRA’s Rating : |
B (26) |
|
RATING |
STATUS |
PROPOSED CREDIT LINE |
|
|
26-40 |
B |
Capability to overcome financial difficulties seems comparatively
below average. |
Small |
|
Maximum Credit Limit : |
USD 11900000 |
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Status : |
Moderate |
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Payment Behaviour : |
Slow |
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Litigation : |
Clear |
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Comments : |
Subject is an established company having moderate track. There appears
huge accumulated losses being recorded by the company. However, trade relations
are fair. Business is active. Payments are reported to be slow. The company can be considered for business dealings on a secured 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 – June 30, 2010
|
Country Name |
Previous Rating (01.04.2010) |
Current Rating (30.06.2010) |
|
|
A1 |
A1 |
|
Risk Category |
ECGC
Classification |
|
Insignificant |
A1 |
|
Low |
A2 |
|
Moderate |
B1 |
|
High |
B2 |
|
Very High |
C1 |
|
Restricted |
C2 |
|
Off-credit |
D |
LOCATIONS
|
Registered Office : |
2nd Floor, Tower No. 2, NBCC Plaza, Sector V, Pushp Vihar,
Saket, New Delhi – 110017, Delhi, India |
|
Tel. No.: |
91-11-39190500 |
|
Fax No.: |
91-11-39190510 |
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E-Mail : |
DIRECTORS
As on 22.09.2010
|
Name : |
Mr. Satish Kumar Gulab Chand Mandhana |
|
Designation : |
Director |
|
Address : |
901, 9th Floor, |
|
Date of Birth/Age : |
01.01.1961 |
|
Date of Appointment : |
16.09.2009 |
|
DIN No. : |
00448619 |
|
|
|
|
Name : |
Mr. Raja Parthasarathy |
|
Designation : |
Director |
|
Address : |
7N, Dilwara, |
|
Date of Birth/Age : |
29.11.1969 |
|
Date of Appointment : |
16.09.2009 |
|
DIN No. : |
02182373 |
|
|
|
|
Name : |
Ms. Rupa Rajul Vora |
|
Designation : |
Director |
|
Address : |
8, Hyde Park, 227, Sher E Punjab Society, Mahakali Caves Road, Mumbai
– 400093, Maharashtra, India |
|
Date of Birth/Age : |
21.07.1961 |
|
Date of Appointment : |
16.09.2009 |
|
DIN No. : |
01831916 |
MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN
As on 22.09.2010
|
Names of Shareholders |
|
No. of Shares |
|
Green Infra Limited ( |
|
316611185 |
|
Green Infra Wind Assets Limited ( |
|
149214660 |
|
Satish Kumar Mandhana |
|
2 |
|
Raja Parthasarathy |
|
2 |
|
Sunil Jain |
|
2 |
|
Rajesh Cherayil |
|
2 |
|
Shyam Lal Sharma |
|
2 |
|
Total |
|
465825855 |
As on 22.09.2010
|
Category |
Percentage |
|
Bodies corporate |
100.00 |
|
Total |
100.00 |
BUSINESS DETAILS
|
Line of Business : |
Power Generation |
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Products : |
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GENERAL INFORMATION
|
Bankers : |
Axis Bank Limited, |
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Facilities : |
Notes :
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Banking
Relations : |
-- |
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Auditors : |
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|
Name : |
S. R. Batliboi and Company Chartered Accountant |
|
Address : |
Jalan Mill Compound, 95, Ganpatrao Kadam Marg, Lower Parel, Mumbai –
400013, |
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Tel. No.: |
91-22-40356300 |
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Fax No.: |
91-22-40356400 |
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|
|
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Holding Company : |
Green Infra Limited CIN No. : U45400MH2008PLC180802 |
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Associates/Subsidiaries : |
From January 1, 2009 till September 15, 2009
|
CAPITAL STRUCTURE
As on 31.03.2010
Authorised Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
470000000 |
Equity Shares |
Rs.10/- each |
Rs.4700.000 Millions |
Issued, Subscribed & Paid-up Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
465825855 |
Equity Shares |
Rs.10/-each |
Rs.4658.258
Millions |
Notes :
- Includes 316,611,195 (2008 : NIL) Equity shares of Rs.10 each held by Green Infra Limited , the holding company (previous year 275,548,076 shares held by BP Holdings International BV)
- During the year shares held by BP Holdings International BV transferred to Green Infra Limited.
FINANCIAL DATA
[all figures are
in Rupees Millions]
ABRIDGED BALANCE
SHEET
|
SOURCES OF FUNDS |
31.03.2010 (15 Months) |
31.12.2008 |
31.12.2007 |
|
|
SHAREHOLDERS FUNDS |
|
|
|
|
|
1] Share Capital |
4658.258 |
2755.481 |
1580.717 |
|
|
2] Share Application Money |
0.000 |
0.000 |
0.000 |
|
|
3] Reserves & Surplus |
0.000 |
0.000 |
0.000 |
|
|
4] (Accumulated Losses) |
(1686.586) |
(1598.933) |
(650.183) |
|
|
NETWORTH |
2971.672 |
1156.548 |
930.534 |
|
|
LOAN FUNDS |
|
|
|
|
|
1] Secured Loans |
3450.000 |
0.000 |
0.000 |
|
|
2] Unsecured Loans |
0.000 |
4440.220 |
3531.615 |
|
|
TOTAL BORROWING |
3450.000 |
4440.220 |
3531.615 |
|
|
DEFERRED TAX LIABILITIES |
0.000 |
0.000 |
0.000 |
|
|
|
|
|
|
|
|
TOTAL |
6421.672 |
5596.768 |
4462.149 |
|
|
|
|
|
|
|
|
APPLICATION OF FUNDS |
|
|
|
|
|
|
|
|
|
|
|
FIXED ASSETS [Net Block] |
5526.993 |
4316.884 |
1926.563 |
|
|
Capital work-in-progress |
10.915 |
916.534 |
2355.861 |
|
|
|
|
|
|
|
|
INVESTMENT |
570.000 |
0.000 |
0.000 |
|
|
DEFERREX TAX ASSETS |
0.000 |
0.000 |
0.000 |
|
|
|
|
|
|
|
|
CURRENT ASSETS, LOANS & ADVANCES |
|
|
|
|
|
|
Inventories |
0.000
|
27.151 |
24.760 |
|
|
Sundry Debtors |
41.429
|
135.653 |
35.620 |
|
|
Cash & Bank Balances |
173.372
|
281.734 |
130.600 |
|
|
Other Current Assets |
0.000
|
0.000 |
0.000 |
|
|
Loans & Advances |
148.378
|
247.948 |
135.283 |
|
Total
Current Assets |
363.179
|
692.486 |
326.263 |
|
|
Less : CURRENT
LIABILITIES & PROVISIONS |
|
|
|
|
|
|
Sundry Creditors |
18.261
|
281.258 |
|
|
|
Other Current Liabilities |
31.154
|
47.593 |
145.538 |
|
|
Provisions |
0.000
|
0.285 |
1.000 |
|
Total
Current Liabilities |
49.415
|
329.136 |
146.538 |
|
|
Net Current Assets |
313.764
|
363.350 |
179.725 |
|
|
|
|
|
|
|
|
MISCELLANEOUS EXPENSES |
0.000 |
0.000 |
0.000 |
|
|
|
|
|
|
|
|
TOTAL |
6421.672 |
5596.768 |
4462.149 |
|
PROFIT & LOSS
ACCOUNT
|
|
PARTICULARS |
|
31.03.2010 (15 Months) |
31.12.2008 |
|
|
|
SALES |
|
|
|
|
|
|
|
Income |
|
24.480 |
252.069 |
|
|
|
Income from Power Generation |
|
854.257 |
328.315 |
|
|
|
Other Income |
|
87.945 |
134.386 |
|
|
|
TOTAL (A) |
|
966.682 |
714.770 |
|
|
|
|
|
|
|
|
Less |
EXPENSES |
|
|
|
|
|
|
|
Cost of Goods Sold |
|
25.988 |
346.137 |
|
|
|
Operating and Other Expenses |
|
157.894 |
725.579 |
|
|
|
Profit from Slump sale of ECM Division |
|
(88.758) |
0.000 |
|
|
|
Provision related to Discontinuing Operations |
|
0.000 |
31.525 |
|
|
|
Impairment of Fixed Assets |
|
0.000 |
8.422 |
|
|
|
TOTAL (B) |
|
95.124 |
1111.663 |
|
|
|
|
|
|
|
|
Less |
PROFIT
BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C) |
|
871.558 |
(396.893) |
|
|
|
|
|
|
|
|
|
Less |
FINANCIAL
EXPENSES (D) |
|
563.958 |
397.376 |
|
|
|
|
|
|
|
|
|
|
PROFIT
BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E) |
|
307.600 |
(794.269) |
|
|
|
|
|
|
|
|
|
Less/ Add |
DEPRECIATION/
AMORTISATION (F) |
|
395.247 |
153.283 |
|
|
|
|
|
|
|
|
|
|
PROFIT BEFORE
TAX (E-F) (G) |
|
(87.647) |
(947.552) |
|
|
|
|
|
|
|
|
|
Less |
TAX (I) |
|
0.006 |
1.199 |
|
|
|
|
|
|
|
|
|
|
PROFIT AFTER TAX
(G-I) (J) |
|
(87.653) |
(948.750) |
|
|
|
|
|
|
|
|
|
Add |
PREVIOUS
YEARS’ BALANCE BROUGHT FORWARD |
|
(1598.933) |
(650.183) |
|
|
|
|
|
|
|
|
|
|
BALANCE CARRIED
TO THE B/S |
|
(1686.586) |
(1598.933) |
|
|
|
|
|
|
|
|
|
|
EARNINGS IN
FOREIGN CURRENCY |
|
|
|
|
|
|
|
Export Earnings |
|
0.000 |
15.620 |
|
|
TOTAL EARNINGS |
|
0.000 |
15.620 |
|
|
|
|
|
|
|
|
|
|
IMPORTS |
|
|
|
|
|
|
|
Capital Goods |
|
0.000 |
40.513 |
|
|
TOTAL IMPORTS |
|
0.000 |
40.513 |
|
|
|
|
|
|
|
|
|
|
Earnings Per
Share (Rs.) |
|
(0.21) |
(4.57) |
|
KEY RATIOS
|
PARTICULARS |
|
31.03.2010 (15 Months) |
31.12.2008 |
31.12.2007 |
|
PAT / Total Income |
(%) |
(9.07)
|
(132.73) |
-- |
|
|
|
|
|
|
|
Net Profit Margin (PBT/Sales) |
(%) |
(9.97)
|
(163.26) |
-- |
|
|
|
|
|
|
|
Return on Total Assets (PBT/Total Assets} |
(%) |
(1.49)
|
(18.91) |
-- |
|
|
|
|
|
|
|
Return on Investment (ROI) (PBT/Networth) |
|
(0.03)
|
(0.82) |
-- |
|
|
|
|
|
|
|
Debt Equity Ratio (Total Liability/Networth) |
|
1.18
|
4.12 |
3.95 |
|
|
|
|
|
|
|
Current Ratio (Current Asset/Current Liability) |
|
7.35
|
2.10 |
2.23 |
LOCAL AGENCY FURTHER INFORMATION
BUSINESS DEVELOPMENT AND OPERATIONS
During the period,
the owners of Company invited bid for the sale of their shareholding and
consequently, Green Infra Limited after successful bidding acquired the Company
on the 16th September, 2009.
The entire paid- up
Share Capital of the Company being 46,58,25,855 (Four Hundred and Sixty Five
Mdlion, Eight Hundred And Twenty Five Thousand, Eight Hundred And Fifty- Five)
Equity shares of Rs.10/-each was acquired by Green Infra Limited and
consequently, the Company became its 100 % wholly owned subsidiary. Subsequently, the Holding Company disinvested
14,92,14,660 Equity Shares of Rs.10/- each to Green Infra Wind Assets Limited
and hence presently the Company is a Subsidiary Company of Green Infra Limited.
The Company has
presently got three operational Wind Farms generating 99.4 MW of Power and the
same are located in the state of Karnataka and
During the year the
Company has hived off its ECM business by way of slum sale.
FINANCIALS RESULTS
The Company has
extended its financial year to a fifteen months period commencing from 1st
January, 2009 to 31st March 2010 with the objective to have a
financial year as an accounting year instead of calendar year as an accounting
year. The concept of having financial year as accounting year shall enable both
the Holding Company Green Infra Limited as well as the Company to have a
uniform accounting year and shall facilitate convenient consolidation of the
accounts.
The Company was able to reduce its losses on account of
divestment of loss making ECM division, start of commercial production of
Telagi project and reduction in costs associated to wind energy business.
CHANGE IN NAME AND CONVERSION OF STATUS OF
THE COMPANY
During the year, the
Company changed its name from BP Energy India (Private) Limited to Green Infra
Wind Energy Private Limited and Registrar of Companies issued fresh certificate
of Incorporation consequent to change in name of the Company on 24th September,
2009. Since, the Company became a subsidiary of Green Infra Limited, which is a
Public Limited Company and hence the Company had to practically function like a
Public Limited Company and all the benefits of a Private Limited Company
ceased. Therefore, in order to achieve a uniformity in the Corporate Structure
with that of holding Company, the Company changed/converted its status from
Private Limited Company to Public Limited by passing a Special Resolution at
the Extraordinary General Meeting of the Company held on 20th March, 2010 and
by obtaining necessary approval thereto from the office of Registrar of
Companies, Maharashtra.
The fresh
Certificate consequent upon change of name on conversion to Public Limited
Company was issued by the Registrar of Companies,
SHIFTING OF THE REGISTERED OFFICE
Registered office of the company has been shifted
from 201, Naman Chambers, C-32, G-Block, Bandra Kurla Complex, Bandra (East),
Mumbai – 400051, Maharashtra, India to the present address w.e.f. 02.12.2010
FORM 8:
|
Corporate
identity number of the company |
U23200DL2005PLC213430 |
|
Name of the
company |
GREEN INFRA WIND ENERGY LIMITED |
|
Address of the
registered office or of the principal place of business in |
2nd Floor, Tower No. 2, NBCC Plaza, Sector V, Pushp Vihar,
Saket, New Delhi – 110017, Delhi, India |
|
This form is for |
Modification
of charge |
|
Charge
identification (ID) number of the charge to be modified |
10187482 |
|
Type of charge |
Uncalled share
capital Book debts Movable property |
|
Particular of
charge holder |
Axis Bank Limited, |
|
Nature of
instrument creating charge |
Deed of
Hypothecation dated 25.03.2010 modifying original charge date 6.11.09 created
on whole of movable fixed, current assets of company in favour of Axis Bank
Limited, Security Trustee for a RTL of Rs.3450.000 Millions sanctioned by
IDFC vide Loan Agreement dated 16.09.09 and for Working Capital Facility of
Rs.300.000 Millions sanctioned by Axis Bank Limited. Previously, modified in
favour IREDA for part refinance of existing Sr RTL upto Rs.1600.000 Millions
Now modified in favor of Axis Bank Limited for further part refinance of
existing Sr RTL upto Rs.950.000 Millions. |
|
Date of
instrument Creating the charge |
25.03.2010 |
|
Amount secured by
the charge |
Rs.300.000
Millions |
|
Brief of the
principal terms an conditions and extent and operation of the charge |
Rate of interest
: Interest to be charged
BPLR -4.25% present effective @10.50% p. a. payable monthly. Terms of
repayment : Repayable on
demand Extent and
operation of the charge : First charge on: (i) all movables
including Plant and Machinery, spares, tools, accessories, furniture, fixtures,
vehicles and other assets; (ii) cash flows,
receivables, book debts, revenues of whatsoever nature (iii)
intangibles; (iv) by way of
assign of security int of all rights, title, int, benefits of project in
Project docts, clearances, L/cs, guarantees, performance bond; (v) TRA, DSR and
other reserves and Bank A/cs of borrower on pari passu basis with Axis Bank
Limited, IREDA and IDFC for Sr RTL. |
|
Short particulars
of the property or asset(s) charged (including complete address and location of
the property) |
|
|
Date of
instrument modifying the charge |
29.12.2009 |
|
Particulars of
the present modification |
Further
Refinancing part of Sr Rupee Term Loan (RTL) upto Rs.950.000 Millions by Axis
Bank Limited within existing RTL of Rs.3450.000 Millions (comp.of Sr RTL of Rs.3300.000
Millions and Sub Debt of Rs.150.000 Millions) previously sanctioned by
Infrastructure Development Finance Company Limited (IDFC).The Security
Interest shall rank pari passu amongst the Sr Lenders -Axis Bank Limited,
IREDA and IDFC for Sr RTL and with Axis Bank Limited for Working Capital
Facility of Rs.300.000 Millions on 1st charge basis. |
FIXED ASSETS
- Office Equipment
- Furniture
- Leasehold Improvement
- Computers
- Plant and Machinery
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.44.89 |
|
|
1 |
Rs.73.84 |
|
Euro |
1 |
Rs.64.76 |
SCORE & RATING EXPLANATIONS
|
SCORE FACTORS |
RANGE |
POINTS |
|
HISTORY |
1~10 |
4 |
|
PAID-UP CAPITAL |
1~10 |
3 |
|
OPERATING SCALE |
1~10 |
3 |
|
FINANCIAL CONDITION |
|
|
|
--BUSINESS SCALE |
1~10 |
3 |
|
--PROFITABILIRY |
1~10 |
3 |
|
--LIQUIDITY |
1~10 |
3 |
|
--LEVERAGE |
1~10 |
3 |
|
--RESERVES |
1~10 |
2 |
|
--CREDIT LINES |
1~10 |
2 |
|
--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 |
|
26 |
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.