MIRA INFORM REPORT

 

 

Report Date :

08.06.2011

 

IDENTIFICATION DETAILS

 

Name :

RELIANCE PORTS AND TERMINALS LIMITED

 

 

Registered Office :

Admin Building, MTF Area, Village Sikka, Taluka and District Jamnagar- 361 140, Gujarat

 

 

Country :

India

 

 

Financials (as on) :

30.06.2010

 

 

Date of Incorporation :

14.03.1997

 

 

Com. Reg. No.:

04-31906

 

 

Capital Investment / Paid-up Capital :

Rs.3040.000 millions

 

 

CIN No.:

[Company Identification No.]

U45102GJ1997PLC031906

 

 

Legal Form :

A closely held public limited liability company

 

 

Line of Business :

Providing Auditing, Function Testing and Recertification for Vessels.

 

 

No. of Employees :

Not Divulged by the management

 

 

RATING & COMMENTS

 

MIRA’s Rating :

Ba (54)

 

RATING

STATUS

PROPOSED CREDIT LINE

41-55

Ba

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

Satisfactory

 

Maximum Credit Limit :

USD 640000000

 

 

Status :

Good

 

 

Payment Behaviour :

Usually Correct

 

 

Litigation :

Clear

 

 

Comments :

Subject is a part of Reliance Group. It is a well established and reputed company having fine track. The company is doing well. 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 good for normal 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.

 

INFORMATION PARTED BY (GENERAL DETAILS)

 

Name :

Mrs. Geeta

Designation :

Accounts Manager

Contact No.:

91-288-2313641

Date :

07.06.2011

 

 

LOCATIONS

 

Registered Office :

Admin Building, MTF Area, Village Sikka, Taluka and District Jamnagar- 361 140, Gujarat, India

Tel. No.:

91-288-2313641

E-Mail :

geeta.fulwadaya@ril.com

 

 

Corporate Office : 

3rd Floor, Maker Chambers, IV 222, Nariman Point, Mumbai – 400021, Maharashtra, India

 

 

DIRECTORS

 

AS ON 31.12.2010

 

Name :

Mr. Subhash Chandra Malhotra

Designation :

Director

Address :

602, Tulsi Shyam CHS, Limited, Highway Junction Road, Wagle Estate, Thane (West), Thane-400 604, Maharashtra, India

Date of Birth/Age :

13.11.1940

Date of Appointment :

23.03.1997

Din No.:

00013967

 

 

Name :

Mr. Sandeep Hemendra Junnarkar

Designation :

Director

Address :

Flat No.1702, Wallace apartments, Naushir Sharucha Marg, Mumbai-400 007, Maharashtra, India

Date of Birth/Age :

02.07.1951

Date of Appointment :

23.03.1997

Din No.:

00003534

 

 

Name :

Mr. Sandeep Tondon

Designation :

Director

Address :

4A, Shree Vijaya Bhavan, 2B, Altamount 5 Road, Mumbai-400 026, Maharashtra, India

Date of Birth/Age :

11.11.1949

Date of Appointment :

29.08.2002

Din No.:

 00022875

 

 

Name :

Mr. Raja Ramchandran Kolumum 

Designation :

Director

Date of Birth/Age :

19.12.1956

Date of Appointment :

09.06.2007

Din No.:

00006673

 

 

KEY EXECUTIVES

 

Name :

Mr. Vishvanath Rachappa Indi

Designation :

Manager

Date of Birth/Age :

17.03.1959

Date of Appointment :

01.05.2007

PAN No.:

AADPI6022K

 

 

Name :

Ms. Geeta Kalyandas Fulwadaya

Designation :

Company Secretary

Date of Birth/Age :

17.11.1980

Date of Appointment :

20.03.2006

PAN No.:

AAFPF7961G

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on 31.12.2010

 

Names of Shareholders (Equity Shareholders)

 

No. of Shares

 

 

 

Jigna Fiscal Services Private Limited, India

 

1

Proline Investments Private Limited, India

 

1

Shangrila Investments and Trading Company Private Limited, India

 

1

Yashasvi Holdings Private Limited, India

 

1

Reliance Property Management Services Private Limited, India

 

1

Reliance Utilites Private Limited, India

 

809197000

Priyash Commercials Private Limited, India

 

910802995

 

 

 

Total

 

1720000000

 

Names of Shareholders (Preference Shareholders)

 

No. of Shares

 

 

 

Axis Trustee services limited, India – Series A

 

19479167

Axis Trustee services limited, India – Series B

 

28333333

Axis Trustee services limited, India – Series C

 

37187500

Monica Texturising Private Limited – Series 1

 

4700000

Monica Texturising Private Limited – Series 2

 

4700000

Monica Texturising Private Limited – Series 3

 

4700000

Monica Texturising Private Limited – Series 4

 

4700000

Monica Texturising Private Limited – Series 5

 

4700000

Monica Texturising Private Limited – Series 6

 

4700000

Monica Texturising Private Limited – Series 7

 

4700000

Monica Texturising Private Limited – Series 8

 

4700000

Monica Texturising Private Limited – Series 9

 

4700000

Monica Texturising Private Limited – Series 10

 

4700000

 

 

 

Total

 

132000000

 

As on 31.12.2010

 

Equity Share Breakup

 

Percentage of Holding

Category

 

 

Bodies corporate

 

100.00

Total

 

100.00

 

 

BUSINESS DETAILS

 

Line of Business :

Providing Auditing, Function Testing and Recertification for Vessels.

 

 

Products/ Services :

  • Port and Marine Facilities
  • Transportation and Logistic
  • Engineering and Construction 

 

 

GENERAL INFORMATION

 

No. of Employees :

Not Divulged by the management

 

 

Bankers :

Axis Trustee Services Limited, Maker Towers 'F', 13th Floor, Cuffe Parade, Colaba, Mumbai -  400005, Maharashtra, India

 

 

Facilities :

Secured Loans :

 

As on 30.06.2010

Rs. In Millions

As on 30.06.2009

Rs. in Millions

Term Loan from Banks

Indian Currency

29932.200

36545.500

Foreign Currency

23222.500

23952.500

Term Loan from Financial Institutions

2907.000

3459.400

Total

56061.700

63957.400

 

Notes:

1.       Term Loans from Banks in Foreign Currency are secured by a first ranking pari passu mortgage and charge

(a)     over all moveable assets of the additional port and marine facilities (New Port Facilities) - "Project", including currents assets (floating charge), but excluding the Dividend Account and assets and investments created there from

(b)     by way of assignment of the Company’s right, title, interest, benefit, claims and demands under each of the Key Project Agreements

(c)     by way of assignment of the Company’s rights, titles and interest under or in respect of all permits, approvals, clearances, contractor guarantees, warranties and performance bonds relating to the Project

(d)     over the Company’s right, title and interest in the immovable property (along with the fixed assets attached thereto) situate at Village Nanikhawdi, Taluka Jamnagar, Gujarat, pertaining to the Project, inclusive of the leasehold interest under the Land Lease Agreement.

 

2.       Rupee Loans from Banks and Financial Institution to the extent of Rs. 24709.700 millions (Previous Year Rs. 29404.800 millions ) are secured by a first ranking pari passu charge:

(a)     over the Company's rights, title and interest in the immovable properties inclusive of the leasehold interest in the leasehold lands both situate at Village Sikka, Taluka Jamnagar and used for rendering Port Infrastructure services under the Contract Documents pertaining to old port facilities; over the movable fixed assets and current assets used for rendering Port Infrastructure service under the Contract Documents pertaining to old port facilities;

(b)     over the movable fixed assets and current assets used for rendering Port Infrastructure service under the Contract Documents pertaining to old port facilities; Rupee Loans from Banks to the extent of Rs 4000.000 millions (Previous Year Rs. 6000.000 millions) are secured by a first charge by way of hypothecation of entire moveable assets acquired out of the proceeds of the loan / facility (including movable machinery, machinery spares, tools and accessories acquired) pertaining to Engineering, Construction and SEZ Co-developer division.

(c)     on the right, title and interest of the Company in the designated account, investments made out of balance proceeds lying in the designated account and debt service reserve account and an assignment of Company's right, title and interest in, to or in respect of the Contract Documents and insurance policies pertaining to old port facilities.

3.       Rupee Loans from Banks to the extent of Rs. 28.300 millions (Previous Year Rs. 41.800 millions) are secured by hypothecation of commercial vehicles acquired out of the proceeds of the loan extended for this purpose relating to Transportation and Logistics division

4.       Rupee Loans from Banks to the extent of Rs. 4101.200 millions (Previous Year Rs. 4558.300 millions) are secured by a first pari passu mortgage and charge over fixed assets, all current assets (excluding receivables), all receivables including any proceeds received or arising under any insurance claim the Trust and Retention Account and all amounts credited therein relating to Pipeline Infrastructure division.

5.       Rupee Loans from Banks to the extent of Rs 4000.000 millions (Previous Year Rs. 6000.000 millions) are secured by a first charge by way of hypothecation of entire moveable assets acquired out of the proceeds of the loan / facility (including movable machinery, machinery spares, tools and accessories acquired) pertaining to Engineering, Construction and SEZ Co-developer division. on the right, title and interest of the Company in the designated account, investments made out of balance proceeds lying in the designated account and debt service reserve account and an assignment of Company's right, title and interest in, to or in respect of the Contract Documents and insurance policies pertaining to old port facilities.

(Rs. In Millions)

Unsecured Loans :

 

As on 30.06.2010

Rs. In Millions

As on 30.06.2009

Rs. in Millions

Long Term

 

 

Non Convertible Debentures

20000.000

10000.000

Short Term

 

 

From Bodies Corporate

2009.100

2035.100

 

 

 

Total

22009.100

12035.100

 

Notes :

 

1.       Non Convertible Debentures aggregating to Rs 5000.000 millions are redeemable at par in two tranches of Rs. 2000.000 millions and Rs. 3000.000 millions on June 6, 2013 and June 6, 2014 respectively. The Company and the Investors have Call and Put option respectively for early redemption of Non Cumulative Debentures at Par in June 2012.

2.       Non Debentures at par in June 2012.Non Convertible Debentures aggregating to Rs. 5000.000 millions (Previous Year Rs. 5000.000 millions ) are redeemable at par in two tranches of Rs. 2000.000 millions and Rs. 3000.000 millions on June 2, 2013 and June 2, 2014 respectively. The Company and the Investors have Call and Put option respectively for early redemption of  Non Cumulative Debentures at par in June 2012.

3.       Non Convertible Debentures aggregating to Rs 10000.000 millions (Previous Year Nil) are redeemable at par on February 27, 2015.

 

 

 

Banking Relations :

--

 

 

Auditors :

 

Name :

Chaturvedi and Shah

Chartered Accountants

Address :

714-715, Tulsiani Chambers,  212, Nariman Point, Mumbai-400 021, Maharashtra, India

 

 

Holding Company :

·         Priyash Commercial Private Limited (from 29th May 2010)

 

 

Subsidiary Company :

·         Aavaran Textiles Private Limited

·         Sanatan Textrade Private Limited

·         Reliance Engineering (Middle East) DMCC

·         India Utilities and Power Limited (from 6th February 2010)

·         Relcom Venture Capital Private Limited (from 28th May 2010)

·         Jagadanand Investments and Trading Company Private Limited (from 28th May 2010)

·         Jagdishwer Investments and Trading Company Private Limited (from 28th May 2010)

 

 

Fellow Subsidiary :

·         Reliance Utilities Private Limited

·         Reliance Gas Transportation Infrastructure Limited

·         Reliance Utilities and Power Private Limited

·         Relogistics Infrastructure Limited

 

 

Joint Venture Company :

·         Infinite Logistics Solutions Private Limited

 

 

 

Associate Company :

 

·         The Indian Films Combine Private Limited

·         Reliance Jamnagar Infrastructure Limited

·         Reliance Singapore Holdings Pte. Limited

·         Reliance Group Investment and Holding Private Limited

·         Reliance Group Holdings Private Limited

·         Reliance Enterprises Holding Private Limited

·         Shangrila Investments and Trading Company Private Limited

·         RAL Investment Private Limited

 


 

CAPITAL STRUCTURE

 

As on 30.06.2010

 

Authorised Capital :

No. of Shares

Type

Value

Amount

50000000000

Equity Shares

Rs.1/- Each

Rs.50000.000 millions

2500000000

Preference Shares

Rs.10/- Each

Rs.25000.000 millions

 

 

 

 

 

Total

 

Rs.75000.000 millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

1720000000

Equity Shares

Rs.1/- Each

Rs.1720.000 millions

19479167

10% Non-Cumulative Compulsorily Convertible Preference Shares (Series - A)

Rs.10/- Each

Rs.194.800 millions

28333333

10% Non-Cumulative Compulsorily Convertible Preference Shares (Series - B)

Rs.10/- Each

Rs.283.300 Millions

37187500

10% Non-Cumulative Compulsorily Convertible Preference Shares (Series - C)

Rs.10/- Each

Rs.371.900 Millions

4700000

10% Non-Cumulative Compulsorily Convertible Preference Shares (Series - 1 )

Rs.10/- Each

Rs.47.000 Millions

4700000

10% Non-Cumulative Compulsorily Convertible Preference Shares (Series – 2 )

Rs.10/- Each

Rs.47.000 Millions

4700000

10% Non-Cumulative Compulsorily Convertible Preference Shares (Series - 3 )

Rs.10/- Each

Rs.47.000 Millions

4700000

10% Non-Cumulative Compulsorily Convertible Preference Shares (Series - 4 )

Rs.10/- Each

Rs.47.000 Millions

4700000

10% Non-Cumulative Compulsorily Convertible Preference Shares (Series – 5 )

Rs.10/- Each

Rs.47.000 Millions

4700000

10% Non-Cumulative Compulsorily Convertible Preference Shares (Series – 6 )

Rs.10/- Each

Rs.47.000 Millions

4700000

10% Non-Cumulative Compulsorily Convertible Preference Shares (Series – 7 )

Rs.10/- Each

Rs.47.000 Millions

4700000

10% Non-Cumulative Compulsorily Convertible Preference Shares (Series - 8 )

Rs.10/- Each

Rs.47.000 Millions

4700000

10% Non-Cumulative Compulsorily Convertible Preference Shares (Series - 9)

Rs.10/- Each

Rs.47.000 Millions

4700000

10% Non-Cumulative Compulsorily Convertible Preference Shares (Series - 10 )

Rs.10/- Each

Rs.47.000 Millions

 

 

 

 

 

Total

 

Rs.3040.000 millions

 

Notes:

*Each of the Series A, Series B and Series C - 10% Non-Cumulative Compulsorily Convertible Preference Shares (CCPS) of Rs.10/- each issued at a premium of Rs. 90/- each is convertible into 2 Equity Shares of Re. 1/- each fully paid up at a premium of Rs. 49/- per Equity Share during the period:-

Beginning on October 1, 2015 and ending on September 30, 2016 in the case of Series A

Beginning on October 1, 2017 and ending on September 30, 2018 in the case of Series B

Beginning on October 1, 2019 and ending on September 30, 2020 in the case of Series C

 

In addition to the 10% dividend, in the event of the Company declaring / paying any dividend or distribution to equity shareholders or any other class of shareholders, the Company shall also declare / pay to holders of CCPS, a proportionate dividend / distribution calculated on a fully diluted basis.

 

**Each of the Series 1, Series 2, Series 3, Series 4, Series 5, Series 6, Series 7, Series 8, Series 9 and Series 10 - 10% Non- Cumulative Compulsorily Convertible Preference Shares (CCPS) of Rs.10/- each issued at a premium of Rs. 990/- each is convertible into 5 Equity Shares of Re. 1/- each fully paid up at a premium of Rs. 199/- per Equity Share as under;

 

Series 1 31st March 2014

Series 2 31st March 2015

Series 3 31st March 2016

Series 4 31st March 2017

Series 5 31st March 2018

Series 6 31st March 2019

Series 7 31st March 2020

Series 8 31st March 2021

Series 9 31st March 2022

Series 10 31st March 2023


 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

30.06.2010

30.06.2009

30.06.2008

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

3040.000

3040.000

2570.000

2] Share Application Money

0.000

0.000

1750.000

3] Reserves & Surplus

157578.500

161047.100

75456.800

4] (Accumulated Losses)

0.000

(9802.300)

0.000

NETWORTH

160618.500

154284.800

79776.800

LOAN FUNDS

 

 

 

1] Secured Loans

56061.700

63957.400

55350.500

2] Unsecured Loans

22009.100

12035.100

0.000

TOTAL BORROWING

78070.800

75992.500

55350.500

DEFERRED TAX LIABILITIES

0.000

0.000

0.000

Compulsory Convertible Debentures

66300.000

66300.000

66300.000

 

 

 

 

TOTAL

304989.300

296577.300

201427.300

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

39377.500

51284.000

31501.200

Capital work-in-progress

1634.100

3463.800

24403.900

 

 

 

 

INVESTMENT

267425.900

235897.300

27683.900

DEFERREX TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

2930.900
2246.900

1.700

 

Sundry Debtors

3777.600
4104.600

604.400

 

Cash & Bank Balances

3918.100
10049.700

11825.000

 

Other Current Assets

6810.500
4055.700

0.500

 

Loans & Advances

26475.600
17757.600

119146.500

Total Current Assets

43912.700
38214.500

131578.100

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Sundry Creditors

3737.800

5607.700

1569.500

 

Other Current Liabilities

41986.000
26009.700

11199.000

 

Provisions

1637.100
664.900

971.300

Total Current Liabilities

47360.900
32282.300

13739.800

Net Current Assets

(3448.200)
5932.200

117838.300

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

0.000

 

 

 

 

TOTAL

304989.300

296577.300

201427.300

 

 

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

30.06.2010

30.06.2009

30.06.2008

 

SALES

 

 

 

 

 

Income

51179.300

49803.500

12363.100

 

 

Other Income

1817.500

4462.300

2944.800

 

 

TOTAL                                     (A)

52996.800

54265.800

15307.900

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Operating, Establishment and other Expenses

25169.800

28779.300

1106.600

 

 

Variation in Stock

38.300

11.500

0.000

 

 

Purchase

58.500

226.200

711.300

 

 

Adjustment pursuant to the Scheme of Amalgamation including write off of Investments in Transferor Companies

4.000

(21018.100)

0.000

 

 

TOTAL                                     (B)

25270.600

50035.100

 

1817.900

 

 

 

 

 

Less

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

27726.200

4230.700

13490.000

 

 

 

 

 

Less

FINANCIAL EXPENSES                         (D)

5051.800

5156.000

2892.500

 

 

 

 

 

 

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

22674.400

(925.300)

10597.500

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

10464.300

8386.000

1581.200

 

 

 

 

 

 

PROFIT BEFORE TAX (E-F)                               (G)

12210.100

(9311.300)

9016.300

 

 

 

 

 

Less

TAX                                                                  (H)

1626.100

496.400

905.000

 

 

 

 

 

 

PROFIT AFTER TAX (G-H)                                (I)

10584.000

(9807.700)

8111.300

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

9802.300

33732.000

25625.400

 

 

 

 

 

 

EXCESS PROVISION FOR TAX FOR EARLIER YEARS

4.900

5.500

0.000

 

 

 

 

 

Less

APPROPRIATIONS

 

 

 

 

 

Transfer to General Reserve

(683.000)

(33732.000)

0.000

 

 

Charge on account of transitional provision under Accounting Standard

0.000

0.000

4.700

 

BALANCE CARRIED TO THE B/S

93.800

9802.300

33732.000

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

 

FOB Value of Exports

0.000

18.600

101.000

 

 

Services

12083.100

2651.400

901.800

 

TOTAL EARNINGS

12083.100

2670.000

1002.800

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Capital Goods

437.000

797.400

1632.400

 

 

Others

1590.000

1768.500

691.100

 

TOTAL IMPORTS

2027.000

2565.900

2323.500

 

 

 

 

 

 

Earnings Per Share (Rs.)

4.21

4.72

3.33

 

 

KEY RATIOS

 

PARTICULARS

 

 

30.06.2010

30.06.2009

30.06.2008

PAT / Total Income

(%)

19.97

(18.07)

52.99

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

7.60

(18.70)

72.93

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

14.65

(10.40)

5.53

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.07

(0.06)

0.11

 

 

 

 

 

Debt Equity Ratio

(Total Liability/Networth)

 

0.78

0.70

0.87

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

0.92

1.18

9.58

 

 

LOCAL AGENCY FURTHER INFORMATION

 

DETAILS OF SUNDRY CREDITORS:

 

Particulars

 

30.06.2010

(Rs. In millions)

30.06.2009

(Rs. in millions)

30.06.2008

(Rs. in millions)

Sundry Creditors -

 

 

 

- Micro Small and Medium Enterprises

0.000

0.000

0.000

- Others

3737.800

5607.700

1569.500

 

NOTE :

 

The registered office address of the company has been shifted from Village Magpar / Padana, Taluka Lalpur, District Jamnagar, Gujarat, India to present address w.e.f. 16.07.2008.

 

AMALGAMATION OF WHOLLY-OWNED SUBSIDIARIES OF THE COMPANY WITH THE COMPANY:

 

Anadha Mercantile Private Limited, Anumati Enterprise Private Limited, BecRel Engineering Private Limited, Pipeline Infrastructure (India) Private Limited, Reliance Commercial Holding Private Limited, Reliance Engineering Associates Private Limited, Reliance Exploration Private Limited, Reliance Investment Enterprises Private Limited and Reliance Logistics Private Limited, the wholly-owned subsidiaries of the Company have been amalgamated with the Company. The Scheme of Amalgamation was sanctioned by the Hon’ble High Court of Judicature at Bombay and by the Hon’ble High Court of Judicature of Gujarat at Ahmedabad. The Scheme became effective on December 22, 2009, the Appointed Date of the Scheme being April 1, 2008.

 

The successful implementation of the Scheme has resulted in enhancement of shareholder value.

 

OPERATIONS:

 

During the year, the income from operations has increased from Rs. 49803.500 millions to Rs. 51179.300 millions. The Profit before Interest, Depreciation, Tax and adjustment pursuant to the Scheme of Amalgamation for the year has increased from Rs. 25248.800 millions to Rs. 27730.200 millions.

 

FORM : 8

 

Bankers Charges Report as per Registry

 

This form is for

Modification of charge

Charge identification number of the modified 

10074361

Corporate identity number of the company

U45102GJ1997PLC031906

Name of the company

RELIANCE PORTS AND TERMINALS LIMITED

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

Admin Building, MTF Area, Village Sikka, Taluka and District Jamnagar- 361 140, Gujarat, India

Type of charge

Immovable property

Any interest in immovable property

Particular of charge holder

Axis Trustee Services Limited, Maker Towers 'F', 13th Floor, Cuffe Parade, Colaba, Mumbai -  400005, Maharashtra, India

Nature of description of the instrument creating or modifying the charge

Indenture of Mortgage dated 8th February, 2008 being filed as an Addendum.

Date of instrument Creating the charge

08.02.2008

Amount secured by the charge

Rs.23000.000 millions

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

Rate of Interest

The rate of interest applicable shall be the rate per annum which is the sum of LIBOR on the Quotation Date for that Interest Period and the then prevailing Applicable Margin.

 

Terms of Repayment

The Borrower shall repay the Facility by repaying on each of the first seven Repayment Dates an amount equal to US$37,750,000 and on each of the following five Repayment Dates an amount equal to US$47,150,000.

 

Margin

Not Applicable.

 

Extent and Operation of the charge

As per Clause 3 and Schedule to the Indenture of Mortgage being filed as an Addendum.

Short particulars of the property charged

As per Schedule to the Indenture of Mortgage dated 8th February, 2008 being filed as an Addendum.

Particulars of the present modification 

The Company has now created additional security by way of legal mortgage in English form on its additional immovable properties pertaining to the Project located within the State of Gujarat, more particularly described in the Schedule to the Indenture of Mortgage dated 8th February, 2008 being filed as an Addendum.

 

FIXED ASSETS:

 

·         Freehold land

·         Leasehold land

·         Building

·         Plant and Machinery

·         Office Equipments

·         Furniture and Fixtures

·         Commercial Vehicle

·         Vehicle

 

 

 


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. 44.74

UK Pound

1

Rs. 73.25

Euro

1

Rs. 65.48

 


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

6

PAID-UP CAPITAL

1~10

5

OPERATING SCALE

1~10

7

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

6

--PROFITABILIRY

1~10

5

--LIQUIDITY

1~10

7

--LEVERAGE

1~10

6

--RESERVES

1~10

6

--CREDIT LINES

1~10

6

--MARGINS

-5~5

---

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

YES

--LITIGATION

YES/NO

NO

--OTHER ADVERSE INFORMATION

YES/NO

NO

MERIT POINTS

 

 

--SOLE DISTRIBUTORSHIP

YES/NO

NO

--EXPORT ACTIVITIES

YES/NO

YES

--AFFILIATION

YES/NO

YES

--LISTED

YES/NO

NO

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

54

 

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.