MIRA
INFORM REPORT
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Report Date : |
18.06.2011 |
IDENTIFICATION DETAILS
|
Name : |
ZUARI ROTEM SPECIALITY FERTILIZERS LIMITED |
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Registered Office : |
Jai Kisaan Bhawan, Zuari Nagar, Vasco- 403726, |
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Country : |
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Financials (as on) : |
31.03.2010 |
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Date of Incorporation : |
15.11.2007 |
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Com. Reg. No.: |
24-005489 |
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Paid-up Capital : |
Rs. 69.150 Millions |
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CIN No.: [Company
Identification No.] |
U01409GA2007PLC005489 |
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TAN No.: [Tax
Deduction & Collection Account No.] |
BLRZ10952E |
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PAN No.: [Permanent
Account No.] |
AAACZ3153A |
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Legal Form : |
A Closely Held Public Limited Liability Company |
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Line of Business : |
Manufacturer
of Specialty Fertilizer |
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No. of Employees : |
14 (approximately) |
RATING & COMMENTS
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MIRA’s Rating : |
B (28) |
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RATING |
STATUS |
PROPOSED CREDIT LINE |
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|
26-40 |
B |
Capability to overcome financial difficulties seems comparatively
below average. |
Small |
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Maximum Credit Limit : |
USD 280000 |
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Status : |
Recently commenced business |
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Payment Behaviour : |
Usually correct |
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Litigation : |
Clear |
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Comments : |
Subject is a joint venture between Zuari Industries Limited and Rotem
Amfert Negev Limited, Though the company was incorporated in the year 2007, the company has
started its commercial operations in March, 2010. Business is active.
Payments are reported to be usually correct. The company can be considered for business dealings with some caution.
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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
|
Name : |
Mr. Rajendra |
|
Designation : |
Senior Manager of Finance |
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Date : |
03.06.2011 |
LOCATIONS
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Registered Office/Factory : |
Jai Kisaan Bhawan, Zuari Nagar, Vasco- 403726, |
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Tel. No.: |
91-832-2592431/2592180 |
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Fax No.: |
91-832-2555279 |
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E-Mail : |
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Website : |
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Factory : |
Located at Baramati |
DIRECTORS
As On 30.09.2010
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Name : |
Mr. Suresh Narayanan Krishnan |
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Designation : |
Director |
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Address : |
B 1, Zil Colony, Zauri Nagar, Vasco- 403726, |
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Date of Birth/Age : |
03.06.1964 |
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Date of Appointment : |
15.11.2007 |
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DIN No.: |
00021965 |
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Name : |
Ms. Kirti Mohan Naithani |
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Designation : |
Director |
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Address : |
C 4, Anand Vatika Sushant Lok, Phase 2, VPO Samaspur, Near Huda,
Sector 56, Gurgaon-122001, Haryana, India |
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Date of Birth/Age : |
27.07.1952 |
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Date of Appointment : |
19.11.2007 |
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DIN No.: |
01156617 |
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Name : |
Mr. Joseph Zidon |
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Designation : |
Director |
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Address : |
No. 1, |
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Date of Birth/Age : |
08.01.1949 |
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Date of Appointment : |
19.11.2007 |
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DIN No.: |
01668896 |
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Name : |
Mr. Naveen Kumar Kapoor |
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Designation : |
Director |
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Address : |
B 2, Zil Colony, Zauri Nagar, Vasco- 403726, |
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Date of Birth/Age : |
15.09.1953 |
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Date of Appointment : |
19.11.2007 |
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DIN No.: |
01680157 |
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Name : |
Mr. Amarjit Chopra |
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Designation : |
Director |
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Address : |
11 Empire Estates, |
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Date of Birth/Age : |
27.06.1952 |
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Date of Appointment : |
15.11.2007 |
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Date of Ceasing : |
19.11.2007 |
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Name : |
Mr. Sanjeev Chaudhary |
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Designation : |
Director |
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Address : |
C 158 Vivek Vihar, |
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Date of Birth/Age : |
14.11.1960 |
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Date of Appointment : |
15.11.2007 |
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Date of Ceasing : |
19.11.2007 |
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Name : |
Mr. Lingapuram Madhyagowder Chandrasekaran |
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Designation : |
Director |
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Address : |
B 3, Zuari Colony, Zauri Nagar, Vasco- 403726, |
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Date of Birth/Age : |
01.03.1949 |
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Date of Appointment : |
15.11.2007 |
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Date of Ceasing : |
16.09.2008 |
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Name : |
Mr. Rajeev Nagendra Prasad Sinha |
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Designation : |
Alternate Director |
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Address : |
F-301, |
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Date of Birth/Age : |
24.08.1957 |
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Date of Appointment : |
21.01.2011 |
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DIN No.: |
01156651 |
KEY EXECUTIVES
|
Name : |
Mr. Rajendra |
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Designation : |
Senior Manager of Finance |
MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN
As On 30.09.2010
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Names of Shareholders |
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No. of Shares |
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Zuari Industries Limited jointly with Mr. Narayanan Suresh
Krishnan – |
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10 |
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Zuari Industries Limited jointly with Mr. Naveen Kapoor – |
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10 |
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Zuari Industries Limited jointly with Mr. George Ninan – |
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10 |
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Zuari Industries Limited jointly with Mr. R. Y. Patil – |
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10 |
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Zuari Industries Limited jointly with Mr. B. K.
Kinekar – |
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10 |
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Zuari Industries Limited jointly with Mr. R.V. Patil – |
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10 |
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Zuari Industries Limited jointly with Mr. H.C. Shah – |
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10 |
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Zuari Industries Limited – |
|
3457431 |
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Rotem Amfert Negev Limited – |
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3457501 |
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Total |
|
6915002 |
As On 30.09.2010
|
Category |
Percentage |
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Foreign holdings( Foreign institutional
investor(s), Foreign companie(s) Foreign financial institution(s),
Non-resident Indian(s) or Overseas Corporate bodies or Others |
50.00 |
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Bodies corporate |
50.00 |
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Total |
100.00 |
BUSINESS DETAILS
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Line of Business : |
Manufacturer
of Specialty Fertilizer |
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Products : |
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Terms : |
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Purchasing : |
Depend |
PRODUCTION STATUS (As On 31.03.2010)
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Particulars |
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Installed
Capacity |
Actual
Production |
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Fertilisers |
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|
12000 |
4 |
i.
Installed capacity is per
annum, as certified by the management
ii.
Licensed capacity has not
been shown as the industry has been delicensed.
GENERAL INFORMATION
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Customers : |
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No. of Employees : |
14 (approximately) |
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Bankers : |
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Facilities : |
Note: Secured by first charge on factory land and building, plant and machinery
and movable assets of the project and a negative lien on the assets of the
company. |
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Banking
Relations : |
-- |
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Auditors : |
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Name : |
BSR and Company Chartered Accountants |
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Address : |
703, 7th Floor, Godrej Castlemine, |
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Tel. No.: |
91-20-30585764/30585765 |
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Fax No.: |
91-20-30585775 |
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Pan No.: |
AAIFB0630K |
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Joint venture investees: |
CIN: L65921GA1967PLC000157
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Fellow Subsidiary : |
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CAPITAL STRUCTURE
AS ON 31.03.2010
Authorised Capital :
|
No. of Shares |
Type |
Value |
Amount |
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|
|
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|
7,000,000 |
Equity Share |
Rs.10/- Each |
Rs. 70.000 Millions |
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Issued, Subscribed & Paid-up Capital :
|
No. of Shares |
Type |
Value |
Amount |
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|
|
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|
6,915,002 |
Equity Share |
Rs.10/- Each |
Rs. 69.150 Millions |
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Note: 3457501 (previous year 2466745) equity shares
are held by Zuari Industries Limited and Rotem Amfert Negev Limited
FINANCIAL DATA
[All figures are
in Rupees Millions]
ABRIDGED BALANCE
SHEET
|
SOURCES OF FUNDS |
31.03.2010 |
31.03.2009 |
31.03.2008 |
|
|
SHAREHOLDERS FUNDS |
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|
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1] Share Capital |
69.150 |
49.334 |
4.872 |
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2] Share Application Money |
0.000 |
0.000 |
0.000 |
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3] Reserves & Surplus |
2.585 |
0.000 |
0.000 |
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|
4] (Accumulated Losses) |
0.000 |
(3.877) |
(0.532) |
|
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NETWORTH |
71.735 |
45.457 |
4.340 |
|
|
LOAN FUNDS |
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1] Secured Loans |
127.916 |
0.000 |
0.000 |
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2] Unsecured Loans |
0.000 |
0.000 |
0.000 |
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TOTAL BORROWING |
127.916 |
0.000 |
0.000 |
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DEFERRED TAX LIABILITIES |
4.216 |
0.000 |
0.000 |
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TOTAL |
203.867 |
45.457 |
4.340 |
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APPLICATION OF FUNDS |
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FIXED ASSETS [Net Block] |
150.249 |
2.664 |
3.058 |
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Capital work-in-progress |
6.493 |
27.345 |
2.696 |
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INVESTMENT |
0.000 |
0.000 |
0.000 |
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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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Inventories |
26.557
|
0.000 |
0.000 |
|
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Sundry Debtors |
32.220
|
0.000 |
0.000 |
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Cash & Bank Balances |
66.843
|
23.587 |
0.506 |
|
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Other Current Assets |
0.000
|
0.000 |
0.000 |
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Loans & Advances |
3.608
|
0.424 |
0.000 |
|
Total
Current Assets |
129.228
|
24.011 |
0.506 |
|
|
Less : CURRENT
LIABILITIES & PROVISIONS |
|
|
|
|
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Sundry Creditors |
75.113 |
6.559 |
1.390 |
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Other Current Liabilities |
6.597
|
2.004 |
0.530 |
|
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Provisions |
0.393
|
0.000 |
0.000 |
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Total
Current Liabilities |
82.103
|
8.563 |
1.920 |
|
|
Net Current Assets |
47.125
|
15.448 |
(1.414) |
|
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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 |
203.867 |
45.457 |
4.340 |
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PROFIT & LOSS ACCOUNT
|
|
PARTICULARS |
31.03.2010 |
31.03.2009 |
31.03.2008 |
|
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SALES |
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|
- Manufactured |
0.219 |
0.000 |
0.000 |
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- Traded |
217.476 |
0.000 |
0.000 |
|
|
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Other Income |
2.622 |
0.000 |
0.000 |
|
|
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TOTAL (A) |
220.317 |
0.000 |
0.000 |
|
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|
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|
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Less |
EXPENSES |
|
|
|
|
|
|
|
Cost of goods sold |
193.711 |
0.000 |
0.000 |
|
|
|
Personnel costs |
0.989 |
0.257 |
0.000 |
|
|
|
Administration and other expenses |
12.950 |
2.382 |
0.532 |
|
|
|
Prior period items |
0.000 |
0.674 |
0.000 |
|
|
|
TOTAL (B) |
207.650 |
3.313 |
0.532 |
|
|
|
|
|
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Less |
PROFIT
BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C) |
12.667 |
(3.313) |
(0.532) |
|
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|
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|
|
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|
Less |
FINANCIAL
EXPENSES (D) |
1.715 |
0.000 |
0.000 |
|
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|
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|
|
|
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|
PROFIT
BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E) |
10.952 |
(3.313) |
(0.532) |
|
|
|
|
|
|
|
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|
Less/ Add |
DEPRECIATION/
AMORTISATION (F) |
0.244 |
0.032 |
0.000 |
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|
PROFIT BEFORE
TAX (E-F) (G) |
10.708 |
(3.345) |
(0.532) |
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|
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|
Less |
TAX (H) |
4.246 |
0.000 |
0.000 |
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|
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|
|
|
|
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|
PROFIT AFTER TAX
(G-H) (I) |
6.462 |
(3.345) |
(0.532) |
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Add |
PREVIOUS
YEARS’ BALANCE BROUGHT FORWARD |
(3.877) |
(0.532) |
0.000 |
|
|
|
|
|
|
|
|
|
|
BALANCE CARRIED
TO THE B/S |
2.585 |
(3.877) |
(0.532) |
|
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IMPORTS |
|
|
|
|
|
|
|
Raw Materials |
193.951 |
0.000 |
NA |
|
|
|
Capital Goods |
9.334 |
0.000 |
NA |
|
|
TOTAL IMPORTS |
203.285 |
0.000 |
NA |
|
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|
|
|
|
|
|
|
|
Earnings Per
Share (Rs.) |
1.08 |
(2.12) |
(10.28) |
|
|
Particulars |
|
|
31.03.2011 |
|
Sales Turnover (approximately) |
|
|
459.915 |
|
|
|
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|
The above information has been parted by Mr. Rajendra [Senior Manager of Finance]
KEY RATIOS
|
PARTICULARS |
|
31.03.2010 |
31.03.2009 |
31.03.2008 |
|
PAT / Total Income |
(%) |
2.93 |
0.000 |
0.000 |
|
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|
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|
Net Profit Margin (PBT/Sales) |
(%) |
4.92 |
0.000 |
0.000 |
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Return on Total Assets (PBT/Total Assets} |
(%) |
3.83 |
(12.54) |
(14.93) |
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Return on Investment (ROI) (PBT/Networth) |
|
0.15 |
(0.07) |
(0.12) |
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Debt Equity Ratio (Total Liability/Networth) |
|
2.93 |
0.19 |
0.44 |
|
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|
Current Ratio (Current Asset/Current Liability) |
|
1.57 |
2.80 |
0.26 |
LOCAL AGENCY FURTHER INFORMATION
BACKGROUND:
Subject was incorporated on 15.11.2007 under the Indian
Companies Act with its registered office Jaikisan Bhawan, Zuarinagar,
Rotem has the know-how for the manufacture of Solid Water Soluable Fertilisers, related products and agronomic know-how in connection therewith and Zuari has the necessary experience in manufacture, distribution, marketing and sale of the fertilisers. The Joint venture agreement was thus entered into for conducting business in the manufacturing, trading and marketing of fertilizer products for mutual benefit of both the parties.
The company commenced its commercial operations from 27.03.2010.
The Details of Sundry
Creditors:
(Rs. in Millions)
|
Particulars |
31.03.2010 |
31.03.2009 |
31.03.2008 |
|
Sundry Creditors |
|
|
|
|
- Due to micro and small enterprises |
-- |
-- |
-- |
|
- Others |
75.113 |
6.559 |
1.390 |
|
Total |
75.113 |
6.559 |
1.390 |
Financial Results:
The plant construction is complete and trial production was taken during end March 2010. The company has carried out operations during the year and has earned a profit of Rs. 10.709 millions for the financial period ended 31.03.2010.
Contingent
Liabilities:
Claim against the company not acknowledged as debts
Rs. In Millions
|
Particulars |
2010 |
|
Karnataka sales tax |
0.035 |
Bankers Charges
Report as per Registry
|
Corporate
identity number of the company |
U01409GA2007PLC005489 |
|
Name of the
company |
ZUARI ROTEM
SPECIALITY FERTILIZERS LIMITED |
|
Address of the
registered office or of the principal place of business in |
Jai Kisaan Bhawan, Zuarinagar, Vasco- 403726, Email ID: skrishnan@zuari.co.in |
|
This form is for |
Creation of
charge |
|
Type of charge |
Movable Property Immovable
Property |
|
Particular of
charge holder |
Corporation Bank, Vasco -da -Gama Branch, Raghunath
Apartments, F. Email ID: cb362@corpbank.co.in |
|
Nature of
instrument creating charge |
First Charge on
Plant and Machinery and other movable assets of the project, as per the
Memorandum of Deposit of Title Deeds. Negative Lien on
the assets of the Company during the tenure of the loan. |
|
Date of
instrument Creating the charge |
01.08.2009 |
|
Amount secured by
the charge |
Rs. 140.700
Millions |
|
Brief of the
principal terms an conditions and extent and operation of the charge |
Rate of Interest 9.75% Terms of
Repayment As per mutual
understanding from time to time Margin As per Deed of
Hypothecation Extent and
Operation of the charge First Charge on
Plant and Machinery and other moveable assets of the project. |
|
Short particular
of the property or asset(s) charged |
All that piece
and parcel of the |
Fixed Assets:
- Computer
software
- Leasehold land
- Furniture and
fixtures
- Factory
building
- Plant and
machinery
- Lab equipments
- Office
equipments
- Computers
- Vehicles
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 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.44.93 |
|
|
1 |
Rs.72.42 |
|
Euro |
1 |
Rs.63.62 |
SCORE & RATING EXPLANATIONS
|
SCORE FACTORS |
RANGE |
POINTS |
|
HISTORY |
1~10 |
4 |
|
PAID-UP CAPITAL |
1~10 |
4 |
|
OPERATING SCALE |
1~10 |
4 |
|
FINANCIAL CONDITION |
|
|
|
--BUSINESS SCALE |
1~10 |
3 |
|
--PROFITABILIRY |
1~10 |
2 |
|
--LIQUIDITY |
1~10 |
3 |
|
--LEVERAGE |
1~10 |
3 |
|
--RESERVES |
1~10 |
2 |
|
--CREDIT LINES |
1~10 |
3 |
|
--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 |
|
28 |
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.