%20-%20%20A%20DIVISION%20OF%20PRISM%20CEMENT%20LIMITED%20-%20141853%2016-May-2011_files/image002.jpg){kind=small}
MIRA
INFORM REPORT
|
Report Date : |
16.05.2011 |
IDENTIFICATION DETAILS
|
Name : |
PRISM CEMENT LIMITED H AND R JOHNSON [INDIA] - A DIVISION OF PRISM CEMENT LIMITED |
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|
|
|
Registered
Office : |
305, Laxmi Niwas Apartments, Ameerpet, |
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Country : |
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|
|
Financials (as
on) : |
31.03.2010 |
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Date of
Incorporation : |
26.03.1992 |
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|
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|
Com. Reg. No.: |
01-14033 |
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Capital
Investment / Paid-up Capital : |
Rs.5033.600 millions |
|
|
|
|
CIN No.: [Company Identification
No.] |
U26942AP1992PLC014033 |
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|
|
|
TAN No.: [Tax Deduction &
Collection Account No.] |
MUMP04712B |
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|
|
PAN No.: [Permanent Account No.] |
AAACP6224A |
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Legal Form : |
Public limited liability company. The shares of the company are listed on the Stock Exchanges. |
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Line of Business
: |
Manufacturers of Portland Cement. |
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|
No. of Employees
: |
Not Available |
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 46700000 |
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|
|
|
Status : |
Satisfactory |
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|
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Payment Behaviour : |
Usually Correct |
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Litigation : |
Clear |
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Comments : |
Subject is a well-established company having satisfactory track.
Directors are reported as experienced and respectable businessmen. Their trade
relations are 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 – 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 : |
305, Laxmi Niwas Apartments, Ameerpet, |
|
Tel. No.: |
91-40-23319208 / 23396082 |
|
Fax No.: |
91-40-23319135 / 26100179 |
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E-Mail : |
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|
Website : |
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Administrative/ Marketing Office : |
16/1/6A, |
|
Tel. No.: |
91-532-2465228/ 332 |
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|
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|
Corporate Office 1 : |
Rahejas, |
|
Tel. No.: |
91-22-66754142/ 4143 |
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Fax No.: |
91-22-26001304 |
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|
|
|
Corporate Office 2 : |
Windsor, 7th Floor, |
|
Tel. No.: |
91-22-30647300 / 26547300 / 30647780 |
|
Fax No.: |
91-22-30647400 |
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|
|
|
Factory 1 : |
Village Mankahari/Bamhori, Satna – 485 111, |
|
Tel. No.: |
91-7672-275301/2 |
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Factory 2 : |
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Other Plants : |
Located at
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DIRECTORS
|
Name : |
Mr. Rajan B. Raheja |
|
Designation : |
Chairman |
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|
|
|
Name : |
Mr. Manoj Chhabra |
|
Designation : |
Managing Director |
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|
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|
Name : |
Mr. Aziz H. Parpia |
|
Designation : |
Director |
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|
|
|
Name : |
Mr. Rajesh G. Kapadia |
|
Designation : |
Chairman |
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|
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|
Name : |
Mr. Satish B. Raheja |
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Designation : |
Director |
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|
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|
Name : |
Mr. Vijay Aggarwal |
|
Designation : |
Managing Director |
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|
|
|
Name : |
Mr. Akshay R. Raheja |
|
Designation : |
Director |
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|
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|
Name : |
Mr. Ganesh Kaskar |
|
Designation : |
Executive Director |
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|
|
|
Name : |
Mr. james Arthur Brooks |
|
Designation : |
Director |
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|
|
|
Name : |
Ms. Ameeta A. Parpia |
|
Designation : |
Director |
KEY EXECUTIVES
|
Name : |
Mrs. Aneeta S. Kulkarni |
|
Designation : |
Company Secretary |
MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN
As on 31.03.2011
|
Names of Shareholders |
No. of Shares |
Percentage of
Holding |
|
(A) Shareholding
of promoters and Promoter Group |
|
|
|
1. Indian |
|
|
|
Individuals / Hindu Undivided Family |
68250423 |
13.56 |
|
Bodies Corporate |
308630246 |
61.31 |
|
Sub Total (A)
(1) |
376880669 |
74.87 |
|
|
|
|
|
(B) Foreign |
|
|
|
Individual [non resident individual / foreign individuals] |
500 |
0.00 |
|
Sub total |
500 |
0.00 |
|
Total [A] |
376880669 |
74.87 |
|
|
|
|
|
(B) Public
Shareholding |
|
|
|
1. Institutions |
|
|
|
Mutual Funds / UTI |
5443312 |
1.08 |
|
Financial Institutions / Banks |
40090 |
0.01 |
|
Foreign Institutional Investors |
31761159 |
6.31 |
|
Sub Total (B)
(1) |
37244561 |
7.40 |
|
|
|
|
|
2. Non
Institutions |
|
|
|
Bodies Corporate |
15227420 |
30.03 |
|
Individual shareholders holding nominal share capital up to Rs. 0.100
million |
37243115 |
7.40 |
|
Individual shareholders holding nominal share capital in excess of Rs.
0.100 million |
20901197 |
4.15 |
|
|
|
|
|
Non Residents |
|
|
|
NRI Rep |
2749475 |
0.55 |
|
Overseas Corporate Bodies |
84200 |
0.02 |
|
Trusts |
12369973 |
2.46 |
|
Clearing Memebers |
655470 |
0.13 |
|
|
|
|
|
Sub Total (B)
(2) |
89230850 |
17.73 |
|
(B) = (B) (1) +
(B) (2) |
126475411 |
25.13 |
|
|
|
|
|
Shares
held by custodians and against which depository receipts have been
issued (C) |
-- |
-- |
|
|
|
|
|
Total (A) + (B) +(C) |
503356580 |
100.00 |
BUSINESS DETAILS
|
Line of Business : |
Manufacturers of Portland Cement. |
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Products : |
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PRODUCTION STATUS as on 31.03.2010
|
Particulars |
Unit |
Installed
Capacity |
Actual
Production |
|
Cement |
Tonnes |
2000000 |
2568324 |
|
Ceramic Tiles |
Tonnes |
332720 |
214900 |
|
Readymixed Concrete |
Cubic Meter |
5670000 |
2380538 |
Notes:
i. Not applicable due to the abolition of Industrial Licenses as per notification issued under the Industries (Development and Regulation) Act, 1951.
ii. As certified by Management and being a technical matter, relied upon by the Auditors.
iii. Out of the above production of cement, 43,770 tonnes (Previous period: 6,465 tonnes) have been used for captive consumption including 43,653 tonnes (Previous period 6,415 tonnes) for capital jobs. Out of above production of Readymixed Concrete, rejection/wastage/slurry is 6,765 Cubic Meter. Captive Consumption of Concrete is 2,050 cubic meter (Previous period Nil cubic meter).
iv. Cement Sales include handling/transit loss and samples -
100.39 tonnes (Previous period: 78 tonnes).
GENERAL INFORMATION
|
Not Available |
Not Available |
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Bankers : |
v
State Bank of v Vijaya Bank v Axis Bank Limited v HDFC Bank Limited v ICICI Bank Limited v Indian Overseas Bank v ING Vysya Bank Limited v
State Bank of v Standard Chartered Bank Limited v Syndicate Bank v Yes Bank Limited |
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Facilities : |
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Banking
Relations : |
-- |
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Auditors : |
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Statutory
Auditor : |
N. M. Raiji and Company Chartered Accountants |
|
Address : |
Mumbai |
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|
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Branch Auditor : |
Borkar and Mumzumdar Chartered Accountants |
|
Address : |
Mumbai |
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|
|
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Cost Auditor : |
N. I. Mehta and Company Chartered Accountants |
|
Address : |
Mumbai |
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Joint Venture/
Associates |
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Subsidiaries |
|
CAPITAL STRUCTURE
As on 31.03.2010
Authorised Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
505,000,000 |
Equity Shares |
Rs.10/- each |
Rs.5050.000 millions |
|
20,000,000 |
Preference Shares |
Rs.10/- each |
Rs. 200.000 millions |
|
|
|
|
|
|
|
Total |
|
Rs.5250.000
millions |
Issued, Subscribed & Paid-up Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
503,356,580 |
Equity Shares |
Rs.10/- each |
Rs.5033.600 millions |
|
1075000 |
6.5% redeemable Preference Shares |
Rs.100/- each |
Rs. 107.500 millions |
|
|
|
|
|
|
|
Total |
|
Rs.5141.100
millions |
- Out of the above equity shares, 20,51,06,580 shares were issued pursuant to a Scheme of Amalgamation of erstwhile H. and R. Johnson (India) Limited and RMC Readymix (India) Private Limited with the Company without payments being received in cash.
- Out of
the shares issued pursuant to the scheme of the amalgamation, 1,23,51,600
shares are held in Trust for the benefit of the Company.
FINANCIAL DATA
[all figures are
in Rupees Millions]
ABRIDGED BALANCE
SHEET
|
Particulars |
31.03.2010 [12 months] |
31.03.2009 [9 months] |
30.06.2008 [12 months] |
|
|
SHAREHOLDERS FUNDS |
|
|
|
|
|
1] Share Capital |
5033.600 |
2982.500 |
2982.500 |
|
|
2] Share Application Money |
0.000 |
0.000 |
0.000 |
|
|
3] Reserves & Surplus |
6661.400 |
3634.000 |
3195.200 |
|
|
4] (Accumulated Losses) |
0.000 |
0.000 |
0.000 |
|
|
NETWORTH |
11695.000 |
7616.500 |
6177.700 |
|
|
LOAN FUNDS |
|
|
|
|
|
1] Secured Loans |
7432.000 |
0.000 |
0.000 |
|
|
2] Unsecured Loans |
583.700 |
0.000 |
0.000 |
|
|
TOTAL BORROWING |
8015.700 |
0.000 |
0.000 |
|
|
DEFERRED TAX LIABILITIES |
975.900 |
527.700 |
587.700 |
|
|
|
|
|
|
|
|
TOTAL |
20686.600 |
7144.200 |
6765.400 |
|
|
|
|
|
|
|
|
APPLICATION OF FUNDS |
|
|
|
|
|
|
|
|
|
|
|
FIXED ASSETS [Net Block] |
9911.300 |
3927.000 |
3855.200 |
|
|
Capital work-in-progress |
6212.300 |
1091.600 |
179.600 |
|
|
|
|
|
|
|
|
INVESTMENT |
3266.700 |
2038.100 |
2587.600 |
|
|
DEFERREX TAX ASSETS |
0.000 |
0.000 |
0.000 |
|
|
|
|
|
|
|
|
CURRENT ASSETS, LOANS & ADVANCES |
|
|
|
|
|
|
Inventories |
2742.400
|
769.000 |
903.500 |
|
|
Sundry Debtors |
2110.800
|
0.000 |
33.800 |
|
|
Cash & Bank Balances |
525.000
|
258.700 |
129.700 |
|
|
Other Current Assets |
0.000
|
0.000 |
0.000 |
|
|
Loans & Advances |
1457.100
|
658.900 |
558.200 |
|
Total
Current Assets |
6835.300
|
1686.600 |
1625.200 |
|
|
Less : CURRENT
LIABILITIES & PROVISIONS |
|
|
|
|
|
|
Sundry Creditors |
2936.000
|
351.100 |
390.100 |
|
|
Other Current Liabilities |
2116.400
|
747.100 |
856.600 |
|
|
Provisions |
486.600
|
500.900 |
235.500 |
|
Total
Current Liabilities |
5539.000
|
1599.100 |
1482.200 |
|
|
Net Current Assets |
1296.300
|
87.500 |
143.000 |
|
|
|
|
|
|
|
|
MISCELLANEOUS EXPENSES |
0.000 |
0.000 |
0.000 |
|
|
|
|
|
|
|
|
TOTAL |
20686.600 |
7144.200 |
6765.400 |
|
PROFIT & LOSS
ACCOUNT
|
|
PARTICULARS |
31.03.2010 [12 months] |
31.03.2009 [9 months] |
30.06.2008 [12 months] |
|
|
|
SALES |
|
|
|
|
|
|
|
Income |
28379.800 |
6473.500 |
8764.500 |
|
|
|
Other Income |
220.500 |
96.900 |
159.200 |
|
|
|
TOTAL (A) |
28600.300 |
6570.400 |
8923.700 |
|
|
|
|
|
|
|
|
Less |
EXPENSES |
|
|
|
|
|
|
|
Material Cost and Manufacturing Overheads |
16869.900 |
3275.700 |
3829.500 |
|
|
|
Staff Cost |
1348.800 |
260.400 |
354.300 |
|
|
|
Sales, Administration and other
Expenses |
5186.700 |
1236.000 |
1215.000 |
|
|
|
TOTAL (B) |
23405.400 |
4772.100 |
5398.800 |
|
|
|
|
|
|
|
|
Less |
PROFIT
BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C) |
5194.900 |
1798.300 |
3524.900 |
|
|
|
|
|
|
|
|
|
Less |
FINANCIAL
EXPENSES (D) |
525.200 |
35.400 |
38.300 |
|
|
|
|
|
|
|
|
|
|
PROFIT
BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E) |
4669.700 |
1762.900 |
3492.800 |
|
|
|
|
|
|
|
|
|
Less/ Add |
DEPRECIATION/
AMORTISATION (F) |
898.500 |
243.100 |
319.300 |
|
|
|
|
|
|
|
|
|
|
Profit before
tax and exceptional item |
3771.200 |
1519.800 |
3167.300 |
|
|
|
|
|
|
|
|
|
|
Exceptional
Items |
188.700 |
0.000 |
0.000 |
|
|
|
|
|
|
|
|
|
|
PROFIT BEFORE
TAX (E-F) (G) |
3582.500 |
1519.800 |
3167.300 |
|
|
|
|
|
|
|
|
|
Less |
TAX (I) |
1072.000 |
557.500 |
751.000 |
|
|
|
|
|
|
|
|
|
|
PROFIT AFTER TAX
(G-I) (J) |
2510.500 |
962.300 |
2416.300 |
|
|
|
|
|
|
|
|
|
Add |
DIVIDEND ON OWN
SHARES HELD THROUGH TRUST |
18.500 |
0.000 |
0.000 |
|
|
Add |
SURPLUS BROUGHT
FORWARD |
3584.000 |
3195.200 |
1129.700 |
|
|
Add |
SURPLUS ON
AMALGAMATION |
484.900 |
0.000 |
0.0000 |
|
|
less |
Transitional
adjustment for AS -15 |
0.000 |
0.000 |
1.800 |
|
|
|
|
|
|
|
|
|
Less |
APPROPRIATIONS |
|
|
|
|
|
|
|
Transfer to General Reserve |
(260.000) |
(50.000) |
0.000 |
|
|
|
Transfer to capital redemption reserve |
(107.500) |
0.000 |
0.000 |
|
|
|
Preference Dividend |
(0.800) |
0.000 |
0.000 |
|
|
|
Interim Dividend |
(1053.300) |
(298.300) |
(298.300) |
|
|
|
Tax on interim dividend |
0.000 |
0.000 |
(50.700) |
|
|
|
Proposed Dividend |
0.000 |
(149.200) |
0.000 |
|
|
|
Tax on Dividend |
(179.100) |
(76.000) |
0.000 |
|
|
BALANCE CARRIED
TO THE B/S |
4997.200 |
3584.000 |
3195.200 |
|
|
|
|
|
|
|
|
|
|
EARNINGS IN
FOREIGN CURRENCY |
|
|
|
|
|
|
FOB Value of Export |
160.800 |
38.600 |
- |
|
|
|
|
11.400 |
0.000 |
- |
|
|
|
Interest Income |
6.300 |
0.000 |
- |
|
|
|
TOTAL EARNINGS |
178.5 |
38.600 |
NA |
|
|
|
|
|
|
|
|
|
|
IMPORTS |
|
|
|
|
|
|
Raw Materials |
122.800 |
0.000 |
- |
|
|
|
Spares |
271.300 |
183.200 |
- |
|
|
|
Capital Goods |
1308.400 |
0.000 |
- |
|
|
|
Traded Goods |
80.400 |
0.000 |
- |
|
|
|
TOTAL IMPORTS |
1782.900 |
183.200 |
NA |
|
|
|
|
|
|
|
|
|
|
Earnings Per
Share (Rs.) |
5.11 |
3.23 [Not Annualized] |
8.10 |
|
QUARTERLY RESULTS
|
PARTICULARS |
30.06.2010 |
30.09.2010 |
31.12.2010 |
31.03.2011 |
|
Type |
1st
Quarter |
2nd
Quarter |
3rd
Quarter |
4th
Quarter |
|
Net Sales |
7238.200 |
7526.100 |
8422.600 |
10616.400 |
|
Total Expenditure |
6146.400 |
7117.300 |
7795.500 |
9419.400 |
|
PBIDT (Excl
OI) |
1091.800 |
408.800 |
630.100 |
1197.000 |
|
Other Income |
36.800 |
54.200 |
15.000 |
7.900 |
|
Operating
Profit |
1128.600 |
463.000 |
645.100 |
1204.900 |
|
Interest |
123.600 |
170.200 |
318.100 |
399.700 |
|
Exceptional
Items |
30.200 |
0.000 |
(20.600) |
0.000 |
|
PBDT |
1035.200 |
292.800 |
306.400 |
805.200 |
|
Depreciation |
223.500 |
250.500 |
313.500 |
345.500 |
|
Profit
Before Tax |
811.700 |
42.300 |
(7.100) |
459.700 |
|
Tax |
252.700 |
(3.700) |
(3.300) |
103.000 |
|
Reported PAT |
559.000 |
46.000 |
(3.800) |
356.700 |
|
Extraordinary Items |
0.000 |
0.000 |
0.000 |
0.000 |
|
Prior Period Expenses |
0.000 |
0.000 |
0.000 |
0.000 |
|
Other Adjustments |
0.000 |
0.000 |
0.000 |
0.000 |
|
Net Profit |
559.000 |
46.000 |
(3.800) |
356.700 |
KEY RATIOS
|
PARTICULARS |
|
31.03.2010 [12 months] |
31.03.2009 [9 months] |
30.06.2008 [12 months] |
|
PAT / Total Income |
(%) |
8.78
|
14.65 |
27.07 |
|
|
|
|
|
|
|
Net Profit Margin (PBT/Sales) |
(%) |
12.62
|
23.48 |
36.14 |
|
|
|
|
|
|
|
Return on Total Assets (PBT/Total Assets} |
(%) |
21.39
|
27.07 |
57.79 |
|
|
|
|
|
|
|
Return on Investment (ROI) (PBT/Networth) |
|
0.31
|
0.20 |
0.51 |
|
|
|
|
|
|
|
Debt Equity Ratio (Total Liability/Networth) |
|
1.16
|
0.21 |
0.24 |
|
|
|
|
|
|
|
Current Ratio (Current Asset/Current Liability) |
|
1.23
|
1.05 |
1.10 |
LOCAL AGENCY FURTHER INFORMATION
OPERATING RESULTS
:
The Scheme of Amalgamation ("the Scheme") of H. and R. Johnson
(India) Limited and RMC Ready mix (India) Private Limited (Transferor
Companies) with the Company was sanctioned by the Hon'ble High Courts of
Judicature at Bombay and Andhra Pradesh on January 22, 2010 and February
4, 2010, respectively. The Scheme became effective on March 3, 2010 and is
operative from April 1, 2009, the appointed date fixed in the sanctioned
Scheme. Pursuant to the Orders, the entire undertaking and business of the
Transferor Companies, as going concerns, stood transferred and became vested
with the Company. Previous period figures are for nine months, while the
current year figures include operations of the Transferor Companies consequent
to the amalgamation. The current year figures are, therefore, not comparable
with previous period.
OPERATIONS
The gross sales and other income for the year ended March 31, 2010 was
Rs. 30109.200 millions. The profit before tax was Rs. 3582.500 millions and the
net profit was Rs. 2510.500 millions.
CAPITAL and FINANCE
Pursuant to the Scheme, the Company has issued and allotted 20,51,06,580
equity shares of the Company, of the face value of Rs. 10/- each, to each of
the members of H. and R. Johnson (India) Limited and RMC Ready mix (India)
Private Limited. Out of the said allotment, 1,23,51,600 equity shares were
allotted to the Prism Trust, set up pursuant to the Scheme for the benefit of
the Company, against the equity shares held by H. and R. Johnson (India)
Limited in the paid-up capital of RMC Ready mix (India) Private Limited. Upon
the Scheme becoming effective, the issued, subscribed and paid-up equity share
capital of the Company post allotment of shares as aforesaid stands at Rs.
5033.600 millions comprising of 50,33,56,580 equity shares of Rs. 10/- each
fully paid-up and the Authorised Capital stands at Rs. 5250.000 millions
comprising of 50,50,00,000 equity shares of Rs. 10/- each and 2,00,00,000
preference shares of Rs. 10/- each. During the year , the Company tied up term
loans to finance its ongoing capital expenditure and the total borrowings of
the Company stood at Rs. 8015.700 millions as on March 31, 2010.
SUBSIDIARY AND JOINT VENTURE
COMPANIES
Pursuant to the Scheme, the subsidiaries and joint venture companies of
the erstwhile H. and R. Johnson (
SUBSIDIARIES
• Raheja QBE General Insurance Company Limited, the insurance JV Company
with QBE Holdings (AAP) Pry Ltd., is in growing stage and has introduced
significant number of liability products including other general insurance
policies approved by the IRDA during the year.
• Silica Ceramics Private Limited, the vitrified tile Company in Andhra
Pradesh, has completed one full year of
manufacturing operations and has been running at a utilization level of over
90% since the last quarter of the year . During the year, the Company increased
its stake in the Joint Venture from 50% to 65.7%.
• H. and R. Johnson (
• Lifestyle Investments Private Limited (LIPL) is an overseas wholly
owned subsidiary. LIPL issued 60,05,000 preference shares of 1 GBP each and
redeemed 53,45,884 preference shares of 1 GBP during the year.
• Porselano Tiles Limited, the wholly owned subsidiary of the Company,
is yet to commence business.
Joint Ventures (JV)
• Ardex Endura (India) Private Limited, the JV with the German group Ardex,
completed one full year of successful operations of its second plant at
Vadodara.
• Sentini Cermica Private Limited, the mid-segment glazed floor tile JV
Company in Andhra Pradesh has been consistently operating at full capacity.
• Antique Granito Private Limited, the vitrified tile JV Company in
Gujarat has installed and commissioned a new Multi-Color charging system (Magic
Brush) enabling the plant to manufacture value-added, full-body effect
products. During the year, Antique Granito Private Limited has acquired a 50%
stake in Umiya Ceramics Private Limited. Utriiya Ceramics has an installed
capacity of 7.26 million m2 per annum of ceramic vitrified tiles at
• Milano Bathroom Fittings Private Limited, the bath fittings JV at
Baddi, Himachal Pradesh, has been consistently operating at full capacity.
• Spectrum Tiles Private Limited, the mid-segment wall tiles JV Company
in
The Company has received the exemption from the Central Government under
Section 212(8) of the Companies Act, 1956, from attaching a copy of the Balance
Sheet, Profit and Loss Account, Directors' Report and Auditors' Report of the
subsidiary companies and other documents required to be attached under Section
212(1) of the Act to the Balance Sheet of the Company. Accordingly, the said
documents are not being attached herewith. However, the financial data of the
subsidiaries has been furnished along with the statement pursuant to Section
212 of the Companies Act, 1956 forming part of the Annual Report. Further,
pursuant to Accounting Standard (AS - 21) issued by the Institute of Chartered
Accountants of India, the Company has presented the consolidated financial
statements which include the financial information relating to its subsidiaries
and forms part of the Annual Report. The Company shall provide a copy of the
Annual Report and other documents of its subsidiary companies as required under
Section 212 of the Companies Act, 1956 to the shareholders upon their written
request. These documents will also be available for inspection at the
registered office of the Company and the registered offices of the respective
subsidiary companies during working hours up to the date of the Annual General
Meeting.
MANAGEMENT DISCUSSION AND ANALYSIS
Business Environment
The year 2009-10 witnessed buoyant and sustained growth of the Indian
economy. In the last five years, the GDP of the Indian economy has grown at an
average of 8.5% p.a. notwithstanding the significant dip in growth in 2008-09
on account of the global slowdown. This year, despite the setbacks and
challenges, the Indian economy has achieved a GDP growth rate of around 7%.
With this backdrop, the Company achieved a turnover of Rs. 2,9888.700 millions
with a profit after tax of Rs. 2510.500 millions. The Board of Directors
declared two interim dividends aggregating to Rs. 2.50 per equity share during
the year ended March 31, 2010. The Scheme of Amalgamation of erstwhile H. and
R. Johnson (India) Limited and erstwhile RMC Ready mix (India) Private Limited
with Prism Cement Limited was approved by the High Courts of Judicature at
Bombay and Andhra Pradesh. The Scheme became effective on March 3, 2010 and is
operative from April 1, 2009, the appointed date fixed in the sanctioned Scheme.
From the said date the Company operates three divisions – Prism Cement, H and R
Johnson (
Cement Division
Overview
The Indian cement industry continued its buoyant performance and
registered cement consumption growth of about 13% on YoY basis. In the last two
financial years, the cement industry has registered a double-digit growth
in capacity addition compared to moderate growth of 3-7% registered
during the period FY 03-07. The strong drive in housing and infrastructure
spending is leading to a sharp rise in cement consumption.
Expansions
TThhee CGompany's second cement plant adjoining the present plant
location at Satna with a proposed cement capacity of 3.6 MTPA is under
progress. The Company endeavors to commence commercial production in the last quarter
of 2010. The Company also has plans to set up a cement plant in the Kurnool
District of Andhra Pradesh with a cement capacity of 4.8 MTPA. The Company is
awaiting certain clearances from the State Government after which further
activity shall take place. The Company has been allotted a Coal Block in the
Chhindwara District of Madhya Pradesh. The Mining Plan has been approved by the
Central Government and the Company has received clearance from the Ministry of
Environment and Forests. The Company is in the process of evaluating offers
from contractors and machinery suppliers.
Future Outlook
The key growth drivers like housing and infrastructure are continuing to
be robust which augurs well for the cement industry. Gains will be fueled by
rising Government investments in housing and infrastructure, driven by economic
growth and increasing per capita income levels. The planned infrastructure
projects of road, airports, ports and power generation should push cement
demand further. Cement continues to be one of the highly taxed products in the
country despite being a basic essential commodity for growth. Any move on the
part of the Government to hike tax rates further to garner more revenue may
impact the profitability of the industry.
H and R Johnson (
Overview
H and R Johnson (
Tiles
The global ceramic tiles industry is estimated to be 8.5 billion m2.
The size of bath products industry is approximately Rs. 37000.000
millions comprising sanitary ware, faucets, taps and bath fittings. As in case
of tiles, there is a huge potential for growth in
Kitchen
Kitchen is a nascent industry in
It was a year of uncertainty, starting with the economy in the shadows
.of recession but ending on a cheery note of recovery. With the Indian economy
improving in the second-half of the year, there was a revival in demand for
tiles, bath products and kitchens. Many projects which were put on hold due to
liquidity crunch re-started during the third and fourth quarters of the year.
Thus, there has been a noticeable improvement on the demand side during the
latter part of the year and it is expected to improve further in the current
year. The Division continued to strengthen its brands and build its
distribution network. The major marketing activities during the year were
merchandising, sales promotions for the trade network and advertising in
various media. On the distribution front, warehouse operations were started in
4 cities during the year. This takes the total number of warehouses to 33
across the country which enables to cater effectively to the market
requirements by shortening the lead time for order servicing. The Division has also appointed 16 Johnson Kitchen
Franchisees with 19 counters across the country and is in the process of
scaling-up the activities further. Innovation being one of its core values, the
Division launched some trend-setting innovative products. Marbonite Stain Free
tiles exhibit enhanced stain resistance when compared to ordinary vitrified
polished tiles. Most common household stains can be cleaned-off with water or
commercially available acids, provided they are cleaned immediately. Endura
Scratch-Free is an ideal product for use in high-traffic areas and areas
susceptible to abrasion like offices, malls, hotels, etc. When tested as per
ISO 13006 standards, Endura Scratch Free tiles exhibit much higher level of
scratch and abrasion resistance as compared to ordinary glazed floor tiles.
Johnson Germ Free wall tile is another innovative offering which protects and
prevents the growth of fungus and bacteria. Johnson Germ Free tiles have been
shown to reduce the bacteria count of common bacteria such as Escherichia Coli,
Staphylococcus Aureus, Pseudmones Aeruginosa, etc., when tested against
Japanese standards JIS Z 2801-2000 to a level of greater than 95%. Johnson Germ
Free helps promotes better hygiene and reduces the possibility of infections
and diseases.
Ceramic World Review, a reputed magazine published from
only Indian company to feature in the ranking.
Future Outlook
With the healthy growth of the Indian economy and the industries that
the Company operates in, it is well-positioned to continue the growth in future
also. introduce cutting-edge a state-of-the-art Ink Jet Moreover, bulk of the
products are targeted towards the affordable housing segment which is likely to
continue growing at a healthy rate. The robust distribution network, strong
brand equity, wide-spread manufacturing locations and a comprehensive product
portfolio of tiles, baths and kitchens enable the Company to enjoy a distinct
competitive advantage over others in the market.
Expansions / Upgrade
In line with the efforts to manufacturing technology, Printing System
has been installed at the Pen Plant in the month of May, 2010. It is aimed at
producing high-end, value-added Wall and Floor Tiles. This is the largest Ink
Jet Printing System for the tile industry in
RMC Ready mix (
Overview
The RMC Division is engaged in supplying ready mixed concrete and
aggregates required by the construction industry. As at March 31, 2010, the
Division operated 59 concrete plants and 7 aggregate quarries in different
locations across the country. The Division has a pan-India presence and is
respected as a leading supplier of ready mixed concrete.
The RMC markets were badly affected in the wake of recessionary conditions
prevailing during the year 2008-09 resulting in fall in demand in real estate
sector and reduced construction activities in the Division's primary markets.
Despite adverse market conditions, better profitability was achieved by prudent
cost control and taking efforts to increase volume from the current operating
plants and closing unviable plants. Two commercial plants
were added during the year to its
existing operations.
Expansion
During the year, the Division enlarged its scope of operations and has
commenced operating a Mega Project Vertical in view of the large infrastructure
construction work expected to be put in place to meet the requirements of the
power, water, irrigation and infrastructure sectors. The Mega Project Vertical
will offer dedicated site project
solutions to the construction industry. The Division has planned to
increase its size of operations in the coming years and is actively pursuing
certain projects in the RMC and Aggregates Verticals. Some of these projects
will become operational during 2010-11.
Future Outlook
The ready mixed concrete industry is 15 years old and has been on a fast
track growth mode over the last few years. The anticipated construction boom
and developments in the residential, commercial and infrastructure space will
offer great opportunities to the Division. The growth for RMC will come through
higher penetration in more areas of construction. At present, around 8-10% of
the total concrete manufactured in the country is obtained through the RMC
route whereas internationally this figure is in the region of 60-70%. It is
expected that this will undergo change and going ahead the penetration will be
more and faster.
Internal Control Systems
The Company has a system of internal control 1 commensurate with the
size of its business comprising authority levels and powers, supervision,
checks and balances, policies and procedures. The system is reviewed and
updated on an on-going basis. The Internal Auditors examine and evaluate the
adequacy, relevance and effectiveness of the internal control systems,
compliance with policies, plans and statutory / regulatory requirements.
Appropriate recommendations are made from operational and financial management
perspectives. They also provide value-added services to the management for
improvement in efficiencies and prevention of avoidable losses. Internal audit
findings are regularly reviewed by the Audit Committee. The statutory auditors
independently monitor the internal controls, compliance with procedures and
their adequacy from time to time and express their opinion on issues of concern
at the Audit Committee Meetings.
Plant Locations
The Company's cement manufacturing facilities are located at Satna, Madhya
Pradesh and the tile manufacturing facilities are located at Pen,
FIXED ASSETS :
- Land
- Building
- Railway Siding
- Mines Development
- Truck mixer Loaders and Truck Dumpers
- Plant and Machinery
- Furniture and Fixtures
- Office Equipments
- 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 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.44.91 |
|
|
1 |
Rs.73.05 |
|
Euro |
1 |
Rs.64.03 |
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 |
6 |
|
--LIQUIDITY |
1~10 |
6 |
|
--LEVERAGE |
1~10 |
5 |
|
--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 |
YES |
|
--LISTED |
YES/NO |
YES |
|
--OTHER MERIT FACTORS |
YES/NO |
YES |
|
TOTAL |
|
49 |
This score serves as a reference to assess SC’s credit risk
and to set the amount of credit to be extended. It is calculated from a
composite of weighted scores obtained from each of the major sections of this
report. The assessed factors and their relative weights (as indicated through
%) are as follows:
Financial
condition (40%) Ownership
background (20%) Payment
record (10%)
Credit history
(10%) Market trend
(10%) Operational
size (10%)
RATING EXPLANATIONS
|
RATING |
STATUS |
PROPOSED CREDIT LINE |
|
|
>86 |
Aaa |
Possesses an extremely sound financial base with the strongest
capability for timely payment of interest and principal sums |
Unlimited |
|
71-85 |
Aa |
Possesses adequate working capital. No caution needed for credit
transaction. It has above average (strong) capability for payment of interest
and principal sums |
Large |
|
56-70 |
A |
Financial & operational base are regarded healthy. General
unfavourable factors will not cause fatal effect. Satisfactory capability for
payment of interest and principal sums |
Fairly Large |
|
41-55 |
Ba |
Overall operation is considered normal. Capable to meet normal
commitments. |
Satisfactory |
|
26-40 |
B |
Capability to overcome financial difficulties seems comparatively
below average. |
Small |
|
11-25 |
Ca |
Adverse factors are apparent. Repayment of interest and principal sums
in default or expected to be in default upon maturity |
Limited with full
security |
|
<10 |
C |
Absolute credit risk exists. Caution needed to be exercised |
Credit not
recommended |
|
- |
NB |
New Business |
- |
This report is issued at your request without any
risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL)
or its officials.