MIRA
INFORM REPORT
|
Report Date : |
08.09.2011 |
IDENTIFICATION DETAILS
|
Name : |
PRIVI ORGANICS LIMITED |
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Registered
Office : |
“Privi house”, A-71, TTC,
Thane Belapur Road, Near Kopar Khairne Railway Station, Navi Mumbai – 400
709, Maharashtra |
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Country : |
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Financials (as
on) : |
31.03.2010 |
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Date of
Incorporation : |
05.04.1982 |
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Com. Reg. No.: |
11-026867 |
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Capital
Investment / Paid-up Capital : |
Rs.357.274 millions |
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CIN No.: [Company Identification
No.] |
U24120MH1982PLC026867 |
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TAN No.: [Tax Deduction &
Collection Account No.] |
MUMP17382B |
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PAN No.: [Permanent Account No.] |
AAACP4717A |
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Legal Form : |
A Closely Held Public Limited Liability Company |
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Line of Business
: |
Manufacturer, Supplier and Exporter of Aroma Chemicals |
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No. of Employees
: |
More than 400 (Approximately) |
RATING & COMMENTS
|
MIRA’s Rating : |
Ba (46) |
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RATING |
STATUS |
PROPOSED CREDIT LINE |
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|
41-55 |
Ba |
Overall operation is considered normal. Capable to meet normal
commitments. |
Satisfactory |
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Maximum Credit Limit : |
USD 3257000 |
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Status : |
Satisfactory |
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Payment Behaviour : |
Usually Correct |
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Litigation : |
Clear |
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Comments : |
Subject is an established company having satisfactory track. Trade relations
are reported as fair. Business is active. Payments are reported to be usually
correct and as per commitments. The company can be considered normal for business dealing 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
|
Name : |
Mr. Shetty |
|
Designation : |
Finance Manager |
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Contact No.: |
91-22-27783040 |
|
Date : |
06.09.2011 |
LOCATIONS
|
Registered Office : |
“Privi house”, A-71,
TTC, Thane Belapur Road, Near Kopar Khairne Railway Station, Navi Mumbai –
400 709, Maharashtra, India |
|
Tel. No.: |
91-22-27783040-48 |
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Fax No.: |
91-22-27783049 |
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E-Mail : |
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Website : |
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Area : |
10000 sq. ft. |
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Location : |
Owned |
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Corporate Office : |
111-A, Karimjee Building, 2nd Floor, M.G. Road,
Opposite Mumbai University, |
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Tel. No.: |
91-22- 22662626 |
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Fax No.: |
91-22- 22623950 |
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Factory 1 : |
A7, MIDC, Mahad, Raigad – 402 309, |
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Tel. No.: |
91-2145-232122 |
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Fax No.: |
91-2145-233494 |
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Location : |
Owned |
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Factory 2 : |
C4 and 5, MIDC, Mahad, Raigad – 402 309, |
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Tel. No.: |
91-2145-233245 / 232122 |
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Fax No.: |
91-2145-233754 / 233494 |
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Location : |
Owned |
DIRECTORS
As on 15.11.2010
|
Name : |
Mr. Mahesh P. Babani |
|
Designation : |
Director |
|
Address : |
Satguru House, Sherley Rajan Raod, |
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Date of Birth/Age : |
01.04.1958 |
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Qualification : |
Graduate |
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Date of Appointment : |
15.11.1989 |
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Name : |
Mr. Rahul Raisurana |
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Designation : |
Director |
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Name : |
Mr. Doppalapudi B. Rao |
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Designation : |
Director |
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Address : |
903, Daffoldils, |
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Date of Birth/Age : |
10.05.1946 |
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Qualification : |
Graduate |
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Date of Appointment : |
05.04.1982 |
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Name : |
Mr. Ramchand Vatnani |
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Designation : |
Director |
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Address : |
New Hibndustan Co-Operative Housing Society, 113/36, |
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Date of Birth/Age : |
06.05.1952 |
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Qualification : |
Graduate |
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Date of Appointment : |
18.03.1999 |
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Name : |
Mr. Anoop P. Babani |
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Designation : |
Director |
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Address : |
Satyam House, |
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Date of Birth/Age : |
27.05.1954 |
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Qualification : |
Graduate |
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Date of Appointment : |
18.03.1999 |
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Directorship in other companies : |
|
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CIN of Company: |
U29249MH1987PTC04458 |
|
Name of the company: |
M J Biopharm Private Limited |
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Designation: |
Director |
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CIN of Company: |
U67190DL2005PTC141426 |
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Name of the company: |
Avigo Capital Partners Private Limited |
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Designation: |
Director |
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CIN of Company: |
U34300DL2005PTC133336 |
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Name of the company: |
Super Hoze Industries Private limited |
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Designation: |
Director |
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CIN of Company: |
U74899DL19990PLC041985 |
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Name of the company: |
Tecpro Systems Limited |
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Designation: |
Director |
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Name : |
Mr. Arjan Advani |
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Designation : |
Director |
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Address : |
38, |
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Date of Birth/Age : |
10.10.1936 |
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Date of Appointment : |
01.04.2005 |
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Name : |
Mr. Satan S. Bharwani |
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Designation : |
Director |
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Address : |
Amarjeevan, |
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Date of Birth/Age : |
01.09.1936 |
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Date of Appointment : |
01.04.2005 |
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Name : |
Mr. Rajesh H. Budhrani |
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Designation : |
Director |
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Address : |
1605, |
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Date of Birth/Age : |
01.08.1970 |
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Date of Appointment : |
11.08.2005 |
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Name : |
Mr. Vivekanand Subramanian |
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Designation : |
Director |
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Address : |
B-5/A, GF Kailash Colony, |
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Date of Birth/Age : |
28.12.1974 |
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Date of Appointment : |
09.02.2007 |
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Name : |
Mr. Saifuddin Hakimuddin Dhorajiwala |
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Designation : |
Alternate Director |
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Address : |
WI-C091, |
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Date of Birth/Age : |
09.08.1977 |
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Date of Appointment : |
12.02.2009 |
KEY EXECUTIVES
|
Name : |
Mr. Shetty |
|
Designation : |
Finance Manager |
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|
Name : |
Mr. Ramesh Vishanlal Kathuria |
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Designation : |
Secretary |
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Address : |
Shilp – II, Flat No.504, The Residency CHS, LBS Marg, Thane – 400 604,
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Date of Birth/Age : |
08.05.1963 |
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Date of Appointment : |
01.07.2006 |
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Name : |
Mr. Ramesh Kathuria |
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Designation : |
Company Secretary |
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Address : |
Shilp – II, Flat No.504, The Residency CHS, L.B.S. Marg, Thane – 400
604, |
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Date of Birth/Age : |
08.05.1963 |
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Date of Appointment : |
01.07.2006 |
MAJOR SHAREHOLDERS
As on 15.11.2010
|
Names of Shareholders |
|
No. of Shares |
|
Equity Shares |
|
|
|
D.B. Rao |
|
548450 |
|
Mahesh P. Babani |
|
1813100 |
|
Ashok P. Babani |
|
57250 |
|
Vivira Investment and Trading Company Private Limited, |
|
269800 |
|
Bhagwan N. Lalwani |
|
50 |
|
Naveen Malkani |
|
50 |
|
D. Vinay Kumar |
|
365471 |
|
D. Vijay Kumar |
|
133041 |
|
S R Pritmani |
|
50 |
|
Mohan Malkani |
|
50 |
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V. Rajyalakshmi |
|
50 |
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Redeemable
Cumulative Convertible Preference Shares |
|
|
|
Avigo Trustee Company Private Limited, |
|
1200 |
|
Avigo Venture Investments Limited, |
|
10799 |
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Total |
|
11999 |
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Fully Compulsory
Convertible Preference Shares |
|
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|
Avigo Trustee Company Private Limited, |
|
1200 |
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Avigo Venture Investments Limited, |
|
10800 |
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Total |
|
12000 |
As on 15.11.2010
|
Equity Share
Breakup |
|
Percentage of
Holding |
|
Category |
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Foreign Holdings (FIIs / Fcs / FFIs / NRIs / OCBs) |
|
17.58 |
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Bodies corporate
|
|
14.66 |
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Directors or relatives of directors |
|
55.94 |
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Other top fifty shareholders |
|
11.82 |
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Total |
|
100.00 |
BUSINESS DETAILS
|
Line of Business : |
Manufacturer, Supplier and Exporter of Aroma Chemicals |
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Products : |
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Terms : |
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Selling : |
Depend |
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Purchasing : |
Depend |
PRODUCTION STATUS (AS ON 31.03.2010)
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Particulars |
Units of
Measures |
Installed
Capacity* Quantity |
|
Aromatic Chemicals at A-7, MIDC, Mahad |
MT |
2340 |
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Aromatic Chemicals at C-4/C5/C3/C6/C8 |
MT |
6000 |
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*Installed
capacity is as certified by the Management and accepted by the Auditors, as it
is a technical matter.
Note:
Under the
liberalised policy of the Government vide Notification No. S-0-477 Q dated 25 July
1991 and as amended vide Press Release Note No. 4 of 1994 series dated 25
October 1994, Formulations included in above are exempted from licensing procedures under the
Industries (Development and Regulation) Act, 1951.
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Particulars |
Production Quantity (MT) |
|
Aromatic Chemicals |
6236.21 |
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By Products |
11025.94 |
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GENERAL INFORMATION
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Customers : |
Industries and Manufactures |
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No. of Employees : |
More than 400 (Approximately) |
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Bankers : |
v
ING Vysya
Bank Limited, Opera House Branch, Patel Chambers, Mumbai - 400 007, v
Punjab
National Bank, Ilaco House, Sir
P.M. Road, Fort, Mumbai – 400 001, v
Central
Bank of v
Corporation
Bank, Veena Chambers, Dalal Street, Fort, Mumbai – 400 023, v
Bank
of Baroda, v
Export
Import Bank of v
HDFC
Bank Limited, HDFC Bank House, Senapati Bapat Marg, Lower Parel (West),
Mumbai – 400 013, Maharashtra, India |
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Facilities : |
Notes: a) Term loans
and vehicle loans from banks and financial institutions include amounts repayable
within one year aggregating to Rs.124.324 millions (2009: Rs.159.876
millions). During the current year the Company has restructured the term loans by which the term of the
loans have been extended by additional year. b) Loan from
financial institutions include Rupee Term Loan From Exim Bank Rs.152.381
millions (2009: Rs.152.381 millions) and Term loan from Exim Bank in foreign currency USD
1006542.96 equivalent to Rs.45.435 millions (2009: USD 1342057.12 equivalent
to Rs.68.378 millions) are secured by
a first mortgage on the Company's immovable properties both present and future ranking pari
passu interest and a first charge by way of hypothecation of all the
Company's assets (save and except book debts and inventories)
including movable machinery (save and except spares tools and accessories)
both present and future subject
to charges created in favour of the Company's bankers for inventories,
book debts and other specified movable for securing the borrowings of
Working Capital and by way of personal guarantees of Directors and their
relatives. c) Loan from
banks include Term loan from Bank of Baroda in foreign currency USD
1329699.20 equivalent to Rs.60.023 millions (2009: USD 1462660.05 equivalent
to Rs.74.523 millions) and Term loan from ABN Amro Bank in foreign currency
USD 6513888 equivalent to Rs.294.037 millions (2009: USD 5000000
equivalent to Rs.254.750 millions) are
secured by a first mortgage on the Company's immovable properties both
present and future ranking pari passu interest and a film charge by way of
hypothecation of all the Company's assets (save and except book debts and
inventories) including movable machinery (save and except spares tools and
accessories) both present and future subject
to charges created in favour of the Company's bankers for inventories, book
debts and other specified movable for securing the borrowings of Working
Capital and by way of personal guarantees of Directors and their relatives. d) Working
Capital Loan from banks are secured by way of hypothecation of inventories
both on hand and in transit and book debts and other receivables both present
and future and also secured by way of second charge on fixed assets,
Collateral Security of Land by way of Equitable Mortgage of Immovable
property belonging to a Director and his family members and by way of
personal guarantees of Directors and their relatives.
1. Amount
repayable within one year is and Nil (2009 and Nil) 2. The Company has received two installments of Grant-in-aid and loan
from the Department of Biotechnology, Ministry of Science and Technology
under Small Business Innovation Research Initiative (SBIRI) scheme for
"Enzyme Catalyzed Manufacture of esters" out of the sanctioned
Grant-in-aid of Rs.3.000 millions and loan of Rs.6.240 millions. The aid is
received in the form of Grant for the revenue expenditure Rs.0.750 million
(2009: Rs 0.750 million) on research and development and has been credited as
income and loan Rs.1.560 millions (2009: Rs.1.560 millions) for funding the man-power costs in relation
to the Project. The loan is
repayable to the Government in ten equal yearly installments with effect from
March, 2011. |
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Banking
Relations : |
Satisfactory |
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Auditors : |
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Name 1 : |
BSR Associates Chartered Accountants |
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Address : |
Lodha Excelus, 1st Floor, Apollo Mills Compound, N.M. Joshi
Marg, Mahalakshmi, Mumbai – 400 011, |
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Tel. No.: |
91-22-39896000 |
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Fax No.: |
91-22-39836000 |
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Name 2 : |
BRV And Associates Chartered Accountants |
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Address : |
301, |
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Memberships : |
Basic Chemicals, Pharmaceuticals and Cosmetics Export Promotion Council Fragrances and Flavours Association of |
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Related Parties
(Enterprises owned or significantly
influenced by key management personnel or their relatives) : |
v Satguru Construction (Andheri) v Vivira Chemical Industries v Vivira Chemicals Private Limited v Privi Pharma Private Limited v Minar Organics Private Limited |
CAPITAL STRUCTURE
As on 31.03.2010
Authorised Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
16000000 |
Equity Shares |
Rs.10/- each |
Rs.160.000 millions |
|
12000 |
0.1% Redeemable Cumulative Convertible Preferences Shares |
Rs.10000/- each |
Rs.120.000 millions |
|
12000 |
0.1% Fully Compulsorily Convertible Preferences Shares |
Rs.10000/- each |
Rs.120.000 millions |
|
|
Total
|
|
Rs.400.000
millions |
Issued, Subscribed & Paid-up Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
11728431 |
Equity Shares |
Rs.10/- each |
Rs.117.284
millions |
|
11999 |
0.1% Redeemable Cumulative Convertible Preferences Shares |
Rs.10000/- each |
Rs.119.990
millions |
|
12000 |
0.1% Fully Compulsorily Convertible Preferences Shares |
Rs.10000/- each |
Rs.120.000
millions |
|
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Total
|
|
Rs.357.274 millions |
NoteS:
a) Out of the above 8065360 Equity Shares of
Rs.10/- each issued as fully paid bonus by utilizing balance in securities
premium account and profit and loss account.
b) As the shareholders agreement the
redeemable cumulative convertible preferences shareholders have a right to
exercise an option based on the audited financials as at 31.03.2009.
Notwithstanding the foregoing, the same shall get automatically converted as on
31.12.2010.
c) As per the shareholder’s agreement the
compulsorily convertible preference shares shall be converted on 31.12.2010
based on the profit after tax as required in the audited financials as at
31.03.2009. The shareholders have not exercised the right of conversion.
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 |
|
|
|
|
|
1] Share Capital |
357.274 |
357.274 |
357.274 |
|
|
2] Share Application Money Pending Allotment |
0.000 |
0.000 |
0.100 |
|
|
3] Reserves & Surplus |
457.068 |
287.922 |
354.086 |
|
|
4] (Accumulated Losses) |
0.000 |
0.000 |
0.000 |
|
|
NETWORTH |
814.342 |
645.196 |
711.460 |
|
|
LOAN FUNDS |
|
|
|
|
|
1] Secured Loans |
784.894 |
973.692 |
687.759 |
|
|
2] Unsecured Loans |
66.316 |
68.052 |
66.892 |
|
|
TOTAL BORROWING |
851.210 |
1041.744 |
754.651 |
|
|
DEFERRED TAX LIABILITIES |
49.169 |
9.550 |
44.358 |
|
|
|
|
|
|
|
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TOTAL |
1714.721 |
1696.490 |
1510.469 |
|
|
|
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APPLICATION OF FUNDS |
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|
|
|
|
|
|
|
|
|
|
FIXED ASSETS [Net Block] |
882.679 |
741.982 |
502.543 |
|
|
Capital work-in-progress (including capital advances) |
133.942 |
222.004 |
315.233 |
|
|
|
|
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INVESTMENT |
3.336 |
2.662 |
3.287 |
|
|
DEFERREX TAX ASSETS |
0.000 |
0.000 |
0.000 |
|
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CURRENT ASSETS, LOANS & ADVANCES |
|
|
|
|
|
|
Inventories |
619.749
|
610.855
|
600.777 |
|
|
Sundry Debtors |
675.090
|
604.869
|
543.354 |
|
|
Cash & Bank Balances |
109.467
|
106.949
|
63.766 |
|
|
Other Current Assets |
0.000
|
0.000
|
0.000 |
|
|
Loans & Advances |
206.242
|
142.602
|
133.657 |
|
Total
Current Assets |
1610.548
|
1465.275
|
1341.554 |
|
|
Less : CURRENT
LIABILITIES & PROVISIONS |
|
|
|
|
|
|
Sundry Creditors |
817.035 |
683.027 |
613.796 |
|
|
Other Current Liabilities |
41.207
|
43.223
|
34.023 |
|
|
Provisions |
59.375
|
12.547
|
10.117 |
|
Total
Current Liabilities |
917.617
|
738.797
|
657.936 |
|
|
Net Current Assets |
692.931
|
726.478
|
683.618 |
|
|
|
|
|
|
|
|
MISCELLANEOUS EXPENSES |
1.833 |
3.364 |
5.788 |
|
|
|
|
|
|
|
|
TOTAL |
1714.721 |
1696.490 |
1510.469 |
|
PROFIT & LOSS
ACCOUNT
|
|
PARTICULARS |
31.03.2010 |
31.03.2009 |
31.03.2008 |
|
|
|
SALES |
|
|
|
|
|
|
|
Sales (Net) |
2627.697 |
2294.180 |
1929.914 |
|
|
|
Other Income |
9.625 |
10.203 |
6.523 |
|
|
|
Foreign Currency Fluctuations Gain (Net) |
115.683 |
0.000 |
34.829 |
|
|
|
TOTAL (A) |
2753.005 |
2304.383 |
1971.266 |
|
|
|
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|
|
|
|
Less |
EXPENSES |
|
|
|
|
|
|
|
Materials Cost |
1865.182 |
1570.789 |
1442.286 |
|
|
|
Increase/ Decrease in Inventory |
12.151 |
1.270 |
(117.410) |
|
|
|
Personal Cost |
99.017 |
89.083 |
69.843 |
|
|
|
Manufacturing and Other Expenses |
274.154 |
260.283 |
246.760 |
|
|
|
Administrative and Selling Expenses |
90.698 |
121.403 |
104.840 |
|
|
|
Foreign Currency Fluctuations Loss (Net) |
0.000 |
171.003 |
0.000 |
|
|
|
Prior Period Items (Net) |
0.234 |
12.729 |
0.142 |
|
|
|
TOTAL (B) |
2341.436 |
2226.560 |
1746.461 |
|
|
|
|
|
|
|
|
Less |
PROFIT/
(LOSS) BEFORE INTEREST, TAX,
DEPRECIATION AND AMORTISATION (A-B) (C) |
411.569 |
77.823 |
224.805 |
|
|
|
|
|
|
|
|
|
Less |
FINANCIAL
EXPENSES (D) |
81.857 |
106.416 |
77.272 |
|
|
|
|
|
|
|
|
|
|
PROFIT/
(LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E) |
329.712 |
(28.593) |
147.533 |
|
|
|
|
|
|
|
|
|
Less/ Add |
DEPRECIATION/
AMORTISATION (F) |
94.363 |
67.780 |
52.835 |
|
|
|
|
|
|
|
|
|
|
PROFIT/ (LOSS) BEFORE
TAX (E-F) (G) |
235.349 |
(96.373) |
94.698 |
|
|
|
|
|
|
|
|
|
Less |
TAX (H) |
65.922 |
(30.490) |
23.559 |
|
|
|
|
|
|
|
|
|
|
PROFIT/
(LOSS) AFTER TAX (G-H) (I) |
169.427 |
(65.883) |
71.139 |
|
|
|
|
|
|
|
|
|
Add |
PREVIOUS
YEARS’ BALANCE BROUGHT FORWARD |
134.845 |
201.009 |
130.027 |
|
|
|
|
|
|
|
|
|
Less |
APPROPRIATIONS |
|
|
|
|
|
|
|
Proposed Dividend on Preference Shares |
0.240 |
0.240 |
0.134 |
|
|
|
Provision for Dividend Distribution Tax |
0.041 |
0.041 |
0.023 |
|
|
BALANCE CARRIED
TO THE B/S |
303.991 |
134.845 |
201.009 |
|
|
|
|
|
|
|
|
|
|
EARNINGS IN
FOREIGN CURRENCY |
|
|
|
|
|
|
|
Export of goods on FOB basis |
1683.452 |
1335.148 |
1182.644 |
|
|
TOTAL EARNINGS |
1683.452 |
1335.148 |
1182.644 |
|
|
|
|
|
|
|
|
|
|
IMPORTS |
|
|
|
|
|
|
|
Raw Materials |
1334.391 |
991.678 |
882.053 |
|
|
|
Capital Goods |
0.000 |
5.946 |
29.443 |
|
|
TOTAL IMPORTS |
1334.391 |
997.624 |
911.496 |
|
|
|
|
|
|
|
|
|
|
Earnings/ (Loss)
Per Share (Rs.) |
14.43 |
(5.62) |
6.39 |
|
|
Particulars |
|
|
31.03.2011 |
|
Sales Turnover (Approximately) |
|
|
3750.000 |
|
|
|
|
|
The above information has been parted by Mr. Shetty (Finance Manager).
KEY RATIOS
|
PARTICULARS |
|
31.03.2010 |
31.03.2009 |
31.03.2008 |
|
PAT / Total Income |
(%) |
6.15 |
(2.86) |
3.60 |
|
|
|
|
|
|
|
Net Profit Margin (PBT/Sales) |
(%) |
8.95 |
(4.20) |
4.91 |
|
|
|
|
|
|
|
Return on Total Assets (PBT/Total Assets) |
(%) |
9.43 |
(3.96) |
4.38 |
|
|
|
|
|
|
|
Return on Investment (ROI) (PBT/Networth) |
|
0.28 |
(0.15) |
0.13 |
|
|
|
|
|
|
|
Debt Equity Ratio (Total Liability/Networth) |
|
2.17 |
2.76 |
1.99 |
|
|
|
|
|
|
|
Current Ratio (Current Asset/Current Liability) |
|
9.50 |
1.98 |
2.04 |
LOCAL AGENCY FURTHER INFORMATION
Details of Sundry Creditors:
|
Particulars |
31.03.2010 (Rs. in millions) |
31.03.2009 (Rs. in millions) |
31.03.2008 (Rs. in millions) |
|
Sundry Creditors |
|
|
|
|
- Dues to Micro
and Small |
-- |
-- |
-- |
|
- Others |
817.035 |
683.027 |
613.796 |
|
|
817.035 |
683.027 |
613.796 |
Note:
On the basis of
information and records available with the Company, there are no outstanding
dues as at 31 March 2010 and 31
March 2009 to the Micro and small enterprises as defined in the Micro, Small and Medium Enterprises Development
Act, 2006.
change of address:
The Registered office of the company was 205,
BACKGROUND
Subject is manufacturer, supplier and exporter of aroma chemicals.
Privi started
manufacturing aroma chemicals in the year 1992 with only two products, which it gradually expanded to a
range of over 50 products. Privi also develops and produces custom-made aroma
chemicals as per specific requirement of the customer. The Company's
manufacturing units are located
at Mahad. Privi's in-house Research and Development centre at Mahad has been accorded
recognition by the Department of Scientific and Industrial Research.
FINANCIAL AND OPERATIONAL REVIEW:
The year marked
stabilization of their growth plans embarked upon in the last three years.
After experiencing one of the biggest global economic and financial meltdown witnessed
in 2008-09 - since the 1931 recession – the Company has been able to smartly
turn around its performance and has achieved a Profit before Tax of Rs.235.349
millions.
The Company
achieved a net sales turnover of Rs.2627.697 millions (Previous year
Rs.2294.180 millions) registering a growth of 15%. While the export sales
turnover grew by 25%, the local sales turnover grew by a modest 13%.
The Company's net
worth as on March 31, 2010 was Rs.812.509 millions, with paid-up capital of Rs.357.274 millions, accumulated
reserves and surplus of Rs.457.068 millions as reduced by Rs.1.833 millions
miscellaneous expenditure not written off.
MANAGEMENT
DISCUSSION AND ANALYSIS
GLOBAL FRAGRANCE MARKET OVERVIEW:
The economic
environment continued to be difficult during the year 2009-10 and hence was a
testing year for the global fragrance market. The adverse economic conditions
caused drop in consumer spending in mature markets, particularly in
discretionary segment such as fine fragrance. Segments such as Consumer
products proved their natural resilience across global markets. Consumer
products business across globe fared well in the developing countries and
demand was strong in
The first quarter
of financial year was challenging, but in the subsequent quarters demand
improved providing business momentum throughout the year.
Keeping abreast of
customer requests and constantly striving to demand-supply changes, the Company
has been creating a diversified product portfolio. This has resulted in growth
of sales and an improved bottom line.
KEY MILESTONES:
Some of the Key
Milestones for the year were:
1) The Company was
able to get back its share of global markets, post last year's economic
recession, and export sales grew by 25%.
2) Capacity
expansion of key products: Privi was able to successfully commission increased
capacity of two major products thereby leading to increased output for these
products.
3) Two of the top five
global fragrance houses have selected the Company as a lead supplier for DHMOL
and Amber Fleur (fastest growing products).
4) Set up a new
specialty aroma chemical plant which would contribute Rs.250.000 millions in revenue
from the next fiscal year.
CHALLENGES:
The Company has
continuously innovated and expanded capacities ahead of competition to gain
market share for its key products. This will continue to be the key challenge
the Company needs to address while going forward. Although global economy has
shown signs of recovery, there is considerable uncertainty particularly in the
'REACH': The
Company is participating in SIEF meetings to understand the cost impact of
registration on the Company. A dedicated team is working on ways to minimize
the cost impact through strategic meetings with the lead registrant. The
Company has taken initiatives to be
compliant with CLP and MSDS requirements as per REACH guidelines, from the
current year onwards.
Competition: The
Company faces competition in two flagship products namely DHMOL and Amber
Fleur. Amber Fleur competition is stiffer, due to capacities set up by new
entrants into the market. The
Company has been able to grow its market share on account of better product
quality and better service levels in the face of increased competition.
OUTLOOK
The Company has
seen revival in demand for its products early this year. Large buyers like Firmenich
and Givaudan have seen positive signs in terms of business momentum from Q2 of calendar year 2009. The
demand for consumer products has been strong in
FUTURE PROJECTS AND EXPANSION
The Company is
further consolidating its strength in its flagship products namely DHMOL and Amber Fleur through
backward integration process. Processing of Crude Sulphate Turpentine (CST) to
obtain both Alpha Pinene and Beta Pinene is underway, along with augmenting of
the production capacities
CST processing
would lower the cost of manufacturing DHMOL and Amber Fleur and also provide
raw material security which has been a cause of concern in the past few years.
The Company is
also in the process of setting up a multi-product specialty chemical plant for
production of new products. These strategically selected products have been
successfully manufactured at the pilot plant and samples of the same have been
approved by their major customers. These products and the use of
petrochemical-based raw materials, rather than citral and pinenes, whose
availability in sufficient quantities has become difficult should give them
good margins.
The Directors are
confident that based on the strategies outlined above, the Company's
performance should improve in the financial year 2010-1 1 onwards. However,
external factors such as changes in general economic and business conditions
due to global economic outlook, currency exchange rates and interest rates,
introduction of competing products, levy of higher duties by importing
countries could materially affect the demand for the products of the Company
and thereby affect the performance projections.
CONTINGENT LIABILITIES (AS ON 31.03.2010)
a) Not provided for
|
Particulars |
31.03.2010 (Rs.
in millions) |
|
Demand of Rs.1.552 millions (net of Rs.0.600 million paid) raised by Customs,
Excise and Service Tax Appellate Tribunal West Zonal Bench Mumbai for
clearance of imported goods under DEPB scheme. (Contravention of the
provisions of Section 111 (o) of the Customs Act 1962) |
1.552 |
|
Demand raised by Income Tax Authorities |
7.803 |
b) Derivatives.
As at 31 March
2009, the Company had contracted with the banks for certain foreign currency
derivatives transactions to hedge its foreign currency exposures which have
maturity upto October 2011.
The mark to market
(MTM) valuation of open derivatives outstanding as at 31 March 2009, in
accordance with the announcement dated 29 March 2008 by the Institute of
Chartered Accountants of India, indicated basic net loss of Rs.50.599 millions
(loss after tax Rs.38.719 millions
and deferred tax liability Rs.11.880 millions). Since these
contracts had long dated tenor with multiple contingent/ uncertain events and the contracted
foreign currency is intended to be delivered on and around stipulated dates,
the management was of the opinion that the said loss is notional loss and not
crystallized as on the balance sheet date. Accordingly the same was not
provided for in the financial statements as at 31 March 2009. During the
current year there is a mark to market gain on foreign currency derivates outstanding as at 31 March 2010. Since the Company
has not recorded the mark to market loss as at 31 March 2009, the Company has not recorded the recoupment
of that mark to market loss during the year ended 31 March 2010. Consequently
the profit after tax (net) for the year ended 31 March 2010 would have been
higher by Rs.38.719 millions, however this does not have an impact on the
reserves and surplus as at that date.
form 8:
|
Corporate
identity number of the company |
U24120MH1982PLC026867 |
|
Name of the
company |
PRIVI ORGANICS LIMITED |
|
Address of the
registered office or of the principal place of business in |
“Privi house”, A-71,
TTC, Thane Belapur Road, Near Kopar Khairne Railway Station, Navi Mumbai –
400 709, Maharashtra, India E-Mail: rameshk@privi.co.in |
|
This form is for |
Creation of
charge |
|
Type of charge |
Movable Property |
|
Particular of
charge holder |
CIN No.:
L65920MH1994PLC080618 HDFC Bank
Limited, HDFC Bank House, Senapati Bapat Marg, Lower Parel (West), Mumbai –
400 013, Maharashtra, India E-Mail: vivek.vazirani@hdfcbank.com |
|
Nature of description
of the instrument creating or modifying the charge |
Memorandum
relating to Hypothecation of Machinery |
|
Date of
instrument Creating the charge |
02.05.2011 |
|
Amount secured by
the charge |
Rs.167.660
millions |
|
Brief particulars
of the principal terms an conditions and extent and operation of the charge |
Rate of Interest: The Loan will
carry interest at LIBOR + 500 % (LIBOR
plus Five Hundred Percent) Terms of
Repayment: Quarterly
Installment of USD 490000 already been paid. 12 Quarterly
installments of USD 213247.65 starting from 05.06.2011 to 05.03.2014. 8 Quarterly
installments of USD 83878.62 starting from 05.06.2011 to
05.03.2013. Margin: N.A. Extent and
Operation of the charge: First pari passu
charge on movable Plant Machinery (except spare tools and accessories) both
present and future Others: None |
|
Short particulars
of the property charged |
All the movable
Plant and Machinery both present and future consisting of all Company assets (except
book debt and Inventories) including movable machinery (except spares tools
and accessories) stored at MIDC Mahad A-3,A-7,
C-3,4,5,6,6/1,8/,33,/1X-9,10,11 and at A-71, TTC Thane Belapur Road, Navi
Mumbai. |
|
Name of the company |
PRIVI ORGANICS LIMITED |
|
Presented By |
ING Vysya Bank Limited |
|
1) Date and description of instrument creating the change |
|
|
2) Amount secured by the charge/amount owing on the securities of charge |
Rs.285.000
Millions |
|
3) Short particular of the property charged. If the property acquired is subject to charge, date of the acquired of the property should be given |
Hypothecation by
way of first pari passu charge on whole of the current assets viz. stock of
raw material, stock in process, Semi finished and finished goods, stores and
spares not relating to plant and machinery, equipments, vehicle, computers,
furniture, fixture, wherever or wherever
in transit both present and future |
|
4) Gist of the terms and conditions and extent and operation of the charge. |
Interest and
margin as per sanction letter of respective banks. Security to secure
funded and non-funded facilities granted by INB Vysya Rs.91.500 Millions
(F-Rs.31.500 Millions, NF- Rs.60.000 Millions) PNB Rs.40.000 Millions
Rs.20.000 Millions, NF-Rs.20.000 Millions)CBI Rs.70.000 Millions (F-Rs.30.000
Millions, NF-Rs.40.000 Millions)and CB Rs.83.500 Millions (f-Rs.33.500
Millions, NF- Rs.50.000 Millions) together with interest, cost, expenses,
charges, commission etc. |
|
5) Name and Address and description of the person entitled to the charge. |
(Joined the consortium w.e.f 31.01.2005) |
|
6) Date and brief description of instrument modifying the charge |
Second
Supplemental Joint Deed of Hypothecation dated 20.12.2005 |
|
7) Particulars of modifications specifying the terms and conditions or the extent of operations of the charge in which modification is made and the details of the modification. |
The original Charge
dated 04.03.2004 for Rs.285.000 Millions was modified on 31.01.2005 enhancing
the total charge from Rs.285.000 Millions to Rs.475.000 Millions consisting
of funded and non-funded facilities granted by INB Vysya Rs.131.500 Millions
(F-rs.61.500 Millions, NF-Rs.70.000 Millions) PNB Rs.130.000 Millions
(F-Rs.56.000 Millions, NF- Rs.74.000 Millions) CBI Rs.70.000 Millions
)F-Rs.30.000 Millions NF-Rs.40.000 Millions), CB Rs.83.500 Millions
(F-Rs.333.500 Millions, NF Rs. 50.000 Millions ) and BOB Rs.60.000 Millions
(F-Rs.24.000 Millions, NF- Rs.36.000 Millions) Bank of Boroda,
Mulji Jetha Bluiding, 185/187, Now further
modified on 20.12.2005 enchancing the total charge from Rs.475.000 Millions to
Rs. 600.000 Millions Consisting of funded and non-funded facilities granted
by IVB Rs.186.000 Millions (F-Rs.75.000 Millions, NF-Rs.111.000 Millions) PNB
Rs.184.000 Millions (F-Rs.80.000 Millions, NF-Rs.104.000 Millions), CB
Rs.90.000 Millions (F-Rs.35.000 Millions NF-55.000 Millions) and BOB
Rs.140.000 Millions (F-Rs.60.00 Millions, NF-Rs.80.000 Millions) Central Bank of |
Fixed Assets:-
· Lease hold Land
· Buildings
· Staff quarters
· Plant and Machinery
· Electrical Installations
· Furniture
· Office Equipments
· Computers
· Computers software
· Lab 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.46.02 |
|
|
1 |
Rs.73.61 |
|
Euro |
1 |
Rs.64.78 |
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 |
4 |
|
--LIQUIDITY |
1~10 |
5 |
|
--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 |
NO |
|
--LISTED |
YES/NO |
NO |
|
--OTHER MERIT FACTORS |
YES/NO |
YES |
|
TOTAL |
|
46 |
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.