MIRA INFORM REPORT

 

 

Report Date :

13.09.2011

 

IDENTIFICATION DETAILS

 

Name :

MCLEOD RUSSEL INDIA LIMITED

 

 

Registered Office :

4, Mangoe Lane, Surendra Mohan Ghosh Sarani, Hare Street, Kolkata – 700001, West Bengal

 

 

Country :

India

 

 

Financials (as on) :

31.03.2011

 

 

Date of Incorporation :

05.05.1998

 

 

Com. Reg. No.:

87076

 

 

Capital Investment / Paid-up Capital :

Rs.547.279 Millions

 

 

CIN No.:

[Company Identification No.]

L51109WB1998PLC087076

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

CALM06113C

 

 

PAN No.:

[Permanent Account No.]

AAACE6918J

 

 

Legal Form :

A Public Limited Liability Company. The Company’s Shares are Listed on the Stock Exchange.

 

 

Line of Business :

Manufacturer of Tea.

 

 

No. of Employees :

Around 90,000

 

 

RATING & COMMENTS

 

MIRA’s Rating :

A (65)

 

RATING

STATUS

PROPOSED CREDIT LINE

 

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

 

 

Maximum Credit Limit :

USD 61000000

 

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is an established company having fine track. Financial position of the company appear to sound. Trade relations are reported as fair. Business is active. Payments are reported to be regular and as per commitments.

 

The company can be considered good for normal business dealings at usual trade terms and conditions. 

 

 

NOTES:

 

Any query related to this report can be made on e-mail: infodept@mirainform.com while quoting report number, name and date.

 

 

ECGC Country Risk Classification List – April 1, 2010

 

Country Name

Previous Rating

(31.12.2009)

Current Rating

(01.04.2010)

India

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 :

4, Mangoe Lane, Surendra Mohan Ghosh Sarani, Hare Street, Kolkata-700001, West Bengal, India

Tel. No.:

91-33-22101221/ 22435391/ 22489434/ 35

Fax No.:

91-33-22488114/ 22483683

E-Mail :

a_guhasarkar@wmg.co.in

administration@wmg.co.in

tea_sales@wmg.co.in

mcleod_investors@wmg.co.in

Website :

http://www.mcleodrusselindia.com

 

 

Sales Liaison Office :

Wessex House, Oxford Road, Newbury, Berkshire RG14 1PA

Tel. No.:

91-44-1635814452

Fax No.:

91-44-1635814402

E-Mail :

sales@mcleodrusseltea.com

 

 

Factory  :

Located at :-

 

·         Assam

·         West Bengal

 

 

UK Branch Office :

Woodlands, 79 High Street, Greenhithe, Kent DA9 9RD, United Kingdom

Tel. No.:

(+44) 1322 374878

Fax No.:

(+44) 1322 374879

E-Mail :

tea@mcleodrussel.com

 

 

Branches :

2nd Floor, Birchwood House, Victoria Road, Dartford, Kent DA1 5TG

Tel. No.:

91-44-8453376592

Fax No.:

91-44-8453376593

E-Mail :

mail@mcleordrusseltea.com

 

 

DIRECTORS

 

Name :

Mr. Brij Mohan Khaitan

Designation :

Chairman Director

Qualification:

B.Com

Other Directorship :

·         Williamson Magor and Company Limited

·         Everyday Industries India Limited

·         CESC Limited

·         Jay Shree Tea and Industries India Limited ( Remuneration Committee, Chairman)

·         Philips Carbon Black Limited

·         Babcock Borsing Limited

 

 

Name :

Mr. Deepak Khaitan

Designation :

Vice Chairman

 

 

Name :

Mr. Aditya Khaitan

Designation :

Managing Director

Qualification :

B.Com

Other Directorship :

·         Willamson Magor and Company Limited

·         Everyday Industries India Limited

·         Williamson Financial Services Limited

·         Babcock Borsig Limited

·         Woodside Park Limited

·         International Development and Engineering Association Limited

·         D1 Williamson Magor Bio Fuel Limited

·         Prana Lifestyle Private Limited

 

 

Name :

Mr. Raghavachari Srinivasan

Designation :

Director

 

 

Name :

Mr. Bharat Bajoria

Designation :

Director

 

 

Name :

Mr. Ranabir Sen

Designation :

Director

 

 

Name :

Mr. Utsav Parekh

Designation :

Director

Qualification:

B.Com

Other Directorship :

·         The Sirpur Paper Mills Limited

·         MCNally Bharat Engineering Company Limited

·         Xpro India Limited

·         Moving Pictures Company ( India) Limited

·         Lend Lease Company India Limited

·         SIMCO Telecommunication (South Asia) Limited

·         Salveo Life Science Limited

·         Transceivers India Limited

·         Cable Cooperation of India Limited

·         SMIFS capital Markets Limited

·         Bengal Aerotropolis Projects Limited

 

 

Name :

Mr. Srikandath Narayan Menon

Designation :

Director

 

 

Name :

Mr. Azam Monem

Designation :

Director

Qualification :

B. Com

Other Directorship:

Committee Membership

 

 

Name :

Mr. Rajeev Takru

Designation :

Director

Qualification:

B.A

 

 

Name :

Mr. Kamal Kishore Baheti

Designation :

Director

Qualification :

B.A, FCA. ACS, GRAD, CWA

Other Directorship:

·         Dufflaghur Investments Limited

·         Majerhat Estate and Developers Limited

·         Williamson Financial Services Limited

·         Woodside Parks Limited

·         Metals Centre Limited

·         ABC Tea Workers Welfare Services

·         Ichamati Investments Private Limited

·         United Machine Company Limited

·         Noble House Trading and Investments Limited

·         Bonus Trading and Investments Private Limited

·         Queens Park Property Company Limited

·         Seajuli Developers and Finance Limited

 

 

KEY EXECUTIVES

 

Name :

Mr. Amitabha Guha Sarkar

Designation :

Company Secretary and Compliance Officer.

 

 

Audit Committee of the Board

 

Name :

Mr. Rahavachari Srinivasan

Mr. Bharat Bajoria

Mr. Ranbir SEn

Mr. Srikandath Narayan Menon

 

 

Shareholders/ Investors’ Grievance Committee of the Board:

 

Name :

Mr. Ranbir Sen

Mr. Bharat Bajoria

Mr. Utsav Parekh

 

 

Remuneration Committee of the Board :

 

Name :

Mr. Bharat Bajoria

Mr. Raghavchari Srinivasaan

Mr. Ranbir Sen

 

 

Name :

Khaitan and Company

Designation :

Solicitors

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

(AS ON 30.06.2011)

 

Names of Shareholders

No. of Shares

Percentage of Holding

 

 

 

(A) Shareholding of Promoter and Promoter Group

 

 

(1) Indian

 

 

Individuals / Hindu Undivided Family

55,378

0.05

Bodies Corporate

22,866,507

20.89

Sub Total

22,921,885

20.94

 

 

 

(2) Foreign

 

 

Bodies Corporate

27,067,500

24.73

Sub Total

27,067,500

24.73

 

 

 

Total shareholding of Promoter and Promoter Group (A)

49,989,385

45.67

 

 

 

(B) Public Shareholding

 

 

(1) Institutions

 

 

Mutual Funds / UTI

4,164,725

3.80

Financial Institutions / Banks

58,072

0.05

Central Government / State Government(s)

112

-

Insurance Companies

3,586,733

3.28

Foreign Institutional Investors

34,425,058

31.45

Sub Total

42,234,700

38.59

 

 

 

(2) Non-Institutions

 

 

Bodies Corporate

3,392,050

3.10

Individuals

 

 

Individual shareholders holding nominal share capital up to Rs.0.100 Million

11,528,121

10.53

Individual shareholders holding nominal share capital in excess of Rs.0.100 Million

1,645,617

1.50

 

 

 

Any Others (Specify)

665,862

0.61

Non Resident Indians

349,757

0.32

Foreign Nationals

90,470

0.08

Foreign Corporate Bodies

136,350

0.12

Clearing Members

77,332

0.07

Trusts

11,953

0.01

Sub Total

17,231,650

15.74

 

 

 

Total Public shareholding (B)

59,466,350

54.33

 

 

 

Total (A)+(B)

109,455,735

100.00

 

 

 

(C) Shares held by Custodians and against which Depository Receipts have been issued

-

-

(1) Promoter and Promoter Group

-

-

(2) Public

-

-

Sub Total

-

-

 

 

 

Total (A)+(B)+(C)

109,455,735

100.00

 

 

BUSINESS DETAILS

 

Line of Business :

Manufacturer of Tea

 

 

Products :

Product Description

 

ITC Code

Indian Black Tea

090240.02

 

 

PRODUCTION STATUS (AS ON 31.03.2011)

 

Particulars

Unit

Licensed Capacity

Installed Capacity

Actual Production

 

 

 

 

 

Tea  (In Bulk)

Tonne

NA

91850.00

74871.72

 

 

 

 

 

 

 

GENERAL INFORMATION

 

No. of Employees :

Around 90,000

 

 

Bankers :

·         Allahabad Bank

·         Axis Bank Limited

·         Central Bank of India

·         HDFC Bank Limited

·         ICICI Bank Limited

·         Indian Bank

·         State Bank of India

·         State Bank of Bikaner and Jaipur

·         UCO Bank

·         United Bank of India

 

 

Facilities :

SECURED LOAN

31.03.2010

Rs. In Millions

31.03.2009

Rs. In Millions

 

 

 

Cash Credit, Packing Credit and Demand Loans

681.853

870.926

 

Secured/to be Secured by equitable first mortgage by way of deposit of title deeds of immovable properties of certain tea estates ranking pari passu with others; and hypothecation of tea crop, movable properties and book-debts present and future of the company.

 

 

Term Loans :

 

 

HDFC Bank Limited

secured by equitable mortgage by way of deposit of title deeds of immovable properties of certain tea

201.478

466.936

Axis Bank Limited

Secured by first equitable mortgage by way of deposit of title deeds of immovable properties of certain tea

324.800

541.600

ICICI Bank Limited

Secured by first pari-passu charge on WM - Brand, first pari passu mortgage of certain tea estates and subservient mortgage of certain tea estates an d additionally secured by pledge of certain investments.

879.882

919.374

ICICI Bank Limited - Vehicle Loans

Secured by hypothecation of the related assets acquired

0.066

0.249

 

 

 

Total

 

2088.079

2799.085

 

 

 

Banking Relations :

--

 

 

Auditors :

 

Name :

Price Waterhouse

Chartered Accountant

Address :

Plot No.Y-14, Block- EP, Sector-V, Salt Lake Electronic Complex, Bidhan Nagar, Kolkata-700091, West Bengal, India

 

 

Solicitors :

 

Name :

Khaitan and Company LLP

Chartered Accountant

 

 

Holding Company :

·         Borelli Tea Holdings Limited ( BTHL)

 

 

Subsidiaries :

·         Borelli Tea Holdings Limited (BTHL)

·         Phu Ben Tea Company Limited (PBTCL)

·         Rwenzori Tea Investments Limited (RTI)

·         Mcleod Russel Uganda Limited (MRUL) Formed Known as James finally (Uganda) Limited (JFUL)

·         Olyana Holdings LLC (Olyana)

 

 

Associates :

·         D1 Williamson Magor Bio Fuel Limited (D1)

·         Babcock Borsig Limited (BBL)

 

 

CAPITAL STRUCTURE

 

(AS ON 31.03.2011)

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

120000000

Equity Shares

Rs.5/- each

Rs.600.000 Millions

 

 

 

 

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

10033705

Equity Shares

Rs.5/- each

Rs.50.169 Millions

99422030

Equity Shares fully paid up issued pursuant to Scheme of Arrangement/ Schemes of Amalgamation without payment being received in cash

Rs.5/- each

Rs.497.110 Millions

 

 

 

 

 

Total

 

Rs.547.279 Millions

 

 

 

 

 


 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.03.2011

31.03.2010

31.03.2009

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

547.279

547.279

547.279

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

14666.208

13023.266

11174.851

4] (Accumulated Losses)

0.000

0.000

0.000

NETWORTH

15213.487

13570.545

11722.130

LOAN FUNDS

 

 

 

1] Secured Loans

2088.079

2799.085

3853.582

2] Unsecured Loans

0.000

0.000

300.000

TOTAL BORROWING

2088.079

2799.085

4153.582

DEFERRED TAX LIABILITIES

635.125

575.125

525.236

 

 

 

 

TOTAL

17936.691

16944.755

16400.948

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

14529.441

14440.167

14347.585

Capital work-in-progress

148.128

119.977

138.260

 

 

 

 

INVESTMENT

2603.600

2594.605

2051.252

DEFERREX TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

704.032

529.438

638.599

 

Sundry Debtors

129.840

162.926

254.624

 

Cash & Bank Balances

128.226

219.203

306.296

 

Other Current Assets

468.604

510.821

472.735

 

Loans & Advances

2015.205

1327.800

841.500

Total Current Assets

3445.907

2750.188

2513.754

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Sundry Creditor

1072.262

1052.448

1113.772

 

Other Current Liabilities

40.557

74.870

51.283

 

Provisions

1677.566

1832.864

1484.848

Total Current Liabilities

2790.385

2960.182

2649.903

Net Current Assets

655.522

(209.994)

(136.149)

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

0.000

 

 

 

 

TOTAL

17936.691

16944.755

16400.948

 

 

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

 

31.03.2011

31.03.2010

31.03.2009

 

SALES

 

 

 

 

 

Income

10731.342

10768.209

8288.662

 

 

Other Income

458.878

346.943

272.837

 

 

Closing Stock

294.261

178.930

252.287

 

 

TOTAL                                     (A)

11484.481

11294.082

8813.786

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Opening Stock

178.930

252.287

206.967

 

 

Expenses

8030.932

7408.663

6539.528

 

 

TOTAL                                     (B)

8209.862

7660.950

6746.495

 

 

 

 

 

Less

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

3274.619

3633.132

2067.291

 

 

 

 

 

Less

FINANCIAL EXPENSES                         (D)

183.478

252.680

765.789

 

 

 

 

 

 

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

3091.141

3380.452

1301.502

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

275.418

271.172

260.437

 

 

 

 

 

 

PROFIT BEFORE TAX (E-F)                               (G)

2815.723

3109.280

1041.065

 

 

 

 

 

Less

TAX                                                                  (H)

493.434

705.989

153.206

 

 

 

 

 

 

PROFIT AFTER TAX (G-H)                                (I)

2322.289

2403.291

887.859

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

923.653

430.902

399.158

 

 

 

 

 

Less

APPROPRIATIONS

 

 

 

 

 

Transfer to General Reserve

1600.000

1400.000

600.000

 

 

Proposed Dividend

547.279

437.823

218.911

 

 

Tax on Dividend

88.782

72.717

37.204

 

BALANCE CARRIED TO THE B/S

1009.881

923.653

430.902

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

 

Export Earnings

3256.414

4207.515

NA

 

 

Interests Income

16.570

2.632

NA

 

 

Other Earnings

6.136

0.000

NA

 

TOTAL EARNINGS

3279.120

4210.147

NA

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Stores & Spares

49.325

42.656

NA

 

 

Capital Goods

9.265

1.368

NA

 

TOTAL IMPORTS

58.590

44.024

NA

 

 

 

 

 

 

Earnings Per Share (Rs.)

21.22

21.96

8.11

 

 

QUARTERLY RESULTS

 

PARTICULARS

 

 

 

30.06.2011

Type

 

 

1st Quarter

Net Sales

 

 

1503.000

Total Expenditure

 

 

1039.500

PBIDT (Excl OI)

 

 

463.500

Other Income

 

 

26.300

Operating Profit

 

 

489.800

Interest

 

 

45.900

Exceptional Items

 

 

0.000

PBDT

 

 

443.900

Depreciation

 

 

70.600

Profit Before Tax

 

 

373.300

Tax

 

 

0.000

Provisions and contingencies

 

 

0.000

Profit After Tax

 

 

373.300

Extraordinary Items

 

 

0.000

Prior Period Expenses

 

 

0.000

Other Adjustments

 

 

0.000

Net Profit

 

 

373.300

 

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2011

31.03.2010

31.03.2009

PAT / Total Income

(%)

20.22

21.28

10.07

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

26.24

28.87

12.56

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

15.66

18.09

6.17

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.19

0.23

0.09

 

 

 

 

 

Debt Equity Ratio

(Total Liability/Networth)

 

0.32

0.42

0.58

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

1.23

0.93

0.95

 

 

LOCAL AGENCY FURTHER INFORMATION

 

REVIEW OF PERFORMANCE:

 

The Board is pleased to report that despite loss of crop in the early part of the season, the Company managed to have almost the same turnover as  in the previous year which was possible for higher prices of Tea prevailing in the  market during the year. The net profit for the year was marginally down at Rs.2322.300 Millions despite significant increase in  input costs.

 

 

REVIEW OF OPERATIONS 

 

The Company produced 749 Lakh Kgs tea as compared to 772 Lakh Kgs in the previous year. Unfavorable weather and unprecedented pest attack in the South Bank resulted in a decrease in crop over last year. During the beginning of the year the Dooars estates had severe hail damage which also resulted in a decline in harvest.

 

As a result of the ongoing Uprooting and Replanting Policy, the age profile of the tea has improved. The Company now has about 75% of the area under 50 years of age. A good standard of young tea was established. The average yield of the last three years Is close to 2100 kgs per hectare which is much higher against an Industry average of 1700 kgs per hectare. All tea estates have good clonal nurseries with the requisite clonal blend.

 

The Company’s focus has always been to produce quality teas, which continues to command a premium both in the domestic and international market. As part of the up gradation and modernization programme of factories, withering capacity was increased on eight estates. Ten Rotorvanes, four Rotorvane feeders, twenty-one CTC machines, three Continuous Fermenting Machine (CFM), three Vibro Fluid Bed dryers (VFBD), three coal stoves, one mini boiler, eight milling machines, nine chasing lathes, nine Sinar moisture meters and three colour sorters were purchased and installed in various factories. In some factories extension of building was undertaken to accommodate additional sorting machinery and create additional storage space for packed tea. To augment the standby generating capacity one new 380 KVA gas generating set and one 30 KVA diesel generating set were installed.

 

For undertaking river embankment work bordering tea estates and deepening outlet drains one new JCB Excavator was purchased. Seven new weigh bridges were installed to facilitate the weighment of green leaf, ration, fertiliser, coal, etc. An additional blending drum was commissioned in the Nilpur Blending Unit. As blending operations are expected to increase, an additional storage space of 13,500 square feet has been constructed.

 

The Company has forty five Hazard Analysis and Critical Control Points (HACCP) certified factories. The Company also has four estates certified as "Fairtrade" and fifteen estates certified as "Rainforest Alliance.- The Nilpur Blending Unit is a HACCP Certified unit.

 

The average price realization for the Company’s tea for the year was Rs.145.11 which is higher than the North Indian auction average of Rs.124.18.

 

The Company saw a total export quantum of 210 Lakh kgs with an overall turnover of Rs.3298.100 Millions. Favourable feedback was received from the buyers both in terms of quality and deliveries.

 

 

D1 WILLIAMSON MAGOR BIO FUEL LIMITED:

 

D1 Williamson Magor Bio Fuel Limited (D1WML) was incorporated under a joint venture agreement between Williamson Magor and Company, Limited (WML) and D1 Oils Trading  Limited,  UK to facilitate development of  Jatropha  Plantation  under contract  farming arrangements for production of bio diesel  from  Jatropha oilseeds. Being an associate of WML the company presently holds 33.93%  of equity capital of D1WML.

 

The price of crude petroleum has firmed up during the year and so also the price  of bio fuel being the supplement to fossil fuel. The demand for  bio fuel  is globally quite strong and there is acute shortage of feedstock  to meet  the  demand.  DIWML's effort to develop bio  diesel  feedstock,  once established,  is likely to fetch market premium. In addition, D1  Oils  pic has  developed poultry feed from de-oiled bio mass which has been  patented in UK.

 

The plantation developed by D1 WML under contract farming arrangements has been going through initial gestation period at various levels of maturity. The farmers in some areas of the North East have  faced  difficulties  in maintaining the plantation because of excessive weed growth, but have  been able to maintain plantation on about 25,000 hectares which is likely to  be productive.  The company has also been promoting the  plantation  in  more areas  where farmers are positive and undertaking due upkeep.  The company has re-engineered the  plantation management  with  focus  on  productive plantation and sizable cost reduction.

 

The quantity of oilseed harvest by the farmers during the year had not been adequate to manufacture oil on a commercial basis and therefore stored for use in 2011-12. The initial gestation period is longer than the  estimate and this has been experienced across the world. The longer gestation period on contract farming model results in shrinkage of productive area. However, D1WML has re-worked the business plan based on present productive area.  It expects sub commercial  crop during 2011 and 2012  and  final  commercial production in 2013.

 

 

SUBSIDIARY COMPANIES AND CONSOLIDATED FINANCIAL STATEMENTS:

 

Borelli Tea Holdings Limited ('Borelli'). the wholly owned  subsidiary  of the  Company  in U.K. is inter alia engaged in the  business  of  investing funds in venous Companies and as al the end of the year on 31st March  2011 had The following Subsidiaries in different countries:-

 

(i) Phu Ben Tea Company Limited. Vietnam-controlling stake of Borelli being 100%

 

(ii)  Rwenzori  Tea Investments  Limited  ('Rwenzori').  Uganda-controlling stake of Borelli being 100%

 

(iii) McLeod Russel Uganda Limited - 100% subsidiary of Rwenzori

 

(iv)  Olyana Tea Holdings LLC, ('Olyana') USA-controlling stake of  Borelli being 95%

 

Olyana had submitted a bid with the Government of Rwanda for acquisition of 60% stake of Gisovu Tea Company Limited ('Gisovu'). Later the Government of Rwanda  at its Cabinet Meeting held on 11th February 2011 decided  to sell 60% shares of Gisovu instead of Olyana, to its holding Company Borelli.  In line with the said decision, Borelli signed an MoU with Rwanda  Development Board  and Rwanda Tea Authority and provisionally entered  into  management and  took  over  control  of Gisovu on 23rd  February  2011  pending  other formalities which are being complied with.

 

Borelli has set up a wholly owned subsidiary in Dubai by the name of McLeod Russel Middle East DMCC which was granted the requisite license on 9th, May 2011 for doing Tea Trading business in Dubai. With this, the Company now has one wholly owned subsidiary and five step-down subsidiary Companies.

 

As  required  under  the  Listing  Agreement  with  the  Stock   Exchanges, Consolidated Financial Statements of the Company, its five Subsidiaries and two  Associate Companies namely D1 WML and Babcock Borsig Limited  prepared in  accordance  with  the applicable Accounting  Standards  issued  by  The Institute of Chartered Accountants of India are attached.

 

In accordance with the general circular issued by the Ministry of Corporate Affairs, Government of India, the Balance Sheet, Profit and  Loss  Account and other documents of the subsidiary companies are not being attached with the  Balance  Sheet  of the Company. The Company will  make  available  the Annual  Accounts  of  the subsidiary companies  and  the  related  detailed information to any member of the Company who may be interested in obtaining the same. The annual accounts of the subsidiary companies will also be kept for inspection at the Registered Office of the Company and that  of  the respective  subsidiary  companies. The Consolidated  Financial  Statements presented  by the Company include the financial results of  its  subsidiary companies.  A Statement containing financial information of the Subsidiary Companies  is  included  in the Annual Report  in  the  Chapter  containing Consolidated  Financial Statements. The performance of the major subsidiaries are summarised below for the information.

 

 

BOELLI TEA HOLDINGS LIMITED:

 

During the year ended 31st March 2011 Borelli Tea Holdings Limited earned a  net profit in Indian Rs.214.300 Millions and has recommended payment of Dividend  @ 100% on its equity capital held by the Company.

 

 

PHU BEN TEA COMPANY LIMITED:

 

During the year ended 31st December 2011, Phu Ben Tea Company Limited  achieved a  total production of 46.76 Lakh Kgs. Sales, including carry forward  from the previous year amounted to 47.05 Lakh Kgs which were sold at an  average price  of  $1.82/kg.  This was 3% higher than last  year.  The  plantations achieved  a  yield  per  hectare  of  2,656  kgs.  Total production   from plantations at 30.96 Lakh kgs was another record, up from the previous year by 2%.

 

During this period of the Company recorded a net profit in Indian Rs.16.100 Millions on a sales turnover of Rs.325.200 Millions. The acquisition of the fourth factory assisted by way of capacity expansion and also contributed for the increase in production.  New withering troughs were constructed in one factory.

 

The Company continues to lay stress on quality control in both field and factory and adheres to GAP for plantation development,  along  with  IPM measure for the control of pesticides. All the plantations were 'Rainforest Alliance Certified' in 2010. The Company, which  employs  2,499  farmers, workers  and  staff had good Industrial relations and received awards and certificates from both State Government agencies and Provincial Authorities for  environmental protection, contribution to the development of theTea Industry in Vietnam and was cited as a model business venture.

 

McLeod Russel Uganda Limited in its first year of operation  under  McLeod Russel  Group and blessed with exceptionally favorable  weather  conditions that prevailed from December 2009 until October 2010, achieved an all  time record  production of 168.39 Lakh kgs of made tea of this 25.37  Lakh  kgs were from out grower green leaf purchase and 143.02 Lakh kgs from own crop. The resultant yield of 4347 kg/ha was an increase of 12% over The  previous year.  The  average  sales price realized was  $1.84  against  the  Ugandan average  (auction) of $1.77. During the year ended 31st December  2010  the Company recorded a net profit in Indian Rs.250.400 Millions on a sales  turnover of Rs.1185.400 Millions.

 

The  area under tea was increased by 7.00 ha of extension  clonal  planting and  20.00  ha of eucalyptus forestry plantation were also  added.  Factory expansion  projects  were  commenced  at two of  the  Company  estates,  to increase  processing  capacity  from 2 to 3 lines  at  each  location.  The Company  increased mechanical harvesting to 53% of own crop, and  undertook commercial trials of one man harvesters.

 

The Company estates were Rainforest Alliance Certified during the year, and ISO  9001  (QMS)  and ISO 14001 (EMS)  certifications  were  renewed.  Good Industrial relations were maintained with the over 6000 strong  work-force. Efforts  with regard to health and family welfare were recognized  with  an award  from USAID/HIPS Project as one of the 10 best organizations  in  the country, in Health in the Workplace Programme. The Company was also awarded the Gold Award in the Presidents Export Awards, for Tea exports.

 

 

MANAGEMENT DISCUSSION AND ANALYSIS 

 


INDUSTRY STRUCTURE AND DEVELOPMENT: 

 

India, the world's largest black tea producer produced  approximately  967 million kgs. during the calendar year 2010 representing 38% of global black tea  production.  Black tea production by other main tea  producers  during 2010  was  Kenya  (399 million kgs), Sri Lanka  (329  million  kgs),  other African  countries (172 million kgs),Vietnam (145 million kgs).  Indonesia (72 million kgs.) and Bangladesh (59 million kgs).

 

Kenya  and Sri Lanka had favourable weather conditions during 2010  gaining over  100  million kgs. of crop of black tea over 2009  production.  India, however,  lost  13  million kgs. of crop during 2010  as  compared  to  the previous  year  due to unfavourable weather condition and  pest  attack  in North  East  India. Low inventory, lower production and  continuous  strong consumption growth has helped in maintaining prices during the year. Prices in  the global market were also stable to positive despite record  crop  in Kenya and Sri Lanka. Cost in India has gone up by Rs.10/- per kg. on  lower crop, increase in wages and other input costs.

 

 

OUTLOOK 

Dry weather condition in Kenya and other African counthes during the  first four months of the current year has affected the production. Tea production in  these counthes is estimated to be lower by 35 million kgs. upto  April. Production  shortfall  in  India  during  2010  has  further  depleted  the inventory  level.  However, production in 2011 in India is expected to  be normal  based on the current weather conditions. Lower inventory in India, production   shortfall  in  Kenya  and  other  African  countries,   strong consumption  growth should have positive impact on prices duhng  2011.  Tea phces in India are currently ruling higher by Rs.10/- to Rs.15/- per  kg. as  compared  to  the same period last year. With the revision  of  wages, normal increase in input costs should get offset with revival of production in  North  India. Cost per kg. is expected to  increase  marginally  during 2011-12.

 

 

FINANCE 


Financial ratios have improved substantially over last couple of  years. Gross debt (consolidated) as on 31st March 2011 amounted to Rs.3160.000 Millions as compared to Rs.4020.000 Millions as on 31st March, 2010. Internal generations have been used to reduce the debt by Rs.860.000 Millions during the year.

 

 

 

CONTINGENT LIABILITIES

 

Guarantee given on behalf of other companies to bank, financial institution etc. Limit Rs. Nil

(31st March 2010 – Rs. Nil)

 

Guarantee given on behalf of a subsidiary – Rs.1174.546 Millions (31st March 2010 – Rs.1193.594 Millions)

Year end Utilisation Rs.793.819 Millions (31st March 2010 – Rs.1030.647 Millions)

 

Bank Guarantee Rs.8.328 Millions (31st March 2010 Rs.8.904 Millions)

 

Bills Discounted – rs.244.565 Millions (31st March 2010 Rs.645.241 Millions)

 

 

FIXED ASSETS:

 

·         Trade Mark

·         Goodwill

·         Estate and Development

·         Land- Freehold

·         Buildings

·         Plant and Machinery

·         Motor and Other Vehicles

·         Furniture and Fittings

 

 

AS PER WEBSITE

 

HISTORY:

 

 

Subject has been growing tea in India since 1869.  They are today the largest tea producing company in the world.

 

They manage 47 tea estates in the Assam Valley, 6 tea estates in the Dooars region of West Bengal, 3 factories in Vietnam an 6 estates in Uganda.

 

Every year the estates produce approximately 100 million kilograms of black tea, which is marketed worldwide under the registered Elephant trade mark.

 

The story begins in 1869, when Captain J.H. Williamson and Richard Boycott Magor, two Englishmen based in Calcutta, formed a partnership firm, Williamson Magor and Company, to service the requirements of tea estates in Assam.

 

The offices were originally at 7 New China Bazaar Street, in Calcutta before they moved in 1894 to Four Mangoe Lane, where the Company is still located today.

 

The Williamson Magor Partnership grew in strength over the years and went through the usual cyclic patterns common to the tea industry. In 1954, it was renamed Williamson Magor and Company Limited, when it changed its status to a limited company.

 

Brij Mohan Khaitan, an East India merchant who used to supply the estates with fertilizers and tea chests, was asked to join the Board of the company in 1963 and became the Managing Director in 1964.

 

In 1975, Williamson Magor merged with another company, Macneill and Barry Limited which had interests in tea and other businesses. The new company was named Macneill and Magor Limited.

1987 saw the Guthrie family in the UK selling their shareholding in the McLeod Russel group, which included the Makum and Namdang Tea Companies to the Khaitan family, making the Macneill and Magor group, the single largest producer of Assam tea, a position still held by the group.

 

In 1992, Macneill and Magor Limited was renamed Williamson Magor and Company Limited.

 

In 1994 the Group through company bought 51% of the Equity Share holding of Union Carbide India Limited and the Company was renamed Eveready Industries India Limited. Subsequently, Company was merged with Eveready Industries India Limited. After the said merger the new Company had two Divisions, the Bulk Tea Division which managed the Tea estates of McLeod Russel and the Battery Division which produced and marketed the popular Eveready batteries and flashlights.

 

In April, 2004 Eveready Industries demerged the two divisions into two separate companies, company and Eveready Industries India Limited. This enabled McLeod Russel to concentrate on its core business of tea production. Eveready, with the second largest retail distribution network in India, enjoys more than 50% market share in their battery and flashlight business.

 

In July 2005, McLeod Russel acquired Borelli Tea Holdings Limited from the Magor family based in England and took over the 17 tea estates of its Indian subsidiary Williamson Tea Assam Limited. In 2006 and 2007 McLeod Russel acquired two more quality Tea Companies in Assam namely Doom Dooma Tea Company and the Moran Tea Company India Limited. All three Companies acquired between 2005 and 2007 have been merged with company and thereby the Company became the largest Tea producing Company in the World.

 

In March 2009, the wholly owned subsidiary Borelli Tea Holdings Limited, U.K., acquired 100% of the Charter Capital of Phu Ben Tea Company Limited, Vietnam. Phu Ben has three tea estates and produces 4.5 million kilograms of Black CTC, Green CTC and Orthodox Green tea.

 

In 2010, Borelli acquired the Rwenzori Tea Investments Limited from James Finlay International Tea Holdings Limited based in the United Kingdom.

 

The history of Rwenzori Tea, was initially set up as a para-statal and in 1994 was bought by James Finlay International and the Commonwealth Development Council (CDC) and jointly rehabilitated the tea estates and factories. In 2001 the CDC sold its stake to James Finlay International. McLeod Russel intends to continue the programme of systematic upgrades to the factories and estates.

 

The Republic of Uganda described as the “Pearl of Africa” is a landlocked country North-west of Lake Victoria and bordering Sudan to the north, Democratic Republic of Congo to the West, Rwanda and Tanzania to the South and Kenya to the East.

 

A member of the newly formed East African Community (EAC), it has emerged from a difficult period to become a peaceful and stable nation.

 

Uganda has a population of approximately 32.7million (UN 2009) and covers an area of nearly 94,000sq miles (approximately 241,000sq km). It offers a unique opportunity to the group to explore and develop the potential of the tea plantation sector.

 

McLeod Russel Uganda now boasts six estates, with five factories and that produce over 15million kilos of made tea per annum. The six estates located on the western side of the country straddle the equator and produce tea that can be harvested around the year. They currently cover a tea area of approximately 3,300 hectares with the potential of a further 700 hectares of virgin land. Mcleod Russel Uganda directly employs over 5,000 people in the country.

 

On February 23, 2011 Borelli Tea Holdings took over management control of Gisovu Tea Company Limited in Rwanda.

 

The country of Rwanda is also known as the 'Land of a Thousand Hills' and borders Lake Kivu and the Democratic Republic of Congo to its West, whilst to the East lies Tanzania and Lake Victoria, to the South is Burundi and North lies Uganda.

 

At an altitude of 7,500ft ASL, Gisovu has the perfect growing conditions to produce some of the finest teas in the world.

 

Recognized around the world as producing some the finest quality teas, Gisovu Tea Estate has an international following and is highly sort after for its briskness, flavour and exceptional quality. Working closely with the Rwandan authorities McLeod Russel is very proud to be associated with the country, its people and the finest tea garden in East Africa.

 

The Tea business directly employs around 90,000 people, a large number of whom are women.

 

 


CMT REPORT (Corruption, Money Laundering & Terrorism]

 

The Public Notice information has been collected from various sources including but not limited to: The Courts, India Prisons Service, Interpol, etc.

 

1]         INFORMATION ON DESIGNATED PARTY

No records exist designating subject or any of its beneficial owners, controlling shareholders or senior officers as terrorist or terrorist organization or whom notice had been received that all financial transactions involving their assets have been blocked or convicted, found guilty or against whom a judgement or order had been entered in a proceedings for violating money-laundering, anti-corruption or bribery or international economic or anti-terrorism sanction laws or whose assets were seized, blocked, frozen or ordered forfeited for violation of money laundering or international anti-terrorism laws.

 

2]         Court Declaration :

No records exist to suggest that subject is or was the subject of any formal or informal allegations, prosecutions or other official proceeding for making any prohibited payments or other improper payments to government officials for engaging in prohibited transactions or with designated parties.

 

3]         Asset Declaration :

No records exist to suggest that the property or assets of the subject are derived from criminal conduct or a prohibited transaction.

 

4]         Record on Financial Crime :

            Charges or conviction registered against subject:                                                              None

 

5]         Records on Violation of Anti-Corruption Laws :

            Charges or investigation registered against subject:                                                          None

 

6]         Records on Int’l Anti-Money Laundering Laws/Standards :

            Charges or investigation registered against subject:                                                          None

 

7]         Criminal Records

No available information exist that suggest that subject or any of its principals have been formally charged or convicted by a competent governmental authority for any financial crime or under any formal investigation by a competent government authority for any violation of anti-corruption laws or international anti-money laundering laws or standard.

 

8]         Affiliation with Government :

No record exists to suggest that any director or indirect owners, controlling shareholders, director, officer or employee of the company is a government official or a family member or close business associate of a Government official.

 

9]         Compensation Package :

Our market survey revealed that the amount of compensation sought by the subject is fair and reasonable and comparable to compensation paid to others for similar services.

 

10]        Press Report :

            No press reports / filings exists on the subject.

 

CORPORATE GOVERNANCE

 

MIRA INFORM as part of its Due Diligence do provide comments on Corporate Governance to identify management and governance. These factors often have been predictive and in some cases have created vulnerabilities to credit deterioration.

 

Our Governance Assessment focuses principally on the interactions between a company’s management, its Board of Directors, Shareholders and other financial stakeholders.

 

CONTRAVENTION

 

Subject is not known to have contravened any existing local laws, regulations or policies that prohibit, restrict or otherwise affect the terms and conditions that could be included in the agreement with the subject.

 

FOREIGN EXCHANGE RATES

 

Currency

Unit

Indian Rupees

US Dollar

1

Rs.46.97

UK Pound

1

Rs.74.22

Euro

1

Rs.63.66

 

 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

8

PAID-UP CAPITAL

1~10

7

OPERATING SCALE

1~10

6

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

8

--PROFITABILIRY

1~10

8

--LIQUIDITY

1~10

7

--LEVERAGE

1~10

7

--RESERVES

1~10

8

--CREDIT LINES

1~10

6

--MARGINS

-5~5

--

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

YES

--LITIGATION

YES/NO

NO

--OTHER ADVERSE INFORMATION

YES/NO

NO

MERIT POINTS

 

 

--SOLE DISTRIBUTORSHIP

YES/NO

NO

--EXPORT ACTIVITIES

YES/NO

YES

--AFFILIATION

YES/NO

YES

--LISTED

YES/NO

YES

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

65

 

This score serves as a reference to assess SC’s credit risk and to set the amount of credit to be extended. It is calculated from a composite of weighted scores obtained from each of the major sections of this report. The assessed factors and their relative weights (as indicated through %) are as follows:

 

Financial condition (40%)            Ownership background (20%)                 Payment record (10%)

Credit history (10%)                    Market trend (10%)                                Operational size (10%)

 

 

RATING EXPLANATIONS

 

 

RATING

STATUS

 

 

PROPOSED CREDIT LINE

>86

Aaa

Possesses an extremely sound financial base with the strongest capability for timely payment of interest and principal sums

 

Unlimited

71-85

Aa

Possesses adequate working capital. No caution needed for credit transaction. It has above average (strong) capability for payment of interest and principal sums

 

Large

56-70

A

Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums

 

Fairly Large

41-55

Ba

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

 

Satisfactory

26-40

B

Capability to overcome financial difficulties seems comparatively below average.

 

Small

11-25

Ca

Adverse factors are apparent. Repayment of interest and principal sums in default or expected to be in default upon maturity

 

Limited with full security

<10

C

Absolute credit risk exists. Caution needed to be exercised

 

 

Credit not recommended

-

NB

                                       New Business

 

-

 

 

PRIVATE & CONFIDENTIAL : This information is provided to you at your request, you having employed MIPL for such purpose. You will use the information as aid only in determining the propriety of giving credit and generally as an aid to your business and for no other purpose. You will hold the information in strict confidence, and shall not reveal it or make it known to the subject persons, firms or corporations or to any other. MIPL does not warrant the correctness of the information as you hold it free of any liability whatsoever. You will be liable to and indemnify MIPL for any loss, damage or expense, occasioned by your breach or non observance of any one, or more of these conditions

This report is issued at your request without any risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL) or its officials.