MIRA INFORM REPORT

 

 

Report Date :

05.04.2012

 

IDENTIFICATION DETAILS

 

Name :

VESUVIUS INDIA LIMITED

 

 

Registered Office :

P-104, Taratala Road, Kolkata – 700088, West Bengal

 

 

Country :

India

 

 

Financials (as on) :

31.12.2010

 

 

Date of Incorporation :

06.09.1991

 

 

Com. Reg. No.:

21-52968

 

 

CIN No.:

[Company Identification No.]

L26933WB1991PLC052968

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

CALV00709C

CALV01863B

 

 

PAN No.:

[Permanent Account No.]

AAACV8995Q

 

 

Legal Form :

It is a public limited liability company.  The company’s shares are listed on the Stock Exchanges.

 

 

Line of Business :

Manufacture of Continuous Casting Refractories.

 

 

No. of Employees :

387 (Approximately)

 

 

 

RATING & COMMENTS

 

MIRA’s Rating :

A (61)

 

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 10000000

 

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is a well established company having fine track. Financial position of the company appears to be 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 – September 30, 2011

 

Country Name

Previous Rating

(30.06.2011)

Current Rating

(30.09.2011)

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 / Factory 1 :

P-104, Taratala Road, Kolkata – 700088, West Bengal, India

Tel. No.:

91-33-30410600 / 24012842 / 3898 / 0215

Fax No.:

91-33-24013976 / 1235

E-Mail :

vesuviusindia@in.vesuvius.com

vesuviusindia@vesuvius.com

saibal.Bandyopadhyay@vesuvius.com

 

 

Factory 2 :

Plot No. 13, 14 and 15, Block “E”, IDA Autonagar, Visakhapatnam-530012, India

Tel. No.:

91-891-22749120 / 22755419 / 22755408

Fax No.:

91-891-22587511

E-Mail :

tumma.antony@in.vesuvius.com

 

 

Factory 3 :

212/B, G.I.D.C Estate, Mehsana-384002, Gujarat, India

Tel. No.:

91-2762-252948 / 949    

Fax No.:

91-2762-2252909

E-Mail :

anil.raut@in.vesuvius.com

chakrapani.Devburman@vesuvius.com

 

 

Factory 4 :

Survey No. 90 and 98, Part, Block G, Industrial Park, Fakirtakya Village,   Autonagar, Visakhapatnam-530046, India

Tel. No.:

91-891-2749120 / 2755419 / 2755408

Fax No.:

91-891-2587511

E-Mail :

tumma.antony@vesuvius.com

 

 

Sales Office 1 :

Vesuvius Group S.A/N.V

Mechelesteenweg 455, Bte 1, 1950 Kraainem,(Business), Belgium

Tel. No.:

 32 (0) 27660130

Fax No.:

32 (0) 27671351

 

 

Sales Office 2 :

Veusuvius USA Corporation

P.O. Box 4014, 1401, Newton Drive, Champaign, IL 61822, USA

Tel. No.:

(1) 217-3515000

Fax No.:

(1) 217-3515031

 

 

DIRECTORS

 

As on 31.12.2010

 

Name :

Dr. Saibal Kanti Gupta

Designation :

Chairman

 

 

Name :

Mr. Biswadip Gupta

Designation :

Director

Qualification

B.E. (Metallurgy) MBA

Date of Joining

01.02.1992

Previous Employment

Consultant Director of Indian Operation, Vesuvius Corporation S.A., Switzerland

 

 

Name :

Dr. Claude Dumazeau

Designation :

Director

 

 

Name :

Mr. Shekhar Datta

Designation :

Director

 

 

Name :

Mr. Tanmay Kumar Ganguly

Designation :

Managing Director 

 

 

Name :

Mr. Yves M.C.M.G. Nokerman

Designation :

Director

 

 

Name :

Mr. Sudipto Sarkar

Designation :

Director

 

 

Name :

Mr. Francois Clement Wanecq

Designation :

Director

 

 

KEY EXECUTIVES

 

Audit Committee :

 

  • Dr. Saibal Kanti Gupta, Chairman
  • Mr. Shekhar Datta
  • Mr. Biswadip Gupta
  • Mr. Yves M.C.M.G. Nokerman
  • Mr. Sudipto Sarkar

 

 

Share Transfer and Investor Grievance Committee :

 

  • Dr. Saibal Kanti Gupta
  • Mr. Shekhar Datta
  • Mr. Tanmay Kumar Ganguly
  • Mr. Biswadip Gupta
  • Mr. Sudipto Sarkar

 

 

Name :

Mr. Taposh Dominic Roy

Designation :

Company Secretary

Emil ID :

Taposh.Roy@vesuvius.com

 

 

Executive Council :

 

Mr. Tanmay Kumar Ganguly

 

Managing Director 

 

 

 

Mr. Sudarshan Das

 

Chief Executive- Sales

 

 

 

Mr. Snajoy Datta

 

Chief Executive Officer

 

 

 

Mr. Subrata Roy

 

Chief Executive-Operations

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on 31.03.2011

 

Category of Shareholders

No. of Shares

Percentage

 

(A) Shareholding of Promoter and Promoter Group

 

 

(1) Indian

 

 

(2) Foreign

 

 

Bodies Corporate

11277650

55.57

Sub Total

11277650

55.57

Total shareholding of Promoter and Promoter Group (A)

11277650

55.57

(B) Public Shareholding

 

 

(1) Institutions

 

 

Mutual Funds / UTI

3195087

15.74

Financial Institutions / Banks

500

--

Foreign Institutional Investors

2063908

10.17

Sub Total

5259494

25.91

(2) Non-Institutions

 

 

Bodies Corporate

573198

2.82

Individuals

 

 

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

2179206

10.74

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

858753

4.23

Any Others (Specify)

147779

0.73

Non Resident Indians

141865

0.70

Clearing Members

5834

0.03

           Overseas Corporate Bodies

80

--

Sub Total

3758936

18.52

Total Public shareholding (B)

9018430

44.43

Total (A)+(B)

20296080

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)

20296080

--

 

 

BUSINESS DETAILS

 

Line of Business :

Manufacture of Continuous Casting Refractories.

 

 

Products :

Item Code Number

Products Description

69.03

Industrial Ceramics for Continuous Casting and Pouring of Molten Metals Slide Gate Plates and Nozzles

38.16 and 69.03

Refractory Ceramics for Industrial Use

69.03

Carbon and Graphite Products

 

 

PRODUCTION STATUS (As on 31.12.2010)

 

Particulars

Unit

Installed Capacity

Actual Production

Refractories (Shaped)

Pieces

526,000

517569

Refractories  (Unshaped )

Tons

96,500

41055

 

 

GENERAL INFORMATION

 

No. of Employees :

387 (Approximately)

 

 

Bankers :

  • Hongkong Bank, 31, B B D Bagh, Kolkata – 700 001, West Bengal, India 
  • United Bank of India, Taratolla Road, Kolkata – 700 088, West Bengal, India
  • State Bank of India, Commercial Branch, Park Street, Kolkata – 700 017, West Bengal, India
  • Axis Bank Limited

 

Banking Relations :

--

 

 

Auditors :

 

Name :

B S R and Company

Chartered Accountants

Address :

Building No.10, 8th Floor, Tower – BDLF Cyber City, Phase – II, Gurgaon – 122002, Haryana, India

 

 

Memberships :

Confederation of Indian Industry

 

 

 

Holding Company :

Vesuvius Group Limited, United Kingdom

 

 

Ultimate Holding Company:

  • Cookson Group plc
  • Cookson Financial Limited, United Kingdom

 

 

Fellow Subsidiaries :

  • Vesuvius Group S. A.
  • Vesuvius Deutschland GmbH
  • Vesuvius South Africa (Pty) Limited
  • Vesuvius UK Limited
  • Vesuvius Crucible Company
  • Vesuvius USA
  • Vesuvius Italia SPA
  • Vesuvius Advanced Ceramics (Suzhou) Company Limited
  • Wuhan Wugang Vesuvius Advanced Ceramics Company Limited
  • Advent Processing Engineering Incorporation
  • Vesuvius Mexico S.A. de C.V.
  • Vesuvius Becker and Piscantor Grobalmeroder Schmelztiegelwerke GmbH
  • Vesuvius Malaysia SON BHD
  • Vesuvius Corporation S. A.
  • Vesuvius France S. A.
  • Vesuvius USA - Patent and Legal
  • Vesuvius Poland Sp., z.o.o. (Formerly Vesuvius Skawina Materialy Ogniotrwale Sp., z.o.o.)
  • Vesuvius USA Corporation FCAD
  • Vesuvius Ceska Republica, a.s
  • Cookson Plibrico Pty Limited
  • Yingkou Bayuquan Refractories Company, Limited
  • Vesuvius Japan Incorporation
  • Vesuvius UK Limited, Korea Branch
  • Vesuvius Zyarock Ceramics (Suzhou) Company Limited
  • Vesuvius (Thailand) Company, Limited
  • Vesuvius Corporation S. A. Taiwan Branch
  • Vesuvius Foundry Products (Suzhou) Company Limited
  • Foseco (Thailand) Limited
  • Foseco India Limited
  • Vesuvius TK Refrakter Sanayi Ve Ticaret AS
  • Vesuvius Mid-East Limited
  • Vesuvius Belgium N.V.
  • Vesuvius Refratarios Ltda
  • Vesuvius Administration Pty Limited
  • PT. Foseco Indonesia
  • Foseco Pty Limited
  • Vesuvius Research, Pittsburgh
  • Foseco Industrial e Commercial Ltda
  • Foseco DOkUm Sanayi ve Ticaret Limited
  • Foseco International Limited (Middle East Office)
  • Vesuvius Iberica Refractarios S.A.
  • Vesuvius Slavia, a.s.
  • Vesuvius Canada Incorporation
  • Foseco International Limited

 

 

 

CAPITAL STRUCTURE

 

As on 31.12.2010

 

Authorised Capital:

No. of Shares

Type

Value

Amount

 

 

 

 

25000000

Equity Share

Rs.10/- Each

Rs.250.000 millions

 

 

 

 

 

Issued:

No. of Shares

Type

Value

Amount

 

 

 

 

20300000

Equity Share

Rs.10/- Each

Rs.203.000 millions

 

 

 

 

 

Subscribed and Paid-up Capital:

No. of Shares

Type

Value

Amount

 

 

 

 

20296080

Equity Share

Rs.10/- Each

Rs.202.961 millions

 

 

 

 

 

NOTE

 

Of the above-

 

11,277,650 Equity Shares are held by the Vesuvius Group Limited, U.K., the holding company, which is a subsidiary of Cookson Group plc, the ultimate holding company.

 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.12.2010

31.12.2009

31.12.2008

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

202.961

202.961

202.961

2] Share Application Money

0.000

0.000

0.000

3] Reserves and Surplus

2325.717

1930.045

1645.308

4] (Accumulated Losses)

0.000

0.000

0.000

NETWORTH

2528.678

2133.006

1848.269

LOAN FUNDS

 

 

 

1] Secured Loans

0.000

0.000

0.000

2] Unsecured Loans

0.000

0.000

0.000

TOTAL BORROWING

0.000

0.000

0.000

DEFERRED TAX LIABILITIES

57.961

47.772

52.180

 

 

 

 

TOTAL

2586.639

2180.778

1900.449

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

919.756

823.173

779.263

Capital work-in-progress

195.667

207.073

103.134

 

 

 

 

INVESTMENT

0.000

0.000

0.000

DEFERREX TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS and ADVANCES

 

 

 

 

Inventories

379.184
293.061

484.607

 

Sundry Debtors

1155.165
977.913

1012.740

 

Cash and Bank Balances

561.086
547.190

93.365

 

Other Current Assets

1.005
0.000

0.000

 

Loans and Advances

1638.505
107.095

134.088

Total Current Assets

3734.945
1925.259

1724.800

Less : CURRENT LIABILITIES and PROVISIONS

 
 

 

 

Sundry Creditors

592.648
566.231

538.320

 

Other Current Liabilities

84.800
59.245

60.311

 

Provisions

1586.281
149.251

108.117

Total Current Liabilities

2263.729
774.727

706.748

Net Current Assets

1471.216
1150.532

1018.052

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

0.000

 

 

 

 

TOTAL

2586.639

2180.778

1900.449

 

 


PROFIT AND LOSS ACCOUNT

 

 

PARTICULARS

31.12.2010

31.12.2009

31.12.2008

 

SALES

 

 

 

 

 

Income

4203.211

3422.796

3369.032

 

 

Sales of Services

197.947

192.146

156.476

 

 

Other Income

53.255

28.042

32.588

 

 

TOTAL                                     (A)

4454.413

3642.984

3558.096

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Materials

2419.680

1983.219

1934.175

 

 

Expenses

1168.319

973.295

1038.657

 

 

Exceptional Item

(10.917)

0.000

5.901

 

 

TOTAL                                     (B)

3577.082

2956.514

2978.733

 

 

 

 

 

Less

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

877.331

686.470

579.363

 

 

 

 

 

Less

FINANCIAL EXPENSES                         (D)

0.204

0.226

15.750

 

 

 

 

 

 

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

877.127

686.244

563.613

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

129.113

126.697

86.643

 

 

 

 

 

 

PROFIT BEFORE TAX (E-F)                               (G)

748.014

559.547

476.970

 

 

 

 

 

Less

TAX                                                                  (H)

259.510

185.765

170.546

 

 

 

 

 

 

PROFIT AFTER TAX (G-H)                                (I)

488.504

373.782

306.424

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

1522.596

1275.237

1046.946

 

 

 

 

 

Less

APPROPRIATIONS

 

 

 

 

 

Transfer to General Reserve

48.850

37.378

30.642

 

 

Proposed Dividend

81.184

76.110

40.592

 

 

Tax on Dividend

13.484

12.935

6.899

 

BALANCE CARRIED TO THE B/S

1867.582

1522.596

1275.237

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

 

Export Earnings

235.449

122.906

171.350

 

 

F.O.B Value of Deemed Exports

389.684

286.455

0.144

 

 

Other Earnings

16.090

0.000

385.599

 

TOTAL EARNINGS

641.223

409.361

557.093

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Raw Materials

860.215

570.660

603.777

 

 

Stores and Spares

15.461

55.798

38.356

 

 

Other Goods-Trading

72.710

9.795

104.596

 

 

Toolings 

25.920

12.135

23.462

 

 

Capital Goods

63.776

14.592

28.197

 

TOTAL IMPORTS

1038.082

662.980

798.388

 

 

 

 

 

 

Earnings Per Share (Rs.)

24.07

18.42

15.10

 

QUARTERLY RESULTS

 

PARTICULARS

 

 

31.03.2011

30.06.2011

30.09.2011

Type

 

1st Quarter

2nd Quarter

3rd Quarter

Net Sales

 

1203.900

1366.300

1382.500

Total Expenditure

 

979.700

1116.300

1132.500

PBIDT (Excl OI)

 

224.200

250.3000

250.000

Other Income

 

5.600

1.200

2.500

Operating Profit

 

229.800

251.200

252.500

Interest

 

0.000

0.000

0.000

Exceptional Items

 

0.000

0.000

0.000

PBDT

 

229.800

251.200

252.500

Depreciation

 

33.600

34.000

39.300

Profit Before Tax

 

196.200

217.200

213.200

Tax

 

65.900

73.800

67.800

Provision for Contingencies

 

0.000

0.000

0.000

Profit After Tax

 

130.300

143.400

145.400

Extraordinary Items       

 

0.000

0.000

0.000

Prior Period Expenses

 

0.000

0.000

0.000

Other Adjustments

 

0.000

0.000

0.000

Net Profit

 

130.300

143.400

145.400

           

 

KEY RATIOS

 

PARTICULARS

 

 

31.12.2010

31.12.2009

31.12.2008

PAT / Total Income

(%)

10.97

10.26

8.61

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

17.80

16.35

14.16

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

16.07

20.36

19.05

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.30

0.26

0.26

 

 

 

 

 

Debt Equity Ratio

(Total Liability/Networth)

 

0.90

0.36

0.38

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

1.65

2.49

2.44

 

 

LOCAL AGENCY FURTHER INFORMATION

 

MANAGEMENT DISCUSSION AND ANALYSIS

 

Operating and Financial Performance, Internal Control

 

The Company has had another very steady performance in 2010 generating enough cash to pay for the increased activities and capacity expansion. While the "Debt Free" status has been maintained, their cash balance has improved to Rs 561 million by the end of the year.

 

This year's annual results has shown a revenue growth of over 22% driven by a strong domestic growth at around 18% and export growth at over 54% over last year, compared to the modest growth of about 8% in domestic steel output. The strong growth in domestic revenue was achieved due to improvement in market share and penetration into new product and market segments.

 

The operating profit (PBDIT) at Rs. 866 million for the year is higher by 26% over last year and profit after tax (PAT) at Rs. 488 million is higher by over 30%. With the withdrawal of the post-retirement medical benefit scheme for employees under directions of IRDA, the provision created earlier in compliance with Accounting Standard 15 was written back and has been treated as an Exceptional Item income.

 

The Company has received grants totaling Rs. 1.8 million from the Andhra Pradesh Government for setting up of the Company's second plant at Visakhapatnam. This grant has been treated as Capital Reserve. All four factories had been working at near full capacity during the year. In-plant rejection for all manufactured items have reduced due to improved processes. The Company has also instituted a new process to deal with customer complaints on products and services. The emphasis is on speed and quality of problem resolution while making sure that the learnings from such incidents are incorporated in the process improvement immediately. The Kolkata plant expansion fordoubling capacity is expected to be completed by May, 2011.

 

The Company has in place an established internal control system designed to ensure proper recording of financial and operational information and compliance of various internal controls and other regulatory and statutory compliances. Internal Audit on pan India basis was conducted by M/s Deloitte Haskins and Sells, Chartered Accountants. In addition Cookson Group internal audit function carried out several audits during the year.

 

The Company has complied with the provision ofthe Code on Internal Control which require that the Directors review the effectiveness of internal controls including financial, operational and compliance control and risk management systems. Self certification exercises are also conducted by which senior management certify effectiveness of the internal control system for which they are responsible together with the Company's policies.

Segment wise performance

 

The Company is primarily a manufacturer and trader of refractory and is managed organizationally as a single unit. Accordingly, the Company is a single business segment company. Geographical (secondary) segment has been identified as domestic sales and exports.

 

Industry Structure and Developments, Opportunities and Threats, Outlook, Risks and Concerns

 

Indian economy in general is on a steady growth mode and has shown more resilience than some of the other developed economies around the world. Steel production in India has been steady. Steel prices which had been under pressure in the domestic market improved during the latter part of the year. Most domestic steel makers are under margin pressure due to rise in input cost and are concerned with the availability of raw materials.

 

The Company trades in refractory based solutions and steel industry comprises the biggest group of its customers. Hence anything that affects the steel industry will have its one off effect on their business. India is set to emerge as the second largest producer and consumer of steel in the next 5 years and refractory being an essential requirement in steel industry will see increased demand. With this in mind, the Company is completing the expansion of its Kolkata factory to double its capacity to meet the increased demand of the steel industry.

 

The linings product offers opportunities for significant growth as it addresses diversified market segments beyond the steel industry. To keep pace with this increased demand the Company has already made some capacity expansion at its precast plant in 2010 and is evaluating further expansion in its monolithic manufacturing capacity at Vishakhapatnam.

 

All business operations have risks and threats attached to them most of which may be outside the control of the Company. Apart from the concerns over raw material prices and availability, fluctuations in exchange rates, adverse political or regulatory developments, aggressive competition and chances of a reduction in customer output leading to lower demands are some perceived threats.

 

FIXED ASSETS

 

·         Land

·         Buildings

·         Plant and Machinery

·         Electrical Installations

·         Furniture and Fittings

·         Office Equipment Including Computers

·         Motor Vehicles

 

WEBSITE DETAILS:

 

BUSINESS DESCRIPTION

 

Subject is an India-based company. It is the manufacturer and trader of refractory and is managed organizationally as a single unit. The Company is engaged in designing, engineering, manufacture and delivery of refractory products, systems and services for high-technology industrial applications. Its products include Industrial Ceramics for Continuous Casting and Pouring of Molten Metals Slide Gate Plates and Nozzles. VESUVIUS Flow-Control and Linings divisions provide customers with a full range of products, including Process automation, Lining materials, Tundish furniture and Slide gate systems and refractories. The subsidiaries of the Company include Vesuvius South Africa (Pty) Limited, Vesuvius Crucible Company, Vesuvius Italia SPA, Vesuvius Japan Inc, Vesuvius UK Limited, Korea Branch, Vesuvius (Thailand) Company Limited, Vesuvius Canada Inc, Foseco International Limited and Vesuvius Foundry Products (Suzhou) Company Limited. For the three months ended 31 March 2011, subject's revenues increased 21% to RS1.2B. Net income increased 28% to RS130.3M. Revenue reflects an increase in income from the operations and higher other operating income. Net income also reflects an increase in gross profit and operating profit margin. Subject is a distributor of water treatment products to local distributors and retailers.

 

BOARD OF DIRECTORS

 

DR. SAIBAL KANTI GUPTA

 

INDEPENDENT NON-EXECUTIVE CHAIRMAN OF THE BOARD

 

He is a metallurgical engineer with Ph.D. and D.Sc. in ferrous process metallurgy and has about 50 years experience. He has been Professor of IIT Bombay, Founder Director of SAIL's R and D Centre, Chief Executive of MECON and SAIL's Rourkela Steel Plant and the Executive Vice Chairman of Jindal Vijayanagar Steel Limited (now known as JSW Steel Limited). He is presently Chairman of Bhuwalka Steel Industries Limited and BMM Ispat Limited and a Director of JSW Steel Limited, Jindal Saw Limited, Jindal South West Holdings Limited, IVRCL Infrastructures and Projects Limited, Sobha Developers Limited and Surana Industries Limited For his contributions to metallurgical enterprises in general and steel fraternity in particular, Government of India has conferred upon him the title "National Metallurgist". He is a Director of the Company since October 1999. Dr Gupta is well conversant with the iron and steel industry. He does not hold any shares in the Company. Dr Gupta is also the Chairman of the Audit Committee and member of the Share Transfer and Investor Grievance Committee.

 

MR. TANMAY KUMAR GANGULY

 

MANAGING DIRECTOR

 

His qualification is B. Com (Hons), ACA. He has been Chief Operating Officer of Radhakrishna Foodiand Private Limited

 

MR. BISWADIP GUPTA

 

NON-EXECUTIVE DIRECTOR

 

He had joined Subject as a Director in 1991 and was the Managing Director since 1992. He is a BE(Metallurgy) and MBA and has about 37 years experience in the steel and refractory industry. He has received training worldwide in the refractory making industry during his 20 years association with the Vesuvius Group, UK before being associated with Vesuvius India. Since 1979 he was the Consultant Director, Indian Operations of Vesuvius Corporation SA, Switzerland. Mr Gupta had joined the Company as a Director in 1991 and was the Managing Director from 1992 upto April 17,2007 and thereafter continued as a non-executive Director. He had been instrumental in setting up of the Indian operations. Mr. Gupta was the recipient of the Chief Executive's Award for outstanding performance in 1993 and again in 2003 from the Vesuvius Group. Mr. Gupta was formerly President, Bengal Chamber of Commerce and Industry, Deputy Chairman of the Indian Refractory Makers Association and Chairman of CM (Eastern Region). He is presently Jt. Managing Director and CEO of JSW Bengal Steel Limited and Director of JSW Steel Limited, NICCO Engineering Services Limited, Barbil Beneficiation Company Limited, DESCON Limited and Member Managing Committee of Bengal Club Limited He is a member of the Projects Review Committee of JSW Steel Limited.

 

MR. YVES M.C.M.G. NOKERMAN

 

NON-EXECUTIVE DIRECTOR

 

He is the Vice President Finance and IT i.e Chief Financial Officer (CFO) of Vesuvius Group and is based in Brussels, Belgium. He joined the Board of Directors on July 29, 2008. He is a Director on 32 companies abroad belonging to the Group. He is well conversant with the refractory industry having over 25 years of experience. He does not hold any shares in the Company. Mr Nokerman is a member of the Audit Committee.

 

MR. SUDIPTO SARKAR

 

NON-EXECUTIVE INDEPENDENT DIRECTOR

 

He is a Barrister, is a Non-Executive Independent Director of Subject since )uly 26, 2005. He holds B.Sc. (Maths-Hons) from Presidency College, Kolkata; BA (Law Tripos) from Jesus College, Cambridge, UK; LL.M, (International Law) from |esus College, Cambridge, UK; M.A. (Law) from Jesus College, Cambridge, UK. He is also Barrister, Gray's Inn, London. He is presently practising as a Senior Advocate. He also has several publications to his credit on Evidence, Law of Civil Procedures and Specific Relief Act. He is the collaborating editor of Ramaiya's Guide to the Companies Act and contributor to several volumes of International Law Reports (Cambridge). He has also instituted the Sarkar Law lectures in Kolkata, where senior English Judges such as Lord Slynn of Hadley, Lord Nicholls of Birkenhead and Lord Justice Robin Auld have lectured. He was formerly Chairman of the Board of Directors of Clarion Advertising Services Limited, now known as Bates India Limited and President of The Bengal Club, Calcutta 1998-99. He is presently a Director of Bombay Stock Exchange Limited, JSW Steels Limited (formerly, Jindal Vijaynagar Steel Limited) and DESCON Limited. He is the Chairman of the Surveillance Committee and the Disciplinary and Defaulters Action Committee of the Bombay Stock Exchange.

 

HISTORY

 

Originally incorporated as Vesuvius Refractories in Sep.'91, the name was subsequently changed to Vesuvius India in Nov.'92. The company was promoted by the Vesuvius group, UK, which at present holds 55.57% stake in the company, in association with Biswadip Gupta. The company is engaged in the manufacture of specialised ceramics required in the continuous casting process of steel making. The products manufactured are shrouds, monoblock stoppers, submerged nozzles and tundish nozzles. The company came out with a public issue in Sep.'93 to finance the setting up of an unit to manufacture 3000 tpa of specialised refractories. Later in 1996-97 it came out with a right issue at a premium of Rs.30/- per share to the existing equity shareholders in the ratio of two equity shares for every five equity shares held. The company installed a mixing plant for backward integration in the manufacturing process, and a second plant to expand the production capacity. These measures initiated to achieve better cost control have paid off. Initially, the company used to import the required mix from its parent, the Vesuvius Group Limited, UK, a wholly-owned subsidiary of Cookson Group Plc. This had resulted in high costs and low margins for the company. However, with facilities to produce the required mix in India, these costs have fallen. The company acquired the assets and manufacturing rights of KSR International (India) Limited for a consideration of Rs.21 millions. It also acquired the monolithic plant at Visakhapatnam from Carborundum Universal and also assigned the technical know-how from Answer Technologies Incorporation, USA for manufacture of Blast Furnace Casthouse Refractories and General Purpose Pumpables. In 2000-2001 the company has ventured into non-steel industry with its monolithics business using new technology. The company has acquired the crucible manufacturing unit of Diamant Carbon and Graphite Products Limited during March 2003 at Mehsana, Gujarat. The technology has been sourced from Vesuvius,Germany. This is third manufacturing unit of the company. Crucibles are used in the Non-ferrous industry and this acquisition enhances the foray into the non-steel sector. The company has expanded the installed capacity of Refractories (Shaped) during the year 2004 by 90600(Pieces) and with this expansion, the total capacity has risen to 419600(Pieces).

The Company has regained its 'debt-free' status. This is the first time that turnover (net of excise) has crossed Rs. 3 billion (i.e. Rs.3000.000 Millions).

 

Net cash flow from operations has been the highest ever this year.  This year's annual results has shown a revenue growth of over 17% driven by a strong domestic growth at 20% and a more modest export growth at 11%. The strong domestic growth was achieved despite a modest about 8% growth in domestic steel output. The growth driver, the Linings business, grew by 31%, Foundry business grew by 28% and Flow Control, the major revenue earner, showed a growth of 9%, thereby setting the tone for a good performance in 2007. Export revenues were impacted by the devaluation of USD vis-a-vis INR despite which the export revenue has grown by 11%. In volume terms, the actual export revenue growth is around 20%. 

 

The operating profit (PBDIT) at Rs. 604 million for the year is higher by 46% over last year. If they take out the exceptional charge of last year, the profit growth is around 21%.  All three factories have been working at near full capacity during the year. Continuous de-bottle necking exercises and usage of improved and latest equipment have also enhanced capacity and improved quality of deliverables. Improvements have also been made in the supply chain resulting in prompt and just-in-time deliveries and reduced transit delays. Kolkata and Mehsana, the two high energy-consuming plants; both achieved significant reduction in specific energy consumption through sustained engineering efforts and better plant utilization.  A new manufacturing facility has been added near the existing factory at Visakhapatnam. This will be the fourth factory of the Company. mis factory will manufacture pre-cast shapes and taphole clay. Commercial production of pre-cast shapes has already commenced from December 22, 2007 and trial runs are being held for taphole clay. The total capacity of the two factories at Visakhapatnam together is 96,500 tons per annum increased from 39,600 tons.

This will augment the increased demands for the Linings Business. 

 

The Company has in place an established internal control system designed to ensure proper recording of financial and operational information and compliance of various internal controls and other regulatory and statutory compliances. Three firms of Chartered Accountants throughout the year conducted the internal audit of the Company's various operations including the three factories at Kolkata, Visakhapatnam and Mehsana. From January 2008 M/s Deloitte Haskins and Sells, Chartered Accountants have been appointed as Internal Auditors on an all India basis for conducting internal audit of all the operations of the Company in place of the existing internal auditors.

 

PROFILE

 

Vesuvius is a world leader in the design, engineering, manufacture and delivery of refractory products, systems and services for high-technology industrial applications:

 

·         Refractories and systems used to control, regulate and protect the flow of steel in the continuous casting process:

 

o        Alumina graphite isostatically-pressed tubes, nozzles and stoppers,

o        Slide-gate and tube-changer systems and plates,

o        Gas-purging plugs and temperature control devices.

 

·         Ceramics and chemicals for the foundry industry, such as crucibles,such as filters, feeding systems, coatings, binders, crucibles, stoppers and refractory linings.

·         Fused-silica refractories for flat glass manufacture and the melting of polycristalline silicon.

·         Refractory linings for high-temperature, heavy-duty industrial applications.


With the integration of Foseco in April 2008, Vesuvius is now present in 30 countries on 5 continents, with 80 manufacturing units, 7 RandD centres and numerous sales agencies, together employing  over 12,000 people

 

MILESTONES

 

1916-    VESUVIUS CRUCIBLE Company founded to manufacture clay graphite crucibles

 

1960-    Worldwide expansion and development of isostatic pressing technology and alumina isostatically pressed products

 

1986-    COOKSON GROUP acquires VESUVIUS

 

1988-    Acquisition of ACCUMETRIX CORPORATION (USA)

 

1989-    Acquisition of STEEL SERVICE MALMÖ (Scandinavia), McDANEL REFRACTORY COMPANY. (USA), FLO-CONTROL SYSTEMS (USA) and LAVA CRUCIBLE (USA)

 

1991-    Acquisition of METACON (Switzerland), NEOMELT (a division of Ferro Corporation USA), TYLER (USA), MONTERREY (Mexico)

 

1993-    Acquisition of LECO (USA)  Joint venture (50%) with KAWASAKI REFRACTORIES (Japan)

 

1995-    Acquisition of HI-TECH CERAMICS (USA)

 

1997-    Acquisition of MONOFRAX (USA), ZEDMARK REFRATTARI (Italy), CROW (Australia)

 

1998-    Acquisition of HINCKLEY GROUP (Flogates and KSR, UK), IIE (Belgium), FLO-CONTROL ITALIANA (Italy), BECKER and PISCANTOR (Germany)

 

1999-    Acquisition of VGT DYKO (Germany) and PREMIER REFRACTORIES INTERNATIONAL

 

2000-    Acquisition of SKAWINA REFRACTORIES (Poland) Acquisition of monolithics plant at VISAKHAPATNAM (India Joint venture with PREMIER HERNIC REFRACTORIES (South Africa)

 

2002-    Acquisition of SIR (Germany), the remaining shares of PREMIER HERNIC REFRACTORIES (South Africa) and AG REFRACTORY SERVICES (Australia)

 

2003-    Acquisition of BLUE DIAMANT CY (Mehsana, India), the first Foundry plant in Asia Pacific  Opening of a new mix plant in China: VESUVIUS ADVANCED CERAMICS Company, Limited (China)  Building of a new glass tempering rolls plant VESUVIUS ZYAROCK CERAMIC (Suzhou) Company.,Limited (China)  Set up of a new fused silica crucibles plant (used for the production of photovoltaic solar cells), VESUVIUS

SOLAR CRUCIBLES, s.r.o. (Czech Republic)

 

2004-    Acquisition of SIDE DAMS (Italy)  Creation of sales offices: VESUVIUS Company. Limited (Thailand) and VESUVIUS COMPANYRPORATION S.A., TAIWAN BRANCH (Taiwan)  Extension to the existing Kua Tang manufacturing plant VESUVIUS ZYAROCK CERAMIC (Suzhou) Company., Limited, (China)  Take over of the monolithics business of BULLI REFRACTORIES (Australia)  Divestment of VGT DYKO (Germany) and PREMIER BELGIUM (Belgium)

 

2005-    Joint venture with WUGANG-VESUVIUS ADVANCED CERAMICS Company, Limited (China) increasing to 50% Disposals of non-core technical ceramics business (Mc Danels US)

 

2006-    Divestment of Ceramics fibres and Carbon Blocks business (UK)

 

2007-    Disposals of MONOFRAX fust-cast refractories and Snowshoe (Indiana) refractory brick business (USA)

 

PRESS RELEASE:

 

Vesuvius India board to consider dividend

03 February 2012

 

Vesuvius India has informed that a meeting of the board of directors of the company will be held on February 29, 2012, to consider the audited financial results of the company for the year ended December 31, 2011, and recommendation of dividend, if any, to be declared by the shareholders at the ensuing annual general meeting.

 

Answer Technology Incorporated and Vesuvius India Limited File Patent Application for a Method of Making Monolithic Refractories

15 August 2011

 

India based Answer Technology Incorporated and Vesuvius India Limited filed patent application for a method of making monolithic refractories. The inventor is Dr. Subrata Banerjee.

 

Answer Technology Incorporated and Vesuvius India Limited filed the patent application on Aug. 12, 1997. The patent application number is 1793/MAS/1997 A. The international classifications are C04B035/04 and C04B035/66.

 

According to the Controller General of Patents, Designs and Trade Marks, "This invention relates to a method of producing monolithic refractories using improved flowable refractory composition, by casting setting and drying. The composition consists of conventional refractory aggregates and setting agents bound together by an aqueous colloidal suspension of an inorganic compounds selected from silica, zirconia, alumina and mullite having a particle size of up to 5 microns. This inorganic gel bonding shows distinct advantage over conventional compositions for refractories."

 

 

 


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.51.05

UK Pound

1

Rs.81.09

Euro

1

Rs.67.39

 


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

5

PAID-UP CAPITAL

1~10

5

OPERATING SCALE

1~10

5

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

6

--PROFITABILIRY

1~10

6

--LIQUIDITY

1~10

6

--LEVERAGE

1~10

5

--RESERVES

1~10

6

--CREDIT LINES

1~10

6

--MARGINS

-5~5

--

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

NO

--LITIGATION

YES/NO

NO

--OTHER ADVERSE INFORMATION

YES/NO

NO

MERIT POINTS

 

 

--SOLE DISTRIBUTORSHIP

YES/NO

NO

--EXPORT ACTIVITIES

YES/NO

NO

--AFFILIATION

YES/NO

YES

--LISTED

YES/NO

YES

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

50

 

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.