MIRA INFORM REPORT

 

 

Report Date :

16.04.2012

 

IDENTIFICATION DETAILS

 

Name :

RUCHI SOYA INDUSTRIES LIMITED

 

 

Registered Office :

614, Tulsiani Chambers, Nariman Point, Mumbai – 400021, Maharashtra

 

 

Country :

India

 

 

Financials (as on) :

31.03.2011

 

 

Date of Incorporation :

06.01.1986

 

 

Com. Reg. No.:

11-038536

 

 

Capital Investment / Paid-up Capital :

Rs.685.053 Millions

 

 

CIN No.:

[Company Identification No.]

L15140MH1986PLC038536

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

MUMR14074E

BPLR03207B

 

 

PAN No.:

[Permanent Account No.]

AAACR28921

 

 

Legal Form :

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

 

 

Line of Business :

Manufacturing of Soya Bean Oil Edible Grade, Meal of Soya Bean and Other Vegetable Oils and Fats.

 

 

No. of Employees :

2000( Approximately)

 

 

RATING & COMMENTS

 

MIRA’s Rating :

A (66)

 

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 86100000

 

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is a well established and reputed company having fine track. Financial position of the company appears to be sound. Directors are reported to be experienced and respectable businessman. Trade relations are reported as fair. Business is active. Payments are reported to be regular and as per commitments.

 

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

 

 

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

 

 

ECGC Country Risk Classification List – 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

 

 

 

 

 

 

 

 

 

 

 

 

 

INFORMATION PARTED BY

 

Name :

Mr. R. K. Jain

Designation :

General Manager Finance

Contact No.:

91-731-2513281

 

 

LOCATIONS

 

Registered Office :

614, Tulsiani Chambers, 2nd Floor, Backbay Reclamation, Nariman Point, Mumbai - 400 021, Maharashtra, India.

Tel. No.:

91-22-66560600

Fax No.:

91-22-22837525

E-Mail :

amrita_shahra@ruchigroup.com

snehhal@ipan.com

rl_gupta@ruchigroup.com

Website :

http://www.ruchisoya.com

Area :

500 Sq. ft. (Approximately)

 

 

Head /Administrative Office :

301 Mahakosh House, 7/5 South Tukoganj,Nath Mandir Road, Indore - 452 001, Madhya Pradesh, India.

Tel. No.:

91-731-2513281/82/83

Fax No.:

91-731-4065019 / 2527250

 

 

DIRECTORS

 

As on 31.03.2011

 

Name :

Mr. Kailash Shahra

Designation :

Chairman

 

 

Name :

Mr. Dinesh Shahra

Designation :

Managing Director

Qualification :

B. E. (Chemical Engineer)

 

 

Name :

Mr. A. B. Rao

Designation :

Director (Legal)

 

 

Name :

V. K. Jain

Designation :

Director (Commercial)

 

 

Name :

Mr. Sanjeev Kumar Asthana

Designation :

Director

 

 

Name :

Mr. P. D. Dwivedi

Designation :

Director

 

 

Name :

Mr. Sajeve Deora

Designation :

Director

 

 

Name :

Mr. N. Murugan

Designation :

Director

 

 

Name :

Mr. Navin Khandelwal

Designation :

Director

 

 

KEY EXECUTIVES

 

Name :

Mr. R. L. Gupta

Designation :

Company Secretary

 

 

Name :

Mr. R. K. Jain

Designation :

General Manager Finance

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on 31.12.2011

 

Category of Shareholder

No. of Shares

Percentage of Holding

(A) Shareholding of Promoter and Promoter Group

 

 

(1) Indian

 

 

Individuals / Hindu Undivided Family

107343732

32.20

Bodies Corporate

69161314

20.75

Sub Total

176505046

52.95

(2) Foreign

-

-

Total shareholding of Promoter and Promoter Group (A)

176505046

52.95

(B) Public Shareholding

 

 

(1) Institutions

 

 

Mutual Funds / UTI

845500

0.25

Financial Institutions / Banks

250488

0.08

Foreign Institutional Investors

58184653

17.45

Sub Total

59280641

17.78

(2) Non-Institutions

 

 

Bodies Corporate

82687671

24.80

Individuals

 

 

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

11394106

3.42

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

1692160

0.51

Any Others (Specify)

1798948

0.54

Clearing Members

1798948

0.54

Sub Total

97572885

29.27

Total Public shareholding (B)

156853526

47.05

Total (A)+(B)

333358572

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)

333358572

--

 

 

BUSINESS DETAILS

 

Line of Business :

Manufacturing of Soya bean Oil Edible Grade, Meal of Soya Bean and Other Vegetable Oils and Fats.

 

 

Products :

Product Description

Item Code No.

Soya bean Oil Edible Grade

15079000.10

Meal of Soya Bean

230400.03

Other Vegetable Oil and Fats

151800.09

 

 

PRODUCTION STATUS AS ON 31.03.2011

 

Particulars

 

 

 

31.03.2011

Quantity (M.T.)

INSTALLED CAPACITY

(On three shift basis)

Textured Soya Proteins

 

 

 

152000

Edible Soya Flour (Soya Protein)

 

 

 

60000

Soyabean Extraction

 

 

 

3308724

Oils (including lecithin)

 

 

 

2271000

Vanaspati

 

 

 

469500

Power Generation (in MW)

 

 

 

76

Palm Crushing

 

 

 

518400

Toilet Soap

 

 

 

33600

Soap Noodles

 

 

 

42000

Split Fatty Acid

 

 

 

35000

Glycerine

 

 

 

2250

 

 

 

 

 

PRODUCTION

 

Textured Soya Proteins/ Flour

 

 

 

171733.903

Realisable by-products

 

 

 

390918.699

Seed Extractions (DOC)

 

 

 

1549222.447

Oils

 

 

 

1943022.499

Vanaspati

 

 

 

170138.405

Milk

 

 

 

--

Power Generation (Number of Units)

 

 

 

112058160

Seedling (Number of Units)

 

 

 

521405

 

 

GENERAL INFORMATION

 

No. of Employees :

2000 (Approximately)

 

 

Bankers :

·         Axis Bank Limited

·         Bank of India

·         Central Bank of India

·         Corporation Bank

·         Dena Bank

·         IDBI Bank Limited

·         Oriental Bank of Commerce

·         Punjab National Bank

·         State Bank of Bikaner and Jaipur

·         State Bank of Hyderabad

·         State Bank of India

·         State Bank of Mysore

·         State Bank of Patiala

·         State Bank of Travancore

·         Syndicate Bank

·         The Karur Vysya Bank Limited

·         UCO Bank

 

 

Facilities :

Secured Loan

As on 31.03.2011

(Rs. in Millions)

As on 31.03.2010

(Rs. in Millions)

From Banks

 

 

Term Loans

9148.539

6843.272

Cash/ Packing Credit/ Working Capital Demand Loans

5222.320

0.268

Other Loans for vehicles

0.292

3.577

From Financial Institutions

 

 

Term Loans

0.000

6.250

Total

14371.151

6853.367

 

Notes :

1. The term loans from banks / financial institutions (other than those vested on amalgamation during the year ) are secured / to be secured by :

 

a) An exclusive first charge / pari passu first charge / first charge by way of an equitable mortgage and/or hypothecation, of immovable and / or movable properties/fixed assets, both present and future, at specified locations; and

 

b) In certain cases, personal guarantee of the Managing Director in addition to (a) above. The charges referred to in (a) above, rank pari passu inter se the lenders at each location, wherever applicable.

 

2.  The term loans from banks (vested on amalgamation during the year) are secured / to be secured by :

 

i) A first charge by way of an equitable mortgage of immovable properties, both present and future and a second charge over the current assets of the respective Transferor Company;

 

ii) A charge by way of hypothecation of movable fixed assets of properties, both present and future of, the respective Transferor Company; and

 

iii) Personal guarantee of a Promoter Director of the Transferor Company, in addition to (i), (ii) above. The charges referred to in (i) and (ii) above, rank pari passu inter se the lenders at each location of the Transferor Company, wherever applicable.

 

3 (a) The amount outstanding at year end includes interest accrued and due Rs.4147.400 Millions (previous year Rs.1016.600 Millions)

 

(b) Amount repayable within 12 months Rs.194630.800 Millions (previous year Rs.144271.00 Millions)

 

4 (a) The working capital borrowings from consortium banks and working capital loans (other than those vested on amalgamation during the year) are secured / to be secured by :

 

i) A first charge by way of hypothecation of stocks, book debts and other current assets;

 

ii) A charge by way of an equitable mortgage of immovable properties and hypothecation of movable fixed assets / properties, ranking second and subservient to the charges specified in 1 above; and

 

iii) In certain cases, personal guarantee of Promoter Director/s , in addition to (i), (ii) above. The charges mentioned above rank pari passu inter se the consortium banks.

 

(b) The borrowings availed from banks outside the consortium are secured / to be secured by :

 

(i) Specific charge on stocks, book debts and current assets pertaining to the facilities granted by them; and

 

(ii) Personal guarantee of the Managing Director of the Company.

 

(c ) The working capital borrowings from banks (vested on amalgamation during the year are secured /to be secured by :

 

i) A first charge by way of hypothecation of stocks, book debts and other current assets;

 

ii) A charge by way of an equitable mortgage of immovable properties/fixed assets and hypothecation of movable properties/ fixed assets, at specified locations, ranking second and subservient to the charges specified in 2 above; and

 

iii) Personal guarantee of the Promoter Director of transferor Company in addition to (i), (ii) above. [Amount repayable within 12 months Rs.522232.000 Millions (Previous year RS.26.800 Millions)].

 

5.  In terms of the Scheme of Amalgamation and Arrangement, the loans vested on amalgamation during the year are subject to existing charges / hypothecation / mortgage subsisting thereon and shall neither extend to the assets of the Company nor operate to enlarge the securities for the said liabilities of the Transferor Company.

 

6. These loans are secured with exclusive charge by way of hypothecation of vehicles purchased out of the said loans Amounts repayable within 12 months Rs.29.200 Millions (Previous year Rs.328.500 Millions).

 

Unsecured Loan

As on 31.03.2011

(Rs. in Millions)

As on 31.03.2010

(Rs. in Millions)

Short Term advances

 

 

From Banks

19994.788

16334.946

From Others

0.000

24.968

Other Loans

 

 

Deferred Sales Tax Liability

297.204

250.282

Total

20291.992

16610.196

 

 

 

Banking Relations :

--

 

 

Auditors  :

 

Name :

P. D. Kunte and Company

Chartered Accountants

 

 

Cost Auditor  :

 

Name :

K. G. Goyal and Company

Cost Auditors

 

 

Subsidiaries :

·         Ruchi World – Wide Limited

·         Mrig Trading Private Limited

·         Gemini Edibles and Fats India Private Limited

·         Ruchi Industries Pte. Limitd

·         Ruchi Ethiopia Holdings Limited

·         Ruchi Agri Plantation (Cambodia) Pte. Limited

·         Ruchi Infrastructure Limited

 

 

Associates :

·         Ruchi Green Energy Private Limited

·         GHI Energy Private Limited

 

 

Entities where Key Management Personnel or relatives of Key Management Personnel have significant influence :

·         Mahadeo Shahra and Sons

·         Mahadeo Shahra Sukrut Trust

·         Great Eastern Infrastructure Corporation Private Limited

·         Sunshine Olechem Limited

·         Ruchi Corporation Limited

·         Ruchi Bio Fuels Private Limited

·         Ruchi Multitrade Private Limited

·         Ruchi Realty Private Limited

·         Indivar Wellness Private Limited

·         Soyumm Marketing Private Limited

·         Nirvana Housing Private Limited

·         Bright Star Housing Private Limited

·         Ruchi Marktrade Private Limited

·         Shiva Foundation (Trust)

·         High Tech Realties Private Limited

·         Spectra Realties Private Limited

·         Mahakosh Amusement Private Limited

·         Deepti Housing Private Limited

·         Deepti Properties Private Limited

·         Neha Resorts & Hotels Private Limited

·         Ankesh Resorts & Hotels Private Limited

·         Shahra Estate Private Limited

·         Neha Securities Private Limited

·         Vishal Resorts and Hotels Private Limited

·         Vishal Warehousing Private Limited

·         Shahra Sons Private Limited

·         I Farm Venture Advisors Private Limited

·         I Farm Equity Advisors Private Limited

·         Shahra Brothers Private Limited

·         Mahadeo Shahra and Sons Private Limited

·         Mangalore Liquid Impex Private Limited

 

 

CAPITAL STRUCTURE

 

After 30.09.2011

 

Authorised Capital : Rs.2530.500 Millions

 

Issued, Subscribed & Paid-up Capital : Rs.686.717 Millions

 

 

As on 31.03.2011

 

Authorised Capital :

No. of Shares

Type

Value

Amount

1,010,250,000

Equity Shares

Rs.2/- each

Rs.2020.500 Millions

5,100,000

Preference Shares

Rs.100/- each

Rs.510.000 Millions

 

Total

 

Rs.2530.500 Millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

332,526,472

Equity Shares

Rs.2/- each

Rs.665.053 Millions

200,000

6% Non-Convertible Redeemable Cumulative Preference Shares

Rs.100/- each

Rs.20.000 Millions

 

Total

 

Rs.685.053 Millions

 

Notes:

 

1. Increased in terms of the Scheme of Amalgamation and Arrangement 

 

2. The 6% Non-Convertible Redeemable Cumulative Preference Shares of Rs.100/- each were issued pursuant to the Scheme of Amalgamation and Arrangement between Sunshine Oleochem Limited, Ruchi Soya Industries Limited and their respective shareholders sanctioned by the Hon’ble High Court of Mumbai on the same terms and conditions as originally issued by Sunshine Oleochem Limited.

 

The preference shares are redeemable as follows:

 

a) First installment of Rs.33/- per preference share on completion of 144 months from March 31, 2009.

 

b) Second installment of Rs.33/- per preference share on completion of 156 months from March 31, 2009.

 

c) Third installment of Rs.34/- per preference share on completion of 168 months from March 31, 2009.

 


 

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

685.053

824.813

1054.178

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

20848.064

18404.902

10795.726

4] (Accumulated Losses)

0.000

0.000

0.000
NETWORTH

21533.117

19229.715

11849.904

LOAN FUNDS

 

 

 

1] Secured Loans

14371.151

6853.367

6978.709

2] Unsecured Loans

20291.992

16610.196

10229.738
TOTAL BORROWING

34663.143

23463.563

17208.447

DEFERRED TAX LIABILITIES

1990.495

1686.500

1347.815

EMPLOYEES STOCK OPTIONS

40.172

18.132

3.876
 

 

 

 
TOTAL

58226.927

44397.910

30410.042
 

 

 

 
APPLICATION OF FUNDS

 

 

 
 

 

 

 
FIXED ASSETS [Net Block]

21049.546

19605.195

13347.617
Capital work-in-progress

1818.661

644.052

786.589
 

 

 

 
INVESTMENT

2022.438

1967.273

817.824
DEFERREX TAX ASSETS

0.000

0.000

0.000
 

 

 

 
CURRENT ASSETS, LOANS & ADVANCES

 

 

 
 
Inventories
28234.140
15872.849
15093.267
 
Sundry Debtors
22300.497
12002.742
10268.276
 
Cash & Bank Balances
12573.919
15013.811
10147.932
 
Other Current Assets
194.688
412.353
183.025
 
Loans & Advances
9143.607
9481.033
9941.990
Total Current Assets
72446.851
52782.788
45634.490
Less: CURRENT LIABILITIES & PROVISIONS
 
 
 
 
Sundry Creditors
34602.796
27079.524
27050.927
 
Other Current Liabilities
2387.580
1524.733
1684.967
 
Provisions
2120.208
1998.629
1442.432
Total Current Liabilities
39110.584
30602.886
30178.326
Net Current Assets
33336.267
22179.902
15456.164
 

 

 

 
MISCELLANEOUS EXPENSES

0.015

1.488

1.848
 

 

 

 
TOTAL

58226.927

44397.910

30410.042

 

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

31.03.2011

31.03.2010

31.03.2009

 

SALES

 

 

 

 

 

Income

 

 

Other Income

 

 

 

 

 

TOTAL                                     (A)

166637.727

135297.217

121720.641

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Raw Material Consumed

152690.228

121895.430

79189.805

 

 

Purchases made for re-sale

0.000

0.000

30347.749

 

 

Increase/(Decrease) in Stock

(4363.335)

(377.450)

800.682

 

 

Expenses

12651.967

9411.555

8463.142

 

 

Exceptional Items

0.000

(35.243)

0.000

 

 

TOTAL                                     (B)

160978.860

130894.292

118801.378

 

 

 

 

 

Less

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

5658.867

4402.925

2919.263

 

 

 

 

 

Less

FINANCIAL EXPENSES                         (D)

1179.067

674.393

554.168

 

 

 

 

 

 

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

4479.800

3728.532

2365.095

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

1199.270

1003.717

857.593

 

 

 

 

 

 

PROFIT BEFORE TAX (E-F)                               (G)

3280.530

2724.815

1507.502

 

 

 

 

 

Less

TAX                                                                  (H)

1148.444

1000.142

574.684

 

 

 

 

 

 

PROFIT AFTER TAX (G-H)                                (I)

2132.086

1724.673

932.818

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

4296.438

3445.491

2911.832

 

 

 

 

 

 

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD RELATING TO TRANSFEROR COMPANIES

101.571

15.438

0.000

 

 

 

 

 

Less

APPROPRIATIONS

 

 

 

 

 

General Reserve

250.000

250.000

250.000

 

 

Proposed Dividend

166.749

159.609

127.492

 

 

Capital Redemption Reserve

0.000

452.429

0.000

 

 

Tax on Dividend

27.051

27.126

21.667

 

BALANCE CARRIED TO THE B/S

6086.295

4296.438

3445.491

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

                        F. O. B value of Export

22672.177

13458.161

 

                        F. O. B value of Merchandise trade

9063.470

7603.100

 

 

TOTAL EARNINGS

31735.647

21061.261

45118.000

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Capital Goods

0.000

7.071

 

 

Purchase of Oils

46374.738

50987.995

9.253

 

 

Purchases for Merchandise exports

8883.483

7474.504

 

 

 

Purchase of Consumables/ packing materials

6.314

70.339

 

 

TOTAL IMPORTS

55264.535

58539.909

9.253

 

 

 

 

 

 

Earnings Per Share (Rs.)

6.62

6.92

4.83

 

 

QUARTERLY RESULTS

 

PARTICULARS

30.06.2011

30.09.2011

31.12.2011

 

1st  Quarter

2nd Quarter

3rd Quarter

Net Sales

59017.200

60822.900

70343.100

Total Expenditure

57394.300

60452.500

69361.100

PBIDT (Excl OI)

1622.900

370.400

982.000

Other Income

15.100

108.400

659.300

Operating Profit

1638.000

478.800

1641.300

Interest

279.800

37.200

864.000

Exceptional Items

0.000

0.000

0.000

PBDT

1358.200

441.600

777.300

Depreciation

315.600

340.200

374.200

Profit Before Tax

1042.600

101.400

403.100

Tax

381.000

63.600

162.600

Provisions and contingencies

0.000

0.000

0.000

Profit After Tax

661.600

37.800

240.500

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

661.6000

37.800

240.500

 

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2011

31.03.2010

31.03.2009

PAT / Total Income

(%)
1.28
1.27
0.76

 

 
 
 
 

Return on Total Assets

(PBT/Total Assets}

(%)
15.58
3.76
2.55

 

 
 
 
 

Return on Investment (ROI)

(PBT/Networth)

 
0.15
0.14
0.12

 

 
 
 
 

Debt Equity Ratio

(Total Liability/Networth)

 
3.43
2.81
3.99

 

 
 
 

 

Current Ratio

(Current Asset/Current Liability)

 
1.85
1.72
1.51

 

 

 

LOCAL AGENCY FURTHER INFORMATION

 

Check List by Info Agents

Available in Report (Yes / No)

1) Year of Establishment

Yes

2) Locality of the firm

Yes

3) Constitutions of the firm

Yes

4) Premises details

Yes

5) Type of Business

Yes

6) Line of Business

Yes

7) Promoter’s background

Yes

8) No. of employees

Yes

9) Name of person contacted

Yes

10) Designation of contact person

Yes

11) Turnover of firm for last three years

Yes

12) Profitability for last three years

Yes

13) Reasons for variation <> 20%

--

14) Estimation for coming financial year

No 

15) Capital in the business

Yes

16) Details of sister concerns

Yes

17) Major suppliers

No

18) Major customers

No 

19) Payments terms

No 

20) Export / Import details (if applicable)

No

21) Market information

--

22) Litigations that the firm / promoter involved in

--

23) Banking Details

Yes

24) Banking facility details

Yes

25) Conduct of the banking account

--

26) Buyer visit details

--

27) Financials, if provided

Yes

28) Incorporation details, if applicable

Yes

29) Last accounts filed at ROC

Yes

30) Major Shareholders, if available

Yes

 

REVIEWS OF OPERATIONS

 

During the year, the sales and other income of the Company have increased to Rs.166637.700 Millions from Rs.135297.200 Millions in the previous year, recording a growth of over 23%. The Profit before depreciation and tax increased to Rs.4479.800 Millions from Rs. 3728.532 Millions in the previous year recording a growth of over 21%. Profit after tax of Rs.2132.100 Millions was recorded during the year which is over 23% higher than Rs.1724.700 Millions in the previous year.

 

FUTURE OUTLOOK

 

India is witnessing large changes in the Food and Agriculture space. The demand for Food has been growing at the back of rising population and income levels. Edible oil Industry has been at the centre of this growth. The Indian Edible Oil consumption has been growing at a rate of 6.5% over the last few years. The same trend is likely to continue over the next decade. Branded oil sales have been growing at a much faster pace as compared to the overall growth of edible oil.

 

Subject is tapping the last mile retail story with brands like Nutrela, Mahakosh and Ruchi Gold on the one hand and investments in the value chain integration involving plantations across continents to secure supply chain

on the other. Integration of complete value chain will facilitate in leveraging the growing business opportunities with enhanced margins.

 

There is a need for consolidation of the Domestic Businesses and to drive economies of scale to continuously remain competitive in the challenging environment being faced by the industry. The company is in the process of setting up / expanding production facilities at the new/existing locations to cater to the growing demand and to sustain the leadership position. As a part of the strategy to enlarge their presence in the diverse domestic edible oil segment, the company has also begun to increase capacities of production facilities in Mustard oil segment.

 

SUBSIDIARY COMPANIES

 

During the year, the Company has set up wholly owned subsidiary companies in Singapore and Dubai to expand presence in the international markets. The Company has complied with the conditions of General Circular No. 2 dated February 8, 2011 issued by the Ministry of Corporate Affairs, Government of India and availed exemption from compliance of Section 212 of the Companies Act, 1956. Hence, the annual accounts of the subsidiary companies, directors’ and auditors’ reports there on, do not form part of the Annual Report of the Company.

 

The Company undertakes to provide annual accounts of the subsidiary companies and the related detailed information to shareholders of the holding and subsidiary companies seeking such information at any point of time. The annual accounts of the subsidiary companies shall also be kept for inspection by any shareholder in the registered office of the holding company and of the subsidiary company concerned.

 

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

 

INDUSTRY STRUCTURE AND DEVELOPMENT

 

The primary business of the Company is processing of oil-seeds and refining of crude oil for edible use. The Company also produces oil meal, food products from soya and value added products from downstream and upstream processing. The domestic edible oil consumption has been steadily growing and is estimated to be over 16 million MT in the current year with Palm and Soya oil, in which the Company has a dominant presence, contributing approx 60% in volume. While the growth in population and disposable income due to economic growth is resulting in higher consumption, the supply growth has been primarily lower due to relative stagnancy in the domestic oil seed output. In view of the demand- supply gap, over 53% of the domestic edible oil consumption is met by imports, with Palm and Soya accounting for over 90% of the imported volume. The oil meal is essentially consumed as poultry, fish and cattle feed, A substantial part of soya meal is exported to the Asian region even though the domestic demand is growing.

 

The domestic soya crop production was around 9.6 million MT in India during the year. Due to higher prices of edible oils and better parity in crushing, the business environment was conducive during the year. This has resulted in better utilisation of soya seed crushing capacities. In view of the encouraging demand from South East Asia, the overall export of Soybean Meal has been higher at 3.8 million MT (approx over ` 70 billion) for Indian Soya meal as compared to 2.1 million MT (approx over ` 41 million) during the previous year. In order to bridge the growing demand - supply gap in edible oil, the volumes of import of edible oil have gone up from 5.4 million MT (2006-07) to 8.5 million MT (2010-11) over the last five years. This has improved the capacity utilisation of the port - based edible oil refining facilities in the country. The share of palm segment in the import of oil has gone up from 3.6 million MT (2006-07) to 6.5 million MT (2010-11) over the last five years due to favorable price dynamics and higher demand of the cost conscious consuming population in the country.

 

Keeping in view the growing demand of Palm Oil and augmentation of the domestic supply, the Government of India and State Governments have identified potential areas for oil palm cultivation and taken measures to promote oil palm cultivation and processing in India. The recent budgetary allocation of ` 3 billion by the Government of India to encourage expansion of area under palm cultivation is an action - oriented step in this direction. It is believed that this will benefit farmers with better income, reduce import bill of edible oil, support domestic industry and promote regional development. As the oil yield per Hectare of palm is far higher than any other oil seeds, the encouragement will be beneficial to the stakeholders in the long run.

 

INDUSTRY OUTLOOK

 

The Indian economic growth is expected to be commodity intensive in future. The food sector, one of the major growth sectors of the Indian economy, is essentially commodity oriented. Edible oil is and will remain an important constituent of dietary plan despite varied eating habits and varied methods of cooking across the different states/regions in the country. The demand for edible oil in India is relatively stable and growing in line with the higher disposable income.

 

Indian edible oil sector is, by and large, a price conscious and price sensitive market, as a substantial part of consumption takes place at the bottom end of the pyramid. The propensity to consume is correlated with the changes in prices of edible oil and the quantum of disposable income. With rising incomes, food remains an important item of expenditure to warrant large share of incremental spending.

 

The edible oil sector is at its inflexion point. While the consumption grows with the rise in disposable income, the pattern of consumption is also moving towards packed and/or branded form due to factors such as, amongst others, rising incomes coupled with changes in the household demographics, improving health consciousness, growing organised retail improving reach of the products across the country, visual advertisements etc. Thus, the growth of edible oil in packed form has far exceeded the industry wide growth rate over the last five years. In the foreseeable future, it is envisaged that the overall quantum of edible oil consumption will continue to grow significantly in the packed segment, with the pattern of consumption shifting from unpacked to packed form, across different layers of positioning from “mass” to “class” segments.

 

Keeping in view the steady average rate of GDP growth (and the consequent Income growth) and the population growth expected in India, it is estimated that the domestic demand for edible oil, will also consequently rise. According to the industry estimates, the consumption of edible oil is expected to increase from the current level of 16 million MT to over 21 million MT by the year 2015. Due to lower domestic supply, the import of edible oil will rise to meet the demand-supply gap. The recent widespread monsoon with reasonably equitable distribution of rainfall across the country is expected to improve the prospects of better agricultural production in India than the previous year. The current indications augur well for the agricultural sector in general and solvent extraction industry in particular in the current year. With the improvement in the price trend, it is believed that operations of the crushing industry will be better than the previous year.

 

The edible oil industry in India is in a consolidation phase. Enterprises having integration of the value chain, risk management, working capital management, efficiencies in procurement, logistics and distribution, manufacturing presence at strategic locations across the country and strong consumer focus, that have undertaken expansion of their market share through organic and inorganic route coupled with introduction of new and innovative products - including presence through branded products, will enjoy the gains in the times to come.

 

BUSINESS STRATEGY

 

The size and the steady growth of the edible oil industry in India offer great potential for the Company to proactively adopt strategies to sustain leadership position in the Industry. The consolidation phase of the industry

also enables the Company to build-on and strengthen its current presence and market share in the industry. The company always explores various ways to leverage the synergies arising from sourcing, logistics, distribution, strong market presence, well spread and balanced (between port based and inland locations) manufacturing facilities of global standards at strategic locations. Having built a robust position in the mid stream segment which facilitates the growth in front and back end segments to capture the value chain, the Company is in the processing of expanding its front end segment into marketing of branded and value added products and back end segment into palm and other plantations, thus focusing on value integration and optimisation.

 

Considering the opportunities arising out of the challenges due to the presence of a large number of small units operating in the industry and the varying consumer preferences at different regions, the company has created a robust organisational structure to evolve appropriate response mechanisms closer to ground realities and faster to the consumer needs, in line with the emerging business needs and trends. The Company will continue to strengthen itself in areas of sourcing raw materials from points of origin, reducing inefficiencies in supply chain and logistics, promoting green energy initiatives, expanding capabilities to process at strategic locations, improvements in product quality, and increased sales of branded products in retail segment.

 

The consumerism in India is at its inflexion point. The economic growth in future will result in high disposable income across the domestic consumers and changing consumer preferences. The consumption of edible oil in packed form, given its current low base and vast untapped potential, offers tremendous business opportunities to

expand business volume in retail segment. The Company, despite having a large base of branded sales, is strongly oriented to capitalise the growing business opportunities in this direction and has set ambitious targets to scale up its presence in branded segment. The Company will significantly undertake strengthening business processes for quality, scalability, sustainability, availability and visibility in the area of branded products. The Company will continue to expand its distribution channels across the country, broad base its product range, and invest in designing and implementing brand positioning and promotion strategies to achieve the objectives. With the favourable shift towards growth in packaged goods segment, the company has chalked out plans to continue to achieve far higher growth than the industry.

 

The Company is evaluating opportunities to expand its product portfolio and will be introducing various new products for the health conscious consumer under the ‘Nutrela’ brand, which has already carved a niche for itself as a market leader in soya foods. New products are proposed to be rolled out with focus on the growing “health and wellness” segment. The Company will proactively roll-out various initiatives to support its branding strategy, including better visibility, ad spend, brand/ product positioning etc.

 

The company is the largest branded marketer in palm oil with strong sourcing strengths, processing capabilities in port based locations to process imported palm oil for distribution in the domestic market. The company perceives that vertical integration into palm plantations will be the key goal to partially insulate against the short supplies and spiraling prices in the long run. The company perceives, therefore, a logical business opportunity to achieve backward integration in palm plantations in overseas/domestic markets to complete the value chain and thus give a fillip to the momentum. The direct benefit of the above endeavors, besides strengthening the existing attributes of its business in the domestic market, will be to de-risk the operations from geographical and product risks, to support supply chain requirements and to add long-term sustainable value to the business of the Company. In this regard, The company has already secured procurement rights for the development and sourcing of oil palm over 175,000 Hectares of land, suitable for the cultivation, across various states in India, and set up commensurate processing capacities/facilities appropriate to the requirements. The planted area as of the close of the year was over 33,000 Hectares. Despite the challenging the task of scalability, the company has resolved to step up the efforts resulting in increase in the area of oil palm plantation in the coming years, thereby contributing to income of farmers, the regional development and increase in domestic oil production. The active completion of oil palm plantation in India will be one of the key focus drivers in the future.

 

As a part of growth strategy, the Company is in the process of expanding its presence internationally by setting up of facilities for soya/oil palm cultivation and processing into downstream products, through step down subsidiaries. This will enhance their origination capabilities; support their strategy of value integration, add significant improvement in the margin profile on a consistent basis, resulting in their business model with reasonable predictability and sustainability, in the times to come.

 

The Company is strengthening the existing internal business processes, more particularly in the areas of Marketing, Information technology, Human resource systems and Risk management, and is thus gearing-up to meet the challenges ahead. The Company is of the view that the initiatives in the above mentioned areas will improve the product mix and enhance the margin profile in future. Keeping in view the scale of operations and the overall growth, the company believes that strategic moves will prove beneficial for the Company and the stakeholders in the long term.

 

CONTINGENT LIABILITY

 

CONTINGENT LIABILITY NOT PROVIDED FOR

 

Rs. in millions

Particulars

 

31.03.2011

31.03.2010

(a) Claims against the Company not acknowledged as debts

90.676

71.952

(b) Outstanding bank guarantees

404.834

140.813

(c) Outstanding Letters of Credit

2.164

0.000

(d) Outstanding corporate guarantees given on behalf of subsidiary

2913.909

1526.917

(e) Income tax/ Sales tax/ Entry tax/ Excise/ Octroi / Custom duty/ESIC / Electricity Duty / Others

2926.730

2237.943

(f) Bills discounted

2794.053

2839.642

(g) Estimated amount of contracts remaining to be executed on capital account (Net of advances)

572.413

547.246

 

FIXED ASSETS

·         Freehold Land

·         Lease hold Land

·         Buildings

·         Plant and Machinery

·         Windmills

·         Furniture and Fixtures

·         Vehicles

·         Office Equipments

·         Trade Marks

·         Software  

 

UNAUDITED FINANCIAL RESULTS (PROVISIONAL) FOR THE QUARTER AND NINE MONTHS ENDED 31.012.2011

 

            (Rs. In Millions)

Particulars

Quarter Ended

Quarter Ended

Nine Months Ended

 

31.12.2011

30.09.2011

31.12.2011

 

Unaudited

Unaudited

Unaudited

a) Net Sales / Income from Operations

70140.700

60758.900

189888.500

b) Other Operating Income

202.400

64.000

294.700

Expenditure

 

 

 

(a) (Increase)/decrease in Stock in Trade

[3249.600]

365.700

[386.500]

(b) Consumption of Raw Materials

41495.900

31311.400

102687.600

(c) Purchase of traded goods

26006.300

24298.400

72245.000

(d) Employees Cost

270.700

346.200

839.500

(e) Depreciation

374.200

340.200

1030.000

(f) Other Expenditure

4837.800

4130.800

11822.300

Total Expenditure

69735.300

60792.700

1188237.900

Profit / (Loss) From Operations before other Income Interest & Exceptional Items

607.800

30.200

1945.300

Other Income

[11.900]

108.400

111.600

Profit/(Loss) before Interest and Exceptional items

595.900

138.600

2056.900

Interest

192.800

37.200

509.800

Profit / (Loss) after interest before Exceptional items

403.100

101.400

1547.100

Exceptional Items

0.000

0.000

0.000

Profit / (Loss) From Ordinary activities before Tax

403.100

101.400

1547.100

Tax Expenses

162.600

63.600

607.200

Net Profit/(Loss) From Ordinary activities after Tax

240.500

37.800

939.900

Extraordinary Items

0.000

0.000

0.000

Net Profit/(Loss) for the period

240.500

37.800

939.900

Paid Up Equity Share Capital ( Face Value of the share Rs.2/- each)

666.700

666.000

666.700

Preference Share Capital (Face Value Rs.100/- each)

20.000

20.000

20.000

Reserves (Excluding Revaluation Reserves)

--

--

--

Public Share Holding

 

 

 

Earning Per  Share

 

 

 

-Basic

0.72

0.11

2.82

-Diluted

0.72

0.11

2.82

Public Share Holding

 

 

 

- Number of Shares

156853526

158480876

156853526

- Percentage of shareholding

47.05

47.59

47.05

Promoters and Promoter group share holding

 

 

 

a) Pledged / Encumbered

 

 

 

- Number of Shares

6278190

6366190

6278190

- Percentage of share (as a % of the total shareholding of promoter and promoter group)

3.56

5.93

3.56

- Percentage of shares(as a % of the total share capital of the company)

1.88

1.91

1.88

b) Non -encumbered

 

 

 

- Number of Shares

170226856

168171356

170226856

- Percentage of Share (as a % of the total shareholding of promoter and promoter group)

96.44

94.07

96.44

 - Percentage of Share (as a % of the total share capital of the company)

51.07

50.50

51.07

 

 

SEGMENT WISE REVENUE, RESULTS AND CAPITAL EMPLOYED

 

(Rs. In Millions)

Sr. No

Particulars

Quarter Ended

Quarter Ended

Nine Months Ended

 

 

31.12.2011

30.09.2011

31.12.2011

1

Segment Revenue

 

 

 

 

(Net Sale/Income from operations & other Income) 

 

 

 

 

Oils

51701.700

48539.200

148052.000

 

Vanaspati 

2278.100

2838.400

7648.400

 

Seed Extraction

14310.300

7572.400

28831.200

 

Food Products 

707.300

857.500000

2378.100

 

Wind Turbine Power Generation

79.000

143.100

421.200

 

Others

1254.800

980.700

2963.900

 

Net Sales/Income from operations 

70331.200

60931.300

190294.800

2

Segment Results

 

 

 

 

(Profit before interest and tax)

 

 

 

 

Oils

136.900

[363.200]

663.100

 

Vanaspati

23.000

27.400

99.900

 

Seed Extraction

360.500

327.700

887.000

 

Food Products 

19.600

26.000

71.700

 

Wind Turbine Power Generation

3.200

36.900

152.700

 

Others

46.700

83.800

176.500

 

Total 

589.900

138.600

2050.900

 

Less: Interest (Net)

192.800

37.200

509.800

 

Less: Other unallocable expenditure net  of un-allocable income 

[6.000]

0.000

[6.000]

 

Total Profit before tax 

403.100

101.400

1547.100

3

Capital Employed

 

 

 

 

(Segment Assets less Segment Liabilities)

 

 

 

 

Oils

24751.700

6424.400

24751.700

 

Vanaspati 

2533.300

3057.300

2533.300

 

Seed Extraction

9004.700

12637.200

9004.700

 

Food Products 

825.900

923.100

825.900

 

Wind Turbine Power Generation

4832.200

4458.500

4832.200

 

Others

168.800

3502.900

168.800

 

Total

42116.600

31003.400

42116.600

 

Notes:

 

1. The above results have been reviewed by the Audit Committee and have been approved by the Board of Directors of the Company at the meeting held on 14th November, 2011. the statutory auditors have carried out a limited review of the above results.

 

2. During the quarter, Company received 18 investors’ complaints which were redressed. There were no complaints pending at the beginning of quarter and at the end of the quarter.

 

3. The Compensation Committee of the Board of Directors, at its meeting held on 14th November, 2011 has allotted 340,150 equity shares of Rs.2/- each on exercise of options by the eligible employees in accordance with the Employee Stock Option Scheme – 2007 of the Company, as amended on date. The movement in the Employee Stock Options during the quarter ended December 31, 2011 is as follows: 

 

Date of Grant

Opening Balance as in October 1, 2011 (as reclassified interse)

Exercised during the quarter

Closing Balance as on December 31, 2011

April 1st 2008

104,300

21,200

83,100

October 1st   2009

934,500

318,950

615,550

April 1st 2010

181,300

-

181,300

April 1st 2011

198,000

-

198,000

Total

14,18,100

340,150-

10,77,950

 

4. Pursuant to notification dated 29th December 2011 issued by the Ministry of Corporate Affairs, from the current quarter, the Company has exercised the option available under the said Clause. Accordingly, the exchange difference arising on reporting of long term foreign currency monetary items, in so far as they relate to acquisition of depreciable fixed assets, have been adjusted to the cost of the assets and in other   cases, the same has been accumulated in ‘Foreign Currency Monetary Item Translation Difference Account’ and will be amortised over the balance period of liability. On  account of this change in the method of accounting, the profit after tax for the nine months ended 31st December 2011 is higher by Rs.634.000 millions (including Rs.293.900 millions for the quarter ended 31st December 2011).

 

5. Pursuant to the Scheme of Amalgamation and Arrangement between the Company and Mac Oil Palm Limited, the Board has approved the following amounts as charge to Business Development Reserve during the quarter and nine months period ended December 31, 2011 :

 

(Rs. in millions)

Particulars        

Quarter Ended December 31, 2011

Nine months
Period Ended December 31, 2011

Additional depreciation / impairment / amortization on account of revaluation of Fixed Assets

59.000

164.600

Advertisement and sales promotion expenses for Business development

84.600

172.200

 

143.600

336.800

Less: Income Tax Thereon

27.500

55.900

Total

116.100

280.900

 

6. With effect from 1 April 2011, the Company has adopted the principles of derivatives and hedge accounting of Accounting Standard (AS) 30 “Financial Instruments: Recognition and Measurement”, to account for interest rate swaps. Accordingly, mark to market losses (net of taxes) of Rs 161.900 millions as at 31st December, 2011  [including mark to market gain (net of taxes) of Rs.6.200 millions for the quarter under review] on account of interest rate swaps designated as effective hedge has been recognized in the balance sheet under the head “Hedge Reserve”.

 

7. The results of subsidiary companies, associates, Trust and Joint Venture will be consolidated with the year end results.

 

8. Interest income of Rs.1563.400 millions (including Rs.671.200 millions for the quarter ended 31st December 2011) for the nine months period ended 31st December 2011 has been netted off against interest cost. 

 

9. The figures for the corresponding periods have been re-grouped/re-arranged to make the same comparable with the figures for the quarter and nine months ended December 31st, 2011.

 

Business Description

 

Subject operates in four segments: Extractions, which include all types of seed extractions; Vanaspati, which involves manufacturing of vanaspati; Oils, which include Crude oils and refined oils; Food Products, which include textured soya protein, soya flour, fruit juice and soya milk; Wind Power Generation, which include electricity generation from wind mills excluding captive consumption, and Others, which include gram, wheat, rice, maize, corn, seeds, coffee, marine products, tuar, peas, barley, soap, fresh fruit bunch, seedling and plant and machinery (equipment), cotton bails and toiletry preparation. Its brands include Nutrela, Ruchi Gold, Mahakosh and Sunrich. Its other products include Bakery fats and Soaps. Its soaps include Magic of Fresh Jasmine, Purity of Natural Sandalwood, Goodness of Rose Petals and Freshness of Lime. It exports its products to Japan, Vietnam, Indonesia, Thailand, Philippines, South Korea, Taiwan and Middle East countries. For the fiscal year ended 31 March 2010, Ruchi Soya Industries Ltd's revenues increased 13% to RS143.94B. Net income increased 87% to RS1.74B. Revenues reflect increased income from Oils segment, a rise in earnings from Food Products and higher income from other segments. Net income also reflects a fall in consumption of raw material. The Company operates in extractions, vanaspati, oils and food product segments.

 

BOARD OF DIRECTORS

 

Mr. Kailash Chandra Shahra (Non Executive Chairman of the Board)

 

Mr. Kailash Chandra Shahra is Non-Executive Chairman of the Board of Subject, since January 7, 1986. He holds B.Com from Vikram University, Ujjain (Madhya Pradesh). He established a new milestone by setting-up India’s first soyabean processing plant Served as member on the Board of Directors of Bank of India Served as Chairman of Soyabean Processors Association of India (SOPA), a body representing the Soyabean Industry in India. He holds Directorship of other companies are Anik Industries Limited, Shahra Brothers Private Limited, Indian Steel Corporation Limited, National Board of Trade Limited, Mahadeo Shahra and Sons Private Limited, Ruchi Strips and Alloys Limited, National Steel and Agro Industries Limited, Revati Cements Private Limited, Federation of Indian Commodity Exchange Shahra Sons Private Limited.

 

Mr. Sanjeev Kumar Ashtana (Non-Executive Director)

 

Mr. Sanjeev Kumar Asthana is Non-Executive Director of Subject, since August 28, 2010. He holds PGDIT from IIFT, New Delhi and PGDRM from IRMA, Anand. He holds PGDIT from IIFT, New Delhi and PGDRM from IRMA, Anand. He serves Erstwhile President and CEO of Agribusiness and Food Supply of Reliance Retail Limited and Director of Cargill India Private Limited. He Provides Advisory Services and manages the business of IFARM group of Companies Eminent expert in Agri and Food Sector and has served on several executive committees of national business associations, trade bodies and commodity exchanges, including those constituted by FICCI, CII and NCDEX. Affiliated to international forums and a regular speaker on commodity trade, risk management, food supply chain, retail and agriculture Distinguished Speaker on Agri, Food Security, Retail, Supply Chain etc., both in India and Overseas, Chairman - CII National Task Force on Horticulture for the year 2011-12, Chairman - CII National Council on Agriculture for the year 2011-12.

 

Mr. Sajeve Deora (Independent Non-Executive Director)

 

Mr. Sajeve Deora is Independent Non-Executive Director of Subject, since December 27, 2005. He holds B.Com from Delhi University and FCA from the Institute of Chartered Accountants of India. He holds Directorship of other companies are Ruchi Infrastructure Limited, Bholanath International Limited, Deora Associates Private Limited, Jai Mata Glass Limited, Integrated Capital Services Limited, Prochem Solutions Pte Limited, Thesgora Coal Private Limited, Sun Links Limited, Green Infra Profiles Private Limited, Vippy Industries Limited, Greenway Advisors Private Limited, Him Teknoforge Limited, Gemini Edibles and Fats India Private Limited. He is Practising Chartered Accountant since 1984 with an experience in financial re-constructions, acquisitions, mergers and corporate restructuring.

 

Mr. Prabhu Dayal Dwivedi  (Independent Non-Executive Director)

 

Mr. Prabhu Dayal Dwivedi is the Independent Non-Executive Director of Subject. He holds M.A. from Allahabad University, LLB (professional) from Punjab University and CAIIB, Diploma in Industrial Finance and Cooperation from Indian Institute of Bankers. He is Former M.D. State Bank of Saurashtra, Served four Associate Banks of State Bank of India in the capacity of senior Executive. Attended executive development programmes in India (IIM Ahmadabad) and abroad. Former Banking Lokpal for Gujarat State and Union Territories of Dadra, Nagar Haveli, Daman Diu. Regional Director of Indo-Overseas Chamber of

 

Mr. V. K. Jain (Director)

 

Mr. Vijay Kumar Jain is Director - Commercial, Whole time Director of Subject, since July 27, 2009. He holds B.Sc (Physics Hons.) from Delhi University and PGDBM from Bhartiya Vidya Bhawan. He has Over 32 years experience across marketing, logistics, import and exports, commercial including taxation, bio fuels, public relations and business development Executive Committee member of Indian Vanaspati Producers Association and Biodiesel Association of India Currently he is looking after overseas projects in addition to work related to import/export and taxation among others. He holds Directorship of other companies are Evershine Oleochem Limited, Ruchi Infrastructure Limited, Ruchi Worldwide Limited, Mrig Trading Private Limited, Uttaranchal Bio Fuels Limited, Ruchi Agri Plc, Ruchi Agri Plantation (Cambodia) Pte. Limited

 

Mr. Navin Khandelwal (Independent Non – Executive Director)

 

Mr. Navin Khandelwal is Independent Non-Executive Director of Subject, since December 18, 2009. He holds B.Com from Devi Ahilya University, Indore and FCA from the Institute of Chartered Accountants of India. He holds Directorship of other companies are National Steel and Agro Industries Limited, Ruchi Strips and Alloys Limited, Indian Steel Corporation Limited, Indian Steel SEZ limited. He is Practising Chartered Accountant since 2002 and is associated with various management associations.

 

Mr. Navamani Murugan (Independent Non – Executive Director)

Shri. Navamani Murugan is Independent Non-Executive Director of Subject, since July 27, 2009. He holds M.Sc from Madras University and MBA from Texas, USA. He holds Directorship of other companies are Ruchi Infrastructure Limited, M.S.T. Enterprises Private Limited, Venturo Technologies Private Limited. He is Retired Indian Administrative Service Officer and the former Chairman & Managing Director of Tamil Nadu Urban Finance & Infrastructure Development Corporation Limited.

 

Mr. Ashutosh Bhailal Rao (Director)

 

Mr. Ashutosh Bhailal Rao serves as Director - Legal, Whole time Director of Subject. He holds LLB and MBA (Marketing) from Devi Ahilya University, Indore. He is a qualified legal professional holding experience of 25 years. Presently, heading the legal department of the Company and advising on legal matters and statutory compliances of manufacturing facilities, as in-house counsel for last 10 years Possesses exposure to indirect taxation and procedures, in particular, excise, service tax and customs duty.

 

Mr. Dinesh Shahra (Managing Director, Executive Director)

 

Mr. Dinesh Shahra is Managing Director, Executive Director of Subject, since January 7, 1986. He holds B.E. (Chemical Engineering) from HBIT, Kanpur (UP). He has been Managing Director of Ruchi Soya Industries Limited since January 7, 1986. He holds Directorship of other companies are Ruchi Worldwide Limited, Jafra Ruchi Cosmetics India Private Limited, Ruchi Multitrade Private Limited, Evershine Oleochem Limited, Shahra Brothers Private Limited, Shahra Estate Private Limited, Ruchi Infrastructure Limited, Mangalore Liquid Impex Private Limited, Brightstar Infrastructure Private Limited, Ruchi Green Energy Private Limited, Hightech Realties Private Limited, Spectra Realties Private Limited, IFarm Venture Advisors Private Limited, IFarm Equity Advisors Private Limited, Ruchi Industries Pte. Limited, Ruchi Ethiopia Holdings Limited.

 

Mr. Dinesh Shahra (Managing Director, Executive Director)

 

Mr. Dinesh Shahra is Managing Director, Executive Director of Subject, since January 7, 1986. He holds B.E. (Chemical Engineering) from HBIT, Kanpur (UP). He has been Managing Director of Ruchi Soya Industries Limited since January 7, 1986. He holds Directorship of other companies are Ruchi Worldwide Limited, Jafra Ruchi Cosmetics India Private Limited, Ruchi Multitrade Private Limited, Evershine Oleochem Limited, Shahra Brothers Private Limited, Shahra Estate Private Limited, Ruchi Infrastructure Limited, Mangalore Liquid Impex Private Limited, Brightstar Infrastructure Private Limited, Ruchi Green Energy Private Limited, Hightech Realties Private Limited, Spectra Realties Private Limited, IFarm Venture Advisors Private Limited, IFarm Equity Advisors Private Limited, Ruchi Industries Pte. Limited, Ruchi Ethiopia Holding Limited.

 

PRESS RELEASE

 

Ruchi Soya registers 65% higher sales in H1

 

Lower PAT in Q2 due to higher cost of raw materials and exceptional fall in the Indian Rupee value against US Dollar

 

November15, 2011; Mumbai: Ruchi Soya Industries Limited (RSIL) has announced its unaudited financial results for the half year (H1) and quarter (Q2) ended September 30, 2011.

 

As compared to the corresponding period of the previous year, net sales in H1 rose by 65% from Rs.72628.700 millions to Rs.119747.800 millions. Profit after Tax (PAT) declined by 40% from Rs.1160.400 millions to Rs.699.400 millions for the half year ended September 30, 2011.

 

Net sales in Q2 rose by 60% from Rs.38058.300 millions to Rs.60758.900 millions. Net profit declined from Rs.636.300 millions to Rs.37.800 millions for the quarter ended September 30, 2011.

 

Commenting on the performance for Q2, Mr. Dinesh Shahra, Managing Director, Ruchi Soya Industries Limited said, “The margin for the quarter has been impacted by the higher raw material prices, volatility in the commodity prices and marked to market (MTM) provisions due to steep fall in the USD-INR exchange rate. The provision of unrealized loss of Rs.849.300 millions on restatement of the monetary items at the close of the quarter is primarily on account of the USD borrowings. If the Rupee strengthens, this could be made up and impact positively in the coming quarters.

 

The soya crop for the current season is reported to be better than the previous year. We are looking at higher capacity utilization of soya crushing operations in the current year and are hopeful of achieving better performances in the coming quarters.

 

RSIL is strengthening manufacturing processes while realigning products and markets for value creation. In the times to come, RSIL will focus on branded sales growth with product innovations.”

 

During Q2, the capacity utilization of crushing facilities increased from 36% to 41% and refining facilities increased from 76% to 82%. Imports rose by 35% from Rs.13492.200 millions to Rs.18206.200 millions. Despite lean season for soya crushing operations, the exports increased by 41% from Rs.2693.900 millions to Rs.3798.100 millions. The Branded sales have gone up by 50% from Rs.9308.200 millions to Rs.13972.600 millions.

 

Ruchi Soya Industries Limited

 

Featuring among the top five FMCG players in India, RSIL is the flagship company of Ruchi Group of Industries. Besides being a leading manufacturer of high quality edible oils, soya foods, vanaspati, and bakery fats, RSIL is also the highest exporter of soya meal, lecithin and other food ingredients from India. RSIL features amongst top three players based on market share in the overall Refined Oil in Consumer Packs (ROCP) in India with leadership position in important segments like Palm Oil.

 

Revised disclosures under Reg. 8A (4) of SEBI (SAST) Regulations, 1997

 

India, Oct. 19 -- With reference to earlier disclosure dated October 18, 2011Ruchi Soya Industries Limited has now submitted the disclosure under Regulation 8A(4) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 1997 to BSED rate of Reporting : October 18, 2011Name of the Company : Ruchi Soya Industries Limited Total no of outstanding shares of the Company : 33,30,18,422 Name of the Entity : APL International Private Limited Details of Transaction Date of Transaction : September 30, 2011Number of Shares Pledged : 5,53,100 Aggregate details after the transaction Total no of shares held by the entity in the company : 65,96,805Total No of shares pledged : Nil% of total shares pledged to total no of shares held by the entity in the Company : Nil% of shares pledged to total no of outstanding shares of the Company

 

 

News Clarification

 

India, Oct. 10 -- Ruchi Soya Industries Limited has informed the Exchange that "We refer to an article titled Debt Restructuring Plans Flood Banks, published on the front pages of 'Business Standard' dated 10th October, 2011. The article mentions among other companies, Ruchi Soya Industries Limited (Rs.6000.000 Millions) being referred to Corporate Debt Restructuring (CDR) mechanism. We hereby clarify that Ruchi Soya Industries Limited has not been referred to CDR mechanism".

 

 

Ruchi Soya eyeing 15-20% growth in revenue as well as profit

 

India, Sept. 26 -- Ruchi Soya Industries (RSIL), a leading edible oil manufacturer is eyeing to maintain 15-20% growth in revenue as well as profit this fiscal. Besides, the company is also planning to add 1 million tone (mt) capacity to its existing 2.1mt capacity by March, looking at the growing edible oil demand. This additional capacity will be operational by March 2012. The company mainly exports to Vietnam, Japan and Korea, is also exploring new geographies like China, the Mediterranean region and the Middle East. However, the main focus will be Asia for the company, which is the biggest market. This fiscal the company has set a target of 1.1 mt edible oil exports and total edible oil exports during FY11 was 7 lakh tonne. Ruchi Soya's brands include Nutrela Soyumm (Soyabean Oil), Ruchi Gold (Palmolein Oil) and Sunrich (Sunflower Oil). In FY11, the company had posted a net profit of Rs 2015.900 Millions on revenue of Rs 167027.800 Millions.

 

 

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.51.42

UK Pound

1

Rs.81.93

Euro

1

Rs.67.67

 

 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

6

PAID-UP CAPITAL

1~10

7

OPERATING SCALE

1~10

7

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

8

--PROFITABILIRY

1~10

8

--LIQUIDITY

1~10

8

--LEVERAGE

1~10

7

--RESERVES

1~10

8

--CREDIT LINES

1~10

7

--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

 

66

 

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.