MIRA INFORM REPORT

 

 

Report Date :

23.01.2012

 

IDENTIFICATION DETAILS

 

Name :

UNIPHOS ENTERPRISES LIMITED

 

 

Registered Office :

11, GIDC, Vapi, Valsad-396195, Gujarat

 

 

Country :

India

 

 

Financials (as on) :

31.03.2011

 

 

Date of Incorporation :

29.05.1969

 

 

Com. Reg. No.:

04-1588

 

 

Capital Investment / Paid-up Capital :

Rs. 50.949 Millions

 

 

CIN No.:

[Company Identification No.]

L24219GJ1969PLC001588

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

SRTU00398G

 

 

PAN No.:

[Permanent Account No.]

AAACU7680D

 

 

Legal Form :

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

 

 

Line of Business :

Manufactures and markets agricultural products and chemicals

 

 

 

 

No. of Employees :

Not Available

 

 

RATING & COMMENTS

 

MIRA’s Rating :

B (35)

 

RATING

STATUS

PROPOSED CREDIT LINE

41-55

Ba

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

Satisfactory

 

Maximum Credit Limit :

USD 8000000

 

 

Status :

Moderate

 

 

Payment Behaviour :

Slow but Correct

 

 

Litigation :

Clear

 

 

Comments :

Subject is an established company having moderate track. Though the company has not recorded any sales in the current year, the networth appears to be satisfactory. Trade relations are reported as fair. Business is active. Payments are reported to be slow but correct.

 

The company can be considered for business dealings with some caution.   

 

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 :

11, GIDC, Vapi, Valsad-396195, Gujarat, India

Tel. No.:

91-260-2400717

Fax No.:

91-260-2401823

E-Mail :

thackerkm@uniphos.com

 

 

Administrative Office :

UNIPHOSE House, C.D Marg, Khar (West), Mumai-400052, Maharashtra, India

Tel. No.:

91-22-26468000

Fax No.:

91-22-26401010

 

 

DIRECTORS

 

AS ON : 31.03.2011

 

Name :

Mr. R D Shroff

Designation :

Non-Executive Chairman and Managing Director

 

 

Name :

Mrs. S R Shroff

Designation :

Non-Executive Vice Chairman

 

 

Name :

Mr. J R Shroff

Designation :

Director

 

 

Name :

Mr. A C Ashar

Designation :

Director

 

 

Name :

Mr. Pradeep Goyal

Designation :

Director

 

 

Name :

Mrs. Swati S. Mayekar

Designation :

Director

 

 

KEY EXECUTIVES

 

Name :

Mr. K M Thacker

Designation :

Company Secretary

 

 

BUSINESS DETAILS

 

Line of Business :

Manufactures and markets agricultural products and chemicals

 


 

GENERAL INFORMATION

 

No. of Employees :

Not Available

 

 

Bankers :

·         Canara Bank

·         HDFC Bank Limited

·         Yes Bank Limited

 

 

Facilities :

Secured Loans

31.03.2011

Rs. In Millions

31.03.2010

Rs. In Millions

On Term Loan Accounts

727.500

740.000

Term loan from Yes Bank Limited of Rs. 727,500 thousand  (Previous Year Rs. 740,000 thousand) secured by way of exclusive charge on current assets of the Company, which is yet to be created

 

 

 

 

 

Total

727.500

740.000

 

 

 

Unsecured Loans

31.03.2011

Rs. In Millions

31.03.2010

Rs. In Millions

Short Term Loans From Companies

2.000

2.000

 

 

 

Total

2.000

2.000

 

 

 

Banking Relations :

--

 

 

Auditors :

 

Name :

S V Ghatalia and Associates

Chartered Accountant

 

 

Partnership Firms :

1.       Akruti Products

2.       Sarjan Chemicals

3.       Prakriya Pharmachem

4.       Urja Chemicals

5.       UPL India

6.       Pot Plants

7.       Ultima Search

 

 

Trust :

1. Jai Trust

2. Jewel Trust

3. Victory Trus

 

 

Associates Companies :

1.       United Phosphorus Limited

2.       Nerka Chemicals Private Limited

3.       SWAL Corporation Limited

4.       Advanta India Limited

5.       Demuric Holdings Private Limited

6.       Unicorn Seeds Private Limited

 

 

Group Companies :

1.       Aconcagua Holding B.V.

2.       Advanta India Limited

3.       Agraja Properties Limited

4.       Agrinet Solutions Limited

5.       Amytree Limited (BVI)

6.       Archana Overseas Private Limited

7.       Bharuch Airport Infrastructure Private Limited

8.       Bharuch Enviro Infrastructure Limited

9.       Bloom Industrial Plastics Private Limited

10.   Bloom Packaging Private Limited

11.   Bloom Seal and Containers Private Limited

12.   Coimbatore Integrated Waste

13.   Management Co. Private Limited

14.   Daman Ganga Pulp and Papers Private Limited

15.   Demuric Holdings Private Limited

16.   Entrust Environment Limited

17.   Enviro Technology Limited

18.   Esthetic Finvest Private Limited

19.   Floratrip Limited (BVI)

20.   Force Aviation Private Limited

21.   Gharpure Engineering and Constructions Private Limited

22.   Heline Environment Private Limited

23.   Hexspun Limited (BVI)

24.   Isar Builders and Developers Private Limited

25.   Kerala Enviro Infrastructure Limited

26.   Khagay Environment Private Limited

27.   Khaline Environment Private Limited

28.   Latur Water Supply Management Co. Limited

29.   Mrugal Properties Limited

30.   Nerka Chemicals Private Limited

31.   Nivi Trading Limited

32.   Orizaba Holding Cooperative  U.A

33.   Praskand  Environment Private Limited

34.   R. Shroff Consultants Private Limited

35.   Sanguine Holdings Private Limited

36.   Seiko Properties Private Limited

37.   Sharvak  Environment  Limited

38.   Shatataraka Holdings Private Limited

39.   Shivalik Solid Waste Management Limited

40.   Shroff Envirotral Private Limited

41.   Shroffs United Chemicals Limited

42.   Squaredip Inc (BVI)

43.   SWAL Corporation Limited

44.   Tatva Clean Tech Private Limited

45.   Tatva Global Environment Limited

46.   Tatva Global Environment (Deonar) Limited

47.   Tatva Global Renewable Energy Co. Private Limited

48.   Tatva Global Water Technologies Private Limited

49.   Timberlane PTE. Limited

50.   Uniphos Agro Industries Limited

51.   Uniphos (Cayman Islands)

52.   Uniphos (Cyprus) Limited

53.   Uniphos Envirotronic Private Limited

54.   United Phosphorus (Cayman Islands)

55.   United Phosphorus Limited

56.   UPL Djai Power Limited

57.   UPL Environmental Engineers Limited

58.   UPL Investment Private Limited

59.   Venture Drive Limited (Cayman Islands)

60.   Vyom Finvest Private Limited

 

 


 

CAPITAL STRUCTURE

 

As on 31.03.2011

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

150000000

Equity Shares

Rs. 2/- each

Rs. 300.000 Millions

7000000

Preference Shares

Rs. 100/- each

Rs. 700.000 Millions

 

 

 

 

 

Total

 

Rs. 1000.000 Millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

25474670

Equity Shares

Rs. 2/- each

Rs. 50.949 Millions

 

 

 

 

 

Notes:

1. Of the above Equity Shares of Rs.2 each fully paid-up:

 

(a) 1,74,87,335 (Previous year : 1,74,87,335) Equity Shares have been allotted by way of Bonus Shares by capitalisation of General Reserve.

 

(b) 50,000 (Previous year : 50,000) Equity Shares have been allotted pursuant to a scheme of amalgamation, without payments being received in cash.

 

(c) 45,95,835 (Previous year : 45,95,835) Equity Shares have been allotted on partial conversion of Secured Redeemable Convertible Debentures in pursuance of the terms of issue of the said Debentures.

 

(d) 9,00,000 (Previous year : 9,00,000) Equity Shares have been allotted in respect of warrants issued to the promoters.

 

2. The rights in respect of 1,015 (Previous year : 1,015) Equity Shares of Rs. 10 each arising out of part conversion of 17% Secured Redeemable Partly Convertible Debentures and 1,015 (Previous year : 1,015) Equity Shares arising as a result of  issue of Bonus Shares have been kept in abeyance under Section 206A of the Companies Act, 1956.

 

3. There are 45,532 (Previous Year : 79,052) underlying Equity Shares of the Company in respect of GDR listed on Luxemburg Stock Exchange

.


 

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

50.949

50.949

50.949

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

1948.452

516.780

318.331

4] (Accumulated Losses)

0.000

0.000

0.000

NETWORTH

1999.401

567.729

369.280

LOAN FUNDS

 

 

 

1] Secured Loans

727.500

740.000

0.090

2] Unsecured Loans

2.000

2.000

3.712

TOTAL BORROWING

729.500

742.000

3.802

DEFERRED TAX LIABILITIES

0.000

0.000

0.000

 

 

 

 

TOTAL

2728.901

1309.729

373.082

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

1739.450

287.274

281.545

Capital work-in-progress

0.000

0.000

0.000

 

 

 

 

INVESTMENT

774.857

775.433

777.350

DEFERREX TAX ASSETS

0.000

0.043

0.043

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

0.000

0.000

0.000

 

Sundry Debtors

0.000

0.000

0.000

 

Cash & Bank Balances

9.717

37.381

1.012

 

Other Current Assets

0.000

0.000

126.389

 

Loans & Advances

206.980

220.112

215.031

Total Current Assets

216.697

257.493

342.432

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Current Liabilities

5.184

10.514

1028.288

 

Sundry Creditors

0.000

0.000

0.000

 

Provisions

0.000

0.000

0.000

Total Current Liabilities

5.184

10.514

1028.288

Net Current Assets

211.513

246.979

[685.856]

 

 

 

 

MISCELLANEOUS EXPENSES

3.081

0.000

0.000

 

 

 

 

TOTAL

2728.901

1309.729

373.082

 


PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

31.03.2011

31.03.2010

31.03.2009

 

SALES

 

 

 

 

 

Income

0.000

0.000

0.000

 

 

Other Income

51.462

39.643

41.071

 

 

TOTAL                                     (A)

51.462

39.643

41.071

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Administrative and other Expenses

8.363

15.448

11.121

 

 

Exceptional Items

0.000

(273.610)

(138.635)

 

 

TOTAL                                     (B)

8.363

(258.162)

(127.516)

 

 

 

 

 

Less

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

43.099

297.805

168.587

 

 

 

 

 

Less

FINANCIAL EXPENSES                         (D)

60.777

63.898

104.271

 

 

 

 

 

 

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

(17.678)

233.907

64.316

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

0.606

1.958

1.758

 

 

 

 

 

 

PROFIT BEFORE TAX (E-F)                               (G)

(18.284)

231.949

62.558

 

 

 

 

 

Less

TAX                                                                  (H)

0.043

33.500

2.099

 

 

 

 

 

 

PROFIT AFTER TAX (G-H)                                (I)

(18.327)

198.449

60.459

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

200.276

1.827

NA

 

 

 

 

 

 

BALANCE CARRIED TO THE B/S

181.948

200.276

1.827

 

 

 

 

 

 

Earnings Per Share (Rs.)

(0.72)

7.79

2.37

 

 


QUARTERLY / SUMMARISED RESULTS

 

PARTICULARS

30.06.2011

 

30.09.2011

 

1st Quarter

2nd Quarter

Net Sales

0.000

0.000

Total Expenditure

1.630

1.340

PBIDT (Excl OI)

(1.630)

(1.340)

Other Income

0.002

50.560

Operating Profit

(1.610)

49.220

Interest

21.390

19.690

Exceptional Items

0.000

0.000

PBDT

(23.000)

29.530

Depreciation

0.140

0.140

Profit Before Tax

(23.140)

29.390

Tax

0.000

0.000

Provisions and contingencies

0.000

0.000

Profit After Tax

(23.140)

29.390

Extraordinary Items

0.000

0.000

Prior Period Expenses

0.000

0.000

Other Adjustments

0.000

0.000

Net Profit

(23.140)

29.390

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2011

31.03.2010

31.03.2009

PAT / Total Income

(%)

(35.61)

500.59

147.21

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

(0.93)

42.57

10.03

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.00

0.40

0.17

 

 

 

 

 

Debt Equity Ratio

(Total Liability/Networth)

 

0.36

1.32

2.79

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

41.80

2.61

0.33

 

 

 

 


 

LOCAL AGENCY FURTHER INFORMATION

 

OPERATIONAL PERFORMANCE

 

During the year, there were no sales. Other income was Rs.51.462 millions as compared to Rs. 39.644 millions  in the previous year. The Company has suffered loss of Rs. 18.328 millions after tax as compared to profit of Rs. 198.449 millions in the previous year.

 

FUTURE OUTLOOK

 

The Company is exploring the  opportunities of trading in chemicals and looking out for good proposals

 

MANAGEMENT DISCUSSION AND ANALYSIS

 

INDUSTRY STRUCTURE AND DEVELOPMENT:

 

The Company is engaged only in trading activities.

 

SEGMENTWISE PERFORMANCE:

 

The Company operates in a single segment, viz. trading activities.

 

CONTINGENT LIABILITIES :

(Rs. In Millions)

Particulars

31.03.2011

 

 

Disputed Income-tax Liability

280.066

 

 

 

FIXED ASSETS:

 

·         Land

·         Building

·         Vehicles

 

 

AS PER WEBSITE DETAILS

 

BUSINESS DESCRIPTION

 

Uniphos Enterprises Limited is an India-based company engaged in the business of trading of chemicals. As of August 31, 2010, the Company conducted no trading activities. The Company focuses its activities on the trading of chemicals, import and export of engineering goods, agricultural products and various other items. The Company, together with the group company, Uniphos Agro Industries Limited owns such products, as Acetone, Acetic Acid Glacial, Acetamide, 4-4 Diamino Benzsulfanilide, 4 Sulfo Anthranillic Acid and 2,4 Dichlorophenol, as well as other products. For the nine months ended 31 December 2010, Uniphos Enterprises Limited revenues increased 26% to 50M. Net loss totaled RS3.4M, vs. a loss of RS216.7M. Revenues reflect increase in other income. Net loss was offset by an increase in employees cost, higher depreciation charges and the absence of gain from exceptional item. Uniphos Enterprises Limited is engaged in production & distribution of Chemicals, import & export of Engineering goods.

 

RAJJU D. SHROFF - CHAIRMAN OF THE BOARD, MANAGING DIRECTOR – CHAIRMAN

 

Mr. Rajju D. Shroff is the Chairman of the Board, Managing Director of Uniphos Enterprises Limited He has been member of the Company's Board of Directors since October 1, 2003. He holds 11 other directorships and one committee chairmanship

 

SANDRA R. SHROFF - NON-EXECUTIVE VICE CHAIRMAN OF THE BOARD - VICE-CHAIRMAN

 

Ms. Sandra R. Shroff is the Non-Executive Vice Chairman of the Board of Uniphos Enterprises Limited She has been Member of the Board of the Company since October 1, 1992. She holds nine other directorships.

 

A. C. ASHAR - INDEPENDENT NON-EXECUTIVE DIRECTOR - DIRECTOR/BOARD MEMBER

 

Mr. A. C. Ashar is an Independent Non-Executive Director of Uniphos Enterprises Limited since March 1, 1993. He holds 13 other directorships

 

PRADEEP VEDPRAKASH GOYAL - INDEPENDENT NON-EXECUTIVE DIRECTOR - DIRECTOR/BOARD MEMBER

 

Mr. Pradeep Goyal is an Independent Non-Executive Director of Uniphos Enterprises Limited since March 29, 2001. He holds seven other directorships and two committee memberships. He holds a Masters degree from Massachusetts Institute of Technology and a degree in Metallurgical Engineering from Indian Institute of Technology, Chennai

 

RAJJU D. SHROFF - CHAIRMAN OF THE BOARD, MANAGING DIRECTOR - MANAGING DIRECTOR

 

Mr. Rajju D. Shroff is the Chairman of the Board, Managing Director of Uniphos Enterprises Limited He has been member of the Company's Board of Directors since October 1, 2003. He holds 11 other directorships and one committee chairmanship

 

PRESS RELEASE

 

DGCEI DETECTS RS. 1810.000 MILLIONS CR TAX EVASION IN 2011-2012

 

DNA (DAILY NEWS AND ANALYSIS)

 

11 JANUARY 2012

 

BY DNA CORRESPONDENT

The A'bad zonal unit of the Directorate General of Central Excise Intelligence (DGCEI) has detected in all service tax evasion of Rs1812.200 millions during the year 2011-12 (up to December 2011). So far Rs763.800 millions  has been recovered against the evasion. Of the total evasion detected, evasion by 15 companies was found in the last four months. Some of the names include Petronet LNG, United Phosphorus Limited and Cadila Pharmaceuticals etc. A service tax evasion of Rs37.700 millions was detected from Petronet LNG which had paid commission to its bankers to obtain external commercial borrowings. But the company failed to pay the service tax payable on it. A tax evasion of Rs33.800 millions was demanded from United Phosphorus, Bharuch which wrongly availed the CENVAT credit of service tax paid on banking services. In case of Cadila Pharmaceuticals, Dholka, the company had taken the services of air travel agents, consultants etc from its foreign service providers and paid them for the fares. However, it failed to pay the service tax on the same under the reverse charge mechanism. The matter is still under investigation. Earlier the company had voluntarily paid service tax of Rs37,51,929 for an exemption it had wrongly availed.

RESTORING GORAI TO ITS FORMER PRISTINE GLORY; THE OVERFLOWING GARBAGE DUMPING GROUND IS NOW A PICTURE OF LUSH, VERDANT GREENERY

 

DNA (DAILY NEWS AND ANALYSIS)

 

01 JANUARY 2012

 

BY TEAM DNA

Gorai is considered to be is one of the most beautiful areas of the city. However, around four years ago, the residents in the vicinity of Gorai creek were plagued by the non-stop stench coming from the dumping ground nearby. The bad odour marred the beauty of Gorai.

However, the present scenario is totally different. One can breathe freely even while standing on the dumping ground itself. Visitors can now really enjoy the spectacular sunset views of the creek and the pagoda on the opposite shore. This is because of the BMC's decision to cover the dumping ground and build a green zone over it.

This dumping ground was formed on 19.4 hectares of land at Gorai during 1972. The area was hardly populated then. Everyday 2200 tons of garbage used to get dumped here. But its capacity diminished after 35 years of continuous use. Though no garbage was dumped on this ground after December, 31, 2007, it still had 2.34 million tons of garbage lying there. The population of Gorai that had increased by leaps and bounds over the years, was quite upset by this ugly sight and the foul odour emitted from the ground.

Many even continued to use the dumping ground. The solid wastes had formed 26 meter tall piles. Finally, the municipal corporation decided to cover the dumping ground in a scientific manner. IAL & FS Ltd were appointed as the project managers and the work contract of covering the dumping ground was assigned to United Phosphorus Limited and Wandervile Strotsgas B.V. Company. This was the first-of-its-kind project to be implemented in Gorai.

Previously, a Nature Park was created on the Mahim dumping ground. But that project was far less technically advanced as compared to this one in Gorai.

The garbage at Gorai was covered with liner and the use of HDPE and Geo-liner was mainly done for this purpose. Similarly, layers of soil were also positioned and flowering plants and grass were planted on it. The lower layer was also given consideration. Two pipelines have been fixed to take the gas and the water of the garbage away from the ground. Currently, this gas is burnt in the connected machine. A wall has been built around the creek to prevent it from getting contaminated. The BMC has plans to produce electricity from the methane gas and is expected to get additional CER from this procedure.

The residents of this area are a happy lot. The improved environment of the sea has made fishing better for the fishermen. Mumbai has got additional 19 hectares of green land as well.

RICHIE RICH OF GUJ TAKE A PAY CUT, MILLIONS IN SALARIES; PANKAJ PATEL, CMD OF CADILA HEALTHCARE, IS THE HIGHEST PAID DIRECTOR IN GUJARAT

 

DNA (DAILY NEWS AND ANALYSIS)

 

20 NOVEMBER 2011

 

BY HIMANSH DHOMSE

The enterprising 'billionaires' club' in Gujarat needless to say takes home a mouth-watering pay package. But now the downturn, has forced even the promoters of these companies to reconcile themselves to the market situation and take a pay cut.

Despite the cut, their salaries continue to be mind-boggling. According to figures put in the public domain, the highest salary for a Gujarat-based promoter is Rs250.000 Millions.

Promoter of Zydus Group and CMD of Cadila Healthcare, Pankaj Patel, despite a cut of 12.69% in salary, leads the pack to remain the highest paid director of Gujarat with a remuneration of Rs249.700 millions in 2010-11. Significantly, his remuneration includes salary and commission and doesn't include dividend. If added, this will considerably shoot up his take home pay.

Despite the pay cut, the difference between Patel's salary and the second highest paid promoter is more than 60%. The second highest paid promoter is Samir Mehta, the promoter of Torrent Group, who runs the pharmaceutical business of the group.

Mehta got a 75% hike in his salary in 2010-11 and earned Rs101.300 millions.

Sixty five-year-old Markand Bhatt, who got an extension post-retirement as whole-time director with Torrent Power, has also seen a cut of 53.44% in his salary. In 2009-10, Bhatt stood second among the highest paid directors with Rs215.000 millions, which has come down to Rs100.100 millions in 2010-11.

Sudhir Mehta, another Torrent Group promoter, who runs the power business, has seen his salary go up by 45%. He was drawing Rs100.000 millions in 2010-11.

Though Patel of Zydus Group cut his salary by 12.69%, his son's pay increased 9 times.

Sharvil Patel, the deputy managing director of the group, has seen a 800% rise in salary from Rs11.000 millions in 2009-10 to Rs98.700 millions in 2010-11. Interestingly, the father-son duo take home 17% more remuneration in 2010-11 compared to the previous year. Interestingly, Sharvil Patel seems to be drawing more salary than Gautam Adani of Adani Group and Sanjay Lalbhai of Arvind Limited.

The executive director and CFO of Adani Group, Devang Desai has seen highest growth in his salary. Desai, who was drawing around Rs1.900 millions till 2009-10, has seen 2,657% jump in his salary. He earned Rs52.400 millions in 2010-11.

Prakash Sanghvi, CMD of Ratnamani Metals and Tubes Limited too had cut his salary by 23% from Rs70.800 millions in 2009-10 to Rs54.500 millions in 2010-11. The promoters of United Phosphorus Limited, father and son, Rajju Shroff and Vikram Shroff draw around Rs5.43 crore to Rs48.300 millions per annum. Gautam Adani and Rajesh Adani, promoters of Gujarat's richest group, Adani Group, have kept their salaries low in 2010-11. However, their earnings go up substantially when company's dividends are taken into consideration. In 2010-11, Gautam Adani cut his salary to Rs15.600 millions in 2010-11 from Rs36.200 millions in 2009-10, a reduction of 57%.

Dishman Pharmaceuticals, which has seen consistent fall in its net profit, has reduced its promoter's salary by 38%. JR Vyas, who was drawing Rs39.600 millions in 2009-10, took home Rs24.300 millions in 2010-11. Sanjay Lalbhai, promoter of the world's largest denim maker, Arvind Limited has turned around the company from a loss-making entity to a profit-making unit. He has seen growth of 55% in salary from Rs17.200 millions in 2009-10 to Rs26.600 millions in 2010-11. Experts believe that directors remuneration reflect the market situation.

"The FMCG and pharmaceutical companies have performed well in 2010-11. Hence, directors of these companies have got hefty hikes. While in other sectors, the growth is much less and gets reflected in the director's pay," said associate vice-president of India Infoline Limited, Mahendra Prajapati.

AT UNITED PHOS, A MARGIN CATCH-UP; A STRING OF ACQUISITIONS OVER THE PAST 10 YEARS PUMP UP TOPLINE, BUT COSTS SOAR TOO

 

DNA (Daily News and Analysis)

 

01 November 2011

 

By Promit Mukherjee  

United Phosphorus, a Gujarat-based Rs.29000.000 millions crop protection company, finds itself in an unenviable position. The push to drive up sales is facing some pressure from an unlikely quarter - dwindling profitability. And a way out currently doesn't look that easy.

The company, which had gone for a raft of acquisitions in the past 10 years, had seen its sales and PAT numbers grow at a compounded annual growth rate (CAGR) of approximately 27%. But its PAT margins and return on equity (RoE) languished, which came in much lower compared with its peers.

In the past seven years, its average PAT margin stood at around 10% and RoE at an average of 9%. When compared with Rallis India, a Tata Group crop protection company and a subsidiary of Tata Chemicals, the numbers of United Phosphorus look substantially dwarfed. For Rallis India, the average PAT margin was 19% and the RoE 25% in the same seven years under review.

In fact, Sageraj Bariya, managing partner of Equitorials, an independent research house, said going forward, PAT and PAT margins of the company will continue to stay under pressure. Besides, its share price and margins have also not moved in tandem with sales.

"In the past ten years, the company had acquired over 24 companies worldwide which has increased its topline numbers very rapidly, but at the same time it has put pressure on its margins and profitability, of late," he said.

Going ahead, the management still feels that the company will continue to post robust sales numbers by virtue of its entry into the Latin American market through the acquisition of Brazilian company DVA, but admitted that its margins will be under pressure.

During a conference call held recently after United Phosphorus declared its Q2 FY12 numbers, S Krishnan, chief financial officer, said: "Seeing the significant volume growth that the business has seen over the last two quarters and the transaction that we did in Brazil recently, we believe the business in terms of revenue growth will grow possibly even higher.... anywhere in the region of 30 to 35%."

However, he added there are challenges in terms of managing working capital and margins and would manage to keep an earnings before interest, taxes, depreciation, and amortisation (Ebitda) margin in the region of around 19% to 20%.

However, analysts are largely upbeat about the prospects of the company in the short term, which explains their 'buy' rating. "We are now building in 31.5% y-o-y revenue growth in FY12F and 15% in FY13F with half the growth in FY12F driven organically," said Aatash Shah and Vineet Verma from international brokerage Nomura Equity Research in their latest report.

Analysts Rohan Gupta and Balwindar Singh from brokerage Emkay Global said they have revised their revenue estimates to reflect higher revenue contribution from DVA acquisition and higher volume growth being witnessed in Latin American markets.

 

UN-AUDITED FINANCIAL RESULTS (PROVISIONAL) FOR THE QUARTER ENDED 30TH JUNE, 2011

 

                                                                                                                            (Rs. In millions)

Particulars

Quarter Ended

30.06.2011

(unaudited)

 (a) Net Sales/ Income from operation

--

 (b) Other Operating Income

--

Total Income

--

 2. Expenditure

 

a. Increase(-) /Decrease(+) in Stock in trade and W.I.P.

--

b. Consumption of Raw-Materials

--

c. Purchase of Traded Goods

--

d. Employees Cost

0.668

e. Depreciation

0.143

f.  Other Expenditure

0.961

g. Total

1.772

3. Profit(+)/ Loss(-) from Operations before other Income Interest and Exceptional Item(1-2)

(1.772)

4. Other Income-Foreign Exchange Fluctuation-Gain/(Loss)

0.017

5. Profit(+)/ Loss(-) before Interest and Exceptional Item

(1.755)

6. Interest

21.385

7. Profit(+)/ Loss(-) after Interest but before Exceptional Item (5-6)

(23.140)

8. Exceptional Items

--

9. Profit(+)/ Loss (-) from ordinary activities  before Tax (7-8)

(23.140)

10. Tax Expenses

--

11. Net Profit(+)/ Loss (-) from ordinary activities after Tax (9-10)

(23.140)

12. Extraordinary Items

--

13. Net Profit (+)/ Loss(-) for the period (11-12)

(23.140)

14. Paid Up Equity Share Capital (Face Value of Rs.10 Per Share)

50.949

15. Reserves excluding Revaluation Reserves as per Balance Sheet of Previous Accounting Year

 

16. Earning per Share (EPS)

 

a) Basic and diluted EPS before extraordinary items for the period, for the year to date and for the previous year (not  annualised)

(0.91)

b) Basic and diluted EPS after extraordinary items for the period,for the year to date and for the previous year (not  annualised)

(0.91)

17. Public Shareholding

 

Number of Shares

13875927

% of Share holding

54.47%

18. Promoters and promoter group Shareholding

 

a) Pledged/Encumbered

 

 -   Number of shares

--

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

--

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

--

b) Non-encumbered

 

 -   Number of shares

11598743

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

100.00%

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

45.53%

 

Notes :

 

 

1.       The above unaudited financial results were reviewed by the Audit Committee and thereafter approved at the meeting of the Board of Directors held on 29th July, 2011 and the same has been subjected to a limited review by the Statutory Auditors of the Company

 

2.       The details of investors' complaints (as informed by Sharepro Services, Registrar and Transfer Agent of the Company) : There were no investors' complaints pending at the beginning of the quarter. The Company has not received an  complaint during the quarter from the investors. There were no complaints  lying unresolved at the end of the quarter.

 

3.       The Company does not have any reportable segment.

 

4.       The Board of directors of the Company in it's meeting held on December 23, 2010 has approved to issue equity shares of face value of Rs. 2 each on rights basis to the existing shareholders for the amount not exceeding Rs. 750.000 millions ("Rights Issue"). In connection with the proposed Rights Issue, the Company has filed draft letter of offer with the Securities and Exchange Board of India  ("SEBI") on December 31, 2010, which is awaiting their decision.

 

5.       Previous period's/year's figures have been regrouped/ rearranged wherever necessary

 

 

 

 


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.50.32

UK Pound

1

Rs. 77.96

Euro

1

Rs. 65.30

 


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

6

PAID-UP CAPITAL

1~10

4

OPERATING SCALE

1~10

4

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

5

--PROFITABILIRY

1~10

3

--LIQUIDITY

1~10

3

--LEVERAGE

1~10

3

--RESERVES

1~10

4

--CREDIT LINES

1~10

3

--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

NO

--AFFILIATION

YES/NO

NO

--LISTED

YES/NO

YES

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

35

 

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.