MIRA INFORM REPORT

 

 

Report Date :

12.06.2012

 

IDENTIFICATION DETAILS

 

Name :

FINE-LINE CIRCUITS LIMITED

 

 

Registered Office :

145, SDF-V, SEEPZ-SEZ, Andheri (East), Mumbai – 400 096, Maharashtra

 

 

Country :

India

 

 

Financials (as on) :

31.03.2011

 

 

Date of Incorporation :

09.10.1989

 

 

Com. Reg. No.:

11-131521

 

 

Capital Investment / Paid-up Capital :

Rs. 48.265 Millions

 

 

CIN No.:

[Company Identification No.]

L72900MH1989PLC131521

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

MUMF03519F

 

 

PAN No.:

[Permanent Account No.]

AAACF0820C

 

 

Legal Form :

A Public Limited Liability Company. The Company Shares Listed to the Stock Exchange.

 

 

Line of Business :

Manufacture and Exporter of printed circuit board.

 

 

No. of Employees :

165 (Approximately)

 

 

RATING & COMMENTS

 

MIRA’s Rating :

B (29)

 

RATING

STATUS

 

PROPOSED CREDIT LINE

26-40

B

Capability to overcome financial difficulties seems comparatively below average.

Small

 

Maximum Credit Limit :

USD 360000

 

 

Status :

Moderate

 

 

Payment Behaviour :

Slow but correct

 

 

Litigation :

Clear

 

 

Comments :

Subject is an established company having moderate track. Profitability of the company appears to be low. However, 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 cautions.

 

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 :

145, SDF-V, SEEPZ-SEZ, Andheri (East), Mumbai – 400 096, Maharashtra, India

Tel. No.:

91-22-28290244/ 45

Fax No.:

91-22-28292554

E-Mail :

fineline@vsnl.com

Website :

www.finelineindia.com

 

 

High Technology Multi Layer Unit :

148, SDF-V, Seepz-SEZ, Andheri (East), Mumbai - 400 096, Maharashtra, India

Tel. No.:

91-22-42472222

Fax No.:

91-22-28292554

E-Mail :

flcindia@vsnl.com

 

 

USA Office :

4320 Stevens Creek Blvd, Suite # 271, San Jose, CA 95129. U.S.A.

Tel. No/ Fax No.:

91-877-876-3660

E-Mail :

finelineus@aol.com

 

 

DIRECTORS

 

AS ON 30.07.2011

 

Name :

Mr. Bhagwandas T. Doshi

Designation :

Executive Chairman

Address :

3-I, Alankar Building, 3 J. Mehta Road, Mumbai-400006, Maharashtra, India

Date of Birth/Age :

24.04.1935

Date of Appointment :

09.10.1989

DIN No.:

00040596

 

 

Name :

Mr. Abhay B. Doshi

Designation :

Managing Director

Address :

3-I, Alankar Building, 3 J. Mehta Road, Mumbai-400006, Maharashtra, India

Date of Birth/Age :

16.04.1961

Date of Appointment :

26.04.1990

DIN No.:

00040644

 

 

Name :

Mr. Rajiv B. Doshi

Designation :

Executive Director

Address :

3-I, Alankar Building, 3 J. Mehta Road, Mumbai-400006, Maharashtra, India

Date of Birth/Age :

28.03.1967

Date of Appointment :

01.04.2007

DIN No.:

00651098

 

 

Name :

Mr. Vijay A. Kumbhani

Designation :

Non-Executive Director

Address :

106, Sujata Apartment, Kemps Corner, August Kranti Marg, Mumbai-400036, Maharashtra, India

Date of Birth/Age :

20.05.1960

Date of Appointment :

10.05.1991

DIN No.:

00040702

 

 

Name :

Mr. Gautam B Doshi

Designation :

Non-Executive Director

Address :

3-I, Alankar Building, 3 J. Mehta Road, Mumbai-400006, Maharashtra, India

Date of Birth/Age :

18.10.1964

Date of Appointment :

22.09.1993

DIN No.:

00328854

 

 

Name :

Mr. Rajendra V. Gandhi

Designation :

Independent Director

Address :

Pradeep Niwas, Vavrozcross Lane, Ghatkopar(W), Mumbai-400086, Maharashtra, India

Date of Birth/Age :

17.12.1949

Date of Appointment :

09.10.1989

DIN No :

00189197

 

 

Name :

Dr. Upendranath Nimmagadda

Designation :

Independent Director

Address :

340, E, Randolph St., Unit 2205, Chicago IL-60601

Date of Birth/Age :

01.09.1942

Date of Appointment :

10.05.1991

 

 

Name :

Prof. Juzer M. Vasi

Designation :

Independent Director

Address :

Department of Electrical Engineering IIT, Powai, Mumbai-400076, Maharashtra, India

Date of Birth/Age :

25.08.1947

Date of Appointment :

26.06.2003

DIN No :

00040682

 

 

Name :

Mr. R. M. Premkumar

Designation :

Independent Director

Address :

101, Praneet Building, Dr. Jayant Patkar Marg, Worli, Mumbai-400030, Maharashtra, India

Date of Birth/Age :

16.08.1945

Date of Appointment :

30.06.2007

DIN No :

00328942

 

 

Name :

Ms. Apurva R. Shah

Designation :

Independent Director

Address :

65, Sagar Mahal, Walkeshwar Road, Mumbai-400006, Maharashtra, India

Date of Birth/Age :

05.01.1970

Date of Appointment :

26.06.2006

DIN No :

0004781

 

 

KEY EXECUTIVES

 

Audit Committee :

Ms. Apurva R. Shah - Chairman

 

Mr. Rajendra V. Gandhi - Member

 

Mr. Vijay A. Kumbhani - Member

 

Prof. Juzer M. Vasi - Member

 

 

Share transfer and shareholders’

Grievance committee :

Mr. Rajendra V. Gandhi – Chairman (upto 24th July, 2010)

 

Mr. Vijay A. Kumbhani – Member (Chairman w.e.f. 24.07.10)

 

Mr. Abhay B. Doshi - Member

 

Mr. Rajiv B. Doshi - (w.e.f. 24.07.10)

 

Prema Radhakrishnan - Compliance Officer

 

 

Remuneration and selection committee :

Mr. Rajendra V. Gandhi – Chairman

 

Prof. Juzer M. Vasi - Member

 

Mr. R. M. Premkumar - Member

 

 

Senior management :

Mr. Joy Chacko

 

Mr. Milan J. Trivedi

 

Mr. P. M. Morgaonkar

 

Mr. Nikhil Kumar

 

Mr. N.V.Ramana Murthy

 

Mr. Dilip Ghorpade

 

Mr. Prema Radhakrishnan

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

AS ON 31.03.2012

 

Category of Shareholders

No. of Shares

Percentage of Holding

(A) Shareholding of Promoter and Promoter Group

 

 

(1) Indian

 

 

Individuals / Hindu Undivided Family

1093827

22.75

Bodies Corporate

100

--

Sub Total

1093927

22.75

(2) Foreign

 

 

Individuals (Non-Residents Individuals / Foreign Individuals)

223100

4.64

Sub Total

223100

4.64

Total shareholding of Promoter and Promoter Group (A)

1317027

27.39

(B) Public Shareholding

 

 

(1) Institutions

 

 

Financial Institutions / Banks

196466

4.09

Sub Total

196466

4.09

(2) Non-Institutions

 

 

Bodies Corporate

212083

4.41

Individuals

 

 

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

1882244

39.15

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

613975

12.77

Any Others (Specify)

585991

12.19

Clearing Members

6829

0.14

Non Resident Indians/ OCBs

578762

12.04

           Trusts

400

0.01

Sub Total

3294293

68.52

Total Public shareholding (B)

3490759

72.61

Total (A)+(B)

4807786

100.00

© 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)

4807786

100.00

 

 

BUSINESS DETAILS

 

Line of Business :

Manufacture and Exporter of printed circuit board.

 

 

Products :

PRODUCT

ITEM CODE NO

ITC CODE

Printed Circuit Board

8534.00.20

Rigid Glass Epoxy Multi Layer PCB

 

8534.00.40

Rigid Glass Epoxy Double Side PCB

 

8534.00.70

Rigid CEM PCB

 

8534.00.80

Rigid Flex PCB

 

8534.00.85

Ceramic Base PCB

 

8534.00.95

Backplane PCB

 

8534.00.95

Impedance Controlled PCB

 

8534.00.95

Metallic Heat sink PCB

 

8534.00.95

Blind and Buries Visa PCB

 

 

PRODUCTION STATUS AS ON 31.03.2011

 

Particulars

Unit

Licensed Capacity

Installed Capacity

Actual Production

 

Sqm.

N.A.

31000

22520

 

 

 

 

 

 

 

GENERAL INFORMATION

 

No. of Employees :

165 (Approximately)

 

 

Bankers :

v         Union Bank of India, California

v         State Bank of India, Andheri (East), Mumbai, Maharashtra, India

 

 

 

 

 

Banking Relations :

--

 

 

Auditors :

 

Name :

DKP and Associates

Chartered Accountants

Address :

610, Dalamal Towers, Nariman Point, Mumbai – 400 021, Maharashtra, India

Email ID :

dkp_ca@yahoo.co.in

 

 

Related Party :

Kapurwala Properties Private Limited

 

 

CAPITAL STRUCTURE

 

AS ON 31.03.2011

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

7500000

Equity Shares

Rs. 10/- each

Rs. 75.000 Millions

 

 

 

 

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

4807786

Equity Shares

Rs. 10/- each

Rs. 48.078 Millions

 

Add: Shares Forfeited

 

Rs. 0.187 Million

 

Total

 

Rs. 48.265 Millions

 

Note: The Company had in the past bought back 5,84,814 equity shares of Rs. 10 each

 


 

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

48.265

48.265

48.265

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

43.958

43.238

50.358

4] (Accumulated Losses)

0.000

0.000

0.000

NETWORTH

92.223

91.503

98.623

LOAN FUNDS

 

 

 

1] Secured Loans

0.000

0.000

0.000

2] Unsecured Loans

0.000

0.000

0.000

TOTAL BORROWING

0.000

0.000

0.000

DEFERRED TAX LIABILITIES

0.000

0.000

0.000

 

 

 

 

TOTAL

92.223

91.503

98.623

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

29.056

26.129

31.917

Capital work-in-progress

2.573

0.000

0.000

 

 

 

 

INVESTMENT

0.000

0.000

0.000

DEFERRED TAX ASSETS

3.453

3.734

3.912

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

54.599

37.263

51.177

 

Sundry Debtors

22.837

30.651

38.655

 

Cash & Bank Balances

2.569

4.909

1.028

 

Other Current Assets

0.000

0.000

0.000

 

Loans & Advances

9.718

12.085

11.100

Total Current Assets

89.723

84.908

101.960

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Sundry Creditors

26.915

19.270

32.784

 

Other Current Liabilities

5.667

3.998

6.139

 

Provisions

0.000

0.000

0.243

Total Current Liabilities

32.582

23.268

39.166

Net Current Assets

57.141

61.640

62.794

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

0.000

 

 

 

 

TOTAL

92.223

91.503

98.623

 

 

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

31.03.2011

31.03.2010

31.03.2009

 

SALES

 

 

 

 

 

Income

240.493

202.716

281.592

 

 

Other Income

0.393

0.912

0.854

 

 

TOTAL                                    

240.886

203.628

282.446

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Manufacturing and Other Expenses

233.299

204.524

274.703

 

 

Variation in stocks

(0.831)

(1.415)

3.127

 

 

TOTAL                                    

232.468

203.109

277.830

 

 

 

 

 

 

PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION                                  

8.418

0.519

4.616

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                    

7.316

7.466

14.760

 

 

 

 

 

 

PROFIT BEFORE TAX              

1.102

(6.947)

(10.144)

 

 

 

 

 

Less

TAX                                                                 

0.383

0.173

(0.138)

 

 

 

 

 

 

PROFIT AFTER TAX                            

0.719

(7.118)

(10.006)

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

35.366

42.485

52.490

 

 

 

 

 

 

BALANCE CARRIED TO THE B/S

36.085

35.366

42.484

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

 

FOB Value of Exports

208.489

186.001

236.601

 

TOTAL EARNINGS

208.489

186.001

236.601

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Raw Materials

93.160

56.647

98.765

 

 

Stores & Spares

26.848

14.546

32.092

 

 

Capital Goods

3.523

1.839

18.579

 

TOTAL IMPORTS

123.531

73.032

149.436

 

 

 

 

 

 

Earnings Per Share (Rs.)

0.15

(1.48)

(2.08)

 

 

QUARTERLY RESULTS

 

PARTICULARS

 

30.06.2011

30.09.2011

31.12.2011

31.03.2012

Type

1st Quarter

2nd Quarter

3rd Quarter

4th Quarter

 Sales Turnover

61.190

56.850

50.480

52.850

 Total Expenditure

58.360

56.450

48.850

64.460

 PBIDT (Excl OI)

2.830

0.400

1.630

(11.610)

 Other Income

0.020

0.000

0.000

0.750

 Operating Profit

2.850

0.400

1.630

(10.860)

 Interest

0.000

0.000

0.330

0.410

 Exceptional Items

0.000

0.000

0.000

(11.840)

 PBDT

2.850

0.400

1.300

(23.110)

 Depreciation

1.920

2.170

2.360

2.38

 Profit Before Tax

0.930

(1.770)

(1.060)

(25.49)

 Tax

0.340

(0.410)

0.460

0.100

 Reported PAT

0.590

(1.360)

(1.530)

(25.580)

Extraordinary Items       

0.000

0.000

0.000

0.000

Prior Period Expenses

0.000

0.000

0.000

0.000

Other Adjustments

0.000

0.000

0.000

0.000

Net Profit

0.590

(1.360)

(1.530)

(25.580)

 

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2011

31.03.2010

31.03.2009

PAT / Total Income

(%)

0.30

(3.50)

(3.54)

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

0.46

(3.43)

(3.60)

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

0.93

6.26

(7.36)

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.01

0.08

(0.10)

 

 

 

 

 

Debt Equity Ratio

(Total Liability/Networth)

 

0.35

0.25

0.40

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

2.75

3.65

2.60

 

 

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.       Constitution of the firm

Yes

4.       Premises details

No

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

No

10.   Designation of contact person

No

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

No

21.   Market information

--

22.   Litigations that the firm / promoter involved

--

23.   Banking Details

Yes

24.   Banking facility details

No

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

No

 

 

PERFORMANCE AND OPERATIONAL RESULTS:

 

The Turnover was higher by 15.47% to Rs. 240.886 Millions as against Rs. 203.627 Millions in the previous year and we have returned back to profitability after a difficult recession period.

 

The Company continues to export its products to the G8 Nations.

 

 

MANAGEMENT DISCUSSION AND ANALYSIS (MDA)

 

As per the provisions of the Corporate Governance under the Listing agreement, the Management Discussion and Analysis (MDA) Report form part of the Directors’ Report and reflects current state of the business. The Company is making Printed Circuit Boards (PCBs) and has its manufacturing facilities in Seepz, SEZ, Mumbai. It

continues to remain a 100% EOU.

 

INDUSTRY STRUCTURE AND DEVELOPMENT:

 

PCBs are basic Electronic Building Block components used in all Electrical and Electronic Products. As a 100% EOU, the main Global supply comes from China. The product is a complex one with several aspects of technology intricacy and above all continuously increasing customer expectations.

 

MODERNISATION, OPPORTUNITY AND THREATS:

 

The Company continuously updates its manufacturing processes focused towards yield, capability and capacity improvements. The improvements are on all fronts, equipments, processes / systems and personnel Training.

 

The opportunities are in the small to medium volume, faster delivery and with broad range of surface finishes focused for the European markets.

 

The threats are on account of volatile exchange rate movements and rising input and personnel costs.

 

SEGMENTWISE PERFORMANCE:

 

Printed Circuits Boards (PCBs) is the only business segment in which the company is dealing.

 

BUSINESS SCENARIO:

 

Printed Circuits Boards (PCBs) being a basic Electronic Building Block, it continues to have wide applications. The management is seized of the competition and quality consciousness at all the levels. The company is in the driver’s seat for the quality of the products and has earned a good name in the global market. The company’s policy to provide strong customer support has kept the company’s image in the market at high level of confidence. The company continues to up-date the plant in terms of up-keep and modernization.

 

HIGH TECHNOLOGY MULTILAYER UNIT:

 

The High Technology Multilayer Unit (HTMU) continued to progress well.

 

FINANCIAL PERFORMANCE:

The Company rationalized the products line considering the price levels to remain competitive in the volatile Exchange Rate, Higher material and power cost scenario. The Company expects to improve on all these counts in the coming year.

 

RESEARCH AND DEVELOPMENT FOR STABLE QUALITY:

 

The production personnel undertake in-house research and development technique concurrently. The Company also takes in to consideration the customer feedbacks and acts upon the same. The company values customer satisfaction and delivers products of robust quality as per quality policy of the company.

 

Cautionary Statement:

Statement in this Management Discussion and Analysis describing the Company’s objectives, projections, estimates, expectations or predictions may be “forward-looking statements” within the meaning of applicable securities laws and regulations. Actual results could differ materially from those expressed or implied. Important factors that could make a difference to the Company’s operations include raw material availability and prices, cyclical demand and pricing in the Company’s principal markets, changes in Government regulations, tax regimes, economic developments within India and the countries in which the Company conducts business and other incidental factors.

 

BOARD OF DIRECTORS

 

The present strength of Board of Directors of the Company is 10 (Ten) including 7 (Seven) Non-Executive Directors, out of which 5 (Five) directors are independent directors. The Directors are eminent professionals from amongst persons from the fields of business, finance, medicine, education and industry.

 

“Excludes Directorship in Private Limited Companies, Foreign Companies, Section 25 Companies and Government Bodies and Alternate Directorships. Only Audit Committee and Shareholders’/ Investors’ Grievance Committee have been considered

for the Committee position.

 

None of the directors of the company is a member of more than 10 committees or Chairman for more than 5 committees across all companies in which he is a director.

 

Shri Abhay B. Doshi, Shri Gautam B.Doshi and Shri Rajiv B. Doshi are sons of Shri Bhagwandas T. Doshi, Executive Chairman of the Company and hence are related to each other. Shri V. A. Kumbhani is brother in law of Shri Abhay B. Doshi.

 

The Non Executive Directors of the Company are paid sitting fees for attending meetings of the Board of Directors and Committees. Besides sitting fees non-executive Directors are not paid any other remuneration or commission. The Executive Directors are not paid sitting fees.

 

The following non executive directors hold shares in the Company as shown here under:

A. Shri Vijay A. Kumbhani - 45010 Equity Shares

B. Shri Gautam B. Doshi - 175100 Equity Shares

 

No other Non Executive Directors hold any shares in the company.

 

INDEPENDENT DIRECTORS

 

The independent directors are not related to promoters or management at the board level. They review at every board meeting legal compliance reports prepared by the Company

 

Number and date of Board Meetings held

 

4 (four) Board Meetings were held during the year 2010-11. The dates on which the said meetings were held are as follows: 17-May-10, 24-July-10, 23-Oct-10 and 29-Jan-11.

 

The company has a process to provide the information to the Board as required under Annexure IA to clause 49, which was followed.

 

All the directors have made necessary disclosures about the committee positions, they occupy in other companies.

 

The company has not entered into any materially significant transactions during the year under report with promoters, directors, senior management personnel etc. other than transactions if any, entered into in the normal course of company’s business.

 

Information required under clause 49 (IV) (G) of the Listing Agreement.

 

The particulars of Directors, who are proposed to be appointed / reappointed at this Annual General Meeting, are given below, as required pursuant to clause 49 of the Listing Agreement.

 

a) Shri Vijay A Kumbhani

 

Shri Vijay A. Kumbhani is on the Board of the Company since 1991. He is B. Tech. (Mechanical Engineering) from Indian Institute of Technology, Kharagpur and MFM from Jamnalal Bajaj Institute of Management. He has wide experience in operational activity of Plant and thorough market and technical Knowledge. In the past, he has served the Company as Technical Director and had looked after US Market. He was instrumental in setting up the internal policies and controls for the company. He is also a Committee member on the Audit Committee and Chairman of Share Transfer and Shareholder’s Grievance Committee of the Company. Other directorship / committee position: NIL

 

Shri V. A. Kumbhani holds 45,010 equity shares in the Company.

 

b) Shri Gautam B. Doshi

 

Shri Gautam B. Doshi has graduated with a Bachelors Degree in Electrical Engineering from the Indian Institute of

Technology, Mumbai and a Master of Engineering degree in Electrical Engineering from University of California,

Berkeley, USA. He joined Intel Corporation in 1988 and has held a series of increasingly senior technical position in microprocessor architecture, design. He holds 15 patents in the field of processor architecture, design and software and has been twice awarded Intel's highest technical honor- the Intel Achievement Award. He has been instrumental in guiding the Company’s marketing efforts in the USA market.

 

Other directorship / committee position: NIL

 

Shri Gautam B. Doshi holds 1, 75,100 equity shares in the Company

 

c) Shri Apurva R. Shah

 

Shri Apurva R. Shah, a Chartered Accountant and Cost and Works Accountant has graduated from the London School of Economics and Political Sciences with a distinction in International Accounting and Finance. He was a rank holder in the Chartered Accounting Examinations with an award for the highest distinction in Financial Accounting and in Direct Tax Laws. He is a partner at M/s. Rajendra and Company, Chartered Accountants. He is on the Board of M/s. Shantivijay Jewels Limited, (also member on Audit Committee and Remuneration Committee), M/s. Asianstar Company Limited, (also member on Audit Committee, Shareholders Committee and Remuneration Committee), M/s. Steelcast Limited, (also alternate Chairman of Audit Committee and member on Remuneration Committee) and Gjewelcraft Limited. He has over the years, developed expertise in areas such as Direct Taxation, Foreign Exchange Management Law, Financial Management and Business Restructuring and in Accounting.

 

Shri Apurva R. Shah does not hold any shares in the Company.

 

SUBSIDIARY COMPANY

 

The company does not have any subsidiary company. The company has one branch office in USA, the financial statements of which are regularly reviewed by the Audit Committee.

 

 

CONTINGENT LIABILITIES

(Rs. in Millions)

Particulars

31.03.2011

31.03.2010

Bonds issued in favour of the President of India in respect of customs duty on import of machinery & raw materials

220.582

220.582

Estimated amount of contracts remaining to be executed on capital account and not provided for (Net of advances)

2.268

Nil

 

 

FIXED ASSETS:

 

Tangible assets

v         Plant and Machinery

v         Vehicles

v         Furniture & Fittings

v         Computers

v         Office Equipments

 

Intangible Assets

v         Software

 

 

UNAUDITED FINANCIAL RESULTS FOR THE YEAR ENDED 31.03.2012

(`Rs. in Millions)

Particular

3 Months ended 31.03.2012

 

Previous three  Months ended 31.12.2011

Year Ended 31.03.2012

 

 

(Unaudited)

(Unaudited)

(Unaudited)

Income from Operations

 

 

 

Net Sales/Income from Operations

52.849

50.483

221.372

Total Income from operations (net)

52.849

50.483

221.372

 

 

 

 

Expenditure

 

 

 

(a) Cost of Raw Material Consumed

21.580

14.138

71.989

(b) Chemicals, Consumables and stores Consumed

11.672

14.909

58.566

(c) Purchase of Stock-in-trade

0.000

0.000

0.000

(d) Changes in Inventories of finished goods, work in progress and Stock-in-trade

4.718

(1.962)

2.276

(e) Employees benefit expenses

12.439

9.920

43.524

(f) Depreciation

2.380

2.361

8.827

(g) Power

4.078

3.954

17.731

(h) Other Expenditure

9.975

7.899

34.051

Total Expenses

66.842

51.216

236.964

Profit from Operations before Other Income, Finance costs and Exceptional item


(13.993)

(0.735)

(15.592)

Other Income

0.752

0.000

1.005

Profit/ Loss from Ordinary Activities before Finance costs and Exceptional item

(13.241)

(0.735)

(14.587)

Finance cost

(0.405)

(0.330)

(0.966)

Profit/ Loss from Ordinary Activities after Finance costs but Exceptional item

(13.646)

(1.064)

(15.553)

Exceptional item

(11.840)

0.000

(11.840)

Profit/ Loss from Ordinary Activities before tax

(25.486)

(1.064)

(27.393)

Tax Expenses

0.098

0.462

0.488

Net Profit/ Loss from Ordinary Activities after tax

(25.584)

(1.526)

(27.881)

Extraordinary Items

0.000

0.000

0.000

Net Profit/ Loss for the period

(25.584)

(1.526)

(27.881)

Paid- up Equity Share Capital

(Face value of the share – Rs. 10)

48.265

48.265

48.265

Reserves excluding revaluation reserves as per balance sheet of Previous Accounting Year

0.000

0.000

16.077

Earnings per share (EPS)

-          Basic

(5.32)

(0.32)

(5.80)

                   -  Diluted

(2.86)

(0.32)

(3.34)

 

 

 

 

1. Public shareholding

 

 

 

Number of Shares

3490759

3490759

3490759

Percentage of Shareholding

72.61

72.61

72.61

2. 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)

--

--

--

 

 

 

 

Non - encumbered

 

 

 

- Number of Shares

1317027

1316927

1317027

- Percentage of Shares

(as a % of the total shareholding of promoter

and promoter group)

100.00

100.00

100.00

- Percentage of Shares

(as a % of the total share capital of the

company)

27.39

 

 

27.39

 

 

27.39

 

Note:

1. The company has business in only one segment (i.e. Printed Circuit Boards)

2. The figures of last quarter are the balancing figures between audited in respect of the financial year and the published year to date figures upto the third quarter of the current financial year.

3. The above audited results for the year and last quarter ended 31.03.2012 were approved and taken on records by the Board of Directors their meeting held on 30th May 2012.

4. Exceptional item represents one time settlements compensation payable to the workers, who have resigned from services, subsequent to the year end.

 

 

 

Particulars

Quarter Ended 31st March 2012

B

Investor complaints

 

 

Pending at the beginning of the quarter

Nil

 

Received during the quarter

Nil

 

Disposed of during the quarter

Nil

 

Remaining unresolved at the end of the quarter

Nil

 

 

Standalone Statement of Assets and Liabilities (Audited)

                                                                                                  (Rs. in Millions)

Particulars

31.03.2012

31.03.2011

A. EQUITY AND LIABILITIES

Unaudited

Audited

1. Shareholders Funds

 

 

a] Share Capital

48.265

48.265

b] Reserves and Surplus

16.077

43.958

Sub-total – Shareholders’ funds

64.342

92.223

 

 

 

2.  Current Liabilities

 

 

a] Trade Payables

31.467

26.915

b] Other current liabilities

17.131

5.666

c]  Short Term Provision

3.578

0.000

Sub-total - Non-current Liabilities

52.175

32.582

TOTAL -  EQUITY AND LIABILITIES 

116.517

124.804

 

 

 

B ASSETS

 

 

1. Non-current assets

 

 

a] Fixed assets

32.781

29.056

b] Capital work in progress

0.000

2.573

c] Deferred tax assets

3.242

3.453

d] Long term loans and advances

2.566

2.602

Sub-total – Non- current assets

38.589

37.684

 

 

 

2. CURRENT ASSETS

 

 

 

Inventories

47.841

54.599

 

Trade Receivables

20.139

22.837

 

Cash & Bank Balances

3.856

2.569

 

Short Term loans and advances

6.092

7.116

  Sub-total – Current Assets

77.928

87.120

 

 

 

TOTAL - ASSETS

116.517

124.804

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

AS PER WEBSITE DETAILS:

 

COMPANY ASPIRATION

 

v         Their Aspiration for Fine -Line is to be a Performance Drivern, Reliable, Continuously Improving, High    Quality, Medium Volume independent manufacturer, exporter" Pleasing customer 100%" in the complex High Count Multilayer PCB.

v         To achieve true and sustainable MIL Approval & ISO 9001:2000.

v         To have a manufacturing base in each of the major market served by the company.

 

BUSINESS

 

To complete in the world markets by continuously improving capability to handle higher PCB complexity (thinner lines and smaller holes) and gear up for smaller lot sizes and shorter lead times and border range of materials and finishes all at a continuously reducing selling price.

 

STRUCTURE AND GUIDING PRINCIPLES

 

A) Capital Adequacy :

v         Do business on cash flow and No liabilities basis using realized Internal Accruals for Capital expenditure and Equity Buy backs.

v         Perpetually retain the financial Reserve for opportunities by having a Liquid Balance Sheet and keep all expense provisions supported by fixed deposits.

v         Creditors only for Capital Expenditure.

B) Asset Quality :


I) Manpower :

• Motivated and involved Management Team professionally working with passion and committed for the long haul to fiercely complete and achieve ever increase goals.

• Multiskilled and Multifunctional abilities at all levels.

• Open and clear spoken and written communication, internal and external.

• Complete mutual support, no follow up required and to ensure each person's output gives boost to the other.

• Clear job clarity and career path with half yearly reviews and annual appraisals.

• Constant training and grooming by each person to there team members.

 

II) Manufacturing :

• Final yields of 98% on SS, 96% on DS and 94% on MLB and FPY of 85%.

• OTDD of 99% by value and area and max 1 day late on no more than 1% of the orders by area.

• Cycle time of DS 7 days, 4L 10 days, 6L 14 days and continuously reducing.

• SOP/QA/WRP in every area and constantly update them.

• Judiciously and continuously invest and implement "LEAN MANUFACTURING" concepts and reduce rework, inspection, interim process steps and achieve quick-change overs.

• Constantly search for good used equipments.

• Smooth Factory and Departmental layout for convenient material movement.

• Achieve average age of key of machines to be under 6 years in 3 years.

• Good clean Housekeeping & Environment friendly operations, review factory security annually.

 

III) Material :

• Inventory level of 25 days

• Minuscule Import and Export Clearing Charges.

• Annual purchase cost reduction of 10% in "A" material and 15% in "B" and "C" material.

• Continuously develop new vendors and AMC contractors.

 

IV) Marketing :

• A process in place to get through customer insight, to develop high value, added customer offerings and keep up through customer interaction.

• A wide customer base with top 4 customers to account for only 25% of sales and no customer more than 8%.

• 2 months order backlog.

• Constantly generate new MLB customers Prospects and contacts and access better priced markets and get timely paying customers through an active sales force and representatives network.

 

V) Accounts :

• Capitalize only machines.

 

VI) R & D :

• Continuously absorb and consolidate technology and offer new "Golden" products and new finishes and move up the PCB layer count to reach a 60% Gross Margin.

• Clear Technology Road map for rolling two years.

 

C) Management Philosophy :

• Earn daily, remain austere and transparent and govern with values, financially conservative and low profile, never compromise on quality, have clarity of role and accountability and measurable milestones and goals, follow best practices, open office, meticulous filing, detailed MIS, no work backlog, track every panel, rupee and man hour, perform to budgets with good internal controls and internal audit.

• True board of directors' participation with board package sent 7 days prior to quarterly board meetings.

• To become more web enabled - web site, Online status, Engineering Data transfer and a less paper environment.

• Well - defined forums for all other areas.

• No employee will accept nor ask for any financial consideration/gifts for personal use from any Agency.

• To have a work place that is pleasant and gives an enjoyable working experience.

 

D) Earning Capability :

•  Work towards putting in place a Sustainable Competitive Advantage (of product and of serviceable markets) than can be executed in the coming years to ensure sustainable Annual Net Profit growth of 60%.

 

E) Liquidity :

1. Timely paying customers and receivables to be under 30 days.


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. 55.24

UK Pound

1

Rs. 85.93

Euro

1

Rs. 69.82

 

 

INFORMATION DETAILS

 

Report Prepared by :

BVA

 


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

4

PAID-UP CAPITAL

1~10

3

OPERATING SCALE

1~10

4

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

3

--PROFITABILIRY

1~10

3

--LIQUIDITY

1~10

3

--LEVERAGE

1~10

3

--RESERVES

1~10

3

--CREDIT LINES

1~10

3

--MARGINS

-5~5

-

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

NO

--LITIGATION

YES/NO

NO

--OTHER ADVERSE INFORMATION

YES/NO

NO

MERIT POINTS

 

 

--SOLE DISTRIBUTORSHIP

YES/NO

NO

--EXPORT ACTIVITIES

YES/NO

NO

--AFFILIATION

YES/NO

YES

--LISTED

YES/NO

YES

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

29

 

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.