MIRA INFORM REPORT

 

 

Report Date :

29.03.2012

 

IDENTIFICATION DETAILS

 

Name :

ABG CEMENT LIMITED

 

 

Registered Office :

5th Floor, Bhupati Chambers, 13, Mathew Road, Opera House, Mumbai-400004, Maharashtra

 

 

Country :

India

 

 

Financials (as on) :

31.03.2011

 

 

Date of Incorporation :

26.02.1996

 

 

Com. Reg. No.:

11-185707

 

 

Capital Investment / Paid-up Capital :

Rs. 4215.374 Millions

 

 

CIN No.:

[Company Identification No.]

U36941MH1996PLC185707

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

MUMA10463F

 

 

Legal Form :

A Closely Held Public Limited Liability Company

 

 

Line of Business :

Manufacturer of Cement Concrete.

 

 

No. of Employees :

Information not given by the management

 

RATING & COMMENTS

 

MIRA’s Rating :

B (26)

 

RATING

STATUS

PROPOSED CREDIT LINE

26-40

B

Capability to overcome financial difficulties seems comparatively below average.

Small

 

Maximum Credit Limit :

USD 16500000

 

 

Status :

Project Under Implementation

 

 

Payment Behaviour :

Unknown

 

 

Litigation :

Clear

 

 

Comments :

Though the company was incorporated in the year 1996, it is yet to commence its commercial business activities. The project of the company is under it’s implementation stage. Payments are unknown.

 

The company can be considered for business dealings on a secured 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.

 

 

INFORMATION DECLINED BY

 

Management non co-operative.

 

 

LOCATIONS

 

Registered Office :

5th Floor, Bhupati Chambers, 13, Mathew Road, Opera House, Mumbai-400004, Maharashtra, India 

Tel. No.:

91-22-61489500 / 61489527

Mobile No.:

91-9819440904 (Ms. Pranali)

91-9687689487 (Ms. Apoorva Joshi)

91-9687689407 (Mr. Anup Desai)

Fax No.:

91-22-66223050

E-Mail :

sridharan@abgcement.com

 

 

 

 

DIRECTORS

 

AS ON 27.09.2011

 

Name :

Mr. Pradeep Kapoor

Designation :

Managing Director

Address :

Flat No. 2C, Jeevan Jyot Building, Setalvad Lane, Off. Neapean Sea Road, Mumbai-400006, Maharashtra, India

Date of Birth/Age :

04.11.1945

Date of Appointment :

01.10.2006

DIN No.:

00053199

 

 

Name :

Mr. Dhananjay Laxman Datar

Designation :

Director

Address :

B1-61, 6th Floor, Gagan Apartments, Gokuldham, Goregaon (East), Mumbai-400063, Maharashtra, India

Date of Birth/Age :

22.12.1962

Date of Appointment :

15.04.2008

DIN No.:

01685012

 

 

Name :

Mr. Ramabadran Parthasarathy

Designation :

Nominee Director

Address :

Phase CF3, Millanium Enclave PL 1,2,3, S S R Pankajam Road, Saligramam, Chennai-600009, Tamilnadu, India 

Date of Birth/Age :

11.05.1955

Date of Appointment :

07.02.2011

DIN No.:

02170273

 

 

KEY EXECUTIVES

 

Name :

Mr. Imtiaz Iqbal Khan

Designation :

Secretary

Address :

Flat No.8, 1st Floor, Plot no.71, Sargam Apartment, 30th Road, Bandra (West), Mumbai-400050, Maharashtra, India

Date of Birth/Age :

11.11.1959

Date of Appointment :

17.11.2008

Pan No.:

AAEPK7228A

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

AS ON 27.09.2011

 

Names of Shareholders

No. of Shares

ABG Cement Holdco Private Limited, India

387530564

Nikhil Desai (Nominee on behalf of ABG Cement Holdco Private Limited)

1

Arvind Ingavale (Nominee on behalf of ABG Cement Holdco Private Limited)

1

Ashok Kumar Bansal

1

Arjun Pandere

2

Gulab Bhai Mistry

1

IFCI Limited, India

41376797

Total

428907367

 

 

AS ON 27.12.2011

 

Names of Allottee

No. of Shares

IFCI Limited, India

14540000

Total

14540000

 

 

AS ON 27.09.2011

 

Equity Shares Break Up

Percentage

Public Finance Companies

9.65

Bodies corporate

90.35

Total

100.00

 

 

BUSINESS DETAILS

 

Line of Business :

Manufacturer of Cement Concrete.

 

 

GENERAL INFORMATION

 

No. of Employees :

Information not given by the management.

 

 

Bankers :

·         Punjab National Bank, PNB House Branch, Sir P. M. Road, Fort, Mumbai-400001, Maharashtra, India

 

 

Facilities :

Secured Loan

 

Rs. In Millions

31.03.2011

Rs. In Millions

31.03.2010

Rupee term loans secured

 

 

Rupee term loans banks secured

9900.247

4033.603

Foreign currency loans secured

 

 

Foreign currency loans banks secured

1129.360

0.000

Interest accrued due secured loans

 

 

Interest accrued due other debt secured

78.138

16.321

 

 

 

Total

11107.745

4049.924

 

Notes:

 

(A)    (Repayable within 1 year - Nil)

 

(B)    Note : (The above Loans are secured by way of equitable mortgage of land and all present and future assets of the company)

 

 

 

Banking Relations :

--

 

 

Auditors :

 

Name :

Nisar and Kumar

Chartered Accountant

Address :

A/17, Everest Building, Tardeo Road, Tardeo, Mumbai-400034, Maharashtra, India

Pan No.:

AACFN8765B

 

 

Holding Company :

·         ABG International Private Limited

 

 

Fellow Subsidiaries :

·         ABG Shipyard Limited

·         PFS Shipping (India) Limited

·         ABG Engineering and Constructions Limited

·         Tirupati Landmark Private Limited (formerly B.F. Engineering Private Limited)

·         ABG Foods Private Limited

·         ABG Aquafarm Private Limited

·         Second Land Developers Private Limited (Formerly ABG Resources Private Limited)

·         ABG Energy Limited

 

 

Associates :

·         ABG Energy (Gujarat) Limited

·         ABG Energy (Himachal Pradesh) Limited

·         Abhishek Merchantile Private Limited

·         ABG Motors Limited

 

 

CAPITAL STRUCTURE

 

AFTER 27.09.2011

 

Authorised Capital :

 

No. of Shares

Type

Value

Amount

 

 

 

 

900000000

Equity Shares

Rs.10/- each

Rs. 9000.000 Millions

 

 

 

 

 

Issued, Subscribed & Paid-up Capital :

 

No. of Shares

Type

Value

Amount

 

 

 

 

443447367

Equity Shares

Rs.10/- each

Rs. 4434.474 Millions

 

 

 

 

 

 

AS ON 31.03.2011

 

Authorised Capital :

 

No. of Shares

Type

Value

Amount

 

 

 

 

600000000

Equity Shares

Rs.10/- each

Rs. 6000.000 Millions

 

 

 

 

 

Issued, Subscribed & Paid-up Capital :

 

No. of Shares

Type

Value

Amount

 

 

 

 

421537367

Equity Shares

Rs.10/- each

Rs. 4215.374 Millions

 

 

 

 

 

 

NOTE:

 

421,537,367 (P.Y. 17,85,90,570) Equity Shares of Rs. 10/- each fully paid up. (Out of the above 387,530,564 (P.Y. 15,36,30,564) equity shares are held by the holding company i.e. ABG International Private Limited)

 

 

AS ON 27.09.2011

 

Authorised Capital :

 

No. of Shares

Type

Value

Amount

 

 

 

 

900000000

Equity Shares

Rs.10/- each

Rs. 9000.000 Millions

 

 

 

 

 

Issued, Subscribed & Paid-up Capital :

 

No. of Shares

Type

Value

Amount

 

 

 

 

428907367

Equity Shares

Rs.10/- each

Rs. 4289.074 Millions

 

 

 

 


 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.03.2011

31.03.2010

31.03.2009

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

4215.374

1785.906

170.306

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

0.000

0.000

0.000

4] (Accumulated Losses)

(89.463)

(72.164)

(58.386)

NETWORTH

4125.911

1713.742

111.920

LOAN FUNDS

 

 

 

1] Secured Loans

11107.745

4049.924

308.308

2] Unsecured Loans

0.000

0.000

1229.015

TOTAL BORROWING

11107.745

4049.924

1537.323

DEFERRED TAX LIABILITIES

0.000

0.000

0.000

 

 

 

 

TOTAL

15233.656

5763.666

1649.243

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

385.185

308.838

282.866

Capital work-in-progress

14633.258

5185.841

1214.531

 

 

 

 

INVESTMENT

187.000

0.000

0.000

DEFERREX TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

0.000

0.000

0.000

 

Sundry Debtors

0.000

0.000

0.000

 

Cash & Bank Balances

741.413

316.829

41.348

 

Other Current Assets

0.000

1.910

0.000

 

Loans & Advances

563.416

391.778

205.898

Total Current Assets

1304.829

710.517

247.246

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Sundry Creditors

1259.645

433.167

90.974

 

Other Current Liabilities

10.501

5.695

2.654

 

Provisions

6.470

2.668

1.772

Total Current Liabilities

1276.616

441.530

95.400

Net Current Assets

28.213

268.987

151.846

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

0.000

 

 

 

 

TOTAL

15233.656

5763.666

1649.243

 


PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

31.03.2011

31.03.2010

31.03.2009

 

SALES

 

 

 

 

 

Income

0.000

0.000

0.000

 

 

Other Income

0.000

0.000

0.000

 

 

TOTAL                                    

0.000

0.000

0.000

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Employee related expenses

1.226

1.059

0.000

 

 

Administrative, Selling & Other Expenses

12.588

11.396

14.712

 

 

TOTAL                                    

13.814

12.455

14.712

 

 

 

 

 

 

PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION

(13.814)

(12.455)

(14.712)

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                    

3.485

1.323

0.754

 

 

 

 

 

 

PROFIT BEFORE TAX

(17.299)

(13.778)

(15.466)

 

 

 

 

 

Less

TAX                                                                 

0.000

0.000

(0.524)

 

 

 

 

 

 

PROFIT AFTER TAX

(17.299)

(13.778)

(15.990)

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

(72.164)

(58.386)

(42.396)

 

 

 

 

 

 

BALANCE CARRIED TO THE B/S

(89.463)

(72.164)

(58.386)

 

 

 

 

 

 

Earnings Per Share (Rs.)

(0.07)

(0.08)

(319.35)

 

 

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2011

31.03.2010

31.03.2009

PAT / Total Income

(%)

0.00

0.00

0.00

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

0.00

0.00

0.00

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

(1.02)

(1.35)

(2.92)

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

(0.00)

(0.01)

(0.14)

 

 

 

 

 

Debt Equity Ratio

(Total Liability/Networth)

 

3.00

2.62

14.59

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

1.02

1.61

2.59

 

 

LOCAL AGENCY FURTHER INFORMATION

 

 

Particulars

 

31.03.2011

31.03.2010

31.03.2009

SUNDRY CREDITORS

 

 

 

Creditors due small micro enterprises

0.000

0.000

0.000

Creditors due others

1259.645

433.167

90.974

Total

1259.645

433.167

90.974

 

 

OPERATIONS

 

The Company is at an advanced stage of implementing India’s largest, state-of-the-art, prestigious cement plant of 5.81 million tonnes per annum plant at Thumdi in the state of Gujarat. The Company is also setting up a grinding unit near Surat in the state of Gujarat. Both the projects have a captive jetty each for transport of clinker and import of coal which would reduce cost of fuel and improve the clinker quality due to use of imported coal.

 

The project is at an advanced stage of completion. All major machineries have already been arrived at the project site. The company has procured the equipments from world’s major and renowned manufactures like FLSmidth, Loesche, Beumer, Liebherr etc. Process control system has been ordered on FLSmidth Automation specialists in the process control of cement plants.

 

Labour problem has become an issue of national level as the skilled; un-skilled labour is not available resulting in delay in civil construction. This has compelled the company to approach the lenders for extension of commercial operational date (COD). PNB as lead Bank along with the other consortium members have taken practical view of the situation and agreed to extend the COD by 12 months.

 

Now with the concentrated efforts most of the civil construction has been completed and erection of mechanical equipment is at advanced stage. Equipment fabrication work is almost completed and now the erection activity is under full swing. Electrical equipment required has been received at site and will shortly be installed. Construction of temporary housing for over two thousand labourers is complete and handed over to their contractors. Construction of the housing complex is proceeding at a fast pace, and the guest-house and quarters for employees will soon be progressively released for occupation. The cement sales office in Ahmadabad is being set up and offices at other locations are under finalization. Recruitment for the project and cement marketing is progressing well. All the key positions in all the departments are in place.

 

The company is working closely to achieve the targeted commissioning of the project in 2nd quarter of current fiscal i.e. 2011-12.

 

 

 

FINANCE

 

In view of the time overrun the consequent increase in project cost has been approved by the lead banker i.e. Punjab National Bank and consortium member banks. As such, the Company has tied-up financing of the project.

 

The Company has drawn Rs.11107.700 Millions of term loan and the promoters have brought in equity of Rs.4215.400 Millions till the Balance Sheet date. The Company is confident of successful implementation of the project.

 

CONTINGENT LIABILITIES (AS ON 31.03.2011):

 

1)       Estimated amount of contract remaining to be executed on capital account (net of advances) and not provided for Rs.6924.800 Millions ( P.Y. 5768.000 Millions)

 

2)       Contingent Liabilities on account of Letter of Credits is Rs. 1678.200 Millions (P.Y. 1258.100 Millions)

 

 

FORM 8

 

Corporate identity number of the company

U36941MH1996PLC185707

Name of the company

ABG CEMENT LIMITED

Address of the registered office or of the principal place of  business in India of the company

5th Floor, Bhupati Chambers, 13, Mathew Road, Opera House, Mumbai-400004, Maharashtra, India

This form is for

Creation of charge

Type of charge

Immovable property

Particular of charge holder

Punjab National Bank, PNB House Branch, Sir P. M. Road, Fort, Mumbai-400001, Maharashtra, India

Nature of instrument creating charge

Memorandum of deposit of title deeds

Date of instrument Creating the charge

17.12.2011

Amount secured by the charge

Rs. 3193.800 Millions

Brief of the principal terms an conditions and extent and operation of the charge

Rate of interest

PNB 11% p.a. linked to BPLR.

 

Terms of repayment

In 32 equal quarterly installments commencing after moratorium period of 12 months from the date of cod

 

Margin

The Debt Equity Ratio I.E.70:30

 

Extent and operation of the charge

First charge ranking pari passu inter se amongst the lenders of the project( Punjab National Bank-security agent and lenders agent)Punjab National Bank, Andhra Bank, Oriental Bank of Commerce, State Bank of Bikaner and Jaipur, state bank of India and union Bank of India  over the mortgaged properties more particularly described in the second schedule.

 

Other

Borrowings Made By ABG Energy (Gujarat) Limited

Short particulars of the property charged (Including location of the property)

First Charge Ranking Pari Passu Inter Se Amongst The Lenders of The Project At Punjab  National Bank Branch Office At Surat Main Branch, Meghai Towers, Station Road, Surat, The Documents of Title of The Immovable Properties (All That Piece And Parcel of The Following Along with All The Structures Constructed/To Be Constructed And The Plant and Machinery Fastened  To Earth

 

Thereon Lying And Being At Village Mora of Taluka Choryasi, District Surat: Survey No.:182+182 Area In Hectares:00-90-04, Survey No.188p1 Area In Hectares:01-56-81, Survey No.188p2 Area In Hectares:01-56-82, Survey No.189p1 Area In Hectares:00-42-62 And Survey No.182P2 Area In Hectares:00-80-94.

 

 

FIXED ASSETS

 

·         Freehold Land

·         Furniture and Fixtures

·         Office Equipments

·         Vehicles

 

 


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 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]         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. 50.91

UK Pound

1

Rs. 81.21

Euro

1

Rs. 67.85

 


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

3

PAID-UP CAPITAL

1~10

3

OPERATING SCALE

1~10

3

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

3

--PROFITABILIRY

1~10

2

--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

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

YES

--LISTED

YES/NO

NO

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

26

 

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.