MIRA INFORM REPORT

 

 

Report Date :

27.10.2012

 

IDENTIFICATION DETAILS

 

Name :

RELIANCE PORTS AND TERMINALS LIMITED

 

 

Registered Office :

Admin Building, MTF Area, Village Sikka, Taluka and District Jamnagar - 361 140, Gujarat

 

 

Country :

India

 

 

Financials (as on) :

30.06.2011

 

 

Date of Incorporation :

14.03.1997

 

 

Com. Reg. No.:

04-031906

 

 

Capital Investment / Paid-up Capital :

Rs.3040.000 Millions

 

 

CIN No.:

[Company Identification No.]

U45102GJ1997PLC031906

 

 

Legal Form :

A Closely Held Public Limited Liability Company

 

 

Line of Business :

Providing Port and Marine Facilities, Transportation and Logistics, Construction and Engineering, SEZ Co-development and Pipeline Infrastructure Facilities.

 

 

No. of Employees :

Information denied by the management.

 

 

RATING & COMMENTS

 

MIRA’s Rating :

Aa (72)

 

RATING

STATUS

 

PROPOSED CREDIT LINE

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

 

Maximum Credit Limit :

USD 669000000

 

 

Status :

Excellent

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is a part of Reliance Group and it is merged with nine group companies with itself. Financial company appears to be strong. Creditworthy of the company is good.

 

Fundamental are healthy. Trade relations are reported to be fair. Business is active. Payments are reported to be regular and as pre commitments.

 

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

 

NOTES :

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

 

 

INDIAN ECONOMIC OVERVIEW

 

India is developing into an open-market economy, yet traces of its past autarkic policies remain. Economic liberalization, including industrial deregulation, privatization of state-owned enterprises, and reduced controls on foreign trade and investment, began in the early 1990s and has served to accelerate the country's growth, which has averaged more than 7% per year since 1997. India's diverse economy encompasses traditional village farming, modern agriculture, handicrafts, a wide range of modern industries, and a multitude of services. Slightly more than half of the work force is in agriculture, but services are the major source of economic growth, accounting for more than half of India's output, with only one-third of its labor force. India has capitalized on its large educated English-speaking population to become a major exporter of information technology services and software workers. In 2010, the Indian economy rebounded robustly from the global financial crisis - in large part because of strong domestic demand - and growth exceeded 8% year-on-year in real terms. However, India's economic growth in 2011 slowed because of persistently high inflation and interest rates and little progress on economic reforms. High international crude prices have exacerbated the government's fuel subsidy expenditures contributing to a higher fiscal deficit, and a worsening current account deficit. Little economic reform took place in 2011 largely due to corruption scandals that have slowed legislative work. India's medium-term growth outlook is positive due to a young population and corresponding low dependency ratio, healthy savings and investment rates, and increasing integration into the global economy. India has many long-term challenges that it has not yet fully addressed, including widespread poverty, inadequate physical and social infrastructure, limited non-agricultural employment opportunities, scarce access to quality basic and higher education, and accommodating rural-to-urban migration.

Source : CIA

 

 

EXTERNAL AGENCY RATING

 

Rating Agency Name

CRISIL

Rating

AAA [Term Loan]

Rating Explanation

Having the highest degree of safety regarding timely servicing of financial obligation. It carry lowest credit risk.

Date

11.02.2011

 

 

RBI DEFAULTERS’ LIST STATUS

 

Subject’s name is not enlisted as a defaulter in the publicly available RBI Defaulters’ list.

 

 

EPF (Employee Provident Fund) DEFAULTERS’ LIST STATUS

 

Subject’s name is not enlisted as a defaulter in the publicly available EPF (Employee Provident Fund) Defaulters’ list as of 31-03-2012.

 

 

INFORMATION DECLINED

 

Management non co-operative. [91-22-29770000]

 

 

LOCATIONS

 

Registered Office :

Admin Building, MTF Area, Village Sikka, Taluka and District Jamnagar - 361 140, Gujarat, India

Tel. No.:

91-288-2313641

Fax No.:

Not Available

E-Mail :

geeta.fulwadaya@ril.com

 

 

Corporate Office : 

3rd Floor, Maker Chambers, IV 222, Nariman Point, Mumbai – 400 021, Maharashtra, India

Tel No.:

91-22-22785500

Fax No.:

91-22-22785560

 

 

DIRECTORS

 

AS ON 30.01.2012

 

Name :

Mr. Raja Ramchandran Kolumum

Designation :

Director

Address :

1703/ 1704, Building 1, Raheja Classique, New Link Road, Andheri (West), Mumbai – 400 053, Maharashtra, India

Date of Birth/Age :

19.12.1956

Date of Appointment :

09.06.2007

Din No.:

00006673

 

 

Name :

Mr. Subhash Chandra Malhotra

Designation :

Director

Address :

602, Tulsi Shyam CHS, Limited, Highway Junction Road, Wagle Estate, Thane (West), Thane - 400 604, Maharashtra, India

Date of Birth/Age :

13.11.1940

Date of Appointment :

23.03.1997

Din No.:

00013967

 

 

Name :

Mr. Sandeep Hemendra Junnarkar

Designation :

Director

Address :

Flat No.1702, Wallace apartments, Naushir Sharucha Marg, Mumbai - 400 007, Maharashtra, India

Date of Birth/Age :

02.07.1951

Date of Appointment :

23.03.1997

Din No.:

00003534

 

 

Name :

Mr. Sundar Mathrubootheswaran

Designation :

Director

Address :

302, B, Shree Jagjeevan, CHS Limited, Plot No. 302, A , Sector 21, Nerul, Navi Mumbai-400706, Maharashtra, India

Date of Birth/Age :

30.12.1955

Date of Appointment :

19.01.2011

Din No.:

00433686

 

 

Name :

Mr. Krishna Prasad Venkata Sivarama Chintamaneni

Designation :

Whole Time Director

Address :

Bunglow No. 6, Sector V, Reliance Greens, Motikhavdi, Jamnagar-361140, Gujarat, India

Date of Birth/Age :

01.07.1948

Date of Appointment :

09.11.2011

Din No.:

05116309

 

 

KEY EXECUTIVES

 

Name :

Mr. Vishvanath Rachappa Indi

Designation :

Manager

Address :

Reliance Greens House No. 26, Sector 3, Village Motikhavdi, P.O. Digvijaygram, Jamnagar-361140, Gujarat, India 

Date of Birth/Age :

17.03.1959

Date of Appointment :

01.05.2010

PAN No.:

AADPI6022K

 

 

Name :

Ms. Geeta Kalyandas Fulwadaya

Designation :

Company Secretary

Address :

E – 51, Jharokha II, Kalptaru Vatika, Akurli Road, Opposite ESIS Hospital, Kandivali (East), Mumbai – 400 101, Maharashtra, India

Date of Birth/Age :

17.11.1980

Date of Appointment :

20.03.2006

PAN No.:

AAFPF7961G

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

AS ON 30.01.2012

 

Names of Shareholders (Equity Shareholders)

 

 

No. of Shares

Jigna Fiscal Services Private Limited, India jointly with Priyash Commercials Private Limited, India

 

1

Proline Investments Private Limited, India jointly with Priyash Commercials Private Limited, India

 

1

Reliance Property Management Services Private Limited, India jointly with Priyash Commercials Private Limited, India

 

1

Shangrila Investments and Trading Company Private Limited, India jointly with Priyash Commercials Private Limited, India

 

1

Yashasvi Holdings Private Limited, India jointly with Priyash Commercials Private Limited, India

 

1

Priyash Commercials Private Limited, India

 

1030000000

Reliance Gas Transportation Infrastructure Limited, India

 

305680000

Reliance Utilities Private Limited, India

 

893517000

Priyash Commercials Private Limited, India

 

910802995

 

 

 

TOTAL

 

3140000000

 

 

Names of Shareholders (Preference Shareholders)

 

 

No. of Shares

Monica Texturising Private Limited, India

 

4700000

Monica Texturising Private Limited, India

 

4700000

Monica Texturising Private Limited, India

 

4700000

Monica Texturising Private Limited, India

 

4700000

Monica Texturising Private Limited, India

 

4700000

Monica Texturising Private Limited, India

 

4700000

Monica Texturising Private Limited, India

 

4700000

Monica Texturising Private Limited, India

 

4700000

Monica Texturising Private Limited, India

 

4700000

Monica Texturising Private Limited, India

 

4700000

Reliance Gas Transportation Infrastructure Limited, India

 

19479167

Reliance Gas Transportation Infrastructure Limited, India

 

28333333

Reliance Gas Transportation Infrastructure Limited, India

 

37187500

 

 

 

TOTAL

 

132000000

 

 

AS ON 30.01.2012

 

Equity Share Breakup

 

Percentage of Holding

Category

 

 

Bodies corporate

 

100.00

 

 

BUSINESS DETAILS

 

Line of Business :

Providing Port and Marine Facilities, Transportation and Logistics, Construction and Engineering, SEZ Co-development and Pipeline Infrastructure Facilities.

 

 

GENERAL INFORMATION

 

No. of Employees :

Information denied by the management.

 

 

Bankers :

·         Bank of Baroda, Maskati Mahal, Ahmedabad, Gujarat, India

·         Indian Bank, United India Building, Sir P.M. Road, Fort, Mumbai-400001, Maharashtra, India

·         Axis Bank Limited, Axis House, 2 E, Bombay Dyeing Mills Compound, PB Marg, Worli, Mumbai-400025, Maharashtra, India

 

 

Facilities :

Secured Loan

As on 30.06.2011

[Rs. in Millions]

As on 30.06.2010

[Rs. in Millions]

Fully convertible debentures

66300.000 (A)

66300.000

Non-convertible debentures

10000.000 (B)

0.000

Rupee term loans banks

22963.200 (C)

29932.200

Rupee term loans financial institutions

2313.900 (C)

2907.000

Foreign currency loans banks

18975.200 (D)

23222.500

TOTAL

120552.300

122361.700

 

NOTE:

 

(A)

In the absence of appropriate taxonomy, compulsorily convertible debentures are tagged under the schedule secured debt, fully convertible debentures secured.

 

(B)

Non Convertible Debentures aggregating to Rs. 10000.000 Millions (Previous Year Nil) are redeemable at par on February 27, 2015. These Non Convertible Debentures are secured by way of mortgage of specific immovable property of the Company.

 

(C)

Term Loans from Banks and Financial Institution in Indian currency to the extent of Rs. 19668.500 Millions (Previous Year Rs. 24709.700 Millions) are secured by a first ranking pari passu charge:

 

a) over the Company's rights, title and interest in the immovable properties inclusive of the leasehold interest in the leasehold lands both situated at Village Sikka, Taluka Jamnagar and used for rendering Port Infrastructure services under the Contract Documents pertaining to old port facilities;

 

b) over the movable fixed assets and current assets used for rendering Port Infrastructure service under the Contract Documents pertaining to old port facilities;

 

c) on the right, title and interest of the Company in the designated account, investments made out of balance proceeds lying in the designated account and debt service reserve account and an assignment of Company's right, title and interest in, to or in respect of the Contract Documents and insurance policies pertaining to old port facilities.

 

Term Loans from Banks in Indian currency to the extent of Rs. Nil (Previous Year Rs. 28.300 Millions) are secured by hypothecation of commercial vehicles acquired out of the proceeds of the loan extended for this purpose relating to Transportation and Logistics division.

 

Term Loans from Banks in Indian currency to the extent of Rs. 3608.600 Millions (Previous Year Rs. 4101.200 Millions) are secured by a first pari passu mortgage and charge over fixed assets, all current assets (excluding receivables), all receivables including any proceeds received or arising under any insurance claim, the Trust and Retention Account and all amounts credited therein relating to Pipeline Infrastructure division.

 

Term Loans from Banks in Indian currency to the extent of Rs. 2000.000 Millions (Previous Year Rs. 4000.000 Millions) are secured by a first charge by way of hypothecation of entire moveable assets acquired out of the proceeds of the loan / facility (including movable machinery, machinery spares, tools and accessories acquired) pertaining to Engineering, Construction and SEZ Co-developer division.

 

(D)

Term Loans from Banks in Foreign currency are secured by a first ranking pari passu mortgage and charge:

 

a) over all moveable assets of the additional port and marine facilities (New Port Facilities) - "Project", including currents assets (floating charge), but excluding the Dividend Account and assets and investments created there from;

 

b) by way of assignment of the Company’s right, title, interest, benefit, claims and demands under each of the Key Project Agreements;

 

c) by way of assignment of the Company’s rights, titles and interest under or in respect of all permits, approvals, clearances, contractor guarantees, warranties and performance bonds relating to the Project; d) over the Company’s right, title and interest in the immovable property (along with the fixed assets attached thereto) situate at Village Nanikhawdi, Taluka Jamnagar, Gujarat, pertaining to the Project, inclusive of the leasehold interest under the Land Lease Agreement.

 

 

 

Unsecured Loan

As on 30.06.2011

[Rs. in Millions]

As on 30.06.2010

[Rs. in Millions]

Non-convertible debentures

10000.000 (A)

20000.000

Rupee term loans others

1887.300 (B)

2009.100

TOTAL

11887.300

22009.100

 

NOTE:

 

(A)

Non Convertible Debentures aggregating to Rs. 5000.000 Millions (Previous Year Rs. 5000.000 Millions) are redeemable at par in two tranches of Rs. 2000.000 Millions and Rs. 3000.000 Millions on June 6, 2013 and June 6, 2014 respectively. The Company and the Investors have Call and Put option respectively for early redemption at par at the end of 3 years from the date of Allotment i.e. June 6, 2009. Non Convertible Debentures aggregating to Rs. 5000.000 Millions (Previous Year Rs. 5000.000 Millions) are redeemable at par in two tranches of Rs. 2000.000 Millions and Rs. 3000.000 Millions on June 2, 2013 and June 2, 2014 respectively. The Company and the Investors have Call and Put option respectively for early redemption at par at the end of 3 years from the date of Allotment i.e. June 2, 2009. Non Convertible Debentures aggreegating to Rs. Nil (Previous Year Rs. 10000.000 Millions) are redeemable at par on February 27, 2015.

 

(B)

From Bodies Corporate [Previous Year: From Bodies Corporate]

 

 

 

Banking Relations :

--

 

 

Auditors :

 

Name :

Chaturvedi and Shah

Chartered Accountants

Address :

714-715, Tulsiani Chambers,  212, Nariman Point, Mumbai - 400 021, Maharashtra, India

PAN No:

AAAFC0662N

 

 

Holding Company :

Priyash Commercials Private Limited [U51100GJ2005PTC046468]

 

 

Associates :

·         Reliance Industries Limited

·         Reliance Jamnagar Infrastructure Limited

·         The Indian Films Combine Private Limited

·         Reliance Singapore Holdings Pte. Limited

 

 

Subsidiaries :

·         Aavaran Textiles Private Limited [U99999MH1986PTC101501]

·         Sanatan Textrade Private Limited [U67120MH1986PTC101467]

·         India Utilities and Power Limited [U40100GJ2010PLC059460]

·         Relcom Venture Capital Private Limited [U74999MH2000PTC126923]

·         Reliance Engineering (Middle East) DMCC

·         Jagadanand Investments and Trading Company Private Limited [U65923MH1979PTC021245]

·         Jagdishvar Investments and Trading Company Private Limited [U65920MH1979PTC021247]

 

 

Fellow Subsidiaries :

·         Reliance Gas Transportation Infrastructure Limited

·         Reliance Utilities Private Limited

·         Reliance Utilities and Power Private Limited

·         Relogistics Infrastructure Limited

 

 

Related Parties :

·         Shangrila Investments and Trading Company Private Limited

·         Ganga Enterprises*

·         Rishikesh Enterprises LLP*

·         Pitambar Enterprises LLP*

 

[* were not related party in the previous year 2009-10 since the taxonomy gives an error, the same is presented in ' 01/07/2009 to 30/06/2010 Details of related party transactions' table with value zero and relationship as 'others'.]

 

 

CAPITAL STRUCTURE

 

AS ON 30.01.2012

 

Authorised Capital :

No. of Shares

Type

Value

Amount

50000000000

Equity Shares

Re.1/- each

Rs.50000.000 Millions

2500000000

Preferences Shares

Rs.10/- each

Rs.25000.000 Millions

 

TOTAL

 

Rs.75000.000 Millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

3140000000

Equity Shares

Re.1/- each

Rs.3140.000 Millions

132000000

Preferences Shares

Rs.10/- each

Rs.1320.000 Millions

 

TOTAL

 

Rs.4460.000 Millions

 

 

AS ON 31.03.2011

 

Authorised Capital :

No. of Shares

Type

Value

Amount

50000000000

Equity Shares

Re.1/- each

Rs.50000.000 Millions

2500000000

Preferences Shares

Rs.10/- each

Rs.25000.000 Millions

 

TOTAL

 

Rs.75000.000 Millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

1720000000

Equity Shares

Re.1/- each

Rs.1720.000 Millions

132000000

Preferences Shares

Rs.10/- each

Rs.1320.000 Millions

 

TOTAL

 

Rs.3040.000 Millions

 

NOTE:

 

1) 910803000 (Previous Year 910803000) Equity Shares are held by Priyash Commercials Private Limited, the Holding Company including the shares held with its nominees and 809197000 (Previous Year 809197000) Equity Shares are held by Reliance Utilities Private Limited, a Subsidiary of Holding Company.

 

2) 10% Non-Cumulative Compulsorily Convertible Preference Shares of Rs. 10 each as follows:

 

Quantity

Series

Conversion Terms

As on 30.06.2011

As on 30.06.2010

 

 

 

[Rs. in Millions]

 

 

 

 

19479167

Series A*

convertible into 2 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 49/- per Equity Share during the period beginning on October 1, 2015 and ending on September 30, 2016

194.800

194.800

28333333

Series B*

convertible into 2 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 49/- per Equity Share during the period beginning on October 1, 2017 and ending on September 30, 2018

283.300

283.300

37187500

Series C*

convertible into 2 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 49/- per Equity Share during the period beginning on October 1, 2019 and ending on September 30, 2020

371.900

371.900

4700000

Series 1

convertible into 5 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 199 per Equity Share on 31st March 2014

47.000

47.000

4700000

Series 2

convertible into 5 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 199 per Equity Share on 31st March 2015

47.000

47.000

4700000

Series 3

convertible into 5 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 199 per Equity Share on 31st March 2016

47.000

47.000

4700000

Series 4

convertible into 5 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 199 per Equity Share on 31st March 2017

47.000

47.000

4700000

Series 5

convertible into 5 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 199 per Equity Share on 31st March 2018

47.000

47.000

4700000

Series 6

convertible into 5 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 199 per Equity Share on 31st March 2019

47.000

47.000

4700000

Series 7

convertible into 5 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 199 per Equity Share on 31st March 2020

47.000

47.000

4700000

Series 8

convertible into 5 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 199 per Equity Share on 31st March 2021

47.000

47.000

4700000

Series 9

convertible into 5 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 199 per Equity Share on 31st March 2022

47.000

47.000

4700000

Series 10

convertible into 5 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 199 per Equity Share on 31st March 2023

47.000

47.000

TOTAL

1320.000

1320.000

 

*In addition to the 10% dividend, in the event of the Company declaring / paying any dividend or distribution to equity shareholders or any other class of shareholders, the Company shall also declare / pay to holders of CCPS Series A, Series B and Series C, a proportionate dividend / distribution calculated on a fully diluted basis.

 

(C)

During the year the Company has issued and allotted 43,00,00,000 Share Warrants on private placement basis which give holder a right to apply for equivalent number of equity shares of Re. 1 each at a price of Re. 1 each within 36 months of date of allotment of warrants. In the absence of appropriate Taxonomy the Warrants issued have been tagged here.

 

(D)

 

SUBSCRIBED SHARE CAPITAL

DESCRIPTION

As on 30.06.2011

As on 30.06.2010

 

 

[Rs. in Millions]

1720000000

Equity Shares of Re. 1 each, fully paid-up

1720.000

1720.000

132000000

10% Non-Cumulative Compulsorily Convertible

Preference Shares of Rs. 10 each

1320.000

1320.000

TOTAL

3040.000

3040.000

 

1) 910803000 (Previous Year 910803000) Equity Shares are held by Priyash Commercials Private Limited, the Holding Company including the shares held with its nominees and 809197000 (Previous Year 809197000) Equity Shares are held by Reliance Utilities Private Limited, a Subsidiary of Holding Company.

 

2) 10% Non-Cumulative Compulsorily Convertible Preference Shares of Rs. 10 each as follows:

 

Quantity

Series

Conversion Terms

As on 30.06.2011

As on 30.06.2010

 

 

 

[Rs. in Millions]

 

 

 

 

19479167

Series A*

convertible into 2 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 49/- per Equity Share during the period beginning on October 1, 2015 and ending on September 30, 2016

194.800

194.800

28333333

Series B*

convertible into 2 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 49/- per Equity Share during the period beginning on October 1, 2017 and ending on September 30, 2018

283.300

283.300

37187500

Series C*

convertible into 2 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 49/- per Equity Share during the period beginning on October 1, 2019 and ending on September 30, 2020

371.900

371.900

4700000

Series 1

convertible into 5 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 199 per Equity Share on 31st March 2014

47.000

47.000

4700000

Series 2

convertible into 5 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 199 per Equity Share on 31st March 2015

47.000

47.000

4700000

Series 3

convertible into 5 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 199 per Equity Share on 31st March 2016

47.000

47.000

4700000

Series 4

convertible into 5 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 199 per Equity Share on 31st March 2017

47.000

47.000

4700000

Series 5

convertible into 5 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 199 per Equity Share on 31st March 2018

47.000

47.000

4700000

Series 6

convertible into 5 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 199 per Equity Share on 31st March 2019

47.000

47.000

4700000

Series 7

convertible into 5 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 199 per Equity Share on 31st March 2020

47.000

47.000

4700000

Series 8

convertible into 5 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 199 per Equity Share on 31st March 2021

47.000

47.000

4700000

Series 9

convertible into 5 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 199 per Equity Share on 31st March 2022

47.000

47.000

4700000

Series 10

convertible into 5 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 199 per Equity Share on 31st March 2023

47.000

47.000

TOTAL

1320.000

1320.000

 

*In addition to the 10% dividend, in the event of the Company declaring / paying any dividend or distribution to equity shareholders or any other class of shareholders, the Company shall also declare / pay to holders of CCPS Series A, Series B and Series C, a proportionate dividend / distribution calculated on a fully diluted basis.

 

(E)

 

SUBSCRIBED SHARE CAPITAL

DESCRIPTION

As on 30.06.2011

As on 30.06.2010

 

 

[Rs. in Millions]

1720000000

Equity Shares of Re. 1 each, fully paid-up

1720.000

1720.000

132000000

10% Non-Cumulative Compulsorily Convertible

Preference Shares of Rs. 10 each

1320.000

1320.000

TOTAL

3040.000

3040.000

 

1) 910803000 (Previous Year 910803000) Equity Shares are held by Priyash Commercials Private Limited, the Holding Company including the shares held with its nominees and 809197000 (Previous Year 809197000) Equity Shares are held by Reliance Utilities Private Limited, a Subsidiary of Holding Company.

 

2) 10% Non-Cumulative Compulsorily Convertible Preference Shares of Rs. 10 each as follows:

 

Quantity

Series

Conversion Terms

As on 30.06.2011

As on 30.06.2010

 

 

 

[Rs. in Millions]

 

 

 

 

19479167

Series A*

convertible into 2 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 49/- per Equity Share during the period beginning on October 1, 2015 and ending on September 30, 2016

194.800

194.800

28333333

Series B*

convertible into 2 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 49/- per Equity Share during the period beginning on October 1, 2017 and ending on September 30, 2018

283.300

283.300

37187500

Series C*

convertible into 2 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 49/- per Equity Share during the period beginning on October 1, 2019 and ending on September 30, 2020

371.900

371.900

4700000

Series 1

convertible into 5 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 199 per Equity Share on 31st March 2014

47.000

47.000

4700000

Series 2

convertible into 5 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 199 per Equity Share on 31st March 2015

47.000

47.000

4700000

Series 3

convertible into 5 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 199 per Equity Share on 31st March 2016

47.000

47.000

4700000

Series 4

convertible into 5 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 199 per Equity Share on 31st March 2017

47.000

47.000

4700000

Series 5

convertible into 5 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 199 per Equity Share on 31st March 2018

47.000

47.000

4700000

Series 6

convertible into 5 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 199 per Equity Share on 31st March 2019

47.000

47.000

4700000

Series 7

convertible into 5 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 199 per Equity Share on 31st March 2020

47.000

47.000

4700000

Series 8

convertible into 5 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 199 per Equity Share on 31st March 2021

47.000

47.000

4700000

Series 9

convertible into 5 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 199 per Equity Share on 31st March 2022

47.000

47.000

4700000

Series 10

convertible into 5 Equity Shares of Re. 1 each fully paid up at a premium of Rs. 199 per Equity Share on 31st March 2023

47.000

47.000

TOTAL

1320.000

1320.000

 

*In addition to the 10% dividend, in the event of the Company declaring / paying any dividend or distribution to equity shareholders or any other class of shareholders, the Company shall also declare / pay to holders of CCPS Series A, Series B and Series C, a proportionate dividend / distribution calculated on a fully diluted basis.

 


 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

30.06.2011

30.06.2010

30.06.2009

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

3040.000

3040.000

3040.000

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

164459.900

157578.500

161047.100

4] (Accumulated Losses)

0.000

0.000

(9802.300)

NETWORTH

167499.900

160618.500

154284.800

LOAN FUNDS

 

 

 

1] Secured Loans

120552.300

122361.700

63957.400

2] Unsecured Loans

11887.300

22009.100

12035.100

TOTAL BORROWING

132439.600

144370.800

75992.500

DEFERRED TAX LIABILITIES

0.000

0.000

0.000

Compulsory Convertible Debentures

0.000

0.000

66300.000

 

 

 

 

TOTAL

299939.500

304989.300

296577.300

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

33624.800

39377.500

51284.000

Capital work-in-progress

843.400

1634.100

3463.800

 

 

 

 

INVESTMENT

239497.600

267425.900

235897.300

DEFERREX TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

2032.300

2930.900

2246.900

 

Sundry Debtors

3830.800

3777.600

4104.600

 

Cash & Bank Balances

6881.200

3918.100

10049.700

 

Other Current Assets

626.300

6810.500

4055.700

 

Loans & Advances

71240.400

26475.600

17757.600

Total Current Assets

84611.000

43912.700

38214.500

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Sundry Creditors

3813.000

3533.300

5607.700

 

Other Current Liabilities

52395.900

42190.500

26009.700

 

Provisions

2428.400

1637.100

664.900

Total Current Liabilities

58637.300

47360.900

32282.300

Net Current Assets

25973.700

(3448.200)

5932.200

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

0.000

 

 

 

 

TOTAL

299939.500

304989.300

296577.300

 


PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

30.06.2011

30.06.2010

30.06.2009

 

SALES

 

 

 

 

 

Income

48233.200

51179.300

49803.500

 

 

Other Income

1788.500

1817.500

4462.300

 

 

TOTAL                                     (A)

50021.700

52996.800

54265.800

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Consumption Materials Changes inventories

55.300

96.800

 

 

Manufacturing Service Costs

17698.800

16872.500

 

 

 

Contract Cost

3403.900

5049.600

50035.100

 

 

Employee Related Expenses

2265.000

2233.900

 

 

 

Administrative Selling Other Expenses

660.400

1012.200

 

 

 

TOTAL                                     (B)

24083.400

25265.000

50035.100

 

 

 

 

 

Less

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

25938.300

27731.800

4230.700

 

 

 

 

 

Less

FINANCIAL EXPENSES                         (D)

5243.600

5051.800

5156.000

 

 

 

 

 

 

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

20694.700

22680.000

(925.300)

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

8371.000

10464.300

8386.000

 

 

 

 

 

 

PROFIT / (LOSS) BEFORE TAX (E-F)                (G)

12323.700

12215.700

(9311.300)

 

 

 

 

 

Less

TAX                                                                  (H)

2371.500

1627.700

496.400

 

 

 

 

 

 

ADJUSTMENTS RELATED MERGER ACQUISITIONS                                                 (I)

0.700

4.000

0.000

 

 

 

 

 

 

PROFIT / (LOSS) AFTER TAX (G-H & I)

9951.500

10584.000

(9807.700)

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

93.800

(9802.300)

33732.000

 

 

 

 

 

Add/ Less

EXCESS PROVISION FOR TAX FOR EARLIER YEARS

(0.500)

(4.900)

5.400

 

 

 

 

 

Less

APPROPRIATIONS

 

 

 

 

 

Transferred to General Reserve

0.000

0.000

33732.000

 

 

Transferred to Debenture Redemption Reserve

1070.000

683.000

0.000

 

BALANCE CARRIED TO THE B/S

8974.800

93.800

(9802.300)

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

 

Export Earnings

12381.900

12083.100

18.600

 

 

Services

0.000

0.000

2651.400

 

TOTAL EARNINGS

12381.900

12083.100

2670.000

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Capital Goods

557.500

437.000

797.400

 

 

Others

777.400

1590.000

1768.500

 

TOTAL IMPORTS

1334.900

2027.000

2565.900

 

 

 

 

 

 

Earnings / (Loss) Per Share (Rs.)

5.79

6.15

(5.70)

 

 

KEY RATIOS

 

PARTICULARS

 

 

30.06.2011

30.06.2010

30.06.2009

PAT / Total Income

(%)

19.89

19.97

(18.07)

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

25.55

23.87

(18.70)

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

10.42

14.67

(10.40)

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.07

0.07

(0.06)

 

 

 

 

 

Debt Equity Ratio

(Total Liability/Networth)

 

1.14

1.19

0.70

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

1.44

0.93

1.18

 

 

LOCAL AGENCY FURTHER INFORMATION

 

DETAILS OF SUNDRY CREDITORS:

 

Particulars

 

30.06.2011

(Rs. in millions)

30.06.2010

 (Rs. in millions)

30.06.2009

(Rs. in millions)

Sundry Creditors

3813.000

3533.300

5607.700

 

 

Sr. No.

Check List by Info Agents

Available in Report (Yes / No)

1]

Year of Establishment

Yes

2]

Locality of the firm

Yes

3]

Constitutions of the firm

Yes

4]

Premises details

No

5]

Type of Business

Yes

6]

Line of Business

Yes

7]

Promoter's background

Yes

8]

No. of employees

No

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 (if applicable)

No

21]

Market information

--

22]

Litigations that the firm / promoter involved in

--

23]

Banking Details

Yes

24]

Banking facility details

Yes

25]

Conduct of the banking account

--

26]

Buyer visit details

--

27]

Financials, if provided

Yes

28]

Incorporation details, if applicable

Yes

29]

Last accounts filed at ROC

Yes

30]

Major Shareholders, if available

Yes

31]

PAN of Proprietor/Partner/Director, if available

No

32]

Date of Birth of Proprietor/Partner/Director, if available

Yes

33]

Voter ID No of Proprietor/Partner/Director, if available

No

34]

External Agency Rating, if available

Yes

 

NOTE:

 

The registered office address of the company has been shifted from Village Magpar / Padana, Taluka Lalpur, District Jamnagar, Gujarat, India to present address w.e.f. 16.07.2008.

 

 

OPERATIONAL AND FINANCIAL REVIEW:

 

During the year, the income from operations is Rs. 48233.200 Millions as against Rs. 51179.300 Millions in the previous year. The Profit before Interest, Depreciation, Tax and adjustment pursuant to the Scheme of Amalgamation for the year is Rs. 25936.800 Millions as against Rs. 27730.200 Millions in the previous year.

 

 

 

FIXED ASSETS:

 

v      Freehold land

v      Leasehold land

v      Buildings

v      Plant and Machinery

v      Office Equipments

v      Furniture and Fixtures

v      Jetties

v      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 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.53.63

UK Pound

1

Rs.86.17

Euro

1

Rs.69.75

 

 

INFORMATION DETAILS

 

Information Gathered by :

PJA

 

 

Report Prepared by :

TPT


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

8

PAID-UP CAPITAL

1~10

8

OPERATING SCALE

1~10

8

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

8

--PROFITABILIRY

1~10

8

--LIQUIDITY

1~10

8

--LEVERAGE

1~10

8

--RESERVES

1~10

8

--CREDIT LINES

1~10

8

--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

NO

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

72

 

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.