MIRA INFORM REPORT

 

 

Report Date :

24.04.2013

 

IDENTIFICATION DETAILS

 

Name :

MINDA CORPORATION LIMITED (w.e.f.. 01.07.2009)

 

 

Formerly Known As :

MINDA HUF LIMITED (w.e.f.13.04.1997)

MINDA SWITCH AUTO LIMITED

 

 

Registered Office :

36A, Rajasthan Udyog Nagar, Delhi-110033

 

 

Country :

India

 

 

Financials (as on) :

31.03.2012

 

 

Date of Incorporation :

11.03.1985

 

 

Com. Reg. No.:

55-020401

 

 

Capital Investment / Paid-up Capital :

Rs. 395.969 Millions

 

 

CIN No.:

[Company Identification No.]

L74899DL1985PLC020401

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

DELM09295G

 

 

PAN No.:

[Permanent Account No.]

AAACM0344C

 

 

Legal Form :

A Public Limited Liability company. The company’s Share are Listed on the Stock Exchange.

 

 

Line of Business :

Manufacturer of Automotive Parts and Accessories.

 

 

No. of Employees :

Not Available

 

 

RATING & COMMENTS

 

MIRA’s Rating :

Ba (57)

 

RATING

STATUS

PROPOSED CREDIT LINE

41-55

Ba

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

Satisfactory

 

Maximum Credit Limit :

USD 10000000

 

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is the Flagship company of the Ashok Minda group.

 

It is a well established company having a good track record. Financially company appears to be strong. The liquidity position is good.

 

Trade relations are reported to be fair. Business is active. Payments are reported to be regular and as per commitment.

 

The Company can be considered for normal business dealings at usual trade terms and condition.

 

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 – June 30, 2012

 

Country Name

Previous Rating

(31.03.2012)

Current Rating

(30.06.2012)

India

A1

A1

 

Risk Category

ECGC Classification

Insignificant

 

A1

Low

 

A2

Moderate

 

B1

High

 

B2

Very High

 

C1

Restricted

 

C2

Off-credit

 

D

 

 

EXTERNAL AGENCY RATING

 

Rating Agency Name

ICRA

Rating

Term Loan BBB-

Rating Explanation

Having moderate degree of safety regarding timely securing of financial obligation. It carry moderate credit risk.

Date

November 2012

 

 

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.

 

 

LOCATIONS

 

Registered Office :

36A, Rajasthan Udyog Nagar, Delhi-110033, India

Tel. No.:

Not Available

Mobile No.:

Not Available

E-Mail :

asancheti@minda.co.in

Website :

http://www.minda.co.in

 

 

Corporate Office/ Factory 1  :

D-6-11, Sector-59, Noida-201301, District G.B. Nagar, Uttar Pradesh, India

Tel. No.:

91-120-4787100

Fax No.:

91-120-4787200

Location :

Owned

 

 

Factory 2 :

2D/1, Udyog Kendra, Ecotech-III, Greater Noida -  201306, Uttar Pradesh, India

 

 

Factory 3 :

2D/2, Udyog Kendra, Ecotech-III, Greater Noida – 201 306, Uttar Pradesh, India

 

 

Factory 4 :

E-5/2, Nanekarwadi, Chakan, Pune – 410 501, Maharashtra, India

 

 

Factory 5 :

Gate No.307, Nanekarwadi, Chakan, Tal-Khed, District Pune – 410 501, Maharashtra, India

 

 

Factory 6 :

Plot No. 9, Sec-10, IIE Pantnagar, Udham Singh Nagar, Uttarakhand-263153, India

 

 

Factory 7 :

Plot No. 9A, Sector-10, IIE Pantnagar, Udham Singh Ngar, Uttrkhnd-263153, India

 

 

Factory 8 :

K-150, MIDC, Waluj, Aurangabad-431136, Maharashtra, India

 

 

Factory 9 :

Plot No. G-1, Phase-III, Chakan Industrial Area, Chakan, Pune-410501, Maharashtra, India

 

 

DIRECTORS

 

As on : 20.09.2012

 

Name :

Mr. Ashok Minda

Designation :

Executive Director

Date of Birth/Age :

51 Years

Qualification :

Graduate in Commerce Stream

Experience :

28 Years

Date of Appointment :

01.08.2007

 

Name :

Mr. Avinash Prakash Gandhi

Designation :

Independent Director

Date of Birth/Age :

73 Years

Qualification :

Bachelor Degree in Machanical Engineering

Experience :

50 Years

 

Name :

Mr. Rakesh Chopra

Designation :

Independent Director

Date of Birth/Age :

61 Years

Qualification :

MBA

Experience :

35 Years

 

Name :

Mr. Laxman Ramnarayan

Designation :

Independent Director

Qualification :

B.Com, CWA and MMS

Experience :

44 Years

 

Name :

Mr. Jeevan Mahaldar

Designation :

Executive Director and CEO

Date of Birth/Age :

53 Years

Qualification :

MBA, B Tech (Mech)

Experience :

31 Years

Date of Appointment :

04.01.2007

 

KEY EXECUTIVES

 

Name :

Mr. Ajay Sanchati

Designation :

Company Secretary and Compliance Officer

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on 31.03.2012

 

Particulars

Nos of Shares

Held In dematerialized from in NSDL

15739026

Held in dematerialized from CDSL

2420432

Physical

2771706

Total

20931164

           

 

BUSINESS DETAILS

 

Line of Business :

Manufacturer of Automotive Parts and Accessories.

 

 

Products :

Product Description

ITC Code

Locks For Motor – Vehicles

830120

Parts and Accessories for four wheelers

870899

 

Parts and accessories for two wheelers

871400

 

 

Brand Names :

"MINDA"

 

 

PRODUCTION STATUS (AS ON 31.03.2010)

 

Particulars

Installed Capacity (p.a.)

 

Lock Kits for automobiles

16500

Switches and other components for automobiles

15400

Wiring Harness for Automobiles

2300

 

 

GENERAL INFORMATION

 

Customers :

·         ACME

·         Aprilia

·         Bajaj

·         BOSCH

·         DANAMER

·         Fiat

·         Force

·         Ford

·         Grote

·         Honda

·         Hyudinai

·         IKEA

·         Kawasaki

·         Maruti

·         Peugeot

·         Piaggio

·         Lear

 

 

No. of Employees :

Not Available

 

 

Bankers :

·         State Bank of India

·         Kotak Mahindra Bank Limited

·         Standard Chartered Bank

·         State Bank of Patiala

·         Karnataka Bank Limited

·         Axis Bank Limited

·         HDFC Bank Limited

·         Induslnd Bank Limited

 

 

Facilities :

(Rs. in Millions)

Secured Loan

31.03.2012

 

31.03.2011

 

Term Loans

 

 

From Banks

85.158

143.293

Deferred Payment Liabilities

 

 

From Pradeshiya Industrial and investments Corporaton of Uttar Pradesh Limited

2.772

15.557

Cash Credit and working capital demand loan

 

 

From Banks

637.898

150.895

Total

725.828

309.745

 

 

 

Auditors :

 

Name :

M/s. B S R and Company

Chartered Accountants

Address :

Building No. 10, 8th Floor, Tower-B, DLF Cyber City, Phase - II, Gurgaon,

Haryana -122 002, India

 

 

Subsidiaries :

·         Minda Europe B.V ., Netherlands

·         Minda KTSN Plastic Solutions GmbH and Company. KG,

·         Germany

·         Minda SAI Limited, India

·         Mayank Auto Engineers Private Limited

·         (Step-Subsidiary), India

·         Minda Management Services Limited, India

·         Minda Schenk Plastic Solutions GmbH, Germany

·         Minda Schenk Plastic Solutions s.r.o.

·         (Step-Subsidiary), Czech Republic

·         Minda Schenk Plastic Solutions Sp. z.o.o.

·         (Step-Subisidiary), Poland

·         KTSN Kunststofftechnik Sachsen Beteiligungs

·         GmbH (Step-Subisidiary), Germany

 

 

Associates :

·   Minda Automotive Solution Limited

(Formerly known as Minda Autocare Limited)

 

 

CAPITAL STRUCTURE

 

As on : 20.09.2012

 

Authorised Capital :

No. of Shares

Type

Value

Amount

44200000

Equity Shares

Rs.10/- each

Rs. 442.000 Millions

 

 

 

 

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

40131164

Equity Shares

Rs.10/- each

Rs. 401.311 Millions

 

 

 

 

 

After 31.03.2012

 

SHARE CAPITAL :

 

1. Authorised :

Rs in Millions

Particulars

31.03.2012

25,000,000 (previous year 15,000,000) equity shares of

`10/- each

250.000

240,000 (previous year 175,000) 0.001% cumulative

redeemable preference shares of `800/- each

192.000

Total

442.000

 

2. Issued, Subscribed and fully paid- up shares :

 

Particulars

31.03.2012

Equity shares of `10/- each

20,931,164 (previous year 9,635,990) shares

209.311

Less: 534,184 (previous year Nil) shares issued to Minda

Corporation Limited Employees' Stock Option Scheme

Trust but not allotted to employees (refer to to note 2.1.7)

5.341

 

203.969

0.001% cumulative redeemable preference shares of

Rs. 800/- each

240,000 (previous year 175,000) shares

192.000

Total

395.969

 

 

3. RECONCILIATION OF SHARE CAPITAL OUTSTANDING AS AT THE BEGINNING AND AT THE END OF THE YEAR :

 

a) Equity shares of Rs. 10/- each fully paid up

 

Particulars

As at 31.03.2012

Nos of Shares

Amount

Balance as at the beginning of the year

9635990

96.359

Add: Shares issued during the year

11295174

112.951

Less: Share issued to Minda Corporation Limited Employees' Stock Option Scheme Trust but not allotted to

employees

(534184)

(5.341)

Balance as at the end of the year

20.396

203.969

 

b) 0.001% cumulative redeemable preference shares of Rs. 800/- each fully paid up

 

Particulars

As at 31.03.2012

Nos of Shares

Amount

Balance as at the beginning of the year

175000

140.000

Add: Shares issued during the year

65000

52.000

Balance as at the end of the year

240000

192.000

 

 

4. RIGHTS, PREFERENCES AND RESTRICTIONS ATTACHED TO EACH CLASS OF SHARES :

 

A) Equity shares of Rs.10/- each fully paid up

The Company has one class of equity shares having a par value of Rs. 10/- per share. Each shareholder is eligiblefor one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

 

Further, certain investors (“Investors”) have “Anti dilution rights” i.e. right to further subscription and price protection, ensuring that, in the event of finalisation of the terms of sale of additional shares, the Company shall (as per the procedure set out in the Articles) offer the additional shares on the finalized terms and conditions to the investors and in the event that the Company issues any additional equity shares at a price less than the Investor acquisition cost or have or permit an FPO, at such lower price, then either the Company or promoters shall transfer such  number of equity shares (as per the procedures set out in the Articles) at either no additional consideration or at the lowest possible consideration permitted under applicable law that shall be necessary to ensure that in a revised investor acquisition cost per Investor that shall be equal orlower than the price at which the additional shares are proposed to be issued. Such investors also have “pre emptive rights” wherein any member of the promoter group shall, before selling, transferring or otherwise disposing of any of its shares to a bona fide independent third party purchaser, first give notice to the Investors and each investor shall have the right (but not the obligation) to serve on the transferor a pre-emption notice requiring the transferor to transfer to the purchaser (as per the procedures set out in the articles), or to any person nominated by the purchaser, some or all of the sale shares at the sale price.

 

Each such investor shall also have the Tag-along right (subject to the other provisions of Articles and such rights as mentioned above) but not the obligation to require the transferor to cause the transferee in a transfer of equity shares to purchase from such investor, for the same consideration per equity share and upon the same terms and conditions as are to be paid and given to the transferor.

 

562,500 and 267,092 equity shares allotted on preferential basis to the investors and Minda Corporation Limited Employees Stock Option Scheme Trust (MCL ESOS Trust) on 3 November 2011 and 1 November 2011 respectively are locked in for a period of one year from the date of allotment.

 

b) 0.001% cumulative redeemable preference shares of Rs. 800/- each fully paid up

The Company has 240,000 cumulative redeemable preference shares of `800/- each. The shares carry right of fixed preferential dividend at a rate of 0.001%. The holders of these share do not have the right to vote and are compulsorily redeemable at par on or before the expiry of 20 years from the date of allotment. The dividend on the shares shall be cumulated and any unpaid dividend shall be added to the amount payable as dividend in the following year and no dividend can be paid on equity shares until the entire backlog of unpaid dividends on these shares is cleared. In the event of liquidation, these share holders are entitled to get their capital after satisfaction of dues for secured creditors, but they get preference over equity share capital.

 

 

5. DETAILS OF SHAREHOLDERS HOLDING MORE THAN 5% SHARES AS AT YEAR END :

 

A) Equity shares of `10/- each fully paid up

 

Name of Shareholders

As at 31.03.2012

% of Holding

Nos of Shares held

Ashok Minda

19.36

4052872

Sarika Minda

15.95

3339490

Ashok Minda HUF

9.59

2006690

Bhagwat Sewa Trust

5.18

1085070

Kotak Mahindra Trusteeship Services Limited A/c- Kotak Indian Growth Fund II

11.78

2464810

Total

 

12948932

 

B) 0.001% cumulative redeemable preference shares of Rs. 800/- each fully paid up

 

Name of Shareholders

As at 31.03.2012

% of Holding

Nos of Shares held

Ashok Minda

15.63

37500

Sarika Minda

10.42

25000

Minda Capital Limited

73.95

177500

Total

 

240000

 

 

6. SHARES ALLOTTED AS FULLY PAID UP BY WAY OF BONUS ISSUE (DURING FIVE YEARS IMMEDIATELY PRECEDING 31 MARCH 2012)

 

 

Particulars

Year (aggregate no. of shares)

2011-2012

Issue of fully paid up equity shares of `10/- each by way of bonus issue

17570522

 

 

  1. ISSUE OF SHARES TO MINDA CORPORATION LIMITED EMPLOYEES’ STOCK OPTION SCHEME :

 

Pursuant to the Board of Director’s approval in Board meeting held on 29 September 2011, the Company has constituted a trust under the name ‘’Minda Corporation Limited Employee Stock Option Scheme Trust’’ (MCL ESOS Trust), with the objective of acquiring and holding of shares, warrants or other securities of the Company for the purpose of implementing the Company’s ESOP Scheme. The Company has contributed a sum of Rs. 1,00,000/- towards initial trust fund and later on advanced a sum of Rs. 133,546,000/- to fund the purchase of Company’s equity shares by MCL ESOS trust. Later in the year, the Company had issued and allotted, 267,092 equity shares of the face value `10/- each at the premium of `490/- per equity share to the MCL ESOS Trust, as approved in the Extra ordinary general meeting dated 24 October 2011. Further, the Company has issued bonus shares in proportion of one equity share for one share held on 29 March 2012, as decided in Extra ordinary general meeting held on 16 March 2012. In accordance with the guidance note on “Accounting for Employee Share-based Payments” issued by the ICAI, the Company has reduced the amount of share capital consideration (including share premium) received from MCL ESOS trust for presentation purposes, with a corresponding reduction in advance to MCL ESOS trust.

 

 


 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.03.2012

31.03.2011

31.03.2010

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

395.969

236.359

86.360

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

2279.565

1606.009

508.952

4] (Accumulated Losses)

0.000

0.000

0.000

NETWORTH

2675.534

1842.368

595.312

LOAN FUNDS

 

 

 

1] Secured Loans

725.828

309.745

777.672

2] Unsecured Loans

217.323

149.151

256.283

TOTAL BORROWING

943.151

458.896

1033.955

DEFERRED TAX LIABILITIES

51.302

45.993

33.329

 

 

 

 

TOTAL

3669.987

2347.257

1662.596

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

1034.682

930.177

762.708

Capital work-in-progress

97.414

81.418

197.894

Capital Advances

0.000

0.000

3.130

 

 

 

 

INVESTMENT

887.120

599.040

421.193

DEFERRED TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

497.557

321.351

229.989

 

Sundry Debtors

1060.264

860.423

485.541

 

Cash & Bank Balances

758.207

458.756

43.591

 

Other Current Assets

13.133

1.510

12.184

 

Loans & Advances

647.354

228.470

200.219

Total Current Assets

2976.515

1870.510

971.524

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Sundry Creditors

902.354

742.445

589.421

 

Other Current Liabilities

269.947

292.048

38.958

 

Provisions

153.443

99.395

65.474

Total Current Liabilities

1325.744

1133.888

693.853

Net Current Assets

1650.771

736.622

277.671

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

0.000

 

 

 

 

TOTAL

3669.987

2347.257

1662.596

 


PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

31.03.2012

31.03.2011

31.03.2010

 

SALES

 

 

 

 

 

Income

5597.458

4841.628

3396.624

 

 

Other Income

80.875

39.642

1.824

 

 

TOTAL                                     (A)

5678.333

4881.270

3398.448

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Cost of Materials Consumed

3622.141

3018.338

 

 

Changes in inventories

(101.984)

(7.761)

 

 

 

Employees Benefits

646.829

489.430

 

 

 

Other Expenses

821.678

687.375

 

 

 

TOTAL                                     (B)

4988.664

4187.382

3019.578

 

 

 

 

 

Less

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

689.669

693.888

378.870

 

 

 

 

 

Less

FINANCIAL EXPENSES                         (D)

129.866

130.082

81.096

 

 

 

 

 

 

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

559.803

563.806

297.774

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

143.460

119.252

82.663

 

 

 

 

 

 

PROFIT BEFORE TAX (E-F)                               (G)

416.343

444.554

215.111

 

 

 

 

 

Less

TAX                                                                  (I)

14.693

102.664

34.779

 

 

 

 

 

 

PROFIT AFTER TAX (G-I)                                  (J)

401.650

341.890

180.332

 

 

 

 

 

Less

APPROPRIATIONS

 

 

 

 

 

Proposed Dividend

62.793

28.907

21.590

 

 

Tax on Proposed Dividend

10.188

4.690

3.586

 

 

Transfer to General Reserve

41.634

19.500

19.000

 

BALANCE CARRIED TO THE B/S

287.035

288.793

136.156

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

 

FOB value of exports

601.639

674.255

569.568

 

 

Royalty

35.371

37.182

36.846

 

 

Technical Know How/ Service Income

4.134

0.000

9.371

 

TOTAL EARNINGS

641.144

711.437

615.785

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Raw Materials

293.978

199.574

147.097

 

 

Capital Goods

1.530

24.636

26.531

 

TOTAL IMPORTS

295.508

224.210

173.628

 

 

 

 

 

 

Earnings Per Share (Rs.)

20.02

18.14

20.88

 

 

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2012

31.03.2011

31.03.2010

PAT / Total Income

(%)

7.17

7.06

5.31

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

7.33

9.11

6.33

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

9.68

14.79

12.92

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.15

0.24

0.36

 

 

 

 

 

Debt Equity Ratio

(Total Liability/Networth)

 

0.35

0.25

1.74

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

2.24

1.65

1.40

 

 

LOCAL AGENCY FURTHER INFORMATION

 

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

Yes

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]

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

Yes

32]

PAN of Proprietor/Partner/Director, if available

No

33]

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

No

34]

External Agency Rating, if available

Yes

 

UNSECURED LOANS:

                                                                                                                            Rs. in Millions

Particulars

31.03.2012

 

31.03.2012

Finance Lease obligations

 

 

For intangibles

6.667

--

For Plants and Machinery

10.656

--

Purchase order financing facility

--

 

From other parties

 

200.000

 

149.151

 

Total

217.323

149.151

 

 

ECONOMIC REVIEW :

 

GLOBAL ECONOMY

2011 proved to be another testing year for the world economy .The improvement noted in the US economy during the second half of the year provided the much needed impetus in an otherwise difficult year. Eurozone troubles deepened with sovereign debt crisis threatening to engulf more countries. The same though appears to have been brought under control to some extent with decisive intervention from leading major economies and central banks of Europe in the early part of 2012

 

Emerging economies reeled under the heat of inflation and heightened commodity prices including crude oil. Fiscal policy intervention towards tightening of liquidity applied brake to the growth momentum in emerging economies. As a result of all these, GDP growth rate of emerging economies slipped to 6.2% in 2011 from 7.5% in 2010.

 

The real GDP growth for the world economy as a whole is estimated to have slipped down to 3.9% in 2011 from 5.3% in 2010

 

INDIAN ECONOMY:

Fiscal year 2011-12 (FY 12) tested the robustness of the Indian economy and the extent of its insulation from global factors. Having accelerated from 6.7% GDP growth of FY 09 in the aftermath of global economic crisis, to 8.4% in FY10 and FY 11 ,the GDP growth of India is estimated to have slowed down to 6.5% in FY 12.

 

Inflationary pressures, primarily on account of higher commodity prices, were attempted to be countered with tightening of fiscal liquidity and continued increase in interest rate This, coupled with increased demand for US Dollar towards imports and part withdrawal of foreign investments, fueled a sharp depreciation of Indian Rupee against US Dollar, to the extent of 18%.

 

With exports totaling USD 303.7 Billion in FY 12, the fiscal year witnessed an alarming rise in trade deficit with imports increasing by 32.1% to USD 488.6 Billion as reflected in the provisional figures of the Ministry of Commerce. The surge in value of imports was led by volatile trend in crude oil prices and the rise in gold and silver imports.

 

 

OPERATIONS REVIEW :

 

REPOSITIONING AND BRANDING

The financial year 2011-12 (FY 12) was a historic year for the Ashok Minda Group itself, since it flagged off the exercise to completely re-position the group under the "SPARK MINDA" logo. Spark is all about vibrancy and speed. It builds up an attitude to do things aggressively and with an enthusiasm. The Group's new logo gives it a distinct identity that will boost inner, confidence and the Group's efforts towards building a globally recognized brand, with the target of becoming India's largest automotive component supplier in the world

 

GROUP RESTRUCTURING

During FY 12, Spark Minda, Ashok Minda Group completed the first phase of corporate restructuring to simplify the structure of its different entities as suggested by its consultants KPMG, following the infusion of funds by its private equity partners Kotak Private Equity Group in FY 11. Following this exercise, all the fully-owned subsidiaries and step down local subsidiaries of Minda Corporation in Europe have been consolidated under the Group's flagship company - Minda Corporation Limited (MCL). The target is to simplify the Group structure and bring all fully-owned subsidiaries under the umbrella of Minda Corporation, it is expected that this move is likely to help in Minda Corporation's proposed public issue in future, which the Group may eye for its large expansion plans or further acquisitions.

 

The Group is likely to continue with this exercise in the coming year in second phase, and also endeavours to bring the Joint Ventures (JV) in different countries under the flagship company Minda Corporation Limited, post acquiring majority stake in such JVs with the consensus of overseas partners.

 

NEW TECHNOLOGIES

Minda Corporation Limited has recently been granted first patent by the Indian Patent Office. This patent is for Magnetic Lock which is already in production for Yamaha. ThePatentwasgrantedinApril2012.lt is a protective device with cover rotation type mechanism for two wheeler ignition lock to restrict unauthorized access to Ignition Lock keyhole. The patent can be sold like any tangible asset Apart from same, the Company has already filed 13 other patents for various new products developed at its R&D centers during FY12, across few emerging segments of auto components for usage in e-bikes and other areas. The other patents are now awaiting regulatory approval, in avenues, which the Company foresees as thrust area of future.

 

 

FINANCIAL REVIEW:

 

TURNOVER

The consolidated turnover of Minda Corporation in the FY12 was Rs. 13854.900 Millions, which included a turnover of Rs. 5597.500 Millions of the flagship Company - Minda Corporation on a standalone basis. The same represented a growth of 88.62% over the comparable consolidated turnover of Minda Corporation for FY 11. A major part of the consolidated turnover of MCL got it's contribution from overseas business segment which was Rs. 4678.300 Millions and the rest was generated from domestic sales of the Company and its subsidiaries.

 

DEBT TO EQUITY

The Company, being cash rich company by virtue of private equity infusion in FY 11 and internal accruals over the past 25 years, has comfortable debt equity ratio of 0.45.This has helped the Company against Any margin reversals due to sharp rise in interest rates pursued by the apex banker throughout the financial year 2011-12.

 

NET PROFIT

Minda Corporation on a consolidated basis managed a Net Profit of Rs. 51.920 Millions in FY 12, as against Rs. 347.400 Millions on the comparable recast figures for FY 11. Company's Net Profit has moved up steadily by 49.48%, by virtue of focus on judicious product mix pursued by the Company to push the sales of products offering higher profitability margins.

 

 

OUTLOOK :

The management is of the opinion that the ensuing group restructuring exercise will help Minda Corporation in using its product mix effectively and flexibly across various geographies. It is already leveraging new technologies prevailing in Europe and other markets and further developing them with low cost talent available in domestic markets.

 

The automotive components sector turnover is estimated to grow at a CAGR of 11% over FY 11 to FY 21.The Company plans to talis advantage of capturing OEM clients in passenger vehicles across Europe.

 

The Company continue to aggressively pursue organic and inorganic growth opportunities. Its sound financial position enables it with Capex investments.

 

The fact that ensuing decade will witness India emerging as a major global automobile hub and will manufacture and export a significantly higher portion of global automobiles further adds to already promising prospects for Minda Corporation Limited.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Statement of Unaudited financial results for the Quarter and

             Nine Months Ended on 31st December, 2012

 

Rs in Millions

Sr. No

                                                                                        Particulars

Standalone

Unaudited

Unaudited

Unaudited

Quarter Ended

Year to date

 

 

31.12.2012

30.09.2012

31.12.2012

1

Income from operations

 

 

 

 

 

(a) Net Sales/Income from Operations (Net of excise duty)

1464.500

1395.700

4357.400

 

 

(b) Other Operating Income

28.400

24.700

96.600

 

Total income from operations (net)

1492.900

1420.400

445.400

2

Expenses

(a) Cost of materials consumed

952.900

947.000

2916.500

 

 

(c) Changes in inventories of finished goods, work-in-progress and stock-in-trade

(1.500)

(33.100)

(24.100)

 

(d) Employee benefits expense

180.700

174.000

529.700

 

 

(e) Depreciation and amortisation expense

42.600

39.100

122.100

 

 

(g) Other income

210.600

213.500

637.100

 

Total expenses

1385.300

1340.500

4181.300

3

Profit / (Loss) from operations before other income, finance costs and exceptional items(1-2)

107.600

79.900

272.700

4

Other Income

20.300

25.100

80.800

5

Profit / (Loss) from ordinary activities before finance costs and exceptional items(3 + 4)

127.900

105.000

353.500

6

Finance costs

36.700

32.200

105.500

7

Profit / (Loss) from ordinary activities after finance costs but before exceptional items(S - 6)

91.200

72.800

248.000

8

Exceptional items

(7.900)

(7.500)

(23.300)

9

Profit / (Loss) from ordinary activities before tax (7 + 8)

83.300

65.300

224.700

10

Tax Expense

26.700

15.00

57.900

11

Net Profit / (Loss) from ordinary activities after tax (9-10)

56.600

50.300

166.800

12

Extraordinary Items (net of tax expense)

--

--

--

13

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

56.600

50.300

166.800

14

Paid up equity share capital (Face value Rs. 10 Per share)

204.000

204.000

204.000

15

Reserve excluding revaluation reserves as per share balance sheet of previous accounting year

--

--

--

19(i)

Earnings per share (before extraordinary items)

 

 

 

 

(of Rs. 10/- each) (not annualised):

 

 

 

*

(a) Basic (in Rs.)- (Not to be annualised)

2.77

2.47

8.18

 

(b) Diluted (in Rs.)- (Not to be annualised)

2.77

2.47

8.18

 

 

 

Particulars

          Quarter Ended

 

Year to date ended

PARTICULARS OF SHAREHOLDING

31.12.2012

30.09.2012

31.12.2012

 

 

 

 

1. Public shareholding

 

 

 

   - Number of shares

9,641,636

9,641,636

9,641,636

   - Percentage of shares

46.06%

46.06%

46.06%

2. Promoters and promoter group shareholding

 

 

 

a)  Pledged / encumbered

 

 

 

     - Number of shares

Nil

Nil

Nil

     - Percentage of shares

 

 

 

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

 

 

 

     - Percentage of shares

 

 

 

     (as a % of the total share capital of the Company)

 

 

 

b) Non-encumbered

 

 

 

    - Number of shares

11,289,528

11,289,528

11,289,528

    - Percentage of shares

100%

100%

100%

     as a % of the total shareholding of promoter and promoter group)

 

 

 

   - Percentage of shares

53.94%

53.94%

53.94%

   (as a % of the total share capital of the Company)

 

 

 

 

 

Particulars

Quarter ended 31.12.2012

B   INVESTOR COMPLAINTS

 

Pending at the beginning of the quarter

Nil

Received during the quarter

3

Disposed during the quarter

3

Remaining unresolved at the end of the quarter

Nil

 

NOTE:

 

·         The above results were reviewed by the Audit committee on 12 Febraury 2013 and approved by the Directors at their meeting held on the same date. The statutory auditors of the company have carried out a limited review of the financial results for the quarter ended 31 December 2012 and an unmddified report has been issued.

·         The company's business activities fall within single primary business segment, viz, manufacturing of Automobile Components and parts thereof. Accordingly, disclosure requirements of Accounting Standard 17, segment reporting, specified in the companies (Accounting Standard) Rules 2006 is not applicable

 

·         In the previous period, the company had incurred expenditure amounting to Rs. 23.300 Millins (including Rs. 15.800 Millions incurred jointly with another party), In respect of potiential business acquisitions and pending recovery/ capitalization alongwith cost of investments. However, considering the elongated period with no substantial development on such potiential respective acquisitions, the management considered it prudent to charge off its portion of such expenses amounting Rs. 15.400 Millions in the half year ended 30 September 2012 (including Rs.7.500 Millions in the quarter ended 30 September 2012). Also, on a prudent basis considering further elapse of time, the balance recoverable amount Rs.7.900 Millions has been provided for in the current quarter.

 

·         The figures of the previous periods have been regrouped and adjusted wherever necessary

 

 

BOARDS OF DIRECTORS :

 

ASHOK MINDA

Chairman and Group CEO

 

Mr.  Ashok Minda, 51 years of  age  is  Graduate in  Commerce stream. He  has  rich  and  vast  experience  of  more  than 27 years  in  the Automotive  Industry.  He served  as  Director  of  Minda  Industries Limited from December 12, 1996 to April 14, 2011. He is holding the position of a Director and is Member of various Committees of the Company's Board.

 

AVINASH PRAKASH  GANDHI

Director and  Member of  various  Committees  of  the  Company

 

Mr. Avinash Prakash Gandhi is 73 Years of age. Mr.  Gandhi holds Bachelor's Degree in Mechanical Engineering from Birla Institute of Technology and has completed Senior Management programs at

Indian Institute of Management and Administration Staff College of India.  He  has  rich  experience  of  around  50  years  in  various capacities  as  Special  Advisor ,  President,  CEO,  Director  and  other senior managerial position in  several organizations. He is  presently holding the position of a director and member/ chairman of various committees  on  the  Boards  of  Lumax  Industries  Limited.,  Havells  India Limited,  Fairfield  Atlas  Limited.,  Panalfa  Automotive  Private Limited., Continental Engines Limited,  Indo  Alusys Limited.,  Panalfa Auto Ektrie  Private.  Limited and Clutch Auto Limited.

 

RAKESH CHOPRA

Director and Chairman  of  Audit  Committee  of  the  Company

 

Mr. Rakesh Chopra,  61 years  of  age,  is  a  Chartered  Accountant (England  &  Wales)  and  an  MBA  from  Cranfield  University,  U.K Mr. Chopra  has  spearheaded  various  industry  groups  at  top management levels, including Escorts, till September 2006. He has rich experience of  around  35  years.  He  is holding  the  position  of Director in  GPR Enterprises  Private  Limited,  Kempty  Cottages Private Limited, Bharat Gears Limited and Fairfield  Atlas Limited. He is also a founder  member and Chairman of Indraprastha  Cancer Society (Rajiv  Gandhi  Cancer  Hospital  and  Research  Centre)

 

LAXMAN RAMNARAYAN

Director and  Member of  various  Committee(s)  of  the  Company

 

Mr.  Laxman Ramnarayan holds various academic and professional qualifications including B.COM, CWA and MMS. At 44, he has rich experience of over  two  decades  in  finance  strategy . He  is  an Director  in  Kotak  Investment  Advisors  Limited.  Mr. Laxman  is presently  holding  the  position  of  a  director  and  audit  committee member  of  Mahindra  Aerospace  Private  Limited  and  Mahindra Aerostructures  Private  Limited.

 

JEEVAN  MAHALDAR

Executive  Director  and  CEO

 

Mr. Jeevan Mahaldar,  53,  is  an  MBA and  a  B. Tech (Mechanical).  He has  rich  and  vast  experience  of  more  than  31  years  in  the Automotive  Industry. He was appointed as  Managing Director  of  the Company in the year 2007. Earlier, he has worked with Tata Ficosa Automotive Systems Limited. Mr. Mahaldar is presently holding the position of  a  director  in  Minda  Valeo  Security  Systems  Private Limited.

 

 

FIXED ASSETS:

 

Freehold Land

Leasehold Land

• Building

• Plant and Machinery

• Computers

• Office Equipments

• Furniture and Fittings

• 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. 54.29

UK Pound

1

Rs. 82.88

Euro

1

Rs. 70.80

 

 

INFORMATION DETAILS

 

Report Prepared by :

NIS

 


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

6

PAID-UP CAPITAL

1~10

6

OPERATING SCALE

1~10

6

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

6

--PROFITABILIRY

1~10

6

--LIQUIDITY

1~10

5

--LEVERAGE

1~10

5

--RESERVES

1~10

6

--CREDIT LINES

1~10

5

--MARGINS

-5~5

--

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

YES

--LITIGATION

YES/NO

NO

--OTHER ADVERSE INFORMATION

YES/NO

NO

MERIT POINTS

 

 

--SOLE DISTRIBUTORSHIP

YES/NO

NO

--EXPORT ACTIVITIES

YES/NO

YES

--AFFILIATION

YES/NO

YES

--LISTED

YES/NO

YES

--OTHER MERIT FACTORS

YES/NO

YES

DEFAULTER

 

 

--RBI

YES/NO

NO

--EPF

YES/NO

NO

TOTAL

 

51

 

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.