MIRA INFORM REPORT
|
Report Date : |
23.08.2013 |
IDENTIFICATION DETAILS
|
Name : |
NIRMA LIMITED |
|
|
|
|
Registered
Office : |
Nirma House, Ashram Road, Ahmedabad
– 380009, Gujarat |
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|
Country : |
India |
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Financials (as
on) : |
30.09.2012 |
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Date of
Incorporation : |
25.02.1980 |
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Com. Reg. No.: |
04-003670 |
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Capital
Investment / Paid-up Capital : |
Rs.1042.800 Millions |
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CIN No.: [Company Identification
No.] |
L24240GJ1980PLC003670 |
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|
Legal Form : |
A Closely Held Public Limited Liability Company |
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Line of Business
: |
Manufacturer and Seller of Synthetic
Detergents, Soaps, Chemicals and Allied Products. |
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No. of Employees
: |
Information declined by management |
RATING & COMMENTS
|
MIRA’s Rating : |
Aa (75) |
|
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 111000000 |
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|
Status : |
Good |
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Payment Behaviour : |
Regular |
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Litigation : |
Exist |
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Comments : |
Subject is a well-established
and reputed Fast Moving Consumer Goods (FMCG) company having fine track
record. It has incurred loss from its operations during March 2011 to September
2012 (18 months). However, available information indicates high financial
responsibility of the company. Financial position of the company is
good. Business is active. Trade relations are reported as
praiseworthy. Payments are regular and as per commitments. The company can be considered
good for business dealings at usual trade terms and conditions. Note: The shares of
the subject company are not traded on BSE and NSE in last 30 days. |
NOTES :
Any query related to this report can be made on
e-mail : infodept@mirainform.com
while quoting report number, name and date.
EXTERNAL AGENCY RATING
|
Rating Agency Name |
CRISIL |
|
Rating |
AA (Long Term Rating) |
|
Rating Explanation |
High degree of safety and very low credit
risk. |
|
Date |
April 26, 2013 |
|
Rating Agency Name |
CRISIL |
|
Rating |
A1+ (Short Term Rating) |
|
Rating Explanation |
Very strong degree of safety and lowest
credit risk. |
|
Date |
April 26, 2013 |
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 DENIED
Management Non Co-Operative (91-79-27546565)
LOCATIONS
|
Registered/ Corporate Office : |
Nirma House, Ashram Road,
Ahmedabad – 380009, Gujarat, India |
|
Tel. No.: |
91-79-27546565/ 74/ 26442187 |
|
Fax No.: |
91-79-27546603/ 05/ 01 |
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E-Mail : |
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Website : |
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Factory: |
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DIRECTORS
As on: 30.09.2012
|
Name : |
Mr.
Karsanbhai K. Patel |
|
Designation : |
Chairman
|
|
|
|
|
Name : |
Mr.
Rakesh K. Patel |
|
Designation : |
Vice
Chairman |
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|
Name : |
Mr. Hiren
K. Patel |
|
Designation : |
Managing Director |
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|
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|
Name : |
Mr.
Shrenikbhai K. Lalbhai |
|
Designation : |
Director |
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|
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|
Name : |
Mr. Pankaj R. Patel |
|
Designation : |
Director |
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|
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|
Name : |
Mr.
Rajendra D. Shah |
|
Designation : |
Director |
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|
Name : |
Mr.
Chinubhai R. Shah |
|
Designation : |
Director |
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|
|
|
Name : |
Mr.
Kaushikbhai N. Patel |
|
Designation : |
Director |
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|
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|
Name : |
Mr.
Kalpesh A. Patel |
|
Designation : |
Executive Director |
KEY EXECUTIVES
|
Name : |
Mr. Paresh Sheth |
|
Designation : |
Company Secretary |
MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN
NOT AVAILABLE
BUSINESS DETAILS
|
Line of Business : |
Manufacturer and Seller of
Synthetic Detergents, Soaps, Chemicals and Allied Products |
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Products : |
|
PRODUCTION STATUS (As on 31.03.2011)
|
Particulars |
Unit |
Installed
Capacity |
|
Synthetic Detergents |
Tonnes |
* |
|
Alfa Olefin Sulphonate |
Tonnes |
10000 |
|
Sulphuric Acid |
Tonnes |
125000 |
|
Toilet Soap |
Tonnes |
170000 |
|
Distilled Fatty Acid |
Tonnes |
135000 |
|
Glycerine |
Tonnes |
18000 |
|
Linear Alkyl Benzene |
Tonnes |
110000 |
|
Soda Ash |
Tonnes |
650000 |
|
Single Super Phosphate |
Tonnes |
100000 |
|
Packaging |
Tonnes |
135000 |
|
Salt |
Tonnes |
1800000 |
|
Caustic Soda |
Tonnes |
87600 |
|
Infusions (Bottles) (Nos. in Lacs) |
Tonnes |
2315 |
|
Injectables (Plastics) (Nos. in Lacs) |
Tonnes |
10188 |
|
Injectables (Glass) (Amps/Vials/Bottles) (Nos. in Lacs) |
Tonnes |
3469 |
|
Injectables (Bags) (Nos. in Lacs) |
Tonnes |
124 |
|
Injectables (Dry Powder) (Nos. in Lacs) |
Tonnes |
3421 |
|
Dry Syrup (Nos. in Lacs) |
Tonnes |
1140 |
|
Disposables (Syringe, Plastic infusion set and Needles)( Nos. in Lacs) |
Tonnes |
14076 |
|
Tablets (Nos. in Lacs) |
Tonnes |
149213 |
|
Capsules (Nos. in Lacs) |
Tonnes |
28512 |
|
Oral Liquids (Nos. in Lacs) |
Tonnes |
713 |
|
Ointment Creams (Nos. in Lacs) |
Tonnes |
475 |
|
Others (ORS, Blood Bags, CAPD Bags etc.) (Nos. in Lacs) |
Tonnes |
158 |
|
Particulars |
Unit |
Actual
Production |
|
Synthetic Detergents |
Tonnes |
540086 |
|
Toilet Soap |
Tonnes |
60022 |
|
Linear Alkyl Benzene |
Tonnes |
86970 |
|
Soda Ash |
Tonnes |
545912 |
|
Infusions (Numbers in Lacs) |
Tonnes |
1818 |
|
Injectables (Numbers in Lacs) |
Tonnes |
4235 |
Note:
(A) Licensed capacity not indicated for all products due to the abolition of industrial licences as per Notification No. S.O. 477 (E), Dated 25th July, 1991.
(B) * Not Ascertainable.
(C) The installed capacity as shown above has been certified
by management and not verified by the auditors, being a technical matter.
GENERAL INFORMATION
|
No. of Employees : |
Information declined by management |
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Bankers : |
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Facilities : |
(Rs.
In Millions)
Notes: The external commercial borrowings is due for repayment on 27.11.2013 for Rs.264.300 Millions (US $ 0.50 crores), on 27.05.2014 for Rs.1145.300 Millions (US $ 2.17 crores) and on 16.06.2014 for Rs.352.400 Millions (US $ 0.66 crores). Secured by first pari-passu charge on movable plant and machineries situated at Bhavnagar, Gujarat and negative lien on shares of Karnavati Holdings Inc.USA, wholly owned subsidiary, held by the company. Inter corporate deposits from related parties, vested on amalgamation of Saurashtra Chemicals Limited, are secured by way of first legal/equitable mortgage/charge ranking pari passu on immovable properties of erstwhile Saurashtra Chemicals Limited and hypothecation/charge ranking pari passu on movable properties both present and future of erstwhile Saurashtra Chemicals Limited The rate of interest is 10% p.a. from appointed date. External Commercial Borrowings have been fully hedged for interest rate fluctuation by way of interest rate swap. The Short term loans and credit facilities from Banks are secured on parri-passu basis, by first charge, by way of Hypothecation of specified stock of raw materials, stock in process, finished goods other merchandise being movable, book debts, both present and future and by way of second charge on specified fixed assets, both present and future of the Company. Effective cost of the above bank loan is in the range of 7% to 15% p.a. |
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Banking
Relations : |
-- |
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Auditors : |
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|
Name : |
Hemanshu Shah and Company Chartered Accountants |
|
Address : |
A/46, 3rd Floor, Nobles,
Opposite Nehru Bridge, Ashram Road, Ahmedabad - 380009, Gujarat, India |
|
Tel No.: |
91-79-26584250 |
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Fax No.: |
91-79-26589463 |
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Email : |
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Subsidiaries : |
Direct Holding
Indirect Holding
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Associates Entities: |
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CAPITAL STRUCTURE
As on: 30.09.2012
Authorised Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
231000000 |
Equity Shares |
Rs.5/- each |
Rs.1155.000 Millions |
|
1000000 |
6% Redeemable non cumulative non convertible preference shares |
Rs.100/- each |
Rs.100.000 Millions |
|
250000000 |
6% Redeemable non cumulative non convertible preference shares |
Rs.1/- each |
Rs.250.000 Millions |
|
|
|
|
|
|
|
Total |
|
Rs.1505.000
Millions |
Issued &Subscribed :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
159175666 |
Equity Shares |
Rs.5/- each |
Rs.795.900 Millions |
|
|
|
|
|
Paid-up Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
159142282 |
Equity Shares |
Rs.5/- each |
Rs.795.700 Millions |
|
247080232 |
Preference Shares |
Rs.1/- each |
Rs.247.100 Millions |
|
|
|
|
|
|
|
Total |
|
Rs.1042.800 Millions
|
Notes:
I) Company has made allotment of 90998368 equity shares of Rs.5 each on exercising option by the warrant holders at a premium of Rs. 40 per share (for share of Rs.10 each). 32584 equity shares of Rs.5 each were kept in abeyance due to court order.
II) The Modified rehabilitation Scheme in the form of Amalgamation of Saurastra Chemicals Limited (SCL) with the Company has been sanctioned by Board for Industrial and Financial Reconstruction (BIFR) vide its order dated 22.01.2013. The Scheme has become effective from 09.02.2013. As per the Scheme, the Company will issue and allot 24,70,80,232 preference shares to the equity shareholders of SCL, as of the record date of SCL to be fixed, in the ratio of 1 (one) 6% Redeemable Non Cumulative Non Convertible Preference Shares of Rs. 1/- each fully paid-up against 1 equity shares of Rs.1 each fully paid up held by such members in SCL. The issue and allotment of preference shares as of date are pending.
A The Reconciliation
of Number of Equity Shares outstanding at the beginning and at the end of the
period
|
Particulars |
As at 30.09.2012 |
|
|
|
Number of shares |
Rs. In Millions |
|
Opening Balance |
159142282 |
795.700 |
|
Closing Balance |
159142282 |
795.700 |
B Rights Preferences
and Restrictions attached to class of Shares
The Company has one class of equity shares having a par value of Rs.5 per share. Each member is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the members in the ensuing Annual General Meeting except in case of interim dividend. In the event of liquidation, the equity members are eligible to receive the remaining assets of the Company after distribution of all preferential amount, in proportion to their shareholding.
C The Company does
not have any holding company.
D The details of
Shareholders holding more than 5 % of Equity Shares
|
Particulars |
As at 30.09.2012 |
|
|
No. of shares held * |
% of Total paid up Equity Share Capital |
|
|
1. Shantaben K. Patel |
23137881 |
14.54 |
|
2. Banihal Holdings Private Limited |
22937900 |
14.41 |
|
3. Karsanbhai K. Patel |
19133836 |
12.02 |
|
4. Leh Holdings Private Limited |
16443900 |
10.33 |
|
5. Kargil Holdings Private Limited |
16178700 |
10.17 |
|
6. Uri Holdings Private Limited |
14521900 |
9.13 |
|
7. Hirenbhai K. Patel |
13580480 |
8.53 |
|
8. Rakeshbhai K. Patel |
12959200 |
8.14 |
|
9. Kulgam Holdings Private Limited |
12003900 |
7.54 |
* Includes Equity shares held as trustee and as member of AOP.
E Details of
forfeited shares
|
|
As at 30.09.2012 |
|
|
Class of shares |
Number of shares |
Rs. In Millions |
|
Equity shares with voting rights |
800 |
(Rs. 20000.000) |
F Details of Shares
kept in abeyance due to court orders
|
|
As at 30.09.2012 |
|
|
Class of shares |
Number of shares |
Rs. In Millions |
|
Equity shares with voting rights |
32584 |
0.200 |
G Equity shares alloted
as fully paid up pursuant to scheme of arrangement without payment being
received in cash during the period of five years immediately preceding
30.09.2012 being date of Balance Sheet
|
|
Number of shares As at 30.09.2012 |
|
No of Equity shares |
372914 |
FINANCIAL DATA
[all figures are
in Rupees Millions]
ABRIDGED BALANCE
SHEET
|
SOURCES OF FUNDS |
|
30.09.2012 (18 Months) |
31.03.2011 (12 Months) |
|
EQUITY AND LIABILITIES |
|
|
|
|
(1)Shareholders' Funds |
|
|
|
|
(a) Share Capital |
|
1042.800 |
795.700 |
|
(b) Reserves & Surplus |
|
26912.800 |
27524.000 |
|
(c) Money received against share warrants |
|
0.000 |
0.000 |
|
|
|
|
|
|
(2) Share Application money pending allotment |
|
0.000 |
0.000 |
|
Total Shareholders’
Funds (1) + (2) |
|
27955.600 |
28319.700 |
|
|
|
|
|
|
(3) Non-Current
Liabilities |
|
|
|
|
(a) long-term borrowings |
|
9091.300 |
5129.400 |
|
(b) Deferred tax liabilities (Net) |
|
3458.600 |
2903.400 |
|
(c) Other long term liabilities |
|
1159.500 |
926.600 |
|
(d) long-term provisions |
|
276.900 |
134.300 |
|
Total Non-current
Liabilities (3) |
|
13986.300 |
9093.700 |
|
|
|
|
|
|
(4) Current
Liabilities |
|
|
|
|
(a) Short term borrowings |
|
4278.200 |
4485.200 |
|
(b) Trade payables |
|
2911.000 |
2363.900 |
|
(c) Other current liabilities |
|
4762.700 |
1085.100 |
|
(d) Short-term provisions |
|
74.600 |
27.400 |
|
Total Current
Liabilities (4) |
|
12026.500 |
7961.600 |
|
|
|
|
|
|
TOTAL |
|
53968.400 |
45375.000 |
|
|
|
|
|
|
ASSETS |
|
|
|
|
(1) Non-current
assets |
|
|
|
|
(a) Fixed Assets |
|
|
|
|
(i) Tangible assets |
|
21134.600 |
17969.300 |
|
(ii) Intangible Assets |
|
503.300 |
169.800 |
|
(iii) Capital work-in-progress |
|
2051.100 |
1154.200 |
|
(iv) Intangible assets under development |
|
55.800 |
0.000 |
|
(b) Non-current Investments |
|
9537.300 |
5415.200 |
|
(c) Deferred tax assets (net) |
|
0.000 |
0.000 |
|
(d) Long-term Loan and Advances |
|
503.900 |
4420.800 |
|
(e) Other Non-current assets |
|
28.200 |
13.000 |
|
Total Non-Current
Assets |
|
33814.200 |
29142.300 |
|
|
|
|
|
|
(2) Current assets |
|
|
|
|
(a) Current investments |
|
220.000 |
0.000 |
|
(b) Inventories |
|
10191.100 |
7348.100 |
|
(c) Trade receivables |
|
4881.100 |
3799.700 |
|
(d) Cash and cash equivalents |
|
327.800 |
620.400 |
|
(e) Short-term loans and advances |
|
4179.500 |
4434.000 |
|
(f) Other current assets |
|
354.700 |
30.500 |
|
Total Current
Assets |
|
20154.200 |
16232.700 |
|
|
|
|
|
|
TOTAL |
|
53968.400 |
45375.000 |
|
SOURCES OF FUNDS |
|
|
31.03.2010 (12 Months) |
|
|
SHAREHOLDERS FUNDS |
|
|
|
|
|
1] Share Capital |
|
|
795.700 |
|
|
2] Share Application Money |
|
|
0.000 |
|
|
3] Reserves & Surplus |
|
|
26758.900 |
|
|
4] (Accumulated Losses) |
|
|
0.000 |
|
|
NETWORTH |
|
|
27554.600 |
|
|
LOAN FUNDS |
|
|
|
|
|
1] Secured Loans |
|
|
7519.700 |
|
|
2] Unsecured Loans |
|
|
2353.100 |
|
|
TOTAL BORROWING |
|
|
9872.800 |
|
|
DEFERRED TAX LIABILITIES |
|
|
3029.100 |
|
|
|
|
|
|
|
|
TOTAL |
|
|
40456.500 |
|
|
|
|
|
|
|
|
APPLICATION OF FUNDS |
|
|
|
|
|
|
|
|
|
|
|
FIXED ASSETS [Net Block] |
|
|
19161.100 |
|
|
Capital work-in-progress |
|
|
2792.400 |
|
|
|
|
|
|
|
|
INVESTMENT |
|
|
5357.300 |
|
|
DEFERREX TAX ASSETS |
|
|
0.000 |
|
|
|
|
|
|
|
|
CURRENT ASSETS, LOANS & ADVANCES |
|
|
|
|
|
|
Inventories |
|
|
5921.500 |
|
|
Sundry Debtors |
|
|
2692.800 |
|
|
Cash & Bank Balances |
|
|
922.900 |
|
|
Other Current Assets |
|
|
0.000 |
|
|
Loans & Advances |
|
|
7828.700 |
|
Total
Current Assets |
|
|
17365.900 |
|
|
Less : CURRENT
LIABILITIES & PROVISIONS |
|
|
|
|
|
|
Sundry Creditors |
|
|
1936.000 |
|
|
Other Current Liabilities |
|
|
554.700 |
|
|
Provisions |
|
|
1729.500 |
|
Total
Current Liabilities |
|
|
4220.200 |
|
|
Net Current Assets |
|
|
13145.700 |
|
|
|
|
|
|
|
|
MISCELLANEOUS EXPENSES |
|
|
0.000 |
|
|
|
|
|
|
|
|
TOTAL |
|
|
40456.500 |
|
PROFIT & LOSS
ACCOUNT
|
|
PARTICULARS |
30.09.2012 (18 Months) |
31.03.2011 (12 Months) |
31.03.2010 (12 Months) |
|
|
|
SALES |
|
|
|
|
|
|
|
Income |
62315.800 |
31039.900 |
31179.500 |
|
|
|
Other Income |
584.900 |
440.100 |
192.200 |
|
|
|
TOTAL (A) |
62900.700 |
31480.000 |
31371.700 |
|
|
|
|
|
|
|
|
Less |
EXPENSES |
|
|
|
|
|
|
|
Cost of materials consumed |
26794.800 |
13816.800 |
|
|
|
|
Purchases of stock-in-trade |
1039.500 |
831.200 |
|
|
|
|
Changes in inventories of finished goods, work-in-progress and stock-in-trade |
(883.200) |
(332.800) |
|
|
|
|
Employee benefits expense |
3215.100 |
1331.400 |
|
|
|
|
Other expenses |
23089.200 |
11113.700 |
|
|
|
|
Exceptional items |
(20.300) |
286.800 |
|
|
|
|
TOTAL (B) |
53235.100 |
27047.100 |
25415.700 |
|
|
|
|
|
|
|
|
Less |
PROFIT/
(LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C) |
9665.600 |
4432.900 |
5956.000 |
|
|
|
|
|
|
|
|
|
Less |
FINANCIAL
EXPENSES (D) |
1902.400 |
522.100 |
317.200 |
|
|
|
|
|
|
|
|
|
|
PROFIT/
(LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E) |
7763.200 |
3910.800 |
5638.800 |
|
|
|
|
|
|
|
|
|
Less/ Add |
DEPRECIATION/
AMORTISATION (F) |
4258.600 |
3143.300 |
2875.600 |
|
|
|
|
|
|
|
|
|
|
PROFIT/ (LOSS)
BEFORE TAX (E-F) (G) |
3504.600 |
767.500 |
2763.200 |
|
|
|
|
|
|
|
|
|
Less |
TAX (H) |
4115.800 |
27.100 |
383.800 |
|
|
|
|
|
|
|
|
|
|
PROFIT/ (LOSS) AFTER
TAX (G-H) (I) |
(611.200) |
740.400 |
2379.400 |
|
|
|
|
|
|
|
|
|
Add |
PREVIOUS
YEARS’ BALANCE BROUGHT FORWARD |
1585.200 |
844.800 |
300.600 |
|
|
|
|
|
|
|
|
|
Less |
APPROPRIATIONS |
|
|
|
|
|
|
|
Transfer to General Reserve |
|
0.000 |
1000.000 |
|
|
|
Dividend |
|
0.000 |
716.100 |
|
|
|
Tax on Dividend |
|
0.000 |
119.100 |
|
|
BALANCE CARRIED
TO THE B/S |
NA |
1585.200 |
844.800 |
|
|
|
|
|
|
|
|
|
|
EARNINGS IN
FOREIGN CURRENCY |
|
|
|
|
|
|
|
Export Earnings |
5330.100 |
2304.000 |
1825.800 |
|
|
|
Interest |
4.300 |
5.400 |
17.200 |
|
|
|
Commission |
37.800 |
0.000 |
0.000 |
|
|
|
Others |
0.000 |
6.500 |
0.000 |
|
|
TOTAL EARNINGS |
5372.200 |
2315.900 |
1843.000 |
|
|
|
|
|
|
|
|
|
|
IMPORTS |
|
|
|
|
|
|
|
Raw Materials |
3768.800 |
2048.200 |
2580.300 |
|
|
|
Stores & Spares |
203.200 |
208.900 |
109.700 |
|
|
|
Capital Goods |
638.600 |
5.700 |
115.400 |
|
|
TOTAL IMPORTS |
4610.600 |
2262.800 |
2805.400 |
|
|
|
|
|
|
|
|
|
|
Earnings Per
Share (Rs.) |
(3.84) |
4.65 |
14.95 |
|
%2023-Aug-2013_files/image001.gif){kind=small}
%2023-Aug-2013_files/image002.gif){kind=small}
KEY RATIOS
|
PARTICULARS |
|
30.09.2012 (18 Months) |
31.03.2011 (12 Months) |
31.03.2010 (12 Months) |
|
PAT / Total Income |
(%) |
(0.97) |
2.35 |
7.58 |
|
|
|
|
|
|
|
Net Profit Margin (PBT/Sales) |
(%) |
5.62 |
2.47 |
8.86 |
|
|
|
|
|
|
|
Return on Total Assets (PBT/Total Assets} |
(%) |
8.28 |
1.98 |
7.56 |
|
|
|
|
|
|
|
Return on Investment (ROI) (PBT/Networth) |
|
0.13 |
0.03 |
0.10 |
|
|
|
|
|
|
|
Debt Equity Ratio (Total Debt/Networth) |
|
0.48 |
0.34 |
0.36 |
|
|
|
|
|
|
|
Current Ratio (Current Asset/Current Liability) |
|
1.68 |
2.04 |
4.11 |
LOCAL AGENCY FURTHER INFORMATION
CURRENT MATURITIES
OF LONG-TERM DEBT DETAILS:
(Rs.
In Millions)
|
Particulars |
30.09.2012 (18 Months) |
31.03.2011 (12 Months) |
31.03.2010 (12 Months) |
|
Current maturities of long-term debt |
2848.000 |
NA |
NA |
|
|
|
|
|
|
Total |
2848.000 |
NA |
NA |
|
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 |
No |
|
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 |
Yes |
|
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 |
No |
|
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 |
No |
|
LITIGATION DETAILS |
|
HIGH COURT OF GUJARAT |
|
CIVIL APPLICATION (STAMP NUMBER) No. 12377 of 2000 |
|
|
|
In MISC.CIVIL APPLICATION/ 479/ 2002 ( DISPOSED ) On : 08/04/2002 |
|
Status : PENDING |
|
CCIN No : 001006200012377 |
|
|
||
|
|
|
S.NO. |
Name of the
Petitioner |
Advocate On Record |
|
1 |
ABHOHAR PUNJAB TRANSPORT CO. |
- |
|
S.NO. |
Name of the
Respondant |
Advocate On Record |
|
1 |
NIRMA LTD. |
- |
|
Presented On |
: 20/09/2000 |
Registered On |
: 20/09/2000 |
|
Bench Category |
: DIVISION BENCH |
District |
: AHMEDABAD |
|
Case Originated
From |
: THROUGH ADVOCATE |
Listed |
: 0 times |
|
StageName |
: ADMISSION - CA |
||
|
Act |
CIVIL PROCEDURE CODE, 1908 |
AMALGAMATION OF
SAURASHTRA CHEMICALS LIMITED WITH COMPANY
The Board for Industrial and Financial Reconstruction (BIFR) has vide its order dated January 22, 2013 sanctioned amalgamation of Saurashtra Chemicals Limited (SCL) with the Company. The appointed date of amalgamation is April 1, 2011. The Scheme has become effective from February 9, 2013. The financials of the Company for the 18 months period ended September 30, 2012 includes the financials of SCL with effect from April 1, 2011. As per the terms of the Scheme, the Company will issue and allot 247080232 preference shares to the equity shareholders of SCL in the ratio of 1 (one) 6% Redeemable Non Cumulative Non Convertible Preference Shares of Re.1/- each fully paid-up in exchange of every 1 (one) equity share of Re.1/- each fully paid-up held by such members in SCL.
FINANCE
Nirma’s strong financial risk profile is marked by a comfortable capital structure with a high net worth and healthy cash accruals. The Company continues to maintain moderate gearing and has sustainable cash accruals to meet its debt obligations on an ongoing basis. The Company is able to raise funds at an optimum cost by resorting to a judicious mix of medium and short terms sources.
BUSINESS OVERVIEW
Extension of F.Y.
2011-12
The Company has been granted extension in time under Section 210 of the Companies Act, 1956, in the financial year 2011-12 and under Section 166 of the Companies Act, 1956, for holding annual general meeting by the Registrar of Companies, Gujarat. Accordingly, the financial year is for the period of 18 months commencing from April 1, 2011 to September 30, 2012 as against 12 months of the previous year. The financials for the 18 months period ended September 30, 2012 also includes the financials of SCL merged with the Company, with an appointed date of April 1, 2011. Consequently the figures for the period are not comparable with those of previous year.
Overview
Fiscal year 2011 – 12 witnessed the Company’s continued strong growth impetus. On consolidated basis, the Company achieved gross revenue from operations of Rs.85860.000 Millions for 18 months period ended September 30, 2012. The consolidated revenue mainly derived from Soaps and Surfactants, Process Minerals and Pharma. The Earning before Finance Cost, Taxes, Depreciation and Amortization (EBITDA) for the period stood at Rs.11930.000 Millions. The Company registered a Net Profit after tax of Rs. 510.000 Millions for the period.
On standalone basis, the Company’s gross revenue from operations stood at Rs.68280.000 Millions. The EBITDA for the period stood at Rs.9640.000 Millions. The total operating expenses including finance cost was at Rs.61110.000 Millions. As a percentage of gross sales, it was 89.51%. The Company registered Net Loss of Rs.610.000 Millions after making provision of tax expenses relating to prior years. The Net worth of the Company stood at Rs.27950.000 Millions as of September 30, 2012.
The Company has strengthened its position on amalgamation of SCL which resulted in higher market share growth for the Company’s overall portfolio. The combined entity would be able to benefit from the economies of scale by consolidating operations wherever applicable, which would result in utilization of valuable resources in more efficient ways in coming years.
UNSECURED LOAN
(Rs.
In Millions)
|
Particular |
30.09.2012 (18 Months) |
31.03.2011 (12 Months) |
|
LONG TERM
BORROWINGS |
|
|
|
Debentures |
1528.900 |
0.000 |
|
Deferred sales tax liability |
0.400 |
0.400 |
|
Inter Corporate Deposit from Related Parties |
3700.000 |
0.000 |
|
SHORT TERM
BORROWINGS |
|
|
|
Loan from Directors |
1443.200 |
828.000 |
|
Inter corporate deposits from related parties |
1018.900 |
35.900 |
|
|
|
|
|
Total |
7691.4 |
864.300 |
Notes:
10.50% Unsecured Redeemable Non Convertible Debentures Redeemable at par on 30.05.2014.
0% Unsecured Redeemable Non Convertible Debentures is redeemable on 28.06.2014.
Unsecured inter corporate deposit from related parties, vested on amalgamation of Saurashtra Chemicals Limited, carry interest @ 10% on Rs.2231.700 Millions and @ 9.50% on Rs.1468.300 Millions from appointed date.
Loan from Gujarat Housing Board Rs.80830.000 Millions is secured by mortgage of related tenements and will be paid as per existing terms and conditions.
0% Deferred sales tax loan is repayable in six yearly equal installments of Rs.0.100 Million starting from 01.04.2015.
INDEX OF CHARGES
|
S.No. |
Charge ID |
Date of Charge Creation/Modification |
Charge amount secured |
Charge Holder |
Address |
Service Request Number (SRN) |
|
1 |
10124693 |
15/10/2008 |
5,561,400,000.00 |
The Hongkong And
Shanghai Banking Corporation Limited |
2nd Floor, Shiv
Building, Plot No. 139-140B, Western Express Highway, Sahar Road Junc.
Villeparle (East), Mumbai, Maharashtra
400057, India |
A47466644 |
|
2 |
90103337 |
30/01/2004 |
60,000,000.00 |
UCO Bank |
Mg Road,
Porbandar, Gujarat - 360575, India |
- |
|
3 |
80018848 |
14/05/2013 * |
14,000,000,000.00 |
Bank of Baroda |
Corporate
Financial Services Branch, First Floor, Bob Towers, Near Law Garden,
Ellisbridge, Ahmedabad, Gujarat - 380006, India |
B76230440 |
CONTINGENT
LIABILITIES NOT PROVIDED FOR IN ACCOUNTS
(Rs. In Millions)
|
Particular |
30.09.2012 |
31.03.2011 |
|
|
(A) |
Claims against the
Company not acknowledged as debts |
|
|
|
|
(I) For custom duty |
59.700 |
16.000 |
|
|
(II) For direct tax (*) |
12940.600 |
15302.000 |
|
|
(III) For sales tax |
571.200 |
470.900 |
|
|
(IV) For excise duty and service tax |
1450.800 |
1227.400 |
|
|
[appeals decided in favour of the Company Rs. 855.900 Millions (p.y. Rs.1202.600 Millions)] |
|
|
|
|
(V) Disputed liabilities for Custom duty and Excise duty of the Demerged Undertaking, as per the Financial Statement of Core Health Care Limited (CHL) as certified by Statutory Auditor of CHL |
45.000 |
45.000 |
|
|
(VI) Others This includes the claims not acknowledged as debt of Rs. 47.100 Millions (p.y.Rs.47.100 Millions)of the Demerged Undertaking, as per the Financial Statement of CHL as certified by Statutory Auditor of CHL |
403.300 |
144.200 |
|
|
|
15470.600 |
17205.500 |
|
|
(*) Income - tax department has raised demands by making various additions/ disallowances. The Company is contesting demand, in appeals, at various levels. However, based on legal advice, the Company does not expect any liability in this regard |
|
|
|
(B) |
Estimated amount of contracts, remaining to be executed, on capital account (Net of payment) |
355.900 |
3463.300 |
|
(C) |
For letters of credit |
506.900 |
1346.100 |
|
(D) |
For bank guarantee |
542.200 |
311.200 |
|
(E) |
Bills discounted with banks |
Nil |
69.600 |
|
(F) |
Company has given Corporate Guarantee in favour of lenders for securing loans extended to Karnavati Holdings Inc. and its subsidiaries and Siddhi Vinayak Cement Private Limited (wholly owned subsidiaries) |
2242.400 |
2459.000 |
|
(G) |
Any liability and / or claim pertaining to Demerged Undertaking, for nonavailability of information / record from CHL, which may arise in future is not disclosed. |
|
|
FIXED ASSETS
TANGIBLE ASSETS
- Freehold Land
- Leasehold Land
- Building
- Plant and Equipments
- Furniture and fittings
- Office Equipments
- Vehicles
INTANGIBLE ASSETS
- Goodwill
- Goodwill on Amalgamation
- Trademarks
- Licence fees
- Computer Software
CMT REPORT (Corruption, Money Laundering & Terrorism]
The Public Notice information has been collected from various sources
including but not limited to: The Courts,
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] 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.65.42 |
|
|
1 |
Rs.102.10 |
|
Euro |
1 |
Rs.87.32 |
INFORMATION DETAILS
|
Information
Gathered by : |
SVA |
|
|
|
|
Report Prepared
by : |
VRN |
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 |
9 |
|
--LIQUIDITY |
1~10 |
8 |
|
--LEVERAGE |
1~10 |
9 |
|
--RESERVES |
1~10 |
8 |
|
--CREDIT LINES |
1~10 |
9 |
|
--MARGINS |
-5~5 |
-- |
|
DEMERIT POINTS |
|
|
|
--BANK CHARGES |
YES/NO |
YES |
|
--LITIGATION |
YES/NO |
YES |
|
--OTHER ADVERSE INFORMATION |
YES/NO |
NO |
|
MERIT POINTS |
|
|
|
--SOLE DISTRIBUTORSHIP |
YES/NO |
NO |
|
--EXPORT ACTIVITIES |
YES/NO |
NO |
|
--AFFILIATION |
YES/NO |
YES |
|
--LISTED |
YES/NO |
YES |
|
--OTHER MERIT FACTORS |
YES/NO |
YES |
|
DEFAULTER |
|
|
|
--RBI |
YES/NO |
NO |
|
--EPF |
YES/NO |
NO |
|
|
|
|
|
TOTAL |
|
75 |
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 |
- |
This report is issued at your request without any
risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL)
or its officials.