|
Report Date : |
31.08.2013 |
IDENTIFICATION DETAILS
|
Name : |
PEPSICO INDIA HOLDINGS PRIVATE LIMITED PEPSI FOODS PRIVATE LIMITED AMALGAMATED WITH PEPSICO INDIA HOLDINGS
PRIVATE LIMITED |
|
|
|
|
Registered
Office : |
B-3, DLF Corporate Park, ‘S’ Block, Qutab Enclave, Phase III,
Gurgaon-122 002, Haryana |
|
|
|
|
Country : |
|
|
|
|
|
Financials (as
on) : |
31.03.2011 |
|
|
|
|
Date of
Incorporation : |
28.01.1994 |
|
|
|
|
Com. Reg. No.: |
05-033754 |
|
|
|
|
Capital
Investment / Paid-up Capital : |
Rs.12791.434 Millions |
|
|
|
|
CIN No.: [Company Identification
No.] |
U15549HR1994PTC033754 |
|
|
|
|
TAN No.: [Tax Deduction &
Collection Account No.] |
DELP10965D |
|
|
|
|
PAN No.: [Permanent Account No.] |
AAACP1272G |
|
|
|
|
Legal Form : |
Private Limited Liability Company |
|
|
|
|
Line of Business
: |
Manufacturing of
Package Bottles, Snack Foods, Fruit Products, Mineral Water, Potato Product,
Milk Malted Foods, Beverage and Aerated Water. |
|
|
|
|
No. of Employees
: |
Not Available |
RATING & COMMENTS
|
MIRA’s Rating : |
Ba (47) |
|
RATING |
STATUS |
PROPOSED CREDIT LINE |
|
|
41-55 |
Ba |
Overall operation is considered normal. Capable to meet normal
commitments. |
Satisfactory |
|
Maximum Credit Limit : |
USD 59000000 |
|
|
|
|
Status : |
Satisfactory |
|
|
|
|
Payment Behaviour : |
Usually correct |
|
|
|
|
Litigation : |
Clear |
|
|
|
|
Comments : |
Subject is a part of Pepsico Group having satisfactory track record. Latest financials are not available with us. As per financial of 2011 it
seems that the company has recorded huge accumulated losses. However, trade relations are fair. Business is active. Payments terms
are usually correct. In view of strong holding the company can be considered normal for
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 – March 31st, 2013
|
Country Name |
Previous Rating (31.12.2012) |
Current Rating (31.03.2013) |
|
India |
A1 |
A1 |
|
Risk Category |
ECGC
Classification |
|
Insignificant |
A1 |
|
Low |
A2 |
|
Moderate |
B1 |
|
High |
B2 |
|
Very High |
C1 |
|
Restricted |
C2 |
|
Off-credit |
D |
INDIAN ECONOMIC OVERVIEW
We are living in a
world where volatility and uncertainty have become the New Normal. We saw
a change of government in countries like Tunisia, Egypt, Libya and Vietnam.
Once powerful countries in Europe are now fighting for bankruptcy. We have
taken growth in the developing part of the world for granted but economic
growth in China and India has begun to slow. Companies that were synonymous
with their product categories just a few years ago are now no longer in existence.
Kodak, the inventor of the digital camera had to wind up its operations, HMV,
the British entertainment retailing company and Borders, once the second
largest bookstore have shut down due to their inability to evolve their
business models with the changing time. Readers’ Digest, Thomson Register are
no more !
There is another
megatrend happening. The World order is changing as economic power shifts from
West to East. According to McKinsey study, it took Britain more than 100 years
to double its economic output per person during its industrial revolution and
the US later took more than 50 years to do the same. More than a century later,
China and India have doubled their GDP per capital in 12 and 18 years
respectively. By 2020, emerging Asia will become the world’s largest consuming
block, overtaking North America.
The years after the
outbreak of the global financial crisis, the world economy continues to remain
fragile. The Indian economy demonstrated remarkable resilience in the initial years
of the contagion but finally lost ground last year. GDP growth slowed down.
Currency has been weakening. There is a marked deceleration in agriculture,
industry and services. Dampening sentiment led to a cut-back in investment as
well as private consumption expenditure. Inflation remained at high
levels fuelled by the pressure from the food and fuel sectors. The large fiscal
and current account deficit s continued to cause grave concern. It is
imperative that India regains its growth trajectory of 8-9 % sooner than later.
This is crucially important given the need to create gainful livelihood
opportunities for the millions living in poverty as also the large contingent
of young people joining the job market every year.
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 / Factory 1: |
B-3, DLF Corporate Park, ‘S’ Block Qutab Enclave, Phase III, Gurgaon –
122 002, |
|
Tel. No.: |
91-124-2880699/ 2355880 / 2355863 / 2355871 / 6355880 / 863 |
|
Fax No.: |
91-124-2355853 / 2355861 / 2355862 / 6355862 |
|
E-Mail : |
|
|
Website : |
|
|
|
|
|
Corporate Office : |
LGF-54, World Trade Centre, Barakhamba Road, New Delhi – 110001, India |
|
Tel. No.: |
91-11-23323021 |
|
Fax No.: |
91-11-51522541 |
|
Location : |
Commercial |
|
|
|
|
Factory 2 : |
Frito Lay Divison, Village Channo, Post Office Bhawanigarh,
District. Sangrur, Patiala - 148026, Punjab , India |
|
Tel. No.: |
91-1672-468118 |
|
|
|
|
Branch Office 2 : |
Located at : ·
·
Phillaur ·
Sangrur ·
Gurgaon
·
|
DIRECTORS
As on: 29.09.2012
|
Name : |
Mr. Rajiv Wakhle |
|
Designation : |
Director |
|
Address : |
402, Lopis Lazuli, 5th Lane, South Main Road, Koregaon
Park, Pune – 411001, Maharashtra, India |
|
Date of Birth/Age : |
04.09.1958 |
|
Date of Appointment : |
28.03.2008 |
|
DIN No.: |
00265039 |
|
|
|
|
Name : |
Mr. Meghnad Mitra |
|
Designation : |
Director |
|
Address : |
121A Hamilton Court, DLF City Phase- IV, Gurgaon – 122002, Haryana,
India |
|
Date of Birth/Age : |
20.05.1964 |
|
Date of Appointment : |
30.09.2010 |
|
DIN No.: |
01802612 |
|
|
|
|
Name : |
Mr. Kanish Malik |
|
Designation : |
Director |
|
Address : |
Apartment No. 1702, World Spa, Sector 30, Gurgaon – 122001, Haryana,
India |
|
Date of Birth/Age : |
01.01.1966 |
|
Date of Appointment : |
04.08.2011 |
|
DIN No.: |
03612432 |
|
|
|
|
Name : |
Mr. Praveen Someshwar |
|
Designation : |
Director |
|
Address : |
610-B, Beverly
Park – I, M |
|
Date of Birth/Age : |
30.10.1968 |
|
Date of Appointment : |
16.04.2008 |
|
DIN No.: |
01802656 |
|
|
|
|
Name : |
Mr. Kaushik Gunakar Mitra |
|
Designation : |
Additional Director |
|
Address : |
Flat No.402, Tower-3, Belmonte Golf Course Road, Gurgaon – 122002,
Haryana, India |
|
Date of Birth/Age : |
19.12.1971 |
|
Date of Appointment : |
23.04.2013 |
|
DIN No.: |
05279295 |
KEY EXECUTIVES
|
Name : |
Mr. Vinod Kaushal |
|
Designation : |
Secretary |
|
Address : |
D-115, Ridgewood Estate, DLF City, Phase IV, Gurgaon – 122002,
Haryana, India |
|
Date of Birth/Age : |
19.12.1971 |
|
Date of Appointment : |
07.03.2011 |
|
PAN No.: |
AADPK5427C |
MAJOR SHAREHOLDERS
As on: 29.09.2012
|
Names of Shareholders |
|
No. of Shares |
|
Pepsico Panimex Inc., Mauritius |
|
3692172586 |
|
Beaman Bottling Company, Dover |
|
2813601 |
|
Jyoti Sagar Associates, India |
|
26 |
|
Total |
|
3694986213 |
MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN
As on: 29.09.2012
|
Names of Shareholders |
|
No. of Shares |
|
Pepsico Panimex Inc., Mauritius |
|
3692172586 |
|
Beaman Bottling Company, Dover |
|
2813601 |
|
Jyoti Sagar Associates, India |
|
26 |
|
Total |
|
3694986213 |
As on: 29.09.2012
Equity Share Break up (Percentage of Total Equity)
|
Category |
Percentage |
|
Foreign holdings( Foreign institutional investor(s),
Foreign companie(s) Foreign financial institution(s), Non-resident Indian(s)
or Overseas Corporate bodies or Others |
100.00 |
|
Total |
100.00 |
BUSINESS DETAILS
|
Line of Business : |
Manufacturing of
Package Bottles, Snack Foods, Fruit Products, Mineral Water, Potato Product,
Milk Malted Foods, Beverage and Aerated Water. |
||||||||
|
|
|
||||||||
|
Products : |
|
PRODUCTION STATUS AS ON 31.03.2011
|
Particulars |
Unit |
Installed
Capacity* |
Actual
Production |
|
Aerated and non-aerated beverages |
000cases |
188,609 |
97,960 |
|
Potato chips |
Tonnes |
58,333 |
43,259 |
|
Namkeens |
Tonnes |
64,000 |
53,863 |
|
Biscuits |
Tonnes |
3,995 |
1,348 |
|
Other snacks |
Tonnes |
-- |
7,530 |
Note:
*Installed
capacities are computed based on a single shift basis. These are as certified
by the management, not verified by the auditors, it being a technical matter.
The above
installed capacity relates to the Company's own plants. Other than this,
products are also manufactured by third parties from raw material supplied by
the Company.
GENERAL INFORMATION
|
No. of Employees : |
Not Available |
|
|
|
|
Bankers : |
|
|
|
|
|
|
|
|
Banking
Relations : |
-- |
|
|
|
|
Auditors : |
|
|
Name : |
BSR and Company Chartered
Accountants |
|
Address : |
Building No. 10, 8th Floor, Tower, B, DLF Cyber City,
Gurgaon- 122002, Haryana, India |
|
Tel. No.: |
91-124-2549191 |
|
Fax No.: |
91-124-2549101 |
|
PAN No.: |
AAAFB9852F |
|
|
|
|
Ultimate holding
Company : |
PepsiCo Inc. (Trademark owner) |
|
|
|
|
Holding company : |
PepsiCo Panimex Inc. |
|
|
|
|
Fellow Subsidiaries : |
CIN No.: U15549CH1989PTC009333 |
|
Subsidiaries : |
CIN No.:
U15134DL2005PTC142295
CIN No.:
U15549DL2003PTC122304
CIN No.:
U15549DL2003PTC122303
CIN
No.:U74899DL2005PTC142296
CIN No.:
U51109WB1988PTC043863
CIN
No.:U74300GJ1984PTC006714
CIN No.:
U15435HR1997PTC033752
CIN No.:
U15541HR1997PTC033751
|
CAPITAL STRUCTURE
As on 29.09.2012
Authorised Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
4000000000 |
Equity Shares |
Rs.10/- each |
Rs.40000.000 Millions |
|
|
|
|
|
Issued, Subscribed & Paid-up Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
3694986213 |
Equity Shares |
Rs.10/- each |
Rs.36949.862
Millions |
|
|
|
|
|
As on 31.03.2011
Authorised Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
2500000000 |
Equity Shares |
Rs.10/- each |
Rs.25000.000 Millions |
|
|
|
|
|
Issued, Subscribed & Paid-up Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
1279143444 |
Equity Shares |
Rs.10/- each |
Rs.12791.434 Millions |
|
|
|
|
|
Note: Of the above 2,765,865 equity shares are held by Beaman Bottling Company
and 1,276,377,579 equity shares are held by PepsiCo Panimex Inc., Mauritius,
the holding company. The ultimate holding company is PepsiCo Inc., USA
FINANCIAL DATA
[all figures are
in Rupees Millions]
ABRIDGED BALANCE
SHEET
|
SOURCES OF FUNDS |
31.03.2011 |
31.03.2010 |
31.03.2009 |
|
|
SHAREHOLDERS FUNDS |
|
|
|
|
|
1] Share Capital |
12791.434 |
12716.105 |
11872.467 |
|
|
2] Share Application Money |
0.000 |
0.000 |
0.000 |
|
|
3] Reserves & Surplus |
6428.626 |
6052.105 |
1834.309 |
|
|
4] (Accumulated Losses) |
(4268.585) |
(4262.977) |
(4898.412) |
|
|
NETWORTH |
14951.475 |
14505.233 |
8808.364 |
|
|
LOAN FUNDS |
|
|
|
|
|
1] Secured Loans |
0.000 |
0.000 |
0.000 |
|
|
2] Unsecured Loans |
10459.551 |
8265.359 |
7753.752 |
|
|
TOTAL BORROWING |
10459.551 |
8265.359 |
7753.752 |
|
|
DEFERRED TAX LIABILITIES |
0.000 |
0.000 |
0.000 |
|
|
|
|
|
|
|
|
TOTAL |
25411.026 |
22770.592 |
16562.116 |
|
|
|
|
|
|
|
|
APPLICATION OF FUNDS |
|
|
|
|
|
|
|
|
|
|
|
FIXED ASSETS [Net Block] |
15742.367 |
12411.473 |
9604.963 |
|
|
Capital work-in-progress |
1500.418 |
2410.579 |
1124.516 |
|
|
|
|
|
|
|
|
INVESTMENT |
945.439 |
2347.796 |
2347.796 |
|
|
DEFERREX TAX ASSETS |
0.000 |
0.000 |
0.000 |
|
|
|
|
|
|
|
|
CURRENT ASSETS, LOANS & ADVANCES |
|
|
|
|
|
|
Inventories |
5078.288
|
4681.017 |
3315.311
|
|
|
Sundry Debtors |
1760.299
|
1709.122 |
2168.213
|
|
|
Cash & Bank Balances |
543.443
|
675.839 |
1075.551
|
|
|
Other Current Assets |
0.000
|
0.000 |
0.000
|
|
|
Loans & Advances |
8464.233
|
6333.303 |
5218.670
|
|
Total
Current Assets |
15846.263
|
13399.281 |
11777.745 |
|
|
Less : CURRENT
LIABILITIES & PROVISIONS |
|
|
|
|
|
|
Sundry Creditors |
6565.184
|
5951.497 |
|
|
|
Other Current Liabilities |
1099.004
|
860.992 |
7346.865
|
|
|
Provisions |
959.273
|
986.048 |
946.039
|
|
Total
Current Liabilities |
8623.461
|
7798.537 |
8292.904
|
|
|
Net Current Assets |
7222.802
|
5600.744 |
3484.841
|
|
|
|
|
|
|
|
|
MISCELLANEOUS EXPENSES |
0.000 |
0.000 |
0.000 |
|
|
|
|
|
|
|
|
TOTAL |
25411.026 |
22770.592 |
16562.116 |
|
PROFIT & LOSS
ACCOUNT
|
|
PARTICULARS |
31.03.2011 |
31.03.2010 |
31.03.2009 |
|
|
|
SALES |
|
|
|
|
|
|
|
Income |
40151.260 |
32613.056 |
27588.335 |
|
|
|
Other Income |
1405.612 |
995.402 |
311.270 |
|
|
|
TOTAL (A) |
41556.872 |
33608.458 |
27899.605 |
|
|
|
|
|
|
|
|
Less |
EXPENSES |
|
|
|
|
|
|
|
Excise Duty |
5.431 |
5.407 |
|
|
|
|
Operating Expenditure |
16318.320 |
14040.904 |
25877.710 |
|
|
|
Other Expenses |
22765.042 |
17388.605 |
|
|
|
|
Prior Period Expenses |
0.000 |
28.450 |
|
|
|
|
Profit on Sale of Beverage Business for West Bengal Territory |
0.000 |
(283.755) |
|
|
|
|
TOTAL (B) |
39088.793 |
31179.611 |
25877.710 |
|
|
|
|
|
|
|
|
Less |
PROFIT
/ (LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C) |
2468.079 |
2428.847 |
2021.895 |
|
|
|
|
|
|
|
|
|
Less |
FINANCIAL
EXPENSES (D) |
213.651 |
225.870 |
477.083 |
|
|
|
|
|
|
|
|
|
|
PROFIT
/ (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E) |
2254.428 |
2202.977 |
1544.812 |
|
|
|
|
|
|
|
|
|
Less/ Add |
DEPRECIATION/
AMORTISATION (F) |
2260.036 |
1558.670 |
1684.655 |
|
|
|
|
|
|
|
|
|
|
PROFIT / (LOSS)
BEFORE TAX (E-F) (G) |
(5.608) |
644.307 |
(139.843) |
|
|
|
|
|
|
|
|
|
Less |
TAX (H) |
0.000 |
8.872 |
(47.302) |
|
|
|
|
|
|
|
|
|
|
PROFIT / (LOSS)
AFTER TAX (G-H) (I) |
(5.608) |
635.435 |
(187.145) |
|
|
|
|
|
|
|
|
|
|
EARNINGS IN FOREIGN
CURRENCY |
|
|
|
|
|
|
|
Export Earnings |
230.923 |
248.769 |
247.880 |
|
|
|
Freight recoveries |
0.000 |
0.000 |
0.215 |
|
|
|
Other Earnings |
160.107 |
35.023 |
28.943 |
|
|
TOTAL EARNINGS |
391.030 |
283.792 |
277.038 |
|
|
|
|
|
|
|
|
|
|
IMPORTS |
|
|
|
|
|
|
|
Raw and packing Materials |
|
1072.799 |
906.240 |
|
|
|
Spares Parts |
|
45.904 |
58.582 |
|
|
|
Capital Goods |
|
2898.294 |
966.880 |
|
|
TOTAL IMPORTS |
NA |
4016.997 |
1931.702 |
|
|
|
|
|
|
|
|
|
|
Earnings /
(Loss) Per Share (Rs.) |
0.00 |
0.53 |
(0.16) |
|
KEY RATIOS
|
PARTICULARS |
|
31.03.2011 |
31.03.2010 |
31.03.2009 |
|
PAT / Total Income |
(%) |
(0.01)
|
1.89 |
(0.67)
|
|
|
|
|
|
|
|
Net Profit Margin (PBT/Sales) |
(%) |
(0.01)
|
1.98 |
(0.51)
|
|
|
|
|
|
|
|
Return on Total Assets (PBT/Total Assets} |
(%) |
(0.02)
|
2.49 |
(0.66)
|
|
|
|
|
|
|
|
Return on Investment (ROI) (PBT/Networth) |
|
0.00
|
0.00 |
(0.02)
|
|
|
|
|
|
|
|
Debt Equity Ratio (Total Debt /Networth) |
|
0.70
|
0.56 |
0.88
|
|
|
|
|
|
|
|
Current Ratio (Current Asset/Current Liability) |
|
1.84
|
1.72 |
1.41
|
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 |
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 |
No |
|
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 |
No |
Profile
|
Client Industry |
FMCG |
|
Client's
discipline |
-- |
General
|
The growth of
the client's industry is best described as: |
Growing |
|
Brief
description of the services and/or goods the client provides to the
marketplace: |
Manufacturing of
bottles package bottles, snacks food mineral water, fruits products,
beverage. |
|
What is the
legal structure of the client? |
Parent Co with
Subsidiary |
|
What type of
company is the client? |
private |
Credit Rating
|
Client's debt
tracked by a credit rating agency? |
No |
|
Name of credit
rating agency: |
-- |
|
Credit rating
class provided by credit rating agency: |
-- |
|
Client credit
rating: |
-- |
|
Report on credit
worthiness of client purchased from: |
Not obtained |
Client Financials
|
Does the client
have a credit facility? |
Yes |
|
Do you have
financial information on this client? |
Yes |
|
Credit facility
type: |
Secured/Unsecured |
|
Amount of credit
facility: |
Secured
:Rs.0.000 Millions Unsecured
:Rs.10459.551 Millions |
|
Currency of
financial statements/data: |
INR Millions |
|
Annualized
revenues: |
Rs. 40151.260
Millions |
|
Annualized COGS: |
-- |
|
Annualized EBITDA: |
Rs. 2468.079
Millions |
|
Annualized net
income: |
Rs.(5.608)
Millions |
|
Cash balance: |
Rs.0.069
Millions |
|
Marketable
Securities balance: |
-- |
|
Accounts
Receivable balance: |
Rs.1760.299
Millions |
|
Current Assets
balance: |
Rs.15846.263 Millions |
|
Total assets
balance: |
Rs.25411.026
Millions |
|
Current
Liabilities balance: |
Rs.8623.461
Millions |
|
Long-Term Debt
balance: |
-- |
|
Equity balance: |
Rs14951.475
Millions |
|
Net cash
provided by operating activities: |
Rs.99.198
Millions |
|
Date of client's
financial data populated: |
31.03.2011 |
|
Financial
information provided above audited? |
Yes |
BUSINESS:
During the year, the turnover of the Company was around Rs.40151.260 Millions. Overall, the company is reporting a loss for the year Rs.5.608 Millions as compared to a profit of Rs.635.435 Millions during the previous year.
UNSECURED LOAN
|
Particular |
As
on 31.03.2011 (Rs.
in Millions) |
As
on 31.03.2010 (Rs.
in Millions) |
|
Rupee term loans
banks unsecured (A) |
3492.678 |
2627.339 |
|
Other external
commercial borrowings unsecured |
4513.725 |
3177.383 |
|
Deferred sales
tax loan unsecured (B) |
149.529 |
157.018 |
|
Other debt
unsecured |
2303.619 |
2303.619 |
|
Total |
10459.551 |
8265.359 |
|
Notes: (A) Includes:
Short term loans and advances - bank overdraft- 4678 - from banks- 3.488
Millions (B) Deferred
sales tax payable under the Tamilnadu General Sales Tax Act, 1957 |
||
SCHEME OF
AMALGAMATION
The Board of Directors of the Company, in its meeting held on the following mentioned dates, has approved the Scheme of Amalgamation of the following subsidiaries with the Company:
S.NO. NAME OF THE ENTITY DATE
OF APPROVAL
1) Aradhana Snack Foods Company 9th December, 2010
2) Aradhana Soft Drinks Company 9th December, 2010
3) Panagarh Marketing Private Limited 9th December, 2010
4) Aradhana Advertising and Marketing Consultants Private Limited 9th December, 2010
5) Aradhana Convenience Foods Private Limited 11th February, 2011
Further, the Board of Directors of the Company approved the Scheme of Amalgamation with Pepsi Foods Private Limited on the 30th of May, 2011.
The appointed date as per all the schemes of Amalgamations is 1st April, 2010. The requisite approval from the Hon’ble High Court of the State of Punjab and Haryana at Chandigarh is awaited for all the above mentioned schemes.
The accumulated losses of Aradhana Foods and Juices Company, another subsidiary of the Company are more than the 50% net worth and hence it is declared as a sick industrial company within the meaning Clause (o) of sub section 1 of section 3 of the Sick Industrial Companies (Special Provisions) Act, 1985. Accordingly, a reference has been made to the Board for Industrial and Financial Reconstruction (BIFR) under section 15 of the Sick Industrial Companies (Special Provisions) Act, 1985.
CONTINGENT
LIABILITIES
Rs. In Millions
|
Particular |
31.03.2011 |
31.03.2010 |
|
Claims against the company not acknowledged as debts |
|
|
|
- Excise matters |
264.373 |
351.442 |
|
- Sales tax matters |
1669.157 |
1018.041 |
|
- Income tax matters |
9.267 |
9.267 |
|
- others |
7.238 |
7.238 |
INDEX OF CHARGES
|
S. No. |
Charge ID |
Date of Charge
Creation/Modification |
Charge amount
secured |
Charge Holder |
Address |
Service Request
Number (SRN) |
|
1 |
90182056 |
03/04/1995 |
20,000,000.00 |
BANK OF AMERICA |
DCM BUILDING, 16; BARAKHAMBA ROAD, NEW DELHI, Delhi - 110001, INDIA |
- |
|
2 |
90177587 |
28/03/1995 |
60,000,000.00 |
DEUTSCHE BANK |
TOLSTOY HOUSE, TOLSTOY MARG, NEW DELHI, Delhi - 110001, INDIA |
- |
|
3 |
90181951 |
18/07/1994 |
25,000,000.00 |
CITBANK N. A. |
3; PARLIAMENT STREET, NEW DELHI, Delhi - 110001, INDIA |
- |
|
4 |
90181872 |
01/12/1993 |
20,000,000.00 |
BANK OF AMERICA |
HANSALAYA BUILDING, NEW DELHI, Delhi, INDIA |
- |
|
5 |
90181871 |
25/11/1993 |
20,000,000.00 |
DEUTSCHE BANK |
AG; TOLSTOY HOUSE, TOISTOY MARG, NEW DELHI, Delhi, INDIA |
- |
|
6 |
90181607 |
23/05/1994 * |
40,000,000.00 |
STATE BANK OF PATIALA |
THE MALL, PATIALA, Punjab - 147001, INDIA |
- |
|
7 |
90179110 |
25/11/1993 * |
5,000,000.00 |
HONGKONG AND SHANGHAI BANKING CORPORATION LIMITED. |
28; KASTURBA GANDHI MARG, NEW DELHI, Delhi - 110001, INDIA |
- |
* Date of charge modification
PRESS RELEASE:
July
15, 2013
Tropicana, the world’s number 1 juice brand*, known for its great tasting juices and fruit beverages has introduced in the Indian market an innovative category offering - Tropicana Coconut Fruit Blends. Available in 2 delicious variants- Coconut Orange and Coconut Litchi, Tropicana Coconut fruit blends offer an exciting combination of Coconut water and fruit juice giving consumers both in a single glass. Tropicana Coconut Fruit Blend is a light and refreshing drink which is the first ever for Tropicana worldwide and builds on the strong equity of the brand in India.
The new Tropicana Coconut Fruit Blends delicately balances the taste of fruit goodness with the nutrients of Coconut Water to give a refreshing combination that is sure to tingle your taste buds. Coconut water is a source of Potassium which is known to be beneficial in maintaining good health.
Available in two variants, Tropicana Coconut Fruit Blends are priced at Rs 85/- for 1 litre and Rs 20/- for 200 ml respectively. Launched nationally the product will be supported with aggressive visibility and a robust marketing mix.
Homi Battiwalla, Senior Director – Marketing (Colas, Juices and Hydration), PepsiCo India said, "With this new and innovative launch of Tropicana Coconut Fruit Blends, we are looking at expanding and diversifying our portfolio with offerings tailor made for the evolving consumer tastes and preferences. The combination of fruit juice and coconut water is not just delicious but also a source of Potassium which is known to be beneficial in maintaining good health."
"The product definitely builds excitement in the fast growing juice beverage category. With this launch, we also hope to bring in more consumers to the packaged juice category and further expand the franchise of Tropicana in India." he further added.
*as per Euromonitor International Survey Tropicana is the No.1 brand in packaged 100% juice in the world in 2011 in off trade volume
Gives consumers a chance to munch their way to meet the celeb trio of a
cricketer, a commentator and an umpire from the Lay’s Flavour Team
June 11, 2013
New Delhi: After a successful launch of the Lay’s Flavour Team this cricket season, Lay’s the world’s leading potato chip brand has announced an all new campaign for its consumers, to add magic to their cricket watching moments. ‘Ghar Banao Stadium’ the 50 day long consumer engagement campaign brings the cricket stadium closer home and gives consumers a chance to get a timeout with three cricket celebs from the Lay’s Flavour Team- the sensational newcomer Rohit Sharma, well known commentator Ravi Shastri and one of the quirkiest umpires Billy Bowden.
As part of this campaign, consumers need to sms the four digit promo code behind the Lay’s pack to 8800909090. Three lucky winners along with their friends get a chance to meet the celeb trio at the end of the campaign. To add more excitement to the campaign, Lay’s will also announce one lucky winner everyday who will get INR 1 lakh as the daily prize (for terms and conditions visit http://www.facebook.com/laysindia ).
With this campaign, Lay’s is attempting to establish its recently enhanced range of 6 flavours with 2 new recent additions of Chile Limon and French Salt n Cracked Pepper.
Talking about this consumer centric promotion, Gaurav Mehta, Director-Western Snacks, India Foods, PepsiCo India said, “Lay’s has always created unique and simple engagement campaigns for consumers. With ‘Ghar Banao Stadium’ too we are bringing the magical moments associated with cricket, closer to our consumers and giving them an opportunity to meet the Lay’s Flavour Team. We invite consumers to participate in this exciting promo which is all about those instant cheer moments that make for a memorable cricket watching experience!”
The exciting campaign is accompanied by a TVC that will be on air till July 7th, 2013. To know more about the new campaign and conditions of participation, consumers can log onto the Lay’s Facebook page at http://www.facebook.com/laysindia.
CAMPAIGN DETAILS:
PEPSI CELEBRATES THE CHAMPIONS OF CRICKET WITH #ROAD2CHAMPIONS… OH YES
ABHI!
June 5, 2013
New Delhi: This cricket season, Pepsi provides cricket fans the unique experience of becoming the champion fan of the sport with its campaign Pepsi ‘Road to Champions’. A social media campaign celebrating moments of cricket - ‘Road to Champions’ allows users to demonstrate their passion for the sport. The game which encourages users to tweet and share their favorite moments of cricket will continue to create ‘Oh Yes Abhi!’ experiences for fans of cricket and Pepsi.
Inaugurating the campaign is a Pepsi tweet up led by Harsha Bhogle where twitterati will share milestones of cricket excellence and created champions of the sport. To play this exciting game, users simply have to have to share moments that defines their passion for cricket. Tweets shared will help the users to earn points or kilometers to traverse across the road that leads users to the champions of cricket. Users get rewarded basis their chatter on Twitter, Facebook, Instagram and the highest scorers get the opportunity to toss the coin at the finals of the prestigious ICC Champions Trophy in London.
Speaking on this latest innovation, Homi Battiwalla, Senior Director – Marketing (Colas, Juices and Hydration), PepsiCo India, said, “With the launch of the Pepsi ‘Road To Champions’ we are taking our journey of fan engagement on digital platforms to the next level. We aim to create meaningful conversations around the sport with this activity, by engaging our fans with an opportunity to share their memorable moments on cricket. Pepsi as a brand strongly identifies with cricket in India and this year’s Pepsi IPL activation cemented that association. The “Pepsi Tweet 20” and the ‘The Great Indian Catch’ were immensely popular campaigns that made Pepsi the most talked about brand online during the tournament*. Keeping our success trajectory as a benchmark, we are hoping to multiply our engagement with consumers online with this campaign.”
Pepsi Road to Champions is a Twitter, Facebook and Instagram based application, which brings the excitement of cricket onto social media. Users can create innovative content like graphics and mash-ups to earn higher points which help them move ahead faster on the virtual road to Champions Trophy as seen on http://r2c.pepsiohyesabhi.com/. The contest divided into 4 phases for the first four days which concludes with one flag bearer or winner who is announced end of the day. On Day 6, top 20 players from the leader board are declared, who will need to garner support from their friends and followers for points. On Day 7, Harsha Bhogle will tweet for the champion walkers and declare winners to get the opportunity to travel to London.
Fixed Assets
·
·
·
Buildings
·
Leasehold
Improvements
·
Plant
and Machinery
·
Furniture
and Fixtures
·
Vehicles
·
Computers
·
Bottles
and Cases
·
ERP
Software
·
Goodwill
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 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.66.57 |
|
|
1 |
Rs.103.34 |
|
Euro |
1 |
Rs.88.16 |
INFORMATION DETAILS
|
Report Prepared
by : |
ANK |
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 |
4 |
|
--LIQUIDITY |
1~10 |
5 |
|
--LEVERAGE |
1~10 |
5 |
|
--RESERVES |
1~10 |
4 |
|
--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 |
NO |
|
--AFFILIATION |
YES/NO |
YES |
|
--LISTED |
YES/NO |
NO |
|
--OTHER MERIT FACTORS |
YES/NO |
YES |
|
DEFAULTER |
|
|
|
--RBI |
YES/NO |
NO |
|
--EPF |
YES/NO |
NO |
|
TOTAL |
|
47 |
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 |
This report is issued at your request without any
risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL)
or its officials.