MIRA INFORM REPORT

 

 

Report Date :

13.02.2013

 

IDENTIFICATION DETAILS

 

Name :

BLACK ROSE INDUSTRIES LIMITED ( w.e.f. 06.11.2006)

 

 

Formerly Known As :

ASIA FAB LIMITED

 

 

Registered Office :

145/A, Mittal Towers, Nariman Point, Mumbai - 400021, Maharashtra

 

 

Country :

India

 

 

Financials (as on) :

31.03.2012

 

 

Date of Incorporation :

01.01.1990

 

 

Com. Reg. No.:

11-054828

 

 

Capital Investment / Paid-up Capital :

Rs.38.720 Millions

 

 

CIN No.:

[Company Identification No.]

L17120MH1990PLC054828

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

MUMA06716D

 

 

PAN No.:

[Permanent Account No.]

AAACA3676P

 

 

Legal Form :

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

 

 

Line of Business :

The Company is engaged in manufacturing of cotton yarn, gloves, fabrics, trading in major chemicals like resorcinol, polyacrylamide etc. The company is also in the business of power generation.

 

 

No. of Employees :

Not Available

 

 

RATING & COMMENTS

 

MIRA’s Rating :

B (36)

 

RATING

STATUS

PROPOSED CREDIT LINE

26-40

B

Capability to overcome financial difficulties seems comparatively below average.

Small

 

Maximum Credit Limit :

USD 480000

 

 

Status :

Moderate

 

 

Payment Behaviour :

Slow but correct

 

 

Litigation :

Clear

 

 

Comments :

Subject is an established company having a moderate track record. There appears sharp fall in its profitability and sales turnover during 2012.

 

However, trade relations are reported to be fair. Business is active. Payments are slow but correct.

 

The company can be considered for business dealings with some caution.

 

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

 

 

INDIAN ECONOMIC OVERVIEW

 

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

Source : CIA

 

 

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 :

145/A, Mittal Towers, Nariman Point, Mumbai - 400021, Maharashtra, India

Tel. No.:

91-22-43337200 / 43110100

Fax No.:

91-22-22873022 / 43110114

E-Mail :

info@blackrosechemicals.com

mail@texbrex.com

vyas@texbrex.com

Website :

http://www.blackrosechemicals.com

 

 

Plant :

Shree Laxmi Co-Operative Industrial Estate Limited, Plot No. 11 To 18, Hatkanangale, District - Kolhapur, Maharashtra, India

 

Plot No. 675, GIDC, Jhagadia Industrial Estate, Jhagadia – 393110, Bharuch, Gujarat.

 

 

DIRECTORS

 

As on: 28.09.2012

 

Name :

Mr. Shivhari Halan

Designation :

Director

Address :

Patil Heritage, 5134/2/2/1 Bhosale Nagar Building B 26A – 26B, Pune – 411007, Maharashtra, India

Date of Birth/Age :

15.10.1955

Date of Appointment :

23.01.1996

DIN No.:

00220514

 

 

Name :

Mr. Anup Jatia

Designation :

Executive Director

Address :

111- A, Somerset House, 61 G, Bhulabhai Desai Road, Mumbai - 400026 Maharashtra, India

Date of Birth/Age :

19.04.1971

Date of Appointment :

18.01.2007

DIN No.:

00351425

 

 

Name :

Mr. Basant Kumar Goenka

Designation :

Director

Address :

94/ S Block – E, New Alipore, Kolkata - 700053, West Bengal, India

Date of Birth/Age :

29.01.1974

Date of Appointment :

28.03.2003

DIN No.:

00227217

 

 

KEY EXECUTIVES

 

Name :

Mr. C.P. Vyas

Address :

B – 3/12 Mahesh Nagar, S.V. Road, Goregaon (West), Mumbai – 400062, Maharashtra, India 

Designation :

Company Secretary

Date of Birth/Age :

10.03.1955

Date of Appointment :

13.12.2004

PAN No.:

AAHPU6797R

 

 

COMPOSITION OF AUDIT COMMITTEE

 

Name :

Mr. Basant Todi

Designation :

Chairman

 

 

Name :

Mr. Anup Jatia

Designation :

Member

 

 

Name :

Mr. Basant Kumar Goenka

Designation :

Member

 

 

COMPOSITION OF SHAREHOLDERS’ / INVESTORS’ GRIEVANCES COMMITTEE

 

Name :

Mr. Basant Todi

Designation :

Chairman

 

 

Name :

Mr. Shivhari Halan

Designation :

Member

 

 

Name :

Mr. Anup Jatia

Designation :

Member

 

 

Name :

Mr. Basant Kumar Goenka

Designation :

Member

 

 

COMPOSITION OF REMUNERATION COMMITTEE

 

Name :

Mr. Basant Todi

Designation :

Chairman

 

 

Name :

Mr. Shivhari Halan

Designation :

Member

 

 

Name :

Mr. Basant Kumar Goenka

Designation :

Member

 

 

SHAREHOLDING PATTERN

 

As on: 31.12.2012

 

Names of Shareholders

No. of Shares

Percentage of Holding

(A) Shareholding of Promoter and Promoter Group

 

 

http://www.bseindia.com/include/images/clear.gif(1) Indian

 

 

http://www.bseindia.com/include/images/clear.gifBodies Corporate

239850

0.62

http://www.bseindia.com/include/images/clear.gifSub Total

239850

0.62

http://www.bseindia.com/include/images/clear.gif(2) Foreign

 

 

http://www.bseindia.com/include/images/clear.gifBodies Corporate

28800000

74.38

http://www.bseindia.com/include/images/clear.gifSub Total

28800000

74.38

Total shareholding of Promoter and Promoter Group (A)

29039850

75.00

(B) Public Shareholding

 

 

http://www.bseindia.com/include/images/clear.gif(1) Institutions

 

 

http://www.bseindia.com/include/images/clear.gifMutual Funds / UTI

800

0.00

http://www.bseindia.com/include/images/clear.gifFinancial Institutions / Banks

200

0.00

http://www.bseindia.com/include/images/clear.gifSub Total

1000

0.00

http://www.bseindia.com/include/images/clear.gif(2) Non-Institutions

 

 

http://www.bseindia.com/include/images/clear.gifBodies Corporate

435333

1.12

http://www.bseindia.com/include/images/clear.gifIndividuals

 

 

http://www.bseindia.com/include/images/clear.gifIndividual shareholders holding nominal share capital up to Rs. 0.100 Millions

6195222

16.00

http://www.bseindia.com/include/images/clear.gifIndividual shareholders holding nominal share capital in excess of Rs. 0.100 Millions

571258

1.48

http://www.bseindia.com/include/images/clear.gifAny Others (Specify)

2477337

6.40

http://www.bseindia.com/include/images/clear.gifDirectors & their Relatives & Friends

271800

0.70

http://www.bseindia.com/include/images/clear.gifNon Resident Indians

1904292

4.92

http://www.bseindia.com/include/images/clear.gifClearing Members

5358

0.01

http://www.bseindia.com/include/images/clear.gifHindu Undivided Families

295887

0.76

http://www.bseindia.com/include/images/clear.gifSub Total

9679150

25.00

Total Public shareholding (B)

9680150

25.00

Total (A)+(B)

38720000

100.00

(C) Shares held by Custodians and against which Depository Receipts have been issued

0

0.00

http://www.bseindia.com/include/images/clear.gif(1) Promoter and Promoter Group

0

0.00

http://www.bseindia.com/include/images/clear.gif(2) Public

0

0.00

http://www.bseindia.com/include/images/clear.gifSub Total

0

0.00

Total (A)+(B)+(C)

38720000

0.00

 

 

BUSINESS DETAILS

 

Line of Business :

The Company is engaged in manufacturing of cotton yarn, gloves, fabrics, trading in major chemicals like resorcinol, polyacrylamide etc. The company is also in the business of power generation.

 

 

 

PRODUCTION STATUS (As on 31.03.2010)

 

 

a)

CAPACITIES

2009-2010

 

Licensed Capacity:

N.A.

 

 

 

 

Installed Capacity:   (as certified by the management)

 

i)

Yarn (in Metric Tons)

600

ii)

Fabrics (in Meters)

30 Lacs

iii)

Gloves

N.A.

 

(Manufactured by third Parties)

 

iv)

Renewable Energy (windmills)

 

 

Rajasthan Unit

 

 

Annual capacity in KWH

7008000

 

Gujarat Unit

 

 

Annual capacity in KWH

7008000

 

 

Particulars

Unit

Actual Production

GLOVES

DP

40,165

FABRICS:

Kg.

14,304

COTTON YARN

Kgs.

232,020

 

GENERAL INFORMATION

 

No. of Employees :

Not Available

 

 

Bankers :

·         ING Vysya Bank Limited

·         Yes Bank Limited, 9th Floor, Nehru Centre, Discovery Of India, Dr. Annie Besant Road, Worli,, Mumbai - 400018, Maharashtra, India

 

 

Facilities :

(Rs. In Millions)

Secured Loan

As on

31.03.2012

As on

31.03.2011

Long Term Borrowing

 

 

Term Loans

 

 

Loan from bank

0.099

0.282

Loan from other party

30.280

37.009

Short Term Borrowing

0

0

Cash Credit from banks

50.924

73.953

Short Term Working Capital Demand Loan from Bank

10.000

10.000

Trade Credit

78.924

43.905

Total

170.227

165.149

 

 

 

Note:

 

LONG TERM BORROWING

 

SECURED LOAN

 

Vehicle Loan

 

(i).  From HDFC Bank Limited

 

·         Nature of security

Secured by hypothecation of vehicles

 

·         Rate of Interest

The rate of interest is 9.87% p.a. (P.Y. 9.87% p.a.)

 

·         Terms of Repayment

Equated monthly installment of Rs.0.016 Millions commencing from 8th October, 2009 and ending on 7th September, 2012.

 

 

(ii) Loan from other party

From Tata Capital Financial Services Limited.

 

·         Nature of security

a) First and exclusive Charge by way of hypothecation of the Windmills along with its accessories etc. installed at Tiwri, Location No. 38, Village - Indroka, Dist - Jodhpur, Rajashthan and Location No. 311, Samana Site, Village

Paddaval, Taluka - Upleta, Dist - Rajkot, Gujrat- 360 007 by mortgage of the land.

 

b) First and exclusive charge by way of hypothecation on all trade receivables.

 

c) Unconditional and irrevocable personal guarantee of a Executive Director, Mr. Anup Jatia.

 

 

·         Rate of Interest

The rate of interest varies from 13.25% p.a. to 14.75% p.a. (P.Y. 12.25% p.a. to 13.25% p.a.)

 

·         Terms of Repayment

Equated monthly installment of Rs. 0.560 Millions commencing from 10th October, 2010 and ending on 10th September, 2016

(Rs. In Millions)

Particulars

31.3.2012

Rs.

31.3.2011

Rs.

Unsecured Loan

 

 

Public Deposits

 

 

Received from related party.(refer note no. 31)

21,500,000

-

Received from other parties

4,950,000

-

Total

26,450,000

-

Rate of Interest

 

 

The rate of interest is 12.50% p.a. (P.Y. NIL)

 

 

Terms of Repayment

 

 

Repayable after 1year but before 2 years on maturity.

4,950,000

-

Repayable on or after 21.03.2015 on maturity.

21,500,000

-

Total

26,450,000

-

 

Trade Deposit from related party

 

 

Inter Body Corporate Deposit

 

 

Black Rose Trading Private Limited

9,200,000

-

Rate of Interest

The rate of interest is Nil (P.Y. Nil)

Terms of Repayment

Repayable anytime on or after 16.2.2014 but before 16.2.2015

 

Other Loans and Advances

 

 

(i) Interest free Inter Body Corporate Loan

 

 

Dhanani International Private Limited

1,500,000

-

Terms of Repayment

 

 

Repayable anytime on or after 6.4.2014

 

 

(ii) Interest Free Security Deposits

 

 

Received from related party. (refer note no. 31)

1,500,000

-

Received from other party

500,000

-

Total

2,000,000

-

 

SHORT TERM BORROWING

 

Secured

 

 

Cash Credit from ING Vysya Bank Limited

20,800,186

-

Cash Credit from Yes Bank

30,123,742

-

Total

50,923,928

-

 

Nature of security

 

Hypothecation of stocks and book debts of the company, present and future, and pledge of office premises and corporate guarantee of Black Rose Trading Private Limited. The above charges rank pari passu for all intents and purposes.

 

Rate of Interest

 

The rate of interest for above loan is 12.25% to 14.45 % (P.Y 11% to 13%)

 

 

 

 

Banking Relations :

--

 

 

Auditors :

 

Name :

Karnavat and Company

Chartered Accountants

Address :

Kitab Mahal, 192, Dr. D.N. Road, Mumbai – 400001, Maharashtra, India

 

 

Holding company :

Wedgewood Holdings Limited, Mauritius

 

 

Wholly-owned foreign subsidiary company :

B.R.Chemicals Company Limited Osaka, Japan

 

 

Enterprises owned or significantly influenced by any management personnel or their relatives :

·         Black Rose Trading Private Limited

·         Tozai Safety Private Limited

·         Tozai Enterprises Private Limited

·         Accent Industries Limited

·         Fukui Accent Trading (India) Private Limited

·         Wedgewood Holdings LLP

 

 

CAPITAL STRUCTURE

 

As on: 31.03.2012

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

80000000

Equity Shares

Rs.1/- each

Rs.80.000 Millions

 

 

 

 

 

 

 

 

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

38720000

Equity Shares

Rs.1/- each

Rs.38.720 Millions

 

 

 

 

 

 

 

 

 

Reconciliation of the Shares outstanding at the beginning and at the end of the reporting period Equity Shares

(Rs. In Millions)

Particulars

As on 31.03.2012

As on 31.03.2011

Nos.

Rs.

Nos.

Rs.

At the beginning of the period

19360000

19.360

19360000

19.360

Add: Bonus Shares issued during the year

19360000

19.360

--

--

Outstanding at the end of the period

38720000

38.72

19360000

19.360

 

Terms/Rights attached to equity shares

 

The company has only one class of equity share having a par value of Rs.1/- per share. Each holder of equity shares is entitled to one vote per share and dividend per share on pari passu basis. The company declares and pays dividends in Indian Rupees. The dividend proposed by the Board of Directors except interim dividend is subject to the approval of the shareholders in the ensuing Annual General Meeting.

 

In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of the company, after distribution of all preferential amounts. The distribution will be proportion to the number of equity shares held by the shareholders.

 

Shares held by holding/ultimate holding company and/or their subsidiaries/associates

 

Particulars

As on 31.03.2012

As on 31.03.2011

Nos.

Nos.

Holding Company

 

 

Name of the Company

 

 

Wedgewood Holdings Limited, Mauritius.

 

 

Equity Shares of Rs.1/- each fully paid

 

 

Total

28800000

14400000

 

Details of shareholders holding more than 5% share in the company

 

Particulars

As on 31.03.2012

As on 31.03.2011

Nos.

% of holding

Nos.

% of holding

Equity shares of ` 1/ each fully paid

 

 

 

 

Name of the shareholder

 

 

 

 

Wedgewood Holdings Limited, Mauritius

28800000

74.38

14400000

74.38


 

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

38.720

19.360

19.360

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

82.733

99.687

74.480

4] (Accumulated Losses)

0.000

0.000

0.000

NETWORTH

121.453

119.047

93.840

LOAN FUNDS

 

 

 

1] Secured Loans

170.227

165.149

77.813

2] Unsecured Loans

29.873

(3.912)

21.104

TOTAL BORROWING

200.100

161.237

98.917

DEFERRED TAX LIABILITIES

20.998

15.744

11.426

 

 

 

 

TOTAL

342.551

296.028

204.183

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

87.582

95.403

105.367

Capital work-in-progress

110.413

45.593

0.000

 

 

 

 

INVESTMENT

1.621

0.000

4.500

DEFERREX TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

129.267

171.259

120.662

 

Sundry Debtors

169.685

212.882

96.309

 

Cash & Bank Balances

10.067

13.070

20.235

 

Other Current Assets

3.086

2.738

3.558

 

Loans & Advances

48.223

24.834

42.446

Total Current Assets

360.328

424.783

283.210

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Sundry Creditors

182.036

232.517

163.338

 

Other Current Liabilities

32.908

32.684

12.106

 

Provisions

2.449

4.550

13.450

Total Current Liabilities

217.393

269.751

188.894

Net Current Assets

142.935

155.032

94.316

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

0.000

 

 

 

 

TOTAL

342.551

296.028

204.183

 


PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

31.03.2012

31.03.2011

31.03.2010

 

SALES

 

 

 

 

 

Income

809.875

876.003

513.378

 

 

Export Incentives and Benefits

0.000

0.000

1.470

 

 

Other Income

3.274

4.111

9.577

 

 

Exchange Fluctuation Gain

0.000

0.000

6.975

 

 

TOTAL                                     (A)

813.149

880.114

531.400

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Cost of Materials consumed

1.995

24.256

 

 

Purchase of traded goods

682.553

791.751

 

 

 

work- in- progress and traded goods

41.753

(50.274)

 

 

 

Employee Benefits Expense

10.208

11.736

 

 

 

Other Expenses

44.790

38.226

 

 

 

TOTAL                                     (B)

781.299

815.695

478.087

 

 

 

 

 

Less

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

31.850

64.419

53.313

 

 

 

 

 

Less

FINANCIAL EXPENSES                         (D)

18.134

11.636

3.122

 

 

 

 

 

 

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

13.716

52.783

50.191

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

11.330

11.185

3.035

 

 

 

 

 

 

PROFIT BEFORE TAX (E-F)                               (G)

2.386

41.598

47.156

 

 

 

 

 

Less

TAX                                                                  (H)

(0.020)

14.141

14.527

 

 

 

 

 

 

PROFIT AFTER TAX (G-H)                                (I)

2.406

27.457

32.629

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

NA

50.880

18.251

 

 

 

 

 

 

BALANCE CARRIED TO THE B/S

NA

NA

50.880

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

 

Exports at F.O.B. Value

17.967

40.340

42.630

 

 

Commission Income

1.159

0.936

6.009

 

TOTAL EARNINGS

19.126

41.276

48.639

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Raw Materials

0.000

17.014

389.131

 

 

Components and Spare parts

0.000

0.006

0.000

 

 

Capital Goods

0.772

0.733

0.000

 

TOTAL IMPORTS

0.772

17.753

389.131

 

 

 

 

 

 

Earnings Per Share (Rs.)

0.06

0.71

1.69

 

QUARTERLY / SUMMARISED RESULTS

(Rs. In Millions)

Particulars (Rs.Cr)

30.06.2012

30.09.2012

31.12.2012

 

1st Quarter

 2nd Quarter

3rd Quarter

Net Sales

258.400

207.900

165.300

Total Expenditure

238.200

195.200

160.400

PBIDT (Excl OI)

20.300

12.700

4.900

Other Income

0.700

0.900

1.200

Operating Profit

21.000

13.600

6.200

Interest

3.500

3.400

3.000

Exceptional Items

0.000

0.000

0.000

PBDT

175.000

10.200

3.200

Depreciation

29.000

2.900

3.000

Profit Before Tax

146.000

7.300

0.200

Tax

55.000

3.100

0.100

Provisions and contingencies

0.000

0.000

0.000

Profit After Tax

91.000

4.200

0.200

Extraordinary Items

0.000

0.000

0.000

Prior Period Expenses

0.000

0.000

0.000

Other Adjustments

0.000

0.000

0.000

Net Profit

91.000

4.200

0.200

.

KEY RATIOS

 

PARTICULARS

 

 

31.03.2012

31.03.2011

31.03.2010

PAT / Total Income

(%)

0.30

3.12

6.14

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

0.29

4.75

9.19

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

0.53

7.10

12.14

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.02

0.35

0.50

 

 

 

 

 

Debt Equity Ratio

(Total Debt/Networth)

 

1.65

1.35

1.05

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

1.66

1.57

1.50

 

 

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

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

No

 

NATURE OF OPERATIONS:

 

The Company is engaged in manufacturing of cotton yarn, gloves, fabrics, trading in major chemicals like resorcinol, polyacrylamide etc. The company is also in the business of power generation by setting up windmills in the State of Rajasthan and Gujarat.

 

OPERATIONAL PERFORMANCE:

 

The year started off well and the company performed with strong results in the first half. The second half of the year, however, was different. Starting with the crisis in Greece, the Indian rupee depreciated steeply and strongly till the end of the 3rd quarter and into the starting of the 4th quarter. The slowdown in global exports led to a reduction in demand from domestic end users for the company’s products, due to which the company’s turnover was adversely affected in the 3rd quarter. Despite all this, the company grew by approximately 7%, mostly from the operations of the company’s subsidiary in Japan formed in April 2011.

 

While turnover was restricted by the general economic slowdown, profitability was hit by the depreciation in the Indian rupee. Almost all the products sold by the company’s chemical division are imported by the company. Due to the unexpected speed and extent of the Indian rupee’s depreciation against the US Dollar, remittances for these goods were made at exchange rates largely varying from the initial estimates used when selling the goods. In essence, the company’s hedging strategies at the time had not considered the possibility of the Indian rupee depreciating by more than 20% in only 5 months.

 

UNSECURED LOAN:

 

Particulars

As on

31.03.2012

As on

31.03.2011

Long Term Borrowing

 

 

Public Deposits

26.450

0.000

Inter Body Corporate Deposit

9.200

0.000

Interest free Inter Body Corporate Loan

1.500

1.500

Interest free Security Deposits

2.000

1.500

Less:Current maturities of long term borrowings disclosed

under the head “other current liabilities”

(9.277)

(6.912)

Total

29.873

(3.912)

 

 

BUSINESS SCENARIO:

 

The difficult business scenario during the year in review was triggered by the panic created by the Greek crisis, and it continued without respite because of the lack of political and economic clarity in our nation. Government policies shunning foreign and domestic investment, delays in rolling out of the GST, and a lack 9 ANNUAL REPORT 2011-12 of resolve to tackle the crashing Indian rupee all have adversely affected the business scenario.

 

Internationally, the negative sentiments from Europe served to pull down prices of a wide range of chemicals and other commodities. Falling markets scare buyers, and this is what was witnessed during the year.

 

MANUFACTURING FACILITY AT JHAGADIA, GUJARAT

 

The company is setting up a plant in Jhagadia, Gujarat, to produce acrylamide monomer under an exclusive technical license from Mitsui Chemicals, Inc., of Japan. All major equipment has been ordered but work on plant establishment could not be carried due to delay in receipt of environmental clearance from government authorities. The environmental clearance is expected very soon and plant construction will start in full swing.

 

WHOLLY OWNED SUBSIDIARY IN JAPAN – BR CHEMICALS COMPANY LIMITED

 

The company’s wholly owned Japanese subsidiary was formed in April 2011 and began operation from May 2011. Being the first year of operation, business development was given priority. The company declared a small loss of Japanese Yen 0.78 million (Rs.0.476 Million) against a turnover of Japanese Yen 204.39 Million (Rs. 124.200 Millions). The operations of the subsidiary have since improved, and your Directors expect the subsidiary to contribute for around 30% of the company’s turnover during FY2013.

 

 

AWARDS AND RECOGNITIONS:

 

The company received the Best SME for Corporate Governance award at the 3rd Business Today Yes Bank

SME Awards 2011 event held in New Delhi.

 

MANAGEMENT DISCUSSION AND ANALYSIS

 

The Economy:

 

The financial year 2011 - 2012 was a disappointing year for their nation’s economic growth. Their economy slowed down to a growth rate of 6.5%, the lowest annual growth since 2003 barring the period from 2008 - 2009. All major sectors of the economy saw a slowing of growth - the service sector by grew by 8.9%, industry by 3.4%, and agriculture by 2.8%, as compared to 9.3%, 7.2%, and 7% respectively in the previous year.

 

The Indian economy was impacted by global uncertainties, and faced significant domestic challenges including high inflation, tight monetary conditions, low investment, and a paralysis in policy making. However, Their government expects growth to pick up in small measures from the second quarter of 2012 – 2013, and expects the economy to grow by 7.6% in the next fiscal year.

 

The Indian rupee weakened against the US dollar to a historically low level of Rs. 54, a crash of more than 20% during the year. The uncertainties in the foreign exchange markets continue into the current year, with rates moving between Rs. 51 and Rs. 57 to the US Dollar.

 

After hiking key policy rates 13 times in the past two years, the Reserve Bank of India has cut the cash reserve ratio by 125 basis points and the repo rate by 50 basis points during the past five months. Despite of this, interest rates remain high and new investments in plant and machinery are scarce.

 

Although inflation and interest rates are anticipated to ease from the current levels, slowing investments and declining capital formation may have a greater bearing on the prospective growth of Indian economy.

 

 

The Industry

 

Chemical

 

The chemical industry during the year 2011 – 2012 went through a rough time. The crisis in Europe led to a slowdown of export industries in China, India, and many parts of the world. This in turn caused a reduction in demand for a wide range of petrochemicals, sending feedstock prices down. High inflation ensured that interest costs remained high, causing a slowdown in new investments.

 

The main activity of the company is the sales and distribution of specialty, performance, and pharmaceutical chemicals. The company also exports to and sources chemicals for its foreign principals. The chemicals sold domestically by the company are mostly imported from Japan, Germany, Korea, and China, while some are procured from domestic manufactures The Company works closely with all its principals and customers and strives to function as a reliable partner and supplier to them.

 

Textile

 

The textile industry during the year 2011 – 2012 witnessed poor growth. Again, due to the crisis in Europe, other world economies also saw poor demand for textiles.

 

The company’s area of operation in this sector is in the manufacture of fabrics, yarn, and made ups. While most of the fabric produced is used for the manufacture of made-ups by the company, the yarn is exported.

 

Renewable Energy

 

The Indian wind power industry has commissioned 3,200 MW of additional wind power generation capacity despite the general economic slowdown during 2011 – 2012.

 

The company has two windmills, one in Rajasthan and the other in Gujarat, totaling 1.6MW. The company has entered into Power Purchase Agreements with the respective State Electricity Boards and all power generated is sold accordingly.

 

Outlook

 

The outlook for the future is promising. The company is in the process of establishing India’s first and only acrylamide plant in Jhagadia. This is a speciality monomer with growing needs and application in India. The chemical sales and distribution business is being strengthened through new product additions, supported by a dynamic technical team. The textile business is slated to grow with the acceptance of new products developed for clients.

 

The company expects a minimum consolidated turnover of Rs.1200.000 Millions for the current year.

 

Contingent liabilities not provided for in respect of:

 

(i)       Custom duty demand of Rs.1.489 Millions for which the company has preferred appeal ( P.Y. Rs.1.489 Millions)

 

(ii)     Income Tax demand relating to Assessment year 2005-06 for which the company has preferred appeal with the higher authorities C.Y.Rs. Nil (P.Y. Rs. 0.308 Millions)

 

(iii)     Bank Guarantee given to Government authorities Rs.0.015 Millions (P.Y. Rs. 0.015 Millions)

 

(iv)    Central Sales Tax liability of Rs.0.850 Millions in respect of financial year 2010-11 as per MVAT Audit completed in the current financial year, as the said liability is on account of non receipt of ‘C’ forms from various payable customers and the company is awaiting the receipt of said forms. The liabilities if any will be accounted in the books of account in the year in which the final liability is determined.

 

 

PRESS RELEASE:

 

Black Rose Industries to set up Acryl amide Monomer Plant in India

 

MUMBAI, India (January 26, 2011) - India’s Black Rose Industries Limited has entered into a Technology Licensing Agreement with Japan’s Mitsui Chemicals, Inc. (MCI), for setting up a facility for the production of 10,000MT per year of acrylamide monomer solution in India.

 

The $7 million acrylamide monomer plant will be located in the chemical park of Jhagadia in the state of Gujarat. The project is currently in the engineering and procurement stage and is expected to begin commercial production in January 2012.

 

The plant will use MCI’s bio-catalytic process, an environmentally friendly technology that uses a high performance enzyme catalyst developed by MCI to produce acrylamide from acrylonitrile. Polymers made using acrylamide have principal application in the fields of textiles, water treatment, paper strengthening, and oil recovery, fields that have seen consistently strong growth.

 

With no local producers, acrylamide monomer is currently entirely imported in India. “The signing of the License Agreement in September 2010 marks an important milestone. Our plant is designed to consistently and competitively supply high quality acrylamide monomer to our customers, and we believe this will provide key support to the rapidly developing acrylamide-based polymer industry in India. We plan to increase production of the monomer solution from 10,000MT to 20,000MT in the first year and then phase-wise to 40,000MT by 2015. We are targeting acrylamide sales of $55 million by 2015,” said Anup Jatia, Executive Director of Black Rose Industries.

 

Black Rose Industries Limited. is a Mumbai-based manufacturing and distribution company with three business divisions – chemical, textile, and renewable energy. The chemical division is a leading distributor of speciality, fine, and performance chemicals in India.

 

 

NEWS:

 

MUMBAI: The city-based textile manufacturing company Black Rose Industries has signed a foreign technology license agreement with Japan-based chemical company Mitsui Chemicals for the manufacture of of specialty monomer plant.

The Gujarat Industrial Development Corporation (GIDC) has alloted land in Jhagadia, for the proposed plant. The plant with a capacity of 10,000 MT, is expected to start commercial production in early 2012. The company also received the No Objection Certificate from the Gujarat Pollution Control Board (GPCB) and the construction of the plant is expected to start before the end of the month.

Under its future plans, the company has decided to set up a wholly owned subsidiary in Japan that will focus on further developing the business of chemicals between India and Japan.

Black Rose Industries Limited formerly known as Asia Fab Limited manufactures and sells textile products, such as cotton yarn, gloves, and fabrics. It also engages in the import, distribution, and export of various fine and specialty chemicals.

 

 

FIXED ASSETS:

 

·         Leasehold Land

·         Factory Building

·         Office Equipments

·         Electric Installation

·         Factory Equipments

·         Plant and Machinery

·         Furniture and Fittings

·         Computers

·         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 records 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, bloked, frozen or ordered forfeited for violation of money laundering or international anti-terrorism laws.

 

2]         Court Declaration :

No records exist to suggest that subject is or was the subject of any formal or informal allegations, prosecutions or other official proceeding for making any prohibited payments or other improper payments to government officials for engaging in prohibited transactions or with designated parties.

 

3]         Asset Declaration :

No records exist to suggest that the property or assets of the subject are derived from criminal conduct or a prohibited transaction.

 

4]         Record on Financial Crime :

            Charges or conviction registered against subject:                                                              None

 

5]         on Violation of Anti-Corruption Laws :

            Charges or investigation registered against subject:                                                          None

 

6]         Records on Int’l Anti-Money Laundering Laws/Standards :

            Charges or investigation registered against subject:                                                          None

 

7]         Criminal Records

No available information exist that suggest that subject or any of its principals have been formally charged or convicted by a competent governmental authority for any financial crime or under any formal investigation by a competent government authority for any violation of anti-corruption laws or international anti-money laundering laws or standard.

 

8]         Affiliation with Government :

No record exists to suggest that any director or indirect owners, controlling shareholders, director, officer or employee of the company is a government official or a family member or close business associate of a Government official.

 

9]         Compensation Package :

Our market survey revealed that the amount of compensation sought by the subject is fair and reasonable and comparable to compensation paid to others for similar services.

 

10]        Press Report :

            No press reports / filings exists on the subject.

 


 

CORPORATE GOVERNANCE

 

MIRA INFORM as part of its Due Diligence do provide comments on Corporate Governance to identify management and governance. These factors often have been predictive and in some cases have created vulnerabilities to credit deterioration.

 

Our Governance Assessment focuses principally on the interactions between a company’s management, its Board of Directors, Shareholders and other financial stakeholders.

 

 

CONTRAVENTION

 

Subject is not known to have contravened any existing local laws, regulations or policies that prohibit, restrict or otherwise affect the terms and conditions that could be included in the agreement with the subject.

 

 

FOREIGN EXCHANGE RATES

 

Currency

Unit

Indian Rupees

US Dollar

1

Rs.53.96

UK Pound

1

Rs.84.49

Euro

1

Rs.72.23

 

 

INFORMATION DETAILS

 

Report Prepared by :

RAJ

 


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

4

PAID-UP CAPITAL

1~10

4

OPERATING SCALE

1~10

4

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

4

--PROFITABILIRY

1~10

4

--LIQUIDITY

1~10

4

--LEVERAGE

1~10

4

--RESERVES

1~10

4

--CREDIT LINES

1~10

4

--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

YES

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

36

 

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.