MIRA INFORM REPORT

Report Date :

12.07.2013

IDENTIFICATION DETAILS

Name :	UNITED PHOSPHORUS LIMITED
Registered Office :	3-11, G.I.D.C, Vapi District Valsad – 396195, Gujarat
Country :	India
Financials (as on) :	31.03.2013
Date of Incorporation :	02.01.1985
Com. Reg. No.:	04-025132
Capital Investment / Paid-up Capital :	Rs.885.200 Millions
CIN No.: [Company Identification No.]	L24219GJ1985PLC025132
Legal Form :	A Public Limited Liability Company. The company’s Shares are Listed on the Stock Exchange.
Line of Business :	The company is engaged in manufacturing, marketing, selling and distributing of agrochemicals, industrial chemicals, chemical intermediates and speciality chemicals.
No. of Employees :	2436 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

A (67)

RATING		STATUS	PROPOSED CREDIT LINE
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

Maximum Credit Limit :	USD 130000000
Status :	Good
Payment Behaviour :	Regular
Litigation :	Exist
Comments :	Subject is a well established and a reputed company having good track record. Financial position of the company appears to be sound. Directors are reported to be experienced and respectable businessmen. Trade relations are reported as fair. Business is active. Payments are reported to be regular and as per commitments. The company can be considered good for normal business dealings at usual trade terms and conditions.

NOTES :

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

ECGC Country Risk Classification List – March 31^st, 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

EXTERNAL AGENCY RATING

Rating Agency Name	CARE
Rating	AA + [Long Term Bank Facilities]
Rating Explanation	High degree of safety and very low credit risk.
Date	November 2012

Rating Agency Name	CARE
Rating	A1 + [Short Term Bank Facilities]
Rating Explanation	Very strong degree of safety and lowest credit risk.
Date	November 2012

RBI DEFAULTERS’ LIST STATUS

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

EPF (EMPLOYEE PROVIDENT FUND) DEFAULTERS’ LIST STATUS

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

INFORMATION PARTED BY

Name :	Mr. Rajiv
Designation :	Accounts Department
Date :	10.07.2013

LOCATIONS

Registered Office :	3-11, G.I.D.C, Vapi District Valsad-396195, Gujarat, India
Tel. No.:	91-260-2400717/ 2401945/ 2401960/ 2401718/ 2401719
Fax No.:	91-260-2401823
E-Mail :	thackerkm@uniphos.com
Website :	http://www.uplonline.com
Corporate Office :	Uniphos House, Madhu Park, 11th Road, Chitrakar Dhurandar Marg, Khar (West), Mumbai 400 052, Maharashtra, India
Tel. No.:	91-22-26468000
Fax No.:	91-22-26041010
E-Mail :	info@uniphos.com upl.investors@uniphos.com purchase@uniphos.com hr_admin@uniphos.com
Head Quarters :	Uniphos House, 11 CD Marg, Khar (West), Mumbai - 400 052, Maharashtra, India
E-mail :	upl@uniphos.com
Factory 1 :	Green Park Area, Block No 103/B, A/D, Gandhi Nagar - 180 004, Jammu, India
Tel No.:	91-191-2430671
Factory 2 :	Agrochemical Plant Durgachak Haldia - 721 602 Midnapore District West Bengal, India
Tel No.:	91-33-22486908
Factory 3 :	Plot No 750, G.I.D.C., Jhagadia, Dist. Bharuch, Gujarat, India
Tel No.:	91-2645-26012 - 15
Factory 4 :	Serial No.225, Village Gopipura, Via Baska Taluka, Halol City, District Panchmal - 389 350, Gujarat, India
Tel No.:	91-2676-247068, 247052
Fax No.:	91-2676-247068
Factory 5 :	ANKLESWAR - UNIT I :- 117, G.I.D.C., Ankleshwar City - Bharuch District, 393 002, Gujarat, India Tel: 02646 - 251223,250336,251249,250279,250379 Fax: 02646 - 250297 ANKLESHWAR - UNIT II : - 3405/6, G.I.D.C., Ankleshwar City - Bharuch District,  393 002, Gujarat, India Tel: 02646 - 250578,250493,250563 Fax: 02646 - 251434 ANKLESHWAR - UNIT III : - 3101/2, G.I.D.C., Ankleshwar City - Bharuch District, 393 002, Gujarat, India Tel: 02646 - 251189,225174,224473,252684 Fax: 02646 – 250615
Factory 6 :	3-11, GIDC,  Vapi City – Valsad District, 396 195, Gujarat, India
Tel No.:	91-260-2401718, 2401719
Fax No.:	91-260-2401823
Sales Office :	V-Fortune Building, 3rd Floor, S V Road, Next to Surya Children's Hospital, Near Vijay Sales, Opposite Petrol Pump, Santacruz (West), Mumbai- 400052, Maharashtra, India
Tel. No.:	91-22-27847769, 27811554
Fax No.:	91-79-27842399
Email :	upl@uniphos.com ib.hr@uniphos.com
Overseas Offices :	Located At : · Zambia · China · Australia · Japan · Russia · Korea · Vietnam · New Zealand

DIRECTORS

As on: 31.03.2013

Name :	Mr. Rajju D. Shroff
Designation :	Chairman and Managing Director
Name :	Mrs. S. R. Shroff
Designation :	Director
Name :	Mr. J. R. Shroff
Designation :	Director
Name :	Mr. Suresh P. Prabhu
Designation :	Additional Director
Qualification :	Chartered Accountant
Name :	Mr. V. R. Shroff
Designation :	Executive Director
Name :	Mr. Arun C. Ashar
Designation :	Whole Time Director
Name :	Mr. Kalyan Banerjee
Designation :	Whole Time Director
Qualification :	Chemical Engineer
Name :	Mr. Pradeep Goyal
Designation :	Director
Name :	Dr. P. V. Krishna
Designation :	Director
Name :	Dr. (Mrs.) Reena Ramachandran
Designation :	Director
Name :	Mr. Pradip Madhavji
Designation :	Director
Qualification :	B.A., B.Com. and L.L.B.
Name :	Mr. Vinod Sethi
Designation :	Director

SHAREHOLDING PATTERN

As on: 30.06.2013

Category of Shareholder	Total No. of Shares	Total Shareholding as a % of Total No. of Shares
		As a % of (A+B)
(A) Shareholding of Promoter and Promoter Group
(1) Indian
Individuals / Hindu Undivided Family	3786469	0.86
Bodies Corporate	123970160	28.03
Sub Total	127756629	28.89
(2) Foreign
Total shareholding of Promoter and Promoter Group (A)	127756629	28.89
(B) Public Shareholding
(1) Institutions
Mutual Funds / UTI	37351656	8.45
Financial Institutions / Banks	390242	0.09
Insurance Companies	19541777	4.42
Foreign Institutional Investors	166418735	37.63
Sub Total	223702410	50.58
(2) Non-Institutions
Bodies Corporate	40224063	9.10
Individuals
Individual shareholders holding nominal share capital up to Rs. 0.100 Million	33917008	7.67
Individual shareholders holding nominal share capital in excess of Rs. 0.100 Million	6797079	1.54
Any Others (Specify)	9836365	2.22
Overseas Corporate Bodies	6740	0.00
Non Resident Indians	6411656	1.45
Foreign Corporate Bodies	3417969	0.77
Sub Total	90774515	20.53
Total Public shareholding (B)	314476925	71.11
Total (A)+(B)	442233554	100.00
(C) Shares held by Custodians and against which Depository Receipts have been issued	0	0.00
(1) Promoter and Promoter Group	0	0.00
(2) Public	370720	0.00
Sub Total	370720	0.00
Total (A)+(B)+(C)	442604274	0.00

BUSINESS DETAILS

Line of Business :	The company is engaged in manufacturing, marketing, selling and distributing of agrochemicals, industrial chemicals, chemical intermediates and speciality chemicals.
Exports :
Countries :	· African Countries · South America
Imports :
Countries :	China

GENERAL INFORMATION

Suppliers :

Not Available

Customers :

Not Available

No. of Employees :

2436 (Approximately)

Bankers :

· Dena Bank

· Bank of Baroda

· State Bank of India

· Union Bank of India

· Canara Bank

· HDFC Bank Limited

· IDBI Bank Limited

· The Kurar Vysya Bank Limited

· Axis Bank Limited

· Andhra Bank

· State Bank of Hyderabad

· Export-Import Bank of India

· ICICI Bank Limited

· ING Vysya Bank Limited

Facilities :

(Rs. In Millions)

Secured Loan	As on 31.03.2013	As on 31.03.2012
SHORT-TERM BORROWINGS
On cash credit, packing credit and working capital demand loan accounts from banks	534.200	2.600
Total	534.200	2.600
Note: Outstanding loan is secured by hypothecation of inventories, bills receivables, book debts and all movables assets of the Company both present and future, wherever situated.

Banking Relations :
Auditors :
Name :	S.V. Ghatalia And Associates LLP Chartered Accountants
Subsidiary Companies:	· Uniphos Limited, Mauritius · United Phosphorus (Korea) Limited · United Phosphorus (Shanghai) Company Limited · United Phosphorus (Taiwan) Limited · United Phosphorus Cayman Limited · United Phosphorus de Mexico, S.A. de C.V. · United Phosphorus do Brasil Limited a · United Phosphorus GMBH, Germany · United Phosphorus Holdings B.V., Netherlands · United Phosphorus Holdings Cooperatief U.A. · United Phosphorus Inc., U.S.A. · United Phosphorus Italy S.R.L. (Merged during the year with Cerexagri Italia S.R.L.) · United Phosphorus Limited Mauritius · (Amalgamated with the Company w.e.f. July 1, 2011) · United Phosphorus Limited, Australia · United Phosphorus Limited, Belgium S P R L · United Phosphorus Limited, Colombia (Merged during · the year with Evofarm Colombia SA) · United Phosphorus Limited, Gibraltar · United Phosphorus Limited, Hongkong · United Phosphorus Limited, Japan · United Phosphorus Limited, New Zealand · United Phosphorus Limited, U.K. · United Phosphorus Limited, Zambia (Upto December 5, 2011) · United Phosphorus Polska Sp.z o.o - Poland · United Phosphorus Sole Partner Limited, Greece · (Upto March 23, 2012) · United Phosphorus Switzerland Limited. · United Phosphorus Vietnam Co., Limited · UPL Investment Private Limited · Agri pack Zambia Limited (Upto April 01, 2011) · Agrindustrial, S.A., Spain · Agrodan, ApS · Anning Decco Fine Chemical Company Limited, China · Bio-win Corporation Limited, Mauritius · Canegrass LLC, USA · Cerexagri B.V. - Netherlands · Cerexagri Costa Rica, S.A. · Cerexagri Delaware, Inc.,USA · Cerexagri Italia S.R.L. · Cerexagri S.A.S., France · Cerexagri Ziraat Ve Kimya Sanayi Ve Ticaret Limited Sirketi, Turkey · Cerexagri, Inc. (PA) · Citrashine (Pty) Limited, South Africa · Compania Espanola Industrial Quimica de Productos · Agricolas Y Domesticos, S.A.U.,Spain · Cropserve Zambia Limited (Upto April 01, 2011) · Decco Iberica Postcosecha, S.A.U., Spain (formerly Cerexagri Iberica) · Decco Italia SRL,Italy · Decco US Post-Harvest Inc (US) · Decco Worldwide Post-Harvest Holdings B.V. · Decco Worldwide Post-Harvest Holdings Cooperatief U.A. · Desarrollo Quimico Industrial, S.A., Spain · Eddyville Consultants Group, Inc. Panama (Dissolved on March 18, 2013) · Evofarms Colombia SA · Evofarms S.A. - Colombia (Merged during the year with Evofarm Colombia SA) · Friedshelf 1114 (Pty) Limited · Global Chem Trade Corp., Panama (Dissolved on January 1, 2013) · Icona S A - Argentina · Icona Sanluis S A - Argentina · Jiangsu Kaznam Chemical Group.,Panama (Dissolved on March 18, 2013) · JSC United Phosphorus Limited, Russia · Phosfonia, S.L.,Spain · Prime Agri Centre Zambia Limited (Upto April 01, 2011) · PT Catur Agrodaya Mandiri, Indonesia · PT. United Phosphorus Indonesia · United Phosphorus Holding, Brasil B.V. · RiceCo LLC · Safepack Products Limited · Samma International S.R.L.,Italy (Upto February 29, 2012) · Samrod Chemicals (Pty) Limited · Shroffs United Chemicals Limited · SWAL Corporation Limited · Transterra Invest, S. L. U., Spain · Tatva Global Environment (Deonar) Limited · RiceCo International Inc., Bahamas · Uniphos Limited, Gibraltar · Decco Jefkins Mexico Sapi, Mexico · UPL Aviation Limited · United Phosphorus Industria e Comercio de Produtos Qufmicos Limiteda. · Uniphos Industria e Comercio de Produtos Qufmicos Limiteda. · Upl do Brasil Industria e Comercio de Insumos Agropecuarios S.A. (Formerly known as DVA Agro Do Brasil - Comercio, Importagao e Exportagao de Insumos Agropecuarios S.A.) · DVA Technology Argentina S.A. (w.e.f. July 25, 2011) · United Phosphorus Bolivia S.R.L (w.e.f. December 27, 2011) · Decco Chile SpA · UPL Agromed Tarim Ilaclari ve Tohumculuk Sanayi ve Ticaret A.S. (w.e.f. October 12, 2011) · UPI Finance LLC · United Phosphorus Corp. Philippines · United Phosphorus Limited de Guatemala S.A (Ceased to be subsidiary w.e.f. March 8, 2013) · United Phosphorus Global LLP · United Phosphorus (India) · LLP Pro Long Limited (w.e.f. August 24, 2011) · Phoenix Enviromental Care LLC ( w.e.f. August 12, 2011 and amalgamated with United Phosphorus Inc. on September 30, 2011) · AgriChem B.V. (acquired during the year) · AgriChem Helvetia GmbH., (acquired during the year) · AgriChem Polska Sp.Z.O.O. (acquired during the year) · Agricultural Chemicals N.V. (acquired during the year) · Aspen Holding SAS (Incorporated during the year) · Aspen SAS (Incorporated during the year) · SD Agchem (Netherlands) B.V. · Blue star BV (acquired during the year)
Associate Companies:	· Advanta India Limited · Advanta Seed International, Mauritius · Advanta Semilas SAIC, Argentina · Agrinet Solutions Limited · Chemisynth (Vapi) Limited · Kerala Enviro Infrastructure Limited · Pacific Seeds Pty Limited, Australia · Unicorn Seeds Private Limited · Sipcam UPL Brasil S.A. ( w.e.f. April 01, 2011) · Universal Pestochem Industries Limited
Joint Venture Companies:	· United Phosphorus (Bangladesh) Limited. · Hodogaya UPL CompanyLimited, Japan · Nisso TM LLC (Ceased to be a Joint Venture w.e.f. September 30, 2012)
Enterprises over which key management personnel and their relatives have significant influence:	· Bharuch Enviro Infrastructure Limited · Bloom Packaging Private Limited · Bloom Seal Containers Private Limited · Coimbatore Integrated Waste Management Company Private Limited · Daman Ganga Pulp and Papers Private Limited · Demuric Holdings Private Limited · Entrust Environment Limited · Enviro Technology Limited · Gabo Products Private Limited · Gharpure Engineering and Construction Private Limited · Uniphos Envirotronic Private Limited · Jai Research Foundation · Jai Trust · Nerka Chemicals Private Limited · Pot Plants · Sanguine Holdings Private Limited · Tatva Global Enviroment Limited · Ultima Search · Uniphos International Limited · Uniphos Enterprises Limited · UPL Environmental Engineers Limited · Vikram Farm · Accolade Properties Private Limited (Upto September 27, 2012) · Sadafuli Finvest Private Limited (Upto September 27, 2012)

CAPITAL STRUCTURE

As on: 31.03.2013

Authorised Capital :

No. of Shares	Type	Value	Amount
1,27,50,00,000	Equity Shares	Rs.2/- each	Rs.2550.000 Millions
1,40,00,000	Preference Shares	Rs.10/- each	Rs.1400.000 Millions
50,00,000	Preference Shares	Rs.100/- each	Rs.50.000 Millions
	Total		Rs.4000.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
44,26,04,274	Equity Shares	Rs.2/- each	Rs.885.200 Millions

Reconciliation of the shares outstanding at the beginning and at the end of the reporting period

Equity shares	31.03.2013 Rs. in Millions
At the beginning of the year	461.800	923.600
Buy-back during the year (Refer note 46)	19.200	38.400
Outstanding at the end of the year	442.600	885.200

Terms/ rights attached to equity shares:

The Company has one class of equity shares having par value of Rs. 2 per share. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors 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 the remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

During the year ended 31st March, 2013, the amount of per share dividend recognised as distibutions to equity shareholders was Rs. 2.50 (31st March, 2012: Rs. 2.50)

Aggregate number of bonus shares issued, shares issued for consideration other than cash and shares bought back during the period of five years immediately preceding the reporting date

Particulars	31.03.2013 No. in Lacs
Equity shares allotted as fully paid bonus shares by capitalization of securities premium	2,198
Equity shares bought back by the Company.	192

Details of shareholders holding more than 5% shares in the Company

Name of the shareholders	31.03.2013
	No. in Lacs	% holding in the class
Nerka Chemicals Private Limited	986	22.28
Uniphos Enterprises Limited	253	5.72

As per records of the Company, including its register of shareholders/ members and other declarations received from shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial ownerships of shares.

LISTING DETAILS:

Subject Stock Code :	BSE :512070 NSE :UNIPHOS ISIN CODE : INE628A01036
Listed on :	Bangalore Stock Exchange Limited MCX Stock Exchange National Stock Exchange of India Limited The Stock Exchange, Mumbai
Listed Date :	23.01.2004

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS	31.03.2013	31.03.2012	31.03.2011
I. EQUITY AND LIABILITIES
(1)Shareholders' Funds
(a) Share Capital	885.200	923.600	923.600
(b) Reserves & Surplus	32691.700	34136.600	21657.200
(c) Money received against share warrants	0.000	0.000	0.000
(2) Share Application money pending allotment	0.000	0.000	0.000
Total Shareholders’ Funds (1) + (2)	33576.900	35060.200	22580.800
(3) Non-Current Liabilities
(a) long-term borrowings	14000.000	11000.000	9912.400
(b) Deferred tax liabilities (Net)	909.000	827.800	630.700
(c) Other long term liabilities	2098.100	1360.000	294.200
(d) long-term provisions	0.000	0.000	0.000
Total Non-current Liabilities (3)	17007.100	13187.800	10837.300
(4) Current Liabilities
(a) Short term borrowings	6381.100	3515.800	4454.200
(b) Trade payables	9587.600	6186.600	5825.800
(c) Other current liabilities	2019.500	3139.200	13597.000
(d) Short-term provisions	1586.800	1551.600	1220.700
Total Current Liabilities (4)	19575.000	14393.200	25097.700
TOTAL	70159.000	62641.200	58515.800
II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	8338.800	8103.700	8097.900
(ii) Intangible Assets	5166.200	5650.500	1280.500
(iii) Capital work-in-progress	2361.500	1136.400	430.800
(iv) Intangible assets under development	0.000	0.000	0.000
(b) Non-current Investments	6710.600	6571.200	6564.600
(c) Deferred tax assets (net)	0.000	0.000	0.000
(d) Long-term Loan and Advances	11153.200	10473.700	17827.600
(e) Other Non-current assets	0.000	0.000	0.000
Total Non-Current Assets	33730.300	31935.500	34201.400
(2) Current assets
(a) Current investments	2329.900	1250.000	3553.400
(b) Inventories	6205.400	5500.300	4090.400
(c) Trade receivables	18075.100	13899.900	10249.500
(d) Cash and cash equivalents	1882.200	975.300	4378.200
(e) Short-term loans and advances	7129.900	8186.800	1125.400
(f) Other current assets	806.200	893.400	917.500
Total Current Assets	36428.700	30705.700	24314.400
TOTAL	70159.000	62641.200	58515.800

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2013	31.03.2012	31.03.2011
	SALES
		Income	39394.400	33156.400	29110.900
		Other Income	1343.200	1438.500	1535.900
		TOTAL (A)	40737.600	34594.900	30646.800
Less	EXPENSES
		Cost of raw material consumed	18383.900	15578.900	12709.600
		Purchase of traded goods	3472.100	3423.100	2845.800
		(Increase)/ decrease in inventories of finished goods, by-products, work-in-progress and traded goods	(382.000)	(1168.500)	(510.500)
		Employee benefits expense	2374.600	1846.500	1531.200
		Other expenses	11279.300	8766.700	7885.200
		TOTAL (B)	35127.900	28446.700	24461.300
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		5609.700	6148.200	6185.500
Less	FINANCIAL EXPENSES (D)		1059.900	1643.700	2936.400
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		4549.800	4504.500	3249.100
Less/ Add	DEPRECIATION/ AMORTISATION (F)		1577.600	1434.900	1146.800
	PROFIT BEFORE TAX (E-F) (G)		2972.200	3069.600	2102.300
Less	TAX (H)		890.900	799.200	527.300
	PROFIT AFTER TAX (G-H) (I)		2081.300	2270.400	1575.000
	EARNINGS IN FOREIGN CURRENCY
		Exports of goods calculated on F.O.B. basis	21884.300	16747.900	14457.500
		Interest	425.300	466.500	304.300
		Dividend	54.400	197.000	0.000
		Others	7.000	5.200	1.900
	TOTAL EARNINGS		22371.000	17416.600	14763.700
	IMPORTS
		Raw Materials	9093.500	7124.100	6496.300
		Traded Goods	2241.000	697.100	0.000
		Components and spare parts	9.200	8.800	10.300
		Capital goods	411.400	128.900	56.300
	TOTAL IMPORTS		11755.100	7958.900	6562.900
	Earnings Per Share (Rs.)		4.60	4.92	3.52

KEY RATIOS

PARTICULARS		31.03.2013	31.03.2012	31.03.2011
PAT / Total Income	(%)	5.11	6.56	5.14
Net Profit Margin (PBT/Sales)	(%)	7.54	9.26	7.22
Return on Total Assets (PBT/Total Assets}	(%)	4.87	5.59	4.08
Return on Investment (ROI) (PBT/Networth)		0.09	0.09	0.09
Debt Equity Ratio (Total Debt /Networth)		0.61	0.41	0.64
Current Ratio (Current Asset/Current Liability)		1.86	2.13	0.97

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	Yes
9]	Name of person contacted	Yes
10]	Designation of contact person	Yes
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)	Yes
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	No
29]	Last accounts filed at ROC	No
30]	Major Shareholders, if available	No
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	Yes

LITIGATION DETAILS:

HIGH COURT OF GUJARAT CIVIL APPLICATION No. 12019 of 2011 In SPECIAL CIVIL APPLICATION/ 8027/ 2011 ( PENDING )

Status : PENDING ( Converted from : CAST/11232/2011 ) CCIN No : 001003201112019 Last Listing Date: 02/07/2013 Coram HONOURABLE MR.JUSTICE ANANT S. DAVE

S.NO.

Name of the Petitioner

Advocate On Record

1

GUJARAT ELECTRICITY REGULATORY COMMISSION

MR BD KARIA for: Petitioner(s)  1

S.NO.

Name of the Respondant

Advocate On Record

1

UNITED PHOSPHORUS LIMITED

MR ABHISHEK M MEHTA for :Respondent(s)  1

Presented On : 16/11/2011 Registered On : 16/11/2011 Bench Category : SINGLE BENCH District : AHMEDABAD Case Originated From: THROUGH ADVOCATE Listed : 39 times Stage Name : NOTICE and ADJOURNED MATTERS Classification SJ - CIVIL APPLICATION - CODE OF CIVIL PROCEDURE, 1908 - JOINING PARTY Act CIVIL PROCEDURE CODE, 1908 Office Details

S. No

Filing Date

Document Name

Advocate Name

Court Fee on Document

Document Details

1

16/11/2011

APPLICATION

MR BD KARIA ADVOCATE for PETITIONER(s)  1

20

MR BD KARIA:1

Court Proceedings

S. No.

Notified Date

Court Code

Board Sr. No.

Stage

Action

Coram

1

11/12/2012

15

7

ADMISSION - CA

Next Date

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09/01/2013

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22/01/2013

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11/02/2013

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27/02/2013

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20/03/2013

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· HONOURABLE MR.JUSTICE RAJESH H.SHUKLA

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05/04/2013

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30/04/2013

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10/05/2013

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17/06/2013

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NOTICE and ADJOURNED MATTERS

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· HONOURABLE MR.JUSTICE ANANT S. DAVE  · HONOURABLE MR.JUSTICE RAJESH H.SHUKLA

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02/07/2013

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NOTICE and ADJOURNED MATTERS

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· HONOURABLE MR.JUSTICE ANANT S. DAVE

Available Orders

S. No.

Case Details

Judge Name

Order Date

CAV

Judgement

1

SPECIAL CIVIL APPLICATION/171/2011

HONOURABLE MR.JUSTICE RAJESH H.SHUKLA

05/04/2013

N

N

OPERATIONAL PERFORMANCE:

During the year, rainfall in India was erratic. There was delay in the arrival of the monsoon, adversely affecting the kharif crops. Although in the later part, the monsoon picked up which turned out to be favourable for the rabi crops. However, in most parts of the country, there was drought-like situation. Due to water shortage, cotton and rice acreage in the country decreased. Herbicide application in rice and soya bean came down. During the year, it was heartening to note that apart from the Northern states of the country, the Eastern states are also being classified as food baskets for the country with improved production of many food and vegetable crops. This is a good sign for the country which can take credit for being one of the leading producers of the world for soya bean, cotton, sugarcane, rice and certain cereals.

On the global front, Latin American countries like Brazil, Argentina, Colombia, among others, witnessed higher demand for Company’s agrochemicals. In the US, initial planting of corn started on a good note. However, due to droughts in later part of the season, farmers shifted the production to other crops. This had an adverse impact on sales.

The prices of most of the inputs were stable during the year. The commodity prices, except cotton, sustained or rose slightly.

During the year, the US dollar became stronger against most major currencies. In India, a very tight monetary policy with high interest rates was followed to bring down inflation but this impacted the overall economic growth very badly. However, of late, there have been signs of inflation easing out which gives hopes for reduction in rates of interest in the near future.

The economic scenario is changing. The world seems to be coming out of recession witnessed in last five years. The US economy is showing definite signs of revival. In Europe, some of the countries are still suffering and it will take more time for these countries to revive their economies.

It is heartening to note that Company’s sales are going up in all parts of the world, be it the US, Europe, Africa, Asia and Australia. Latin American markets, especially Brazil, have emerged as very prospective markets and in the years to come, there is a very high potential to improve the sales in these markets.

During the year, despite sluggish conditions in most of the markets, the Company has performed very well. Some of the highlights of global performances are as under:

(a) Revenue from operations has increased by 20% to Rs.92940.000 Millions.

(b) EBIDTA has gone up by 19%.

(c) Profit before taxes have gone up by 30% to Rs.9450.000 Millions.

(d) Profit for the year has gone up by 39% to Rs.7750.000 Millions.

UNSECURED LOAN:

(Rs. in millions)

Particulars	As on 31.03.2013	As on 31.03.2012
LONG-TERM BORROWINGS
Unsecured Redeemable Non-convertible Debentures	14000.000	11000.000
SHORT-TERM BORROWINGS
On cash credit, packing credit and working capital demand loan accounts from banks	1912.800	2586.000
Buyers credit from banks	3884.100	909.300
Loans from related parties	0.000	17.900
Loans from others	50.000	0.000
Total	19846.900	14513.200
LONG-TERM BORROWINGS Unsecured Redeemable Non-Convertible Debentures (i) NCDs amounting to Rs. 3000.000 Millions (Previous Year: Rs. Nil) are redeemable at par at the end of 10th year (Rs. 1500.000 Millions) i.e June, 2022 and at the end of 7th year (Rs. 1500.000 Millions) i.e June, 2019 from the date of allotment. (ii) NCDs amounting to Rs. 2500.000 Millions (Previous Year: Rs 2500.000 Millions) are redeemable at par at the end of 15th year i.e July 2026 from the date of allotment . The NCDs carry a call option at the end of 10th year from the date of allotment. (iii) NCDs aggregating to Rs. 3000.000 Millions (Previous Year: Rs 3000.000 Millions) are redeemable at par at the end of 12th year (Rs. 750.000 Millions), 11th year (Rs. 750.000 Millions), 9th year (Rs. 750.000 Millions) and 8th year (Rs. 750.000 Millions) i.e. October 2022, October, 2021, October 2019 and October 2018 respectively from the date of allotment. (iv) NCDs aggregating to Rs. 3000.000 Millions (Previous Year: Rs. 3000.000 Millions) are redeemable at par at the end of 10th year (Rs. 1500.000 Millions) i.e. April 2020 and at the end of 7th year (Rs. 1500.000 Millions) i.e. April 2017 from the date of allotment. The NCDs carry a call option at the end of 6th year i.e. April 2016 and 5th year i.e. April 2015 respectively from the date of allotment. (v) NCDs amounting to Rs. 2500.000 Millions (Previous Year: Rs 2500.000 Millions) are redeemable at par at the end of 5th year i.e January, 2015 from the date of allotment . (vi) NCDs amounting to Rs. Nil (Previous Year: Rs 1350.000 Millions) were redeemed at par at the end of 3.5 year (Rs. 1050.000 Millions) i.e. February, 2013 and 3 years (Rs. 300.000 Millions) i.e. August, 2012 from the date of allotment. (vii) NCDs mentioned above carry a coupon rate ranging from 9.50% to 10.70%. SHORT-TERM BORROWINGS · Outstanding loans carry an interest rate of Base Rate/Libor plus margin ranging from 70 bps to 400 bps · Short term buyers credit are unsecured and the outstanding loan carry an interest rate ranging from Libor plus 60 bps to 120 bps. · Unsecured short term demand loan carrying an interest rate of 12.50% p.a.

FUTURE OUTLOOK:

For the coming year, with a normal monsoon predicted for India the Company’s performance in India is likely to improve. On the global front, the potential of Latin American market looks robust, especially Brazil. With commodity prices expected to be stable or slightly rising, off take of agrochemicals will improve. The Company has taken many initiatives in terms of supply chain management which will reduce the overall cost of production for the Company. The Company is also entering new potential markets, such as South Africa, Phillipines, among others. Over the next five years, the Company is poised to register high growth.

MANAGEMENT DISCUSSION AND ANALYSIS

Global economic review

The global economy is estimated to have posted 3.2% growth in 2012, marginally lower than 3.9% in 2011. The US, the world’s largest economy, is expected to have posted better numbers (2.3% in 2012 against 1.8% in 2011) while the eurozone is expected to have reported a negative growth of 0.4%. Much of this growth decline is estimated to have extended to fast-growing emerging markets: China’s growth slowed from 9.3% to 7.8% in 2012. Going ahead, growth in emerging and developing economies is expected to rise to 5.5% in 2013

Indian economy

The slowdown of the Indian economy worsened as the country posted a growth of 5% in 2012- 13 against 6.2% in 2011-12. An erratic monsoon and drought-like situation in many parts affected the growth of the country’s agriculture sector. The decelerated growth was primarily attributable to the weakness in the industrial sector (mining and quarrying, manufacturing, electricity, gas and water supply, and construction) at 3.1% while the manufacturing sector grew by 1.9%. The growth of the services sector was lower at 6.6% in 2012-13 against 8.2% in 2011-12.

Global crop protection Market

As per the preliminary available data, the global crop protection market is estimated to record a growth of 7.4% from US$44.01 bn in 2011 to US$47.26 bn in 2012. Key drivers of the crop protection market in 2012 included stable prices of Glyphosate, high crop commodity prices and a strengthening of the US dollar. In Europe, the market benefited from an early end to the winter, with improved volumes and prices, although a wet summer affected Northern Europe even as South Europe was dry. Central and Eastern Europe benefited from an improved economic position, but suffered from a cold winter and dry summer. The American market got off to a good start, but drought affected the Central Corn Belt, although other parts of the country remained positive. Strong crop prices and weaker currencies drove growth in Latin America despite a dry start to 2012 in Brazil and Argentina. Asian markets were generally positive, recovering from adverse weather in 2011, notably in Japan and Thailand, although India suffered another variable monsoon in 2012 and wet weather affected Southern China and countries in a similar latitude. Australia benefited from good growing conditions, lower pest impact and disease as well as a strong currency.

Global agrochemical market

The value of the global conventional chemical crop protection market is estimated to have increased 14.9% in 2011 to $44.025 bn; use of agrochemical products in non-farm sectors rose by 7% to $6.29 bn. The total agrochemical market increased 13.8% to US$50.31 bn in 2011.

Key factors affecting the global crop protection market in 2012

· Stable Glyphosate prices.

· Strong US dollar against most major currencies.

· Sustained crop commodity prices.

· High demand and improved economies-of-scale in Latin America

· Good corn planting season in the American Midwest but subsequent drought.

· The EU benefited from an early end to the winter, but suffered from a wet summer in the North and dryness in the South.

· East Europe suffered from a harsh winter followed by drought.

· Southern China affected by flooding; Glyphosate prices improved

· Further increase in GM crop area; adoption of stacked maize varieties

OUTLOOK

The outlook for 2013 remains positive, with crop prices remaining robust due to rising consumption and limited harvests in Europe and North America, in 2012.

· Wheat production in 2012 improved in Australia and Canada, but declined in Europe, the falling stocks resulting in a positive price environment for 2013.

· Maize and soybean demand remains high after a poor 2012 harvest in the US, despite a declining use of corn for ethanol manufacture.

· Dry weather affected sugarcane production in Brazil, resulting in higher sugar prices.

· Rice stocks remained low by historic standards, sustaining rice prices and profitability.

· High cotton stocks depressed prices. The crop protection market in 2012 benefited from improved volumes and prices. Recovery from adverse weather in 2012 provided further opportunities for volume growth in 2013, whilst continuing strong crop prices and a healthy farm economy provided an environment conducive to price improvement. Going ahead, the Indian agrochemicals sector is expected to grow at around 11.5% annually to reach US$6.5 bn by FY17.

FIXED ASSETS:

· Land-Freehold

· Land-Leasehold

· Leasehold Improvement Asset

· Buildings

· Plant and Machinery

· Laboratory Equipments

· Furniture, Fixtures and Equipments

· Vehicles

· Temporary Structures

PRESS RELEASE:

UNITED PHOSPHORUS ACQUIRES DUTCH COMPANY AGRICHEM

MUMBAI, INDIA (13th July 2012): United Phosphorus Limited (UPL) today announced that its overseas subsidiary has entered into an agreement with SD Agchem Europe, a subsidiary of Punjab Chemicals and Crop Protection Limited (Punjab Chemicals) to acquire 100% in the Dutch company Agrichem along with all tangible and intangible assets, IPR, product registrations, brands, distribution network and manufacturing facilities.

Agrichem based out of Oosterhaut, Netherlands is engaged in the production, marketing and selling of crop protection products in the European agrochemicals market. Agrichem’s product range includes herbicides, insecticides and fungicides registered in several European countries like Netherlands, Belgium, UK, France, Germany, Ireland, Denmark, Italy, Slovakia, Czech Republic, Belarus and Switzerland. It has a well-staffed crop protection registration department, in-house R and D and quality control facilities and its own formulation facilities in Netherlands.

“Agrichem will give us new and enhanced market access in European countries. Agrichem has an exciting Registrations Portfolio with products that will be complimentary to UPL’s existing portfolio in Europe.” said Jai Shroff, Global CEO, and UPL.

UPL is the largest Indian agrochemical Company and is engaged in research, manufacturing, marketing, sales and distribution of agrochemicals and specialty chemicals across the globe. The Company’s revenue for the year ended 31st March 2012 was about US$ 1,627 million

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, 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.59.64
UK Pound	1	Rs.90.14
Euro	1	Rs.77.99

INFORMATION DETAILS

Report Prepared by :

RAJ

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	6
PAID-UP CAPITAL	1~10	7
OPERATING SCALE	1~10	7
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	8
--PROFITABILIRY	1~10	8
--LIQUIDITY	1~10	8
--LEVERAGE	1~10	7
--RESERVES	1~10	8
--CREDIT LINES	1~10	8
--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	YES
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	YES
--OTHER MERIT FACTORS	YES/NO	YES
DEFAULTER
--RBI	YES/NO	NO
--EPF	YES/NO	NO
TOTAL		67

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

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.