MIRA INFORM REPORT

 

 

Report Date :

16.03.2013

 

IDENTIFICATION DETAILS

 

Name :

INDOSOLAR LIMITED

 

 

Formerly Known As :

ROBIN GARMENTS PRIVATE LIMITED

 

ROBIN SOLAR PRIVATE LIMITED

 

 

Registered Office :

C-12, Friends Colony (East), New Delhi – 110065

 

 

Country :

India

 

 

Financials (as on) :

31.03.2012

 

 

Date of Incorporation :

08.04.2005

 

 

Com. Reg. No.:

55-134879

 

 

Capital Investment / Paid-up Capital :

Rs.3351.440 Millions

 

 

CIN No.:

[Company Identification No.]

L18101DL2005PLC134879

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

DELP13350B

DELR15134A

 

 

PAN No.:

[Permanent Account No.]

AAECP2108F

AADCR2872D

 

 

Legal Form :

A Public Limited Liability Company. The Company’s Shares are Listed on the Stock Exchange.

 

 

Line of Business :

Manufacturer of Solar Photovoltaic cells

 

 

No. of Employees :

Not Available

 

 

RATING & COMMENTS

 

MIRA’s Rating :

Ca (15)

 

RATING

STATUS

PROPOSED CREDIT LINE

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

 

Status :

Moderate

 

 

Payment Behaviour :

Slow and delayed

 

 

Litigation :

Clear

 

 

Comments :

Subject is a company having a moderate track record. There appears huge dip in the sale turnover during 2012. It has incurred heavy loss from its operations which seems to be increasing over years.

 

The company’s liquidity is weak mainly because of a slowdown in the offtake of its products in its major market, Europe.

 

The market price of the company’s share is underpriced. Business is active. Payments are reported to be slow and delayed.

 

The company can be considered for business dealings on a safe and secured 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 – 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

 

 

EXTERNAL AGENCY RATING

 

Rating Agency Name

CRISIL

Rating

CRISIL D (Term Loan)

Rating Explanation

Default

Date

18.11.2011

 

 

Rating Agency Name

CRISIL

Rating

CRISIL D (Cash Credit Limit)

Rating Explanation

Default

Date

18.11.2011

 

 

 

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 :

C-12, Friends Colony (East), New Delhi – 110065, India.

Tel. No.:

91-11-26841375/ 26311706

Fax No.:

91-11-26843949

E-Mail :

atul.mittal@indosolar.co.in

info@indosolar.co.in

Website :

www.indosolar.co.in

Area:

1000 Sq.mtr (Registered office)

8 Acres (Factory)

Location :

Owned

 

 

Corporate Office/ Factory2 :

3C/1, Ecotech – II, Udyog Vihar, District Gautam Budh Nagar, Greater Noida 201306, Uttar Pradesh, India.

Tel. No.:

91 120 4762500

Fax No.:

91 120 4762533/ 4762525

 

 

DIRECTORS

 

As on 31.03.2012

 

Name :

Mr. Bhushan Kumar Gupta

Designation :

Chairman cum Managing Director

Address :

C-12, Friends Colony (East), New Delhi 110 065, India

Date of Birth/Age :

26.01.1936

Qualification :

Entrepreneur

Date of Appointment :

25.09.2009

DIN No.:

00168071

 

 

Name :

Mr. Hulas Rahul Gupta

Designation :

Managing Director

Address :

C-12, Friends Colony (East), New Delhi 110 065, India

Date of Birth/Age :

24.10.1959

Qualification :

B.B.A.

Date of Appointment :

25.09.2009

DIN No.:

00297722

 

 

Name :

Mr. Anand Kumar Agarwal

Designation :

Executive Director and Chief Financial Officer

Address :

38, R P S Flats, Sheikh Sarai Phase-I, New Delhi 110 017 India

Date of Birth/Age :

07.07.1949

Qualification :

A.C.A.

Date of Appointment :

25.09.2009

DIN No.:

00155299

 

 

Name :

Mr. Gautam Singh Kuthari

Designation :

Independent Non Executive Director

Address :

Bargola Building, Fancy Bazar, Guwahati, Assam, 781001

Date of Birth/Age :

31.08.1959

Date of Appointment :

31.05.2010

Email :

gkuts@yahoo.com

DIN No.:

00945195

 

 

Name :

Mr. Arun Kumar Gupta

Designation :

Non-Executive Independent Director

 

 

Name :

Mr. Gurbaksh Singh Vohra

Designation :

Non-Executive Independent Director

 

 

KEY EXECUTIVES

 

Name :

Mr. Atul Kumar Mittal

Designation :

Company Secretary and Compliance Officer

Address :

21-B, Pocket – C, Mayur Vihar Phase – II, Delhi – 110091, India

Date of Birth/Age :

10.04.1959

Date of Appointment :

25.09.20090

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on 31.12.2012

 

Category 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.gifIndividuals / Hindu Undivided Family

136885497

40.84

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

136885497

40.84

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

 

 

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

70114500

20.92

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

70114500

20.92

Total shareholding of Promoter and Promoter Group (A)

206999997

61.76

(B) Public Shareholding

 

 

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

 

 

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

15915746

4.75

http://www.bseindia.com/include/images/clear.gifForeign Institutional Investors

56793

0.02

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

15972539

4.77

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

 

 

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

20071196

5.99

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 Million

45473441

13.57

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

36345350

10.84

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

10281504

3.07

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

42644

0.01

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

2067119

0.62

http://www.bseindia.com/include/images/clear.gifOverseas Corporate Bodies

3640579

1.09

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

175741

0.05

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

4351421

1.30

http://www.bseindia.com/include/images/clear.gifForeign Nationals

4000

0.00

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

112171491

33.47

Total Public shareholding (B)

128144030

38.24

Total (A)+(B)

335144027

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)

335144027

0.00

 

 

BUSINESS DETAILS

 

Line of Business :

Manufacturer of Solar Photovoltaic cells

 

 

Products :

Products Description

Item Code No.

 

Photovoltaic Solar Cells

8541

 

PRODUCTION STATUS (AS ON 31.03.2011)

 

Particulars

Unit

Licensed Capacity

Installed Capacity

Actual Production

 

 

 

 

 

Solar Cells

Nos.

NA

NA

*52560000

Solar Modules

--

--

--

0.000

 

*Solar Cells excludes 3,217,061 (Previous Year: Nil) produced and dispatched under job work arrangement

 

 

GENERAL INFORMATION

 

No. of Employees :

Not Available

 

 

Bankers :

Corporation Bank

Industrial Finance Branch, 1ST Floor, 16/10, Main Arya Samaj Road, Karol Bagh, New Delhi 110 005, India

Telephone: +91 11 2875 7455/ 2875 7639

Facsimile: +91 11 28750956

Email: cb447@corpbank.co.in

Contact Person: Mr. V. S. Karthikeyan

Website: www.corpbank.com

 

Indian Bank

G-41, Connaught Circus, New Delhi 110 001, India

Telephone: +91 11 2371 2162/ 2371 2164

Facsimile: +91 11 2371 8418

Email: ibnewdelhimain@vsnl.net

Contact Person: Mr. G. Rangarajan

Website: www.indianbank.in

 

Union Bank of India

Industrial Finance Branch,

M-11, 1ST Floor, Middle Circle Connaught Circus, New Delhi 110 001, India

Telephone: +91 11 2341 7401 - 07

Facsimile: +91 11 2341 7405

Email: ifbcp@unionbankofindia.com

Contact Person: Mr. Pankaj Sharma

Website: www.unionbankofindia.com

 

Bank of Baroda

Ground Floor, Bank of Baroda Building, 16,Sansad Marg, New Delhi 110 001, India

Telephone: +91 11 2331 0349

Facsimile: +91 11 2371 1267

Email: indel@bankofbaroda.com

Contact Person: Mr. R.K. Arora

Website: www.bankofbaroda.com

 

Andhra Bank

M-35, Connaught Place, New Delhi 110 001, India

Telephone: +91 11 2341 5616

Facsimile: +91 11 2341 6043

Email: bmdel084@andhrabank.co.in

Contact Person: Mr. C. Bala Subramanyam

Website: www.andhrabank.in

 

Bank of Baroda

Corporate Financial Services Branch, Parliament Street, New Delhi-110001, India

 

 

Facilities :

(Rs. In Millions)

Secured Loan

As on

31.03.2012

As on

31.03.2011

LONG TERM BORROWINGS

 

 

Term loans from banks

0.000

2758.024

Facility A - Term Loan

3448.582

0.000

Facility B - Priority Medium Term Loan

220.000

0.000

Facility C - Working Capital Term Loan

996.468

0.000

Facility D - Funded Interest Term Loan

350.200

0.000

Term loan from Union Bank

6.409

0.000

Deferred payment liability

2214.226

0.000

Vehicle loan

0.599

0.921

SHORT TERM BORROWINGS

 

 

Cash credit loans repayable on demand

243.262

461.762

Packing credit

0.000

153.414

Buyers credit

52.435

210.061

Bill discounted

0.000

270.272

Short term loan from bank

0.000

470.000

Total

7532.181

4324.454

 

i)   Principal terms of repayment, rate of interest and security for borrowings during the current year

 

Nature of Security

Terms of repayment and rate of interest

a)

Facility A - Term Loans [Rs.3448.582 Millions (previous year: Nil)]

 

 

(i)  First pari passu charge on fixed assets both present and future.

Repayment term:

 

(ii) Second pari passu charge on all moveable properties including moveable machinery, machinery spares, solar cells manufacturing lines, tools and accessories, book debts, current assets, present and future, including stock of raw materials, semi-finished and finished goods, consumable stores, book debts etc.

(iii) The loan facilities are also secured by way of personal guarantees given by the Directors of the Company i.e. Mr. B. K. Gupta and Mr. H.R. Gupta.

30 stepped up quarterly instalments commencing from 31st December, 2013 and ending on 31st March, 2021.

Rate of interest:

The rate of interest shall be 10.75% p.a. till 31st March, 2014 and the same shall increase by 0.25% per annum thereafter, till it reaches maximum of 12%.

 

(iv) The loan facilities are further secured by the pledge of 100% of the equity share capital held by the promoters of the Company.

 

b)

Facility B - Priority Medium Term Loan [Rs. 220.000 Millions (previous year: Nil)]

 

 

(i) Priority medium term loans of Rs. 220.000 Millions of Andhra bank have priority charge on subsidy receivable.

(ii) In addition, the facility is secured as described in (a) above

Repayment term:

Loan shall be repayable on or before 31st March, 2015 out of the disbursal of Capital Subsidy under Special Incentive Package (SIP).

Rate of interest:

c)

Facility C - Working Capital Loan (WCTL) [Rs. 996.468 Millions (Previous year: Nil)]

The rate of interest shall be 11% p.a.

 

The facility is secured as described in (a) above

Repayment term:

30 stepped up quarterly installments commencing from 31st December, 2013 and ending on 31st March, 2021.

Rate of interest:

The rate of interest shall be 6.75% p.a. till 31st March, 2013 and will be increased to 10.75% w.e.f. 1st April, 2013

d)

Facility D - Funded Interest Term Loan ('FITL') [Rs. 350.200 Millions (Previous year: Nil)]

The facility is secured as described in (a) above

Repayment term:

22 stepped up Quarterly Instalments commencing from 31st December, 2013 and ending on 31st March, 2019.

Rate of interest:

Interest shall be charged @ 6.75% p.a. up till 31st March, 2013 and will be increased to 10.75% w.e.f. 1st April, 2013.

e)

Term loan from Union Bank [Rs. 6.409 Millions (Previous year: Nil)]

The facility is secured as described in (a) above

Repayment term:

29 stepped up Quarterly Instalments commencing from 31st March, 2014 and ending on 31st March, 2021.

Rate of interest:

Interest shall be charged @ 11.00% p.a.

f)

Deferred payament liability [Rs. 2214.226 Millions (Previous year: Nil)]

The facility is secured as described in (a) above

Repayment term:

29 stepped up Quarterly Instalments commencing from 31st March, 2014 and ending on 31st March, 2021.

Rate of interest:

Interest shall be charged @ 11.00% p.a.

g)

Vehicle loan [Rs. 0.920 Millions (previous year Rs. 1.467 Millions)]

Vehicle loan is secured by the hypothecation of specific vehicle.

The loan is repayable in 35 equated monthly instalments in accordance with terms and conditions of bank started from 1st November, 2010 till 1st September, 2013.

h)

Cash credit loan repayable on demand (Rs. 243.262 Millions)

 

 

(i) First pari passu charge on all moveable properties including moveable machinery, machinery spares, solar cells manufacturing lines, tools and accessories, book debts, current assets, present and future, including stock of raw materials, semi-finished and finished goods, consumable stores, book debts etc.

(ii) Second pari passu charge on fixed assets both present and future.

Repayment term:

The loan is repayable on demand. Rate of interest:

Interest shall be charged @10.75% p.a. till 31st March, 2013 and to be reviewed thereafter on annual basis.

 

(iii) The loan facilities are also secured by way of personal

 

 

guarantees given by the Directors of the Company i.e. Mr. B. K. Gupta and Mr. H.R. Gupta.

 

 

(iv) The loan facilities are further secured by the pledge of 100% of the equity share capital held by the promoters of the Company.

 

i)

Buyer's credit (Rs. 52.435 Millions)

The facility is secured as described in (h) above

Repayment term:

The loan is repayable in a period not exceeding 360 days from date of its origination.

Rate of interest:

Interest shall be charged @2.59% p.a.

 

 

ii) Principal terms of repayment, rate of interest and security for borrowings during the previous year

 

j)

Term loan from banks [Rs. Nil (Previous year: Rs. 3678.024 Millions)]

 

 

(i)  Secured by first mortgage of all immovable properties of the Company, both present and future and leasehold land, ranking pari-passu with all charge holders, being lending banks forming a consortium.

The term loans had been taken from consortium of five banks.

Repayment term:

16 equal quarterly instalments of Rs. 2,300.

 

(ii) Secured by a first charge by way of hypothecation of all moveable properties, including moveable machinery, machinery procured under letter of credit, machinery spares, equipments, electrical fittings, air conditioners, power generators insulation, installations, fixtures, vehicles, moveables and other assets, construction equipments, tools and accessories, both present and future, ranking pari-passu with all charge holders, being lending banks forming a consortium.

Rate of interest:

The rate of interest varied from 12.85% to 14.75% p.a.

 

(iii) Secured by an assignment of:

 

 

(a) all the escrow account and all rights and interests therein, present and future;

 

 

(b) the rights, title and interest, by way of first charge, in and under all of the project documents, contracts, licenses, permits, consents; indemnities and securities that may be furnished by any counter party under any project documents or contracts in favour of the Company after obtaining the written consent of the parties thereto, if necessary; and

 

 

(c) The rights title and interest in, by way of first charge, all government approvals, insurance policies.

 

 

(iv) The loan facilities were further secured by the pledge of 51% of the equity share capital held by the promoters of the Company.

 

 

(v) The loan facilities were also secured by way of personal guarantees given by the Directors of the Company i.e. Mr. B. K. Gupta and Mr. H.R. Gupta.

 

k)

Short term working capital loans includes Cash credit, Packing credit, bill discount and buyer's credit [Rs. Nil (previous year Rs. 1095.509 Millions)

 

 

(i)  Secured by first mortgage of all immovable properties of the Company, both present and future and leasehold land, ranking pari-passu with all charge holders, being lending banks forming a consortium.

Short Term working capital loans were taken from consortium of five banks.

Repayment term:

Short term working capital loans were

 

(ii) Secured by pari-passu first charge on inventory, book debts and current assets of the Company.

Repayable from 33 to 360 days. Rate of interest:

 

(iii) The loan facilities were also secured by way of personal guarantees given by the Directors of the Company i.e. Mr. B. K. Gupta and Mr. H.R. Gupta.

Rate of Interest on short term working capital loans varied from 1.15% to 17.25% p.a.

l)

Short term loan from bank (Rs. Nil (Previous year: Rs. 470.000 Millions)

 

 

(i)  Secured by first charge by way of hypothecation on pari-passu basis of all those machinery, plant, capital goods and other assets purchased or to be purchased whether installed or not. Further secured by way of hypothecation of all plant and machinery installed at factory building on parri-passu with other banks.

Repayment term:

Short term loan were repayable from 6 months to 12 month.

Rate of interest:

Rate of interest on short term loan varied

 

(ii) The loan facilities were also secured by way of personal guarantees given by the Directors of the Company i.e. Mr. B. K. Gupta and Mr. H.R. Gupta.

from 13% p.a. to 13.25% p.a.

 

 

 

Banking Relations :

--

 

 

Auditors :

 

Name :

B S R and Associates

Chartered Accountants

Address :

Building No.10, 8th Floor, Tower-B, DLF, Cyber City, Phase-II, Gurgaon - 122002, India

Tel. No.:

91-124-3074000

Facsimile :

91-124-2549101

E-Mail :

vadvani@kpmg.com 

 

 

Cost Auditors :

 

Name :

Kabra and Associates

Cost Accountants

Address :

552/1B, Arjun Street, Main Vishwas Road, Vishwas Nagar, Delhi-110032, India

 

 

CAPITAL STRUCTURE

 

As on 31.03.2012

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

500000000

Equity Share

Rs.10/- each

Rs.5000.000 Millions

 

 

 

 

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

335144027

Equity Shares

Rs.10/- each

Rs.3351.440 Millions

 

 

 

 

 

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

Equity Shares

Number (‘000)

Amount in Millions

At the beginning of the year

335,144.03

3351.440

Add : Fresh allotment of share by way of IPO

--

--

Add : Fresh allotment of share other than by IPO

--

--

At the end of the year

335,144.03

3351.440

 

Term and rights attached to Equity shares

The Company has only one type of equity shares having par value of Rs. 10 each per share. All shares rank pari passu with respect to dividend, voting rights and other terms. Each shareholder is entitled to one vote per share except, in respect of any shares on which any calls or other sums payable have not been paid. The Company pays and declares dividends in Indian Rupees. The dividend proposed, if any, by the Board of Directors is subject to approval of shareholders in the ensuing Annual General Meeting. The repayment of equity share capital in the event of liquidation and buy back of shares are possible subject to prevalent regulations. In the event of liquidation, normally the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

 

Particulars of shareholders holding more than 5% equity shares

Particulars

Number (‘000)

% holding in the equity share

Equity shares of Rs. 10 each fully paid

 

 

Bhushan Kumar Gupta (Chairman)

56,500.00

16.86%

Hulas Rahul Gupta (Managing Director)

80,385.49

23.99%

Greenlite Lighting Corporation

70,114.50

20.92%

 

Aggregate number of equity shares issued for consideration other than cash and shares bought back during the period of five years immediately preceding 31st March, 2012

 

(i) 185,000 equity shares (in ‘000) of Rs. 10 each, fully paid and 15,000 equity shares (in ‘000) of Rs. 0.50 each partly paid were issued to the shareholders of erstwhile Indosolar Limited in the year ended 31st March, 2009 in accordance with the scheme of amalgamation. Such partly paid equity shares were made fully paid prior to the effective date of scheme of amalgamation i.e. 24th September, 2009.

 

(ii) No shares have been bought back during the five-year period ended 31st March, 2012 (31st March, 2011).


 

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

3351.440

3351.440

2084.000

2] Share Application Money

0.000

0.000

151.650

3] Reserves & Surplus

0.000

771.905

36.400

4] (Accumulated Losses)

(1251.742)

0.000

(802.460)

NETWORTH

2099.698

4123.345

6223.043

LOAN FUNDS

 

 

 

1] Secured Loans

7532.181

4324.454

5367.348

2] Unsecured Loans

95.000

0.000

70.000

TOTAL BORROWING

7627.181

4324.454

5437.348

DEFERRED TAX LIABILITIES

0.000

0.000

0.000

 

 

 

 

TOTAL

9726.879

8447.799

6906.938

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

5608.805

5948.903

6533.926

Capital work-in-progress

4205.567

152.146

100.612

 

 

 

 

INVESTMENT

0.965

660.000

0.000

DEFERREX TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

321.060

998.668

773.383

 

Sundry Debtors

108.187

630.819

231.050

 

Cash & Bank Balances

104.691

119.299

241.097

 

Other Current Assets

306.890

331.516

0.000

 

Loans & Advances

206.859

1177.544

137.147

Total Current Assets

1047.687

3257.846

1382.677

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Sundry Creditors

250.058

349.990

1014.189

 

Other Current Liabilities

882.464

1216.155

120.336

 

Provisions

3.623

4.951

2.713

Total Current Liabilities

1136.145

1571.096

1137.238

Net Current Assets

(88.458)

1686.750

245.439

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

26.961

 

 

 

 

TOTAL

9726.879

8447.799

6906.938

 


PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

31.03.2012

31.03.2011

31.03.2010

 

SALES

 

 

 

 

 

Income

813.426

5434.019

1125.167

 

 

Other Income

158.431

476.279

189.618

 

 

TOTAL                                     (A)

971.857

5910.298

1314.785

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Office Expenses

861.161

5120.837

 

 

Administrative Expenses

489.241

(276.675)

 

 

 

Advertising Expenses

104.695

121.894

1518.632

 

 

 

605.722

640.303

 

 

 

 

0.000

(316.765)

 

 

 

TOTAL                                     (B)

2060.819

5289.594

1518.632

 

 

 

 

 

Less

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

(1088.962)

620.704

(203.847)

 

 

 

 

 

Less

FINANCIAL EXPENSES                         (D)

592.509

676.677

271.876

 

 

 

 

 

 

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

(1681.471)

(55.973)

(475.723)

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

342.176

518.286

187.362

 

 

 

 

 

 

PROFIT  / (LOSS) BEFORE TAX (E-F)                (G)

(2023.647)

(574.259)

(663.085)

 

 

 

 

 

Less

TAX                                                                  (H)

0.000

0.134

0.752

 

 

 

 

 

 

PROFIT  / (LOSS) AFTER TAX (G-H)                 (I)

(2023.647)

(574.393)

(663.837)

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

(1376.930)

(802.537)

(138.700)

 

 

 

 

 

 

BALANCE CARRIED TO THE B/S

(3400.577)

(1376.930)

(802.537)

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

 

FOB value of exports

717.385

5383.221

1049.457

 

TOTAL EARNINGS

717.385

5383.221

1049.457

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Raw Materials

738.879

5114.750

1529.440

 

 

Capital Goods

3896.290

11.534

2372.610

 

 

Commission on acquisition of capital goods

8.342

0.000

0.000

 

 

Components and spare parts

10.095

0.000

0.000

 

TOTAL IMPORTS

4653.606

5126.284

3902.050

 

 

 

 

 

 

Earnings / (Loss) Per Share (Rs.)

(6.04)

(2.09)

(3.32)

 

QUARTERLY RESULTS

 

PARTICULARS

 

30.06.2012

30.09.2012

31.12.2012

Type

1st Quarter

2nd Quarter

3rd Quarter

Net Sales

0.800

34.100

160.500

Total Expenditure

44.500

126.200

114.100

PBIDT (Excl OI)

(43.700)

(92.100)

46.400

Other Income

7.700

4.500

5.400

Operating Profit

(36.000)

(87.600)

51.800

Interest

129.500

133.300

133.200

Exceptional Items

09.400

0.000

0.000

PBDT

(156.200)

(220.900)

(81.400)

Depreciation

75.300

80.800

93.800

Profit Before Tax

(231.500)

(301.700)

(175.200)

Tax

0.000

0.000

0.000

Provisions and contingencies

0.000

0.000

0.000

Profit After Tax

(231.500)

(301.700)

(175.200)

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

(231.500)

(301.700)

(175.200)

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2012

31.03.2011

31.03.2010

PAT / Total Income

(%)

(208.22)

(9.72)

(50.49)

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

(248.78)

(10.57)

(58.93)

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

(30.40)

(6.24)

(8.38)

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

(0.96)

(0.14)

(0.45)

 

 

 

 

 

Debt Equity Ratio

(Total Debt /Networth)

 

3.63

1.05

4.47

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

0.92

2.07

1.22

 

 

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

Yes

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

No

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

Yes

 

 

BACKGROUND

 

The Company had set up a green field project for manufacturing Solar Photovoltaic cells with a capacity of 160 MW, comprising two lines of 80 MW each under Phase –I and are in the process of setting up an additional manufacturing facility Line -3 with a 200 MW capacity under Phase – II, at Plot No. 3C/1 Ecotech-II, Udyog Vihar Greater Noida in the State of Uttar Pradesh. The existing lending banks (‘Lenders’) had, at the request of the Company, sanctioned Term loans, deferred payment guarantee facilities and working capital facilities on such terms and conditions as contained in various loan agreements / facility agreements entered into between the Company and the Lenders.

 

PERFORMANCE REVIEW

 

During the year, the Company has been severally impacted due to sudden demand downturn in SPV cell segment resulting from liquidity crisis in Europe, lower sales realization without commensurate fall in raw material prices and underutilization of capacity due to industry downturn.

 

Germany reduced Feed-in-Tariff from January 2011 and this gave farm developers time to wait for better pricing. Many countries reduced subsidy support to solar sector, in order to combat their fiscal deficit. This resulted in lower off take of solar products globally leading to reduced demand. This downturn was entirely unanticipated and had taken the industry by surprise.

 

The demand had suddenly eroded while the supply chain was in full ramp. This created an artificially high inventory pile-up in Asia as well as at European ports and the same resulted in over 60% price erosion worldwide. These factors also caused halt in operations of solar industry globally.

 

Indosolar also got affected severely and its operations showed heavy losses. Since beginning of the year, the plant was operating at a very low capacity and it remained totally closed from September 2011 onwards. The liquidity had dried-up and the Company was not in a position to service its debt till revival of the market. So, the Company approached its bankers for restructuring of debts under CDR route.

 

During the year, the Company reported total income of Rs. 971.857 Millions as against Rs. 5910.298 Millions last year. After making a provision of Rs. 572.800 Millions towards interest and Rs. 342.176 Millions towards depreciation, the current financial year closed with a loss of Rs. 2023.647 Millions as against loss of Rs. 574.393 Millions last year.

 

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

 

INDUSTRY STRUCTURE AND DEVELOPMENTS

 

There has been drastic downturn in SPV cells industry leading to substantial fall in the revenue generating parameters like sales realization and capacity utilization leading to fall in sales. Presently, when upfront system costs are factored into cost per KW, the cost of solar power substantially exceeds the cost of power supplied by the electric utility grid in almost all locations. As a result, national and local governmental bodies in many countries, most notably in Germany, Spain, Italy, the United States, India and China, provided subsidies and economic incentives in the form of feed-in tariffs, rebates, tax credits and other incentives to distributors, system integrators and manufacturers of solar power products in order to promote the use of solar energy in on-grid applications and to reduce dependence on other forms of energy.

 

However, due to global economic downturn, many countries reduced subsidy support to control their fiscal deficit. This resulted in lower off take for solar products globally leading to reduced demand. This policy reversal was entirely unanticipated and had taken the industry by surprise. Besides this, the demand of Solar Cells in international market got seriously affected from early December 2010 and remained highly subdued due to early arrival of severe winter in Europe with heavy snow which stalled the installation process for almost two months. Further, the reduction in the Feedin- Tariff in Germany gave investors time to wait for better pricing. The macro-economic problems in EU countries and consequent cuts in Solar Subsidies imposed by governments of European countries have affected sales realizations. The entire global photovoltaic industry is reeling under losses. The demand had suddenly eroded while the supply chain was in full ramp. This created an artificially high inventory pile-up in Asia as well as at European ports and the same resulted in over 60% price erosion worldwide. These factors also caused halt in operations of solar industry globally.

 

 

FUTURE OUTLOOK

 

The Indian solar energy sector has been growing constantly in the past few years and is projected to grow further in future due to Government’s initiatives such as tax exemptions and subsidies. Also with huge decline in the cost of solar power it has become more competitive than diesel.

 

According to the research report “Indian Solar Energy Market Outlook 2012 by RNCOS E-Services Private Limited” Indian solar energy industry exhibits huge potential to become one of the top producers of solar energy in the world in coming years. The sector is now receiving continuous support from both central and state governments.

 

FINANCIAL PERFORMANCE VIZ-A-VIZ OPERATIONAL PERFORMANCE

During the year, the Company’s Net Sales were Rs. 813.426 Millions as against Rs. 5434.019 Millions last year. EBITDA was Rs. (-) 1108.600 Millions as against of Rs. 579.200 Millions last year. The Company produced photovoltaic solar cells of 18.685 MWp as against 109.490 MWp last year.

 

UNSECURED LOAN

Rs. In Millions

Particular

As on

31.03.2012

As on

31.03.2011

LONG TERM BORROWINGS

 

 

Loan from shareholders

95.000

0.000

Total

95.000

0.000

 

 

CONTINGENT LIABILITIES: (As on 31.03.2011)

 

(a) Bills discounted with banks outstanding as at 31st March 2011 Rs. Nil. (Previous year: Rs.115.161 Millions).

 

(b) Estimated amount of contracts remaining to be executed on capital account (net of advances) not provided for Rs. 2690.316 Millions (Previous year Rs.11.529 Millions).

 

 

STATEMENT OF STANDALONE UNAUDITED RESULTS FOR THE QUARTER AND NINE MONTHS ENDED 31 DECEMBER 201:

Rs. In Millions

Sl. No.

Particulars

3 months ended

Preceding 3months ended

Year to date figure for current period ended

 

 

31.12.2012

30.09.2012

31.12.2012

 

 

Un-audited

Un-audited

Un-audited

 

Part I

 

 

 

1

Income from operations

 

 

 

a

Net sales income from operations (net of excise duty)

160.427

33.379

194.564

b

Other operating income

0.088

0.718

0.814

 

Total income from operations (net)

160.515

34.097

195.378

2

Expenses:

 

 

 

a

Cost of materials consumed

126.846

79.570

190.969

b

Purchase of stock in trade

6.181

7.395

13.576

c

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

(102.700)

(52.692)

(168.141)

d

Employee benefits expense

21.203

23.323

65.919

e

Depreciation and amortisation expense

93.753

80.820

249.836

f

Power and fuel

19.965

34.175

57.019

g

Other expenses

42.650

34.462

125.484

 

Total expenses

207.898

207.053

534.662

3

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

(47.383)

(172.956)

(339.284)

4

Other income

5.384

4.500

17.541

5

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

(41.999)

(168.456)

(321.743)

6

Finance costs

133.161

133.274

395.976

7

Loss from ordinary activities after finance cost but before exceptional items (5-6)

(175.160)

(301.730)

(717.719)

8

Exceptional items gain/ (loss)

 

 

(9.382)

9

Loss from ordinary activities before tax (7-8)

(175.160)

(301.730)

(708.337)

10

Tax expenses

 

 

 

11

Loss from ordinary activities after tax (9-10)

(175.160)

(301.730)

(708.337)

12

Extraordinary items (net of tax expenses)

 

 

 

13

Loss after taxes (11+12)

(175.160)

(301.730)

(708.337)

14

Paid up equity share capital (Face value-Rs.10/-each)

3351.440

3351.440

3351.440

15

Reserves (excluding revaluation reserve, if any)

 

 

 

16

Earning per share (before extraordinary item) On Rs.) (not annualised)

 

 

 

 

Basic

(0.52)

(0.90)

(2.11)

 

Diluted

(0.52)

(0.90)

(2.11)

17

Earning per share (after extraordinary item) On Rs.) (not annualised)

 

 

 

 

Basic

(0.52)

(0.90)

(2.11)

 

Diluted

(0.52)

(0.90)

(2.11)

 

Part II

 

 

 

A

Particulars of Shareholding

 

 

 

1

Public shareholding

 

 

 

 

- Number of shares

128,144,030

128,144,030

128,144,030

 

- Percentage of shareholding

38.24%

38.24%

38.24%

2

Promoters and promoter group shareholding

 

 

 

 

a) Pledged/ encumbered

136,885,495

136,885,495

136,885,495

 

- Number of shares

66.13%

66.13%

66.13%

 

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

40.84%

40.84%

40.84%

 

- Percentage of shares (as a % of the total share capftal of the company)

 

 

 

 

b) Non encumbered

 

 

 

 

- Number of shares

70,114,502

70,114,502

70,114,502

 

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

33.87%

33.87%

33.87%

 

- Percentage of shares (as a % of the total share capital of the company)

20.92%

20.92%

20.92%

B

Investor Complaints

 

 

 

 

Pending at the beginning of the quarter

--

 

 

 

Received during the quarter

1

 

 

 

Disposed of during the quarter

1

 

 

 

Remaining unresolved at the end of the quarter

--

 

 

 

 

 

1. The Company has incurred significant losses in the current quarter and in the nine months ended 31 December 2012 as well as in the year ended 31 March 2012. The accumulated losses have resulted in substantial erosion of its net worth. The Solar industry and the Company have undergone turmoil owing to significant downturn in the global market. As a consequence, the Company has been unable to utilize its capacity as the cost of production of solar cells continues to be higher than the prevailing market prices. Considering the difficulties the Company has faced during the past one year, it has had its debt restructured in the previous year ended 31 March 2012

 

On the basis of audited financial statements for the year ended 31 March 2012 that was adopted in the Annual General Meeting held on 29 September 2012, it was observed that the accumulated losses as at 31 March 2012 have resulted in the erosion of more than 50% of its peak networth during immediately preceding four financial years. Consequently, an Extra Ordinary General Meeting had been called on 21 November 2012, for seeking necessary approva from the shareholders, to report the matter to the Board for Industrial and Financial Reconstruction ('BIFR') of the fact relating to erosion of networth. The report to Board for Industrial and Financial Reconstruction has been made on 22 November 2012.

 

Under the debt restructuring package, additional credit facilities were sanctioned and the Company has been able to obtain unsecured loans from parties as part of promoter contribution stipulated under the terms of Debt restructuring. The Company has also been able to seek deferral for some of its liabilities arising out of capital expansion. The management believes that it is appropriate to prepare the financial statements on the going concern assumption and accordingly, these results do not include any adjustments that might result from the outcome of uncertainties more fully explained in Note 2 below.

 

2. The continuing mismatch between cost and selling prices resulted in very low capacity utilisation, amounting to virtual stoppage of plant from September 2011, which severely impacted the cash flow position of the Company that prompted the filing of a restructuring package with the Corporate Debt Restructuring Cell. In connection therewith, the Company prepared Cash Flow projections after taking into account the business realities and such cash flows were incorporated in the CDR package which was approved by the consortium of banks in March 2012.

 

Management believes that the sector requires significant government support and policy intervention to achieve viability of the sector. A few such policy initiatives under active discussion which will have a positive impact, the outcome of which is awaited at this point in time relate to:

 

The imposition of Anti Dumping Duty on goods from China, Taiwan, Malaysia and USA as per the petition filed by The Solar Manufacturers Association of India on 18th January 2012 which has been accepted for initiation of investigation; continuance and increasing the scope of Local Content Requirement ['LCR'] for the PV cells in Phase II of National Solar Mission [2013 to 2017]; mandating domestic content for thin film; commitment of the government to the National Solar Mission and State Solar Missions; and method of incentivising solar projects either through 'Viability Gap funding' or 'Generation Based Incentive'.

 

 

Anticipating significant policy initiatives, the industry has shown some signs of recovery and the Company is currently expanding its capacity. However, the actual net cash inflows are substantially lower than the projections incorporated in the CDR package. Management has formulated plans to increase its focus on the domestic market to increase profitability and to utilise its capacity to the optimum as a long term strategy. As a result of the significant uncertainties and possible changes in the business dynamics mentioned above, the outcome of which, including consequential impact on the Company's cash flows, will be known only in the ensuing periods, the cash flows that were prepared by management and as approved by the CDR cell have been considered for impairment assessment. The analysis based on aforesaid cash flow projections does not indicate impairment as at 31 December 2012.

 

3. As more fully explained in Note 1 and 2 above, due to the circumstances that resulted in the Company incurring significant cash and operating losses during the year ended 31 March 2012, the Company requested the Lenders for debt restructuring and the request was referred to the Corporate Debt Restructuring Forum, (hereinafter referred to as the "CDR CELL"). Pursuant thereto, the CDR Empowered Group approved a restructuring package in terms of which the Existing Financial Assistance was restructured and certain additional financial assistance was sanctioned per the Letter of Approval dated 7 March 2012. The Company had accordingly given effect to the CDR scheme w.e.f. from 1 July 2011, in the financial statements for the year ended 31 March 2012. However one of the banks of the consortium group i.e. Indian Bank had not agreed to the CDR package and had not signed the Master Restructuring Agreement (MRA). The MRA was signed by the concerned bank on 5 July 2012.

 

Under the debt restructuring package, the term loans that existed were restructured whereby the term for repayment has been extended till 31 March 2021, interest rates were reduced to 10.75% per annum. The irregularity that existed in the working capital facilities was carved out and converted into working capital term loan with the repayment commencing from 31 December 2013. In addition the interest on such facilities w.e.f 1 July 2011 till 30 June 2013 shall be funded by way of Funded Interest Term loan which is repayable from 31 December 2013. Further, the Company had obtained additional funding for expansion of its existing manufacturing facility. Further, in the quarter ended 30 June 2012, appropriate adjustments based on reconciliations had been carried out in relation to borrowings from Indian Bank taking the effect of the MRA wherein the excess of interest charged in the period 1 July 2011 to 31 October 2011 amounting to Rs. 93.82 lakhs has been credited/ received from Indian Bank, the effect of which had been disclosed as an exceptional item.

 

In accordance with the CDR scheme the consortium of lenders had waived the obligation of the Company to pay any liquidated damages, default or penal interest / interest/further interest charged by the Lenders in excess of the concessional rates approved under CDR package. The effect of such waiver was given in the quarter ended 31 March 2012 and the consequential benefit thereof was included as an exceptional item in that quarter. As a consequence, the results for the quarter and the nine months ended 31 December 2011 had not incorporated the effect of the interest credit received. Management has accordingly, given the effect of the interest credit received amounting to Rs. 656.36 lakhs for the quarter and Rs. 1,165.89 for nine months ended 31 December 2011 in 'Finance cost' by restating the figures for the respective periods. The effect of the adjustments and the impact thereof on the respective periods (as published earlier) is detailed below:

Rs. In Millions

Particulars

Published

Restated

 

 

Quarter ended

Nine months ended

Quarter ended

Nine months ended

 

 

Un-audited

Un-audited

Un-audited

Un-audited

 

 

31.12.2011

31.12.2011

31.12.2011

31.12.2011

Finance cost

200.006

563.773

134.370

447.184

Loss after taxes

419.379

1886.254

353.743

1769.665

Earnings per share - Basic

(1.25)

(5.63)

(1.06)

(5.28)

Earnings per share - Diluted

(1.25)

(5.63)

(1.06)

(5.28)

 

 

4. Prior period adjustments:

The result for the quarter and nine months ended 31 December 2011 includes prior period items of Rs. 92.426 Millions and Rs. 95.542 Millions respectively included in other operating income. The same represents income recognised on account of duty credit scrip equivalent to 2% of FOB value of exports (including sales made SEZ units) for the period 27 August 2009 to 30 September 2011 and August 2009 to 31 March 2011 respectively.

 

The result for the year ended 31 March 2012 included prior period income relating to export benefits for the period 27 August 2009 to 31 March 2011 amounting to Rs.99.978 Millions.

 

The annual financial results for the year ended 31 March 2012 included prior period relating to Commission expense (included in other expense) incurred for the period 1 May 2010 till 31 March 2011 amounting to Rs.116.393 Millions.

 

5. The Company has incurred expenses in foreign currency (including amortisation of imported machinery) amounting to Rs. 9618.222 Millions till 31 December 2012. Such machinery and raw material have been imported without payment of customs duty, being an Export Oriented Unit, on the basis of an undertaking given to customs authorities that the Company shall be able to earn a net positive Net Foreign Exchange within ten years from the commencement of its operation. At current quarter end (i.e. after three years of commencement of its operations), the Company's earnings is a negative Net Foreign Exchange Earnings of Rs.2032.155 Millions. Management is confident that they would be able to achieve a positive net foreign exchange during the unexpired period.

 

6. In view of the absence of virtual certainty of realisation of carry forward tax losses/ unabsorbed depreciation in the foreseeable future, deferred tax assets has been recognised to the extent of deferred tax liability.

 

7. The Company has only one single primary business segment viz manufacture and sale of Photovoltaic Solar cells. Therefore, the disclosure requirements of Accounting Standard - 17 "Segment Reporting" prescribed by Companies (Accounting Standard) Rules, 2006 are not applicable.

 

8. IPO proceeds amounting to Rs.1558.055 Millions is paid for acquisition of machineries for Line C, Rs.1437.656 Millions have been utilised towards repayment of loans from banks/ use for the operations of the Company and Rs. 335.824 Millions has been used for meeting IPO expenses. This is in accordance with the manner the IPO proceeds could have been utilised as specified in the prospectus. The balance of the IPO proceeds amounting to Rs. 238.465 Millions pending utilisation, has been invested in interest bearing liquid instruments and bank deposits.

 

9. The above results were reviewed by the Audit Committee and approved by the Board of Directors at their meeting held on 13 February 2013. The statutory auditors of the Company have carried out a Limited Review of the financial results for the quarter and nine months ended 31 December 2012 and have issued a qualified report with respect of the following matters: Treatment of demurrage charges amounting to Rs.154.327 Millions; Inventory valuation not being in accordance with requirements of AS 2 "Valuation of inventories" and uncertainity relating to whether there exists an impairment as at 31 December 2012 for reasons explained in para 2 above. The same has been filed with the stock exchange and is available on the website of the Company.


CMT REPORT (Corruption, Money Laundering & Terrorism]

 

The Public Notice information has been collected from various sources including but not limited to: The Courts, India Prisons Service, Interpol, etc.

 

1]         INFORMATION ON DESIGNATED PARTY

No exist designating subject or any of its beneficial owners, controlling shareholders or senior officers as terrorist or terrorist organization or whom notice had been received that all financial transactions involving their assets have been blocked or convicted, found guilty or against whom a judgement or order had been entered in a proceedings for violating money-laundering, anti-corruption or bribery or international economic or anti-terrorism sanction laws or whose assets were seized, blocked, frozen or ordered forfeited for violation of money laundering or international anti-terrorism laws.

 

2]         Court Declaration :

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

 

3]         Asset Declaration :

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

 

4]         Record on Financial Crime :

            Charges or conviction registered against subject:                                                              None

 

5]         Records on Violation of Anti-Corruption Laws :

            Charges or investigation registered against subject:                                                          None

 

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

            Charges or investigation registered against subject:                                                          None

 

7]         Criminal Records

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

 

8]         Affiliation with Government :

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

 

9]         Compensation Package :

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

 

10]        Press Report :

            No press reports / filings exists on the subject.

 


 

CORPORATE GOVERNANCE

 

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

 

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

 

 

CONTRAVENTION

 

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

 

 

FOREIGN EXCHANGE RATES

 

Currency

Unit

Indian Rupees

US Dollar

1

Rs.54.16

UK Pound

1

Rs.81.74

Euro

1

Rs.70.50

 

 

INFORMATION DETAILS

 

Report Prepared by :

NTH

 


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

2

PAID-UP CAPITAL

1~10

4

OPERATING SCALE

1~10

3

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

2

--PROFITABILIRY

1~10

--

--LIQUIDITY

1~10

1

--LEVERAGE

1~10

1

--RESERVES

1~10

--

--CREDIT LINES

1~10

2

--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

NO

--LISTED

YES/NO

YES

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

15

 

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.