MIRA INFORM REPORT

Report Date :

23.12.2014

IDENTIFICATION DETAILS

Name :	GUJARAT SIDHEE CEMENT LIMITED
Registered Office :	“Sidheegram”, Off Veraval-Kodinar Highway, District Junagadh – 362 276, Gujarat
Country :	India
Financials (as on) :	31.03.2014
Date of Incorporation :	29.03.1973
Com. Reg. No.:	04-002245
Capital Investment / Paid-up Capital :	Rs.362.069 Millions
CIN No.: [Company Identification No.]	L26940GJ1973PLC002245
TAN No.: [Tax Deduction & Collection Account No.]	Not Available
PAN No.: [Permanent Account No.]	Not Available
Legal Form :	Public Limited Liability Company. The Company’s Shares are Listed on the Stock Exchanges.
Line of Business :	Subject is engaged in the business of manufacturing and selling of cement and clinker.
No. of Employees :	Information declined by the management.

RATING & COMMENTS

MIRA’s Rating :

B (32)

RATING		STATUS	PROPOSED CREDIT LINE
26-40	B	Capability to overcome financial difficulties seems comparatively below average.	Small

Status :	Moderate
Payment Behaviour :	Slow but correct
Litigation :	Exist
Comments :	Subject is an established company having moderate track record. The rating is constrained on account of company’s moderate financial risk profile and loss that company has incurred from its operational activities during financial year 2014. However, trade relations are fair. Business is active. Payment terms are slow but correct. The company can be considered for business dealing with some cautions.

NOTES :

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

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 31-03-2014.

INFORMATION DECLINED BY

Name :	Mr. V R Mahonot
Designation :	Head of Accounts
Contact No.:	91-22-66365490
Date :	20.12.2014

LOCATIONS

Registered Office/ Factory :	“Sidheegram”, Off Veraval-Kodinar Highway, District Junagadh – 362 276, Gujarat, India
Tel. No.:	91-2876-268200/ 308200/ 286530-34
Mobile No.:	91-9408707836 (Mr. A.R. Joshi)
Fax No.:	91-2876-286540
E-Mail :	sidhee-mum@mehtagroup.com customercare@mehtagroup.com
Website :	www.mehtagroup.com http://www.hathi-sidheecements.com
Corporate Office :	N. K. Mehta International House, 2^nd Floor, 178, Backbay Reclamation, Mumbai – 400 020, Maharashtra, India
Tel. No.:	91-22-66365444
Marketing Office 1 :	801-802, 'Prasham',  Near Dharam Cinema, Kasturba Road, Rajkot – 360 001, Gujarat, India
Tel. No.:	91-281-2458048/ 2453811
Fax No.:	91-281-2454584
Marketing Office :	Also located at: · Mumbai · Ahmedabad · Junagadh · Bhavnagar · Vadodara · Surat

DIRECTORS

AS ON 31.05.2015

Name :	Mr. M. N. Mehta
Designation :	Chairman
Name :	Mr. Jay M. Mehta
Designation :	Executive Vice Chairman
Name :	Mr. Sanat M. Mehta
Designation :	Nominee of The Mehta International Limited
Name :	Mr. A. B. Shah
Designation :	Nominee of GIIC Limited
Name :	Mr. M. S. Gilotra
Designation :	Managing Director
Name :	Mr. S. V. S. Raghavan
Designation :	Director
Name :	Mr. P. K. Behl
Designation :	Director
Name :	Mr. M. L. Tandon
Designation :	Director
Name :	Mr. Bimal Thakkar
Designation :	Director
Name :	Mr. Hemnabh Khatau
Designation :	Director
Name :	Dr. (Ms.) Kala S. Pant
Designation :	Director
Name :	Mr. Venkatesh Mysore
Designation :	Director
Name :	Ms. Juhi Chawla
Designation :	Director
Name :	Mr. M. N. Rao
Designation :	Director
Name :	Mr. K. N. Bhandari
Designation :	Director
Name :	Mrs. Bhagyam Ramani
Designation :	Director

KEY EXECUTIVES

Name :	Mrs. Anupama Pai
Designation :	Vice President (Legal) & Company Secretary
Name :	Mr. V R Mahonot
Designation :	Head of Accounts

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 30.09.2014

Category of Shareholder	Total No. of Shares	Total Shareholding as a % of Total No. of Shares
(A) Shareholding of Promoter and Promoter Group
(1) Indian
Individuals / Hindu Undivided Family	1152600	2.80
Central Government / State Government(s)	7052697	17.14
Bodies Corporate	8757027	21.28
Sub Total	16962324	41.22
(2) Foreign
Bodies Corporate	102750	0.25
Sub Total	102750	0.25
Total shareholding of Promoter and Promoter Group (A)	17065074	41.47
(B) Public Shareholding
(1) Institutions
Mutual Funds / UTI	31256	0.08
Financial Institutions / Banks	750177	1.82
Foreign Institutional Investors	23175	0.06
Any Others (Specify)	0	0.00
Sub Total	804608	1.96
(2) Non-Institutions
Bodies Corporate	3522512	8.56
Individuals
Individual shareholders holding nominal share capital up to Rs. 0.100 Million	13455904	32.70
Individual shareholders holding nominal share capital in excess of Rs. 0.100 Million	5224376	12.69
Any Others (Specify)	1081378	2.63
Clearing Members	514095	1.25
Non Resident Indians	557180	1.35
Overseas Corporate Bodies	8550	0.02
Office Bearer	1178	0.00
Trusts	375	0.00
Sub Total	23284170	56.58
Total Public shareholding (B)	24088778	58.53
Total (A)+(B)	41153852	100.00
(C) Shares held by Custodians and against which Depository Receipts have been issued
(1) Promoter and Promoter Group	0	0.00
(2) Public	0	0.00
Sub Total	0	0.00
Total (A)+(B)+(C)	41153852	100.00

Shareholding of securities (including shares, warrants, convertible securities) of persons belonging to the category Promoter and Promoter Group

No.	Name of the Shareholder	Details of Shares held		Encumbered shares (*)			Total shares (including underlying shares assuming full conversion of warrants and convertible securities) as a % of diluted share capital
		No. of Shares held	As a % of grand total (A)+(B)+(C)	No	As a percentage	As a % of grand total (A)+(B)+(C) of sub-clause (I)(a)
1	Sumraj Holding Private Limited	2,03,779	0.50	0	0.00	0.00	0.50
2	Sumraj Holding Private Limited	3,53,850	0.86	0	0.00	0.00	0.86
3	Sunnidhi Trading Private Limited	8,75,000	2.13	0	0.00	0.00	2.13
4	Ria Holdings Limited	7,42,500	1.80	325000	43.77	0.79	1.80
5	Prachit Holdings Limited	7,42,500	1.80	325000	43.77	0.79	1.80
6	Pranay Holdings Limited	7,40,000	1.80	325000	43.92	0.79	1.80
7	Sameta Exports Private Limited	275	0.00	0	0.00	0.00	0.00
8	Sameta Exports Private Limited	475	0.00	0	0.00	0.00	0.00
9	Shree Anandeya Investments Private Limited	36,486	0.09	36486	100.00	0.09	0.09
10	Reeti Investments Limited	60,912	0.15	60912	100.00	0.15	0.15
11	Gujarat Industrial Investments Corporation Ltd	70,52,697	17.14	0	0.00	0.00	17.14
12	J Chawla Mehta	11,52,600	2.80	0	0.00	0.00	2.80
13	Pallor Trading Company Private Limited	1,250	0.00	0	0.00	0.00	0.00
14	Treasurers Trading Limited	1,01,750	0.25	0	0.00	0.00	0.25
15	Arj Investment Limited	1,000	0.00	0	0.00	0.00	0.00
16	Bhadra Consultancy Private Limited	50,00,000	12.15	0	0.00	0.00	12.15
	Total	1,70,65,074	41.47	1072398	6.28	2.61	41.47

Shareholding of securities (including shares, warrants, convertible securities) of persons belonging to the category Public and holding more than 1% of the total number of shares

No.	Name of the Shareholder	No. of Shares held	Shares as % of Total No. of Shares
1	State Bank of India Stressed Assets Management	723077	1.76
	Total	723077	1.76

BUSINESS DETAILS

Line of Business :

Subject is engaged in the business of manufacturing and selling of cement and clinker.

Products :

ITC Code No.	Product Description
25232901	Ordinary Portland Cement
25231000	Clinker

Brand Names :

“SIDHEE”

Agencies Held :

Not Divulged

Exports :

Not Divulged

Imports :

Not Divulged

Terms :

Not Divulged

PRODUCTION STATUS : NOT AVAILABLE

GENERAL INFORMATION

Supplier :

Not Divulged

Customers :

• Patel Infrastructure Limited
• Simplex Infrastructure Limited
• AFCONS Infrastructure Limited
• Gammon India Limited
• Sarjan Construction Company    
• Adani Port Nirma Limited
• Backone Enterprises Limited
• Limak Soma JV Utilities   
• IVRCL      
• Sardar Sarovar Project   
• UP State Bridge Corporation Limited
• Sadbhav Engineers Limited
• Reliance Industries Limited
• Essar Oil Limited
• Gujarat Heavy Chemicals Limited
• IFFCO Limited
• Nirma Limited
• Indian Rayon

No. of Employees :

Information declined by the management.

Bankers :

• State Bank of India
• State Bank of Bikaner and Jaipur
• Union Bank of India
• HDFC Bank Limited, HDFC Bank House, Senapati Bapat Marg, Lower Parel (West), Mumbai – 400 013, Maharashtra, India
• Yes Bank Limited

Facilities :

Secured Loans	31.03.2014 (Rs. in Millions)	31.03.2013 (Rs. in Millions)
LONG-TERM BORROWINGS
Term loans
- From Banks	0.518	2.616
- From Other Parties	5.475	10.224
SHORT-TERM BORROWINGS
Loans repayable on demand
- From Banks	193.158	2.500
Total	199.151	15.340

Notes:

LONG-TERM BORROWINGS

Term loans from HDFC Bank Limited, Yes Bank Limited and NBFCs in respect of finance availed for purchase of vehicles are secured by hypothecation of vehicles financed by them. The Loans are repayable in monthly equated instalments over 3 to 5 years.

SHORT-TERM BORROWINGS

The overdraft from bank is secured against pledge of FDRs of Rs. 321.208 Millions (previous year Rs.322.771millions) and repayable on demand.

Banking Relations :	--
Auditors :
Name :	Manubhai and Company Chartered Accountant
Address :	Ahmedabad, Gujarat, India
Promoter companies together with its subsidiaries and associate companies holding more than 20% of the Equity Capital :	Ria Holdings Limited* Pranay Holdings Limited * Reeti Investments Limited * Prachit Holdings Limited * Sumaraj Holdings Private Limited Sunnidhi Trading Private Limited Shree Anandeya Investment Private Limited Sameta Export Private Limited Pallor Trading Company Private Limited The Arj Investments Limited Treasurer's Trading Limited Gujarat Industrial Investment Corporation Limited Industrial Construction Limited (holding company of Sr. No. 9) Samja Maurtius Limited (holding company of Sr. No. 10) Bhadra Consultancy Private Limited *10,35,912 shares held as security by a bank in bank's name for financial assistance granted.
Subsidiary Company:	Villa Trading Company Private Limited
Name of a company in which policies are controlled by common key management personnel:	Saurashtra Cement Limited

CAPITAL STRUCTURE

AS ON 18.09.2014

Authorised Capital: Rs.5000.000 millions

Paid-up Capital: Rs.411.539 millions

AS ON 31.03.2014

Authorised Capital:

No. of Shares	Type	Value	Amount
500000000	Equity Shares	Rs.10/- each	Rs.5000.000 Millions

Issued Capital:

No. of Shares	Type	Value	Amount
144816075	Equity Shares	Rs.10/- each	Rs.1448.161 Millions

Subscribed Capital:

No. of Shares	Type	Value	Amount
36203932	Equity Shares	Rs.10/- each	Rs.362.039 Millions

Paid-up Capital:

No. of Shares	Type	Value	Amount
36153852	Equity Shares	Rs.10/- each	Rs.361.539 Millions
Add:	Forfeited Shares		Rs.0.530 Million
	Total		Rs.362.069 Millions

Notes:

Rights, preferences and restrictions:

(i) The Company has only one class of equity shares referred to as Equity shares having a par value of Rs.10. Each holder of equity share is entitled to one vote per share.

(ii) Dividends, if any, is declared and paid in Indian Rupees. The dividend, if any, proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

(iii) In the event of liquidation of the company, the holders of equity shares will be entitled to receive any of the remaining assets of the company, after distribution of all preferential amounts. However, no such preferential amounts exist currently. The distribution will be in proportion to the number of equity shares held by the shareholders.

Details of shares in the company held by each shareholder holding more than 5 percent shares:

S. No.	Name of the Shareholder	No. of shares	% of shareholding
1	The Arj Investment Limited	4557379	12.61
2	Gujarat Industrial Investment Corporation Limited	2063174	5.71

Reconciliation of Paid up Share Capital:

Particulars	Amount (Rs. in millions)
Opening Balance	1446.154
Less : Reduction in Share Capital in terms of BIFR's order*	1084.615
Closing Balance	361.539

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS	31.03.2014	31.03.2013	31.03.2012
I. EQUITY AND LIABILITIES
(1) Shareholders' Funds
(a) Share Capital	362.069	362.069	1446.684
(b) Reserves & Surplus	1028.443	1055.681	(389.753)
(c) Money received against share warrants	0.000	0.000	0.000
(2) Share Application money pending allotment	50.000	0.000	0.000
Total Shareholders’ Funds (1) + (2)	1440.512	1417.750	1056.931
(3) Non-Current Liabilities
(a) Long-term borrowings	5.993	12.840	26.601
(b) Deferred tax liabilities (Net)	69.890	38.578	0.000
(c) Other long term liabilities	50.381	49.915	48.507
(d) Long-term provisions	202.322	198.675	159.787
Total Non-current Liabilities (3)	328.586	300.008	234.895
(4) Current Liabilities
(a) Short term borrowings	193.158	2.500	38.991
(b) Trade payables	734.198	720.845	739.529
(c) Other current liabilities	271.196	262.200	276.222
(d) Short-term provisions	14.039	90.057	14.205
Total Current Liabilities (4)	1212.591	1075.602	1068.947
TOTAL	2981.689	2793.360	2360.773
II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	1201.054	786.654	784.515
(ii) Intangible Assets	4.974	3.434	0.000
(iii) Capital work-in-progress	25.538	105.361	7.703
(b) Non-current Investments	78.288	0.010	0.014
(c) Deferred tax assets (net)	0.000	0.000	130.337
(d) Long-term Loan and Advances	266.211	255.882	106.804
(e) Other Non-current assets	59.855	30.965	56.900
Total Non-Current Assets	1635.920	1182.306	1086.273
(2) Current assets
(a) Current investments	0.006	0.006	0.000
(b) Inventories	579.773	665.080	555.679
(c) Trade receivables	167.248	161.117	160.478
(d) Cash and cash equivalents	409.418	587.685	313.107
(e) Short-term loans and advances	173.927	170.018	237.465
(f) Other current assets	15.397	27.148	7.771
Total Current Assets	1345.769	1611.054	1274.500
TOTAL	2981.689	2793.360	2360.773

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2014	31.03.2013	31.03.2012
	SALES
		Revenue from Operations	4097.492	4457.112	4389.571
		Other Income	81.700	75.723	49.626
		TOTAL (A)	4179.192	4532.835	4439.197
Less	EXPENSES
		Cost of material consumed	507.449	532.724	552.937
		Changes in inventories of finished goods work-in progress and stock-in-trade	53.778	(19.029)	(3.172)
		Employee benefits expenses	268.076	229.199	208.071
		Other expenses	3239.233	3214.756	3474.429
		Exceptional items	0.000	(85.733)	0.000
		TOTAL (B)	4068.536	3871.917	4232.265
Less	PROFIT / (LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		110.656	660.918	206.932
Less	FINANCIAL EXPENSES (D)		29.953	17.164	28.611
	PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		80.703	643.754	178.321
Less/ Add	DEPRECIATION/ AMORTISATION (F)		76.629	65.276	61.385
	PROFIT / (LOSS) BEFORE TAX (E-F) (G)		4.074	578.478	116.936
Less	TAX (H)		31.312	175.362	61.777
	PROFIT / (LOSS) AFTER TAX (G-H) (I)		(27.238)	403.116	55.159
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		360.820	(392.450)	(447.609)
Add	Adjustment against Share Capital		--	392.450	--
Less	APPROPRIATIONS
		Proposed Dividend	---	36.150	--
		Tax on Proposed Dividend	--	6.150	--
	BALANCE CARRIED TO THE B/S		333.580	360.820	(392.450)
	EARNINGS IN FOREIGN CURRENCY
		Export of goods calculated on F.O.B. basis	6.783	14.653	29.109
	TOTAL EARNINGS		6.783	14.653	29.109
	IMPORTS
		Components and spare parts	45.003	41.189	31.922
		Capital Goods	96.357	13.151	5.769
	TOTAL IMPORTS		141.360	54.340	37.691
	Earnings / (Loss) Per Share (Rs.)		(0.75)	11.15	1.53

KEY RATIOS

PARTICULARS		31.03.2014	31.03.2013	31.03.2012
Net Profit Margin (PAT / Sales)	(%)	(0.66)	9.04	1.26
Operating Profit Margin (PBIDT/Sales)	(%)	2.70	14.83	4.71
Return on Total Assets (PBT/Total Assets}	(%)	0.14	28.88	6.07
Return on Investment (ROI) (PBT/Networth)		0.00	0.41	0.11
Debt Equity Ratio (Total Debt/Networth)		0.14	0.01	0.06
Current Ratio (Current Asset/Current Liability)		1.11	1.49	1.19

FINANCIAL ANALYSIS

[all figures are in Rupees Millions]

DEBT EQUITY RATIO

Particular	31.03.2012	31.03.2013	31.03.2014
	(Rs. In Millions)	(Rs. In Millions)	(Rs. In Millions)
Share Capital	1446.684	362.069	362.069
Reserves & Surplus	(389.753)	1055.681	1028.443
Share Application money pending allotment	0.000	0.000	50.000
Net worth	1056.931	1417.750	1440.512
long-term borrowings	26.601	12.840	5.993
Short term borrowings	38.991	2.500	193.158
Total borrowings	65.592	15.340	199.151
Debt/Equity ratio	0.062	0.011	0.138

YEAR-ON-YEAR GROWTH

Year on Year Growth	31.03.2012	31.03.2013	31.03.2014
	(Rs. In Millions)	(Rs. In Millions)	(Rs. In Millions)
Sales	4389.571	4457.112	4097.492
		1.539	(8.068)

NET PROFIT MARGIN

Net Profit Margin	31.03.2012	31.03.2013	31.03.2014
	(Rs. In Millions)	(Rs. In Millions)	(Rs. In Millions)
Sales	4389.571	4457.112	4097.492
Profit	55.159	403.116	(27.238)
	1.26%	9.04%	(0.66%)

LOCAL AGENCY FURTHER INFORMATION

DETAILS OF CURRENT MATURITIES OF LONG-TERM DEBT:

Particulars	31.03.2014 (Rs. in millions)	31.03.2013 (Rs. in millions)	31.03.2012 (Rs. in millions)
Current maturities of long-term debt
(i) Financial Institutions	0.000	1.159	1.159
(ii) Banks - Book Overdraft	2.785	7.367	11.572
(iii) Others	4.749	6.395	6.467

Sr. No.	Check List by Info Agents	Available in Report (Yes / No)
1]	Year of Establishment	Yes
2]	Locality of the firm	Yes
3]	Constitutions of the firm	Yes
4]	Premises details	No
5]	Type of Business	Yes
6]	Line of Business	Yes
7]	Promoter's background	No
8]	No. of employees	No
9]	Name of person contacted	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	Yes
19]	Payments terms	No
20]	Export / Import details (if applicable)	No
21]	Market information	-----
22]	Litigations that the firm / promoter involved in	Yes
23]	Banking Details	Yes
24]	Banking facility details	Yes
25]	Conduct of the banking account	-----
26]	Buyer visit details	-----
27]	Financials, if provided	Yes
28]	Incorporation details, if applicable	Yes
29]	Last accounts filed at ROC	Yes
30]	Major Shareholders, if available	Yes
31]	Date of Birth of Proprietor/Partner/Director, if available	No
32]	PAN of Proprietor/Partner/Director, if available	No
33]	Voter ID No of Proprietor/Partner/Director, if available	No
34]	External Agency Rating, if available	No

LITIGATION DETAILS:

HIGH COURT OF GUJARAT

TAX APPEAL No. 128 of 2012

Status : PENDING

CCIN No : 001092201200128

Last Listing Date:

16/04/2013

Coram

· HONOURABLE MR.JUSTICE AKIL KURESHI · HONOURABLE MS JUSTICE SONIA GOKANI

·

S.NO.	Name of the Petitioner	Advocate On Record
1	COMMISSIONER OF INCOME TAX-III	MR PRANAV G DESAI for: Appellant(s) 1

S.NO.	Name of the Respondant	Advocate On Record
1	GUJARAT SIDHEE CEMENT LIMITED	NOTICE SERVED for :Opponent(s) 1 RULE NOT RECD BACK for :Opponent(s) 1

Presented On	: 17/02/2012	Registered On	: 22/02/2012
Bench Category	: DIVISION BENCH	District	: RAJKOT
Case Originated From	: THROUGH ADVOCATE	Listed	: 5 times
StageName	: FOR FINAL HEARING

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Office Objection

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Classification	DB - OJ - TAX APPEAL - INCOME TAX ACT, 1961 - APPEAL TO HIGH COURT - U/S 260 OF IT ACT - LONG TERM CAPITAL GAIN - U/S 54EA
Act	INCOME-TAX ACT, 1961

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LowerCourt Details

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FIR Details

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Other Forums

S.No.	CASEDETAILS	TRIBUNAL REFERRENCE	ORDER PASSED BY	JUDGEMENT DATE	PLACE
1	ITA 1156/RJT/2010	INCOME TAX APPELLATE TRIBUNAL, RAJKOT BENCH, RAJKOT	JUDICIAL MEMBER & ACCOUNTANT MEMBER	30/09/2011	RAJKOT
Detention Details

Office Details

S. No.	Filing Date	Document Name	Advocate Name	Court Fee on Document	Document Details
1	17/02/2012	CERTIFIED COPY	MR PRANAV G DESAI ADVOCATE for PETITIONER(s) 1	8	MR PRANAV G DESAI:1
2	17/02/2012	MEMO OF APPEAL/PETITION/SUIT	MR PRANAV G DESAI ADVOCATE for PETITIONER(s) 1	20	MR PRANAV G DESAI:1
Linked Matters

Court Proceedings

S. No.	Notified Date	Court Code	Board Sr. No.	Stage	Action	Coram
1	26/11/2012	9	14	ADJOURNED MATTERS	DISMISSED @ ADM.STAGE	· HONOURABLE MR.JUSTICE AKIL KURESHI · HONOURABLE MS JUSTICE SONIA GOKANI
2	04/04/2013	7	46	ADJOURNED MATTERS	NEXT DATE	· HONOURABLE MR.JUSTICE AKIL KURESHI · HONOURABLE MS JUSTICE SONIA GOKANI
3	09/04/2013	7	27	ADJOURNED MATTERS	NEXT DATE	· HONOURABLE MR.JUSTICE AKIL KURESHI · HONOURABLE MS JUSTICE SONIA GOKANI
4	16/04/2013	7	32	ADJOURNED MATTERS	RULE/ADMIT	· HONOURABLE MR.JUSTICE AKIL KURESHI · HONOURABLE MS JUSTICE SONIA GOKANI
Available Orders

S. No.	Case Details	Judge Name	Order Date	CAV	Judgement	Questions	Transferred
1	TAX APPEAL/128/2012	· HONOURABLE MR.JUSTICE AKIL KURESHI · HONOURABLE MS JUSTICE SONIA GOKANI	26/11/2012	N	ORDER	-	Y
2	TAX APPEAL/128/2012	· HONOURABLE MR.JUSTICE AKIL KURESHI · HONOURABLE MS JUSTICE SONIA GOKANI	16/04/2013	N	ORDER	-	Y
Tagged Order

Certified Copy

S. No.	Applicant Name	Application Type	Application Date	UOL Number	Order Date	Notify Date	Delivery Date	Status	Nature Of Document
1	MR PRANAV G DESAI	ORDINARY	30/11/2012	O/39315/2012	26/11/2012	01/12/2012	03/12/2012	Delivered	ORDER
Stake Holders

INDEX OF CHARGES:

S. No.	Charge ID	Date of Charge Creation/Modification	Charge amount secured	Charge Holder	Address	Service Request Number (SRN)
1	10340668	29/02/2012	68,600,000.00	HDFC BANK LIMITED	HDFC BANK HOUSE, SENAPATI BAPAT MARG, LOWER PAREL (WEST), MUMBAI – 400 013, MAHARASHTRA, INDIA	B34364125
2	10329316	09/01/2012	3,260,000.00	HDFC BANK LIMITED	HDFC BANK HOUSE, SENAPATI BAPAT MARG, LOWER PAREL (WEST), MUMBAI – 400 013, MAHARASHTRA, INDIA	B29739240
3	80046655	15/09/1989 *	1,400,000.00	THE NEW INDIA ASSURANCE COMPANY LIMITED	NEW INDIA ASSURANCE BUILDING, 87, M.G. ROAD, MUMBAI – 400 023, MAHARASHTRA, INDIA	-
4	80046658	15/09/1989 *	1,400,000.00	UNITED INDIA INSURANCE COMPANY LIMITED	24, WHITES ROAD, CHANNAI, TAMILNADU - 600014, INDIA	-
5	80047603	29/08/2008 *	1,000,000.00	THE ORIENTAL INSURANCE COMPANY LIMITED	ORIENTAL HOUSE, ASAF ALI ROAD, P.B. NO.7037, NEW DELHI – 110 002, INDIA	A45566288

* Date of charge modification

THE YEAR:

The slowdown in the economy resulted in static growth rate for the eight core industries (including cement, steel, fertilizer, oil, gas etc.), which remained at around 3 percent during April 2013 to March 2014 similar to the previous year. The cumulative growth rate in cement production was also on the lower side at around 3 percent compared to around 6 percent in the previous year.

Cement consumption in Gujarat, their main market declined by 6 percent over the previous year, which is all time low in the last six years. The regular increase in diesel price, amounting to around 16 percent during the year, resulted in higher cost of manufacturing as well as cost of delivery for cement.

The decline in the consumption in their markets and the higher capacities of cement in their region resulted in surplus availability of cement. This factor, coupled with the highly fragmented markets, resulted in fluctuating cement prices and a significant drop in profits. The availability of raw materials and the good industrial environment in the State of Gujarat is likely to result in continued over supply in the State. The infrastructural constraints in rail and ports adversely affect the economic transportation of cement to distant markets. Energy cost escalations, restrictions imposed in the energy exchange under Open Access, increased cost of transportation and high incidence of taxes will continue to challenge the Industry.

PERFORMANCE REVIEW

PRODUCTION AND SALES

The production of clinker for the year ended March 2014 was 1.17 million tonnes, which was 101 percent of the rated capacity of the plant and is also more than clinker production of 1.15 million tonnes for the year ended March 2013. In order to improve the ambient air quality, new bag house was installed at a substantial cost with an extended annual shutdown.

The cement production for the year ended March 2014 is 1.16 million tonnes, which was lower than the cement production of 1.25 million tonnes for the year ended March 2013. The lower cement production was commensurate with cement sales and in order to compensate the lower cement sales, clinker was sold in the local and export markets and the overall (clinker + cement) sales of 1.27 million tonnes which was more than the overall sales of the previous year ended March 2013.

The procurement of power from the energy exchange under open access has helped the Company in maintaining the energy cost to some extent. The energy efficiency of the plant was adversely affected due to change in the quality of the limestones.

The lower cement consumption in Gujarat, higher raw material and freight cost, lower energy efficiency and the extended shutdown for installation of new bag house with substantial capex resulted in lower profitability.

EXPORTS

The export of cement and clinker for the year ended March 2014 was 0.14 million tonnes as compared to 0.1 million tonnes in the previous year. Due to large surplus in their domestic markets, the exports continued to be a significant part of their revenues.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

INDUSTRY STRUCTURE AND DEVELOPMENT

The all India cement production during the period April 2013 to March 2014 registered a cumulative growth of around 3 percent as against around 6 percent during the corresponding period of last year. The cumulative growth for the eight core industries (coal, crude oil, natural gas, refinery products, fertilisers, steel cement & electricity) remained same as previous year, at around 3 percent. The increase in capacity in Gujarat and Rajasthan during the last two years is around 22 percent and the surplus capacity, coupled with lower exports resulted in tough competition and is putting pressure on the sustained profitability of cement companies in Gujarat. There were a few new entrants in the cement producers, resulting in competitive pressures in the already fragmented market, in Gujarat as well as Rajasthan.

FUTURE OUTLOOK

With the stable political scenario and the sustained development strategies the need of infrastructure facilities and the housing needs of the population will enhance the consumption of cement further in the country. The long-term future of the cement industry is optimistic and positive. However, due to addition of new plants with large capacities, the capacity utilization would continue to be low. In the state of Gujarat, there is likely to be a large surplus of capacity over demand for the near future, which may affect the stability of cement prices. A large part of production therefore will need to be exported or transported to longer distances, in other states like Maharashtra, Karnataka and Kerala.

SEGMENT REVIEW AND ANALYSIS

During the year, the Company has produced and sold mainly cement of different varieties like Ordinary Portland Cement (OPC) and Portland Pozzolana Cement (PPC). The Company also sold clinker, which is intermediate product for the manufacture of cement. The bulk of the revenue and profitability comes from the sale of cement.

UNAUDITED FINANCIAL RESULTS FOR THE FOURTH QUARTER AND SIX MONTHS ENDED 30.09.2014 (STANDALONE)

(Rs. in millions)

Particulars	Three Months Ended		Six Months Ended
	30.09.2014	30.06.2014	30.09.2014
	Unaudited	Unaudited	Unaudited
PART-I
1. Income from operations
(a) Sales/income from operations	1453.914	1468.025	2921.939
Less: Excise Duty	153.231	168.080	321.311
Net sales/income from operations (net of excise duty)	1300.683	1299.945	2600.628
(b) Other Operating Income	5.065	2.513	7.579
Total income from operations (net)	1305.749	1302.458	2608.207
2. Expenses
a) Cost of materials consumed	158.427	164.177	322.604
b) Changes in inventories of finished goods, work in process and stock-in-trade	107.906	(69.656)	38.250
c) Employee benefits expense	69.428	71.538	140.966
d) Depreciation and amortisation expense	22.140	31.988	54.128
e) Stores and repairs expenses	172.396	72.252	244.648
f) Freight Expenses	215.886	213.341	429.227
g) Power and Fuel Expenses	511.337	596.311	1107.648
h) Other expenses relating to operations	210.287	102.252	312.539
Total expenses	1467.807	1182.203	2650.010
3. Profit from Operations before Other Income, Interest and Exceptional Items (1-2)	(162.058)	120.255	(41.803)
4. Other Income	19.221	11.437	30.658
5. Profit from ordinary activities before finance costs and exceptional items (3+4)	(142.837)	131.692	(11.145)
6. Finance costs	2.564	4.227	6.791
7. Profit from ordinary activities after finance costs but before exceptional items (5-6)	(145.401)	127.465	(17.936)
8. Exceptional items	--	--	--
9. Profit from ordinary activities before tax (7+8)	(145.401)	127.465	(17.936)
10. Tax expense
- Income Tax Current/ MAT	(26.717)	26.717	---
- MAT Credit Entitlement	18.240	(18.240)	--
- Deferred Tax Adjustments	(38.483)	35.466	(3.017)
Total Tax Expenses	(46.960)	(43.943)	(3.017)
11. Net Profit/(Loss) from ordinary activities after tax (9-10)	(98.441)	83.522	(14.919)
12. Paid-up equity share capital (Face value - Rs.10 per equity share)	424.069	412.069	424.069
13. Reserves excluding revaluation reserve as per balance sheet of previous accounting year
14. Basic Earnings per share (of Rs.10 each) (not annualised)	(2.37)	2.03	(0.36)
15. Diluted Earnings per share (of Rs.10 each) (not annualised)	(2.37)	2.03	(0.36)
PART-II
A. Particulars of Shareholding
1. Public shareholding
- No. of shares*	24088778	24088078	24088778
- Percentage of shareholding	56.88	58.53	56.88
2. Promoters And Promoter Group Shareholding
a) Pledged/ Encumbered
- Number of Shares	1072398	1073098	1072398
- Percentage of shares (as a % of the total shareholding of promoter and promoter group)	5.87	6.29	5.87
- Percentage of shares (as a % of the total share capital of the company)	2.53	2.61	2.53
b) Non Encumbered
- Number of Shares	17192676	15992676	17192676
- Percentage of shares (as a % of the total shareholding of promoter and promoter group)	94.13	93.71	94.13
- Percentage of shares (as a % of the total share capital of the company)	40.59	38.86	40.59

Particulars	For the quarter ended 30.09.2014
B. Investor complaints
Pending at the beginning of the quarter	3
Received during the quarter	13
Disposed of during the quarter	13
Remaining unresolved at the end of the quarter	3

STATEMENT OF ASSETS AND LIABILITIES:

(Rs. in millions)

SOURCES OF FUNDS	30.09.2014 Unaudited
I. EQUITY AND LIABILITIES
(1) Shareholders' Funds
(a) Share Capital	424.069
(b) Reserves & Surplus	1018.896
(2) Share Application money pending allotment	0.000
Total Shareholders’ Funds (1) + (2)
(3) Non-Current Liabilities
(a) Long-term borrowings	3.283
(b) Deferred tax liabilities (Net)	61.503
(c) Other long term liabilities	52.109
(d) Long-term provisions	194.480
Total Non-current Liabilities (3)	311.375
(4) Current Liabilities
(a) Short term borrowings	18.125
(b) Trade payables	783.338
(c) Other current liabilities	284.640
(d) Short-term provisions	16.655
Total Current Liabilities (4)	1102.758
TOTAL	2857.098
II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	1027.628
(ii) Intangible Assets	9.003
(iii) Capital work-in-progress	22.538
(b) Non-current Investments	78.288
(c) Deferred tax assets (net)	0.000
(d) Long-term Loan and Advances	265.048
(e) Other Non-current assets	0.125
Total Non-Current Assets	1402.630
(2) Current assets
(a) Current investments	0.006
(b) Inventories	483.197
(c) Trade receivables	242.765
(d) Cash and cash equivalents	518.866
(e) Short-term loans and advances	196.070
(f) Other current assets	13.564
Total Current Assets	1454.468
TOTAL	2857.098

Notes:

1. The Company has only one business segment i.e. 'Cement/Clinker1.

2. During the period, the Company has revised depreciation rate on fixed assets as per the useful life specified in Schedule II of the Companies Act, 2013 or assessed by the Company. Based on current estimates, depreciation of Rs. 15.799 Millions on account of assets whose useful life has already exhausted as on April 1,2014 and deferred tax of Rs. 5.370 Millions thereon has been adjusted to Opening balance of Profit & Loss Account.
Had there not been any change in useful life of assets, depreciation for the quarter ended September 30, 2014 would have been higher by Rs. 0.494 Million and for the half year ended September 30,2014 would have been lower by Rs.8.322 Millions.

3.Other expense for the quarter and six months ended September 30,2014 include loss of Rs. 75.202 Millions on account of sale of old DG Sets.

4.During the quarter, the Company has allotted 12,00,000 Equity Shares of Rs. 10 each to a promoter Company in compliance to the order of Hon'ble BIFR dated 6.12.2012.

5. The above unaudited Financial Results for the second quarter and half year ended September 30, 2014 were reviewed by the Audit Committee and approved by the Board of Directors at their meeting held on November 5,2014.

FIXED ASSETS:

Tangible Assets

· Land (Freehold)

· Land (Leasehold)

· Buildings

· Plant and Equipments

· Furniture and Fixtures

· Vehicles

· Computers

· Office Equipments

· Railway Sidings

Intangible Assets

· Computer Software including Licence Fees

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.63.18
UK Pound	1	Rs.98.51
Euro	1	Rs.77.42

INFORMATION DETAILS

Information Gathered by :	SVA
Analysis Done by :	KAR
Report Prepared by :	SNT

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	4
PAID-UP CAPITAL	1~10	4
OPERATING SCALE	1~10	4
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	4
--PROFITABILIRY	1~10	-
--LIQUIDITY	1~10	4
--LEVERAGE	1~10	4
--RESERVES	1~10	4
--CREDIT LINES	1~10	4
--MARGINS	-5~5	---
DEMERIT POINTS
--BANK CHARGES	YES/NO	YES
--LITIGATION	YES/NO	YES
--OTHER ADVERSE INFORMATION	YES/NO	NO
MERIT POINTS
--SOLE DISTRIBUTORSHIP	YES/NO	NO
--EXPORT ACTIVITIES	YES/NO	NO
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	YES
--OTHER MERIT FACTORS	YES/NO	YES
DEFAULTER
--RBI	YES/NO	NO
--EPF	YES/NO	NO
TOTAL		32

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.