MIRA INFORM REPORT

 

 

Report Date :

18.02.2014

 

IDENTIFICATION DETAILS

 

Name :

SEAMEC LIMITED

 

 

Registered Office :

9th Floor, A 901-905, 215 Atrium, Andheri Kurla Road, Andheri (East), Mumbai-400069, Maharashtra

 

 

Country :

India

 

 

Financials (as on) :

31.03.2013

 

 

Date of Incorporation :

29.12.1986

 

 

Com. Reg. No.:

11-154910

 

 

Capital Investment / Paid-up Capital :

Rs.339.000 Millions

 

 

CIN No.:

[Company Identification No.]

L63032MH1986PLC154910

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

MUMS34230A

 

 

PAN No.:

[Permanent Account No.]

AABCP8214H

 

 

Legal Form :

Public limited liability company. Company’s shares are listed on the Stock Exchanges.

 

 

Line of Business :

Subject is engaged in providing support services, including marine, construction and diving services to offshore oilfields.

 

 

No. of Employees :

42 [Approximately] 

 

 

RATING & COMMENTS

 

MIRA’s Rating :

Ba (52)

 

RATING

STATUS

PROPOSED CREDIT LINE

41-55

Ba

Overall operation is considered normal. Capable to meet normal commitments.

Satisfactory

 

Maximum Credit Limit :

USD 19000000

 

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is an established company having a fine track record.

 

Company has performed well. There are no external borrowing recorded by the company.

 

Trade relation reported to be fair. Business is active. Payment terms are reported to be regular and as per commitment.

 

The company can be considered normal for business dealing at usual trade terms and conditions.

 

NOTES :

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

 

 

ECGC Country Risk Classification List – December 1, 2013

 

Country Name

Previous Rating

(30.09.2013)

Current Rating

(01.12.2013)

India

A1

A1

 

Risk Category

ECGC Classification

Insignificant

 

A1

Low

 

A2

Moderate

 

B1

High

 

B2

Very High

 

C1

Restricted

 

C2

Off-credit

 

D

 

INDIAN ECONOMIC OVERVIEW

 

The worst is over for India’s economy with gross domestic product likely to expand 5 %to 5.5 % this year and more than 6 % in 2015, according to Moody’s Analytics. Concerns over the rupee and current account deficit are under control, said the agency. Ratings firm Crisil has forecast 6 % growth for 2014/15 up from the estimated 4.8 % for 2013/14.  Total economic growth, infrastructure bottlenecks and lack of transparency and consistency in foreign direct investment policies seem to have taken a toll on India’s attractiveness as an investment destination, says an Ernst & Young survey.  Projects with FDI component fell 16.4 % across the globe in 2012 from the previous year.  The drop in India was steeper at 21 %. State run carrier Air India is doling out free tickets to its 24000 employees, even as it expects to incur a loss of Rs 39000 mn this financial year and has a debt of Rs 350000 mn. 550000 number of jobs generated across India in 2013, a fall of 0.4 % as compared to with a year earlier. The National  Capital Region has a one-fourth share in total jobs created, according to a study by industry lobby group Assochem, Banks, real estate, automobile and telecommunications sectors are showing a rise of job creation. $ 805 mn investments by venture capital firms in India during 2013, registering a drop of about 18 % over the previous year. The Information Technology and IT-Enabled  Services Industry retained its status as the favourable venture capital investors in 2013. Pakistan has temporarily banned gold imports for the second time in six months, as it tries to stem smuggling into India. India’s import duty on gold is 10 % and curbs on purchases have dried up legal imports into what used to be the world’s biggest bullion buyers. The World Gold Council puts the amount smuggled into India at upto 200 tonnes in 2013. The Reserve Bank of India has proposed that unclaimed bank deposits estimated to be about Rs 35000 mn be used for education and awareness among depositors.  According to the plan, deposits that have not been claimed for at least 10 years will be transferred to the scheme.

 

EXTERNAL AGENCY RATING

 

Rating Agency Name

CRISIL

Rating

Long term rating: A

Rating Explanation

Adequate credit quality and average credit risk.

Date

29.10.2013

 

 

Rating Agency Name

CRISIL

Rating

Short term rating: A1

Rating Explanation

Very strong degree of safety and lowest credit risk.

Date

29.10.2013

 

 

RBI DEFAULTERS’ LIST STATUS

 

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

 

 

EPF (Employee Provident Fund) DEFAULTERS’ LIST STATUS

 

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

 

 

INFORMATION PARTED BY

 

Name :

Mr. Arbindo Banerjee

Designation :

Deputy General Manager Finance

Contact No.:

91-9833097796

Date :

17.02.2013

 

 

LOCATIONS

 

Registered / Corporate Office :

9th Floor, A 901-905, 215 Atrium, Andheri Kurla Road, Andheri (East), Mumbai-400069, Maharashtra, India

Tel. No.:

91-22-66941800/33041800

Mobile No.:

91-9833097796 (Mr. Arbindo Banerjee)

Fax No.:

91-22-66941818/33041818

E-Mail :

seamec@boms.vsnl.net.in

seamec@bom5.vsnl.net.in

Website :

www.technip.com

Area:

10,000 Sq ft

Location:

Rented  

 

 

DIRECTORS

 

As on 31.03.2013

 

Name :

Mr. Shardul Thacker

Designation :

Chairman

 

 

Name :

Mr. Carl Holmen

Designation :

Director

 

 

Name :

Mr. Georges Michel

Designation :

Director

 

 

Name :

Ms. Muriel Hurstel

Designation :

Director

 

 

Name :

Ms. Bhavna Doshi

Designation :

Director

 

 

Name :

Captain C.J. Rodricks

Designation :

Managing Director

 

 

Name :

Mr. Alain Marion

Designation :

Alternate to Mr. Carl Holmen

 

 

Name :

Mr. Emmanuel Fontan

Designation :

Alternate to Georges Michel

 

 

Name :

Mr. Vincent Taravella

Designation :

Alternate to Ms. Muriel Hurstel

 

 

KEY EXECUTIVES

 

Audit Committee:

 

Ms. Bhavna Doshi, Chairperson

Mr. Shardul Thacker

Ms. Muriel Hurstel

 

 

Management Committee:

Captain C. J. Rodricks

Managing Director

Mr. Carl Holmen

Director

Mr. S. N. Mohanty

Chief Legal Officer & Company Secretary

Mr. S. S. Biswas

Chief Financial Officer

Mr. R. R. Roy

General Manager (Operations)

 

 

Shareholders / Investors

Grievance and Transfer Committee:

Mr. Shardul Thacker, Chairman

Ms. Bhavna Doshi

Captain C. J. Rodricks

 

 

Name :

Mr. S. N. Mohanty

Designation :

Chief Legal Officer and Company Secretary

 

 

Name :

Mr. S. S. Biswas

Designation :

Chief Financial Officer

 

 

Name :

Mr. R. R. Roy

Designation :

General Manager (Operations)

 

 

Name :

Mr. Arbindo Banerjee

Designation :

Deputy General Manager Finance

 


 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on 31.12.2013

 

Category of Shareholder

Total No. of Shares

Total Shareholding as a % of total No. of Shares

(A) Shareholding of Promoter and Promoter Group

 

 

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

 

 

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

 

 

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

25425000

75.00

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

25425000

75.00

Total shareholding of Promoter and Promoter Group (A)

25425000

75.00

(B) Public Shareholding

 

 

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

 

 

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

1527300

4.51

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

110295

0.33

http://www.bseindia.com/include/images/clear.gifCentral Government / State Government(s)

5601

0.02

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

183471

0.54

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

1826667

5.39

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

 

 

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

991868

2.93

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

4476502

13.21

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

866033

2.55

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

313930

0.93

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

155982

0.46

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

300

0.00

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

153198

0.45

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

4450

0.01

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

6648333

19.61

Total Public shareholding (B)

8475000

25.00

Total (A)+(B)

33900000

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)

33900000

0.00

 

 

 

 

 

 

BUSINESS DETAILS

 

Line of Business :

Subject is engaged in providing support services, including marine, construction and diving services to offshore oilfields.

 

 

Products :

ITC CODE

PRODUCT

890590-09

Maintenance of offshore oilfield installations

 

 

Exports :

 

Products :

Services

Countries :

  • Mescico
  • Congo
  • Egypt
  • UAE and Many other  country

 

 

Imports :

 

Products :

Spare Parts

Countries :

  • UK
  • Norway
  • USA

 

 

Terms :

 

Selling :

Cash and Credit (30 Days)

 

 

Purchasing :

L/C, Cash and Credit (TT)

 

 

GENERAL INFORMATION

 

Suppliers :

Rolls - Roy

 

 

Customers :

End Users

 

Dolphin Offshore Private Limited

 

 

No. of Employees :

42 (Approximately)

 

 

Bankers :

  • BNP Paribas, Fort,
  • IDBI Bank Limited, MIDC Andheri, Mumbai, Maharashtra, India

 

 

Facilities :

Bank Guarantee : Rs. 200.000 Million, 100.000 Millions = BF Contract (From IDBI Bank Limited)

 

 

 

Banking Relations :

--

 

 

Auditors :

 

Name :

S.R. Batliboi and Associates

Chartered Accountants

Address :

16th Floor, The Ruby, 29, Senapati Bapat Marg, Dadar (West), Mumbai-400028, Maharashtra, India

 

 

Ultimate Holding Company:

  • Technip SA

 

 

Subsidiary Company:

  • Seamec International fze

 

 

Fellow Subsidiary:

  • Technipnet SA
  • Technip UK Limited
  • Technip France SAS
  • Global Industries Asia Pacific Pte Limited

 

 

CAPITAL STRUCTURE

 

As on 31.03.2013

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

50,000,000

Equity Shares

Rs.10/- each

Rs. 500.000 Millions

 

 

 

 

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

33,900,000

Equity Shares

Rs.10/- each

Rs. 339.000 Millions

 

 

 

 

 

NOTE:

 

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

 

Equity shares

As at 31.03.2013

At the beginning of the period

No. millions

Rs. In Millions

Outstanding at the end of the period

33.90

339.000

Outstanding at the end of the period

33.90

339.000

 

Terms/ rights attached to equity shares

The company has only one class of equity shares having par value of Rs.10 per share. Each holder of equity shares is entitled to one vote per share. The company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing General Meeting.

 

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

 

Shares held by holding company

 

Out of equity shares issued by the company, shares held by its holding company are as below:

 

 

31.03.2013

All nos. in thousand

Coflexip Stena Offshore (Mauritiaus) Limited

25,425 (31 March 2012: 25,425) equity shares of Rs. 10 each fully paid

254.25

 

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

 

Name of the shareholder

31.03.2013

 

No. millions

% holding in

the class

Coflexip Stena Offshore (Mauritiaus) Limited

25.425

75%

 

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


 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.03.2013

31.03.2012

31.03.2011

I.              EQUITY AND LIABILITIES

 

 

 

(1)Shareholders' Funds

 

 

 

(a) Share Capital

339.000

339.000

339.000

(b) Reserves & Surplus

4368.780

4027.840

4131.520

(c) Money received against share warrants

0.000

0.000

0.000

 

 

 

 

(2) Share Application money pending allotment

0.000

0.000

0.000

Total Shareholders’ Funds (1) + (2)

4707.780

4366.840

4470.520

 

 

 

 

(3) Non-Current Liabilities

 

 

 

(a) long-term borrowings

0.000

0.000

0.000

(b) Deferred tax liabilities (Net)

0.000

0.000

0.000

(c) Other long term liabilities

0.000

0.000

0.000

(d) long-term provisions

8.000

10.450

10.950

Total Non-current Liabilities (3)

8.000

10.450

10.950

 

 

 

 

(4) Current Liabilities

 

 

 

(a) Short term borrowings

0.000

0.000

0.000

(b) Trade payables

636.540

345.480

321.820

(c) Other current liabilities

56.260

51.650

53.940

(d) Short-term provisions

9.670

6.300

0.120

Total Current Liabilities (4)

702.470

403.430

375.880

 

 

 

 

TOTAL

5418.250

4780.720

4857.360

 

 

 

 

II.            ASSETS

 

 

 

(1) Non-current assets

 

 

 

(a) Fixed Assets

 

 

 

(i) Tangible assets

1966.680

2321.740

2018.230

(ii) Intangible Assets

1.670

2.350

0.380

(iii) Capital work-in-progress

2.620

0.000

95.710

(iv) Intangible assets under development

0.000

0.000

0.000

(b) Non-current Investments

25.680

25.680

12.240

(c) Deferred tax assets (net)

0.000

0.000

0.000

(d)  Long-term Loan and Advances

602.290

639.220

52.420

(e) Other Non-current assets

0.000

0.000

0.000

Total Non-Current Assets

2598.940

2988.990

2178.980

 

 

 

 

(2) Current assets

 

 

 

(a) Current investments

0.000

0.000

0.000

(b) Inventories

222.080

187.250

191.670

(c) Trade receivables

1310.640

1014.240

385.77

(d) Cash and cash equivalents

1003.750

416.290

2024.930

(e) Short-term loans and advances

196.500

111.720

52.740

(f) Other current assets

73.370

37.490

23.260

Total Current Assets

2806.340

1766.990

2678.370

 

 

 

 

Fixed assets held for sale

12.960

24.740

0.000

 

 

 

 

TOTAL

5418.240

4780.720

4857.350

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

 

31.03.2013

31.03.2012

31.03.2011

 

SALES

 

 

 

 

 

Income

3373.310

1818.270

1023.760

 

 

Other Income

241.700

179.530

133.450

 

 

TOTAL                                     (A)

3615.010

1997.800

1157.210

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Employee benefit expense

716.720

620.940

610.790

 

 

Other expenses

2128.550

1124.510

959.520

 

 

Exceptional items

0.000

0.000

(44.440)

 

 

TOTAL                                     (B)

2845.270

1745.450

1525.870

 

 

 

 

 

Less

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

769.740

252.350

(368.660)

 

 

 

 

 

Less

FINANCIAL EXPENSES                                    (D)

0.300

0.120

1.110

 

 

 

 

 

 

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

769.440

252.230

(369.770)

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

369.250

310.720

264.700

 

 

 

 

 

 

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

400.190

(58.490)

(634.470)

 

 

 

 

 

Less

TAX                                                                  (H)

59.250

45.200

33.130

 

 

 

 

 

 

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

340.940

(103.690)

(667.600)

 

 

 

 

 

 

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

2139.000

2242.000

2910.000

 

 

 

 

 

 

APPROPRIATIONS

 

 

 

 

 

Transfer to Tonnage Tax Reserve

44.000

0.000

0.000

 

BALANCE CARRIED TO THE B/S

2436.000

2139.000

2243.000

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Stores & Spares

202.420

127.750

235.030

 

 

Capital Goods

23.390

491.680

163.95

 

TOTAL IMPORTS

225.810

619.430

398.980

 

 

 

 

 

 

Earnings / (Loss) Per Share (Rs.)

10.03

(3.06)

(19.69)

 

Expected Sales (2013-2014): Rs.3500.000 Millions

 

The above information has been parted by Mr. Arbindo Banerjee (Deputy General Manager Finance)

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2013

31.03.2012

31.03.2011

PAT / Total Income

(%)

9.43

(5.19)

(57.69)

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

11.86

(3.22)

(61.97)

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

14.41

(1.23)

(13.36)

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.09

(0.01)

(0.14)

 

 

 

 

 

Debt Equity Ratio

(Total Debt /Networth)

 

0.00

0.00

0.00

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

3.99

4.38

7.13

 

 

FINANCIAL ANALYSIS

[all figures are in Rupees Millions]

 

DEBT EQUITY RATIO

 

Particular

31.03.2011

31.03.2012

31.03.2013

 

(INR in Mlns.)

(INR in Mlns.)

(INR in Mlns.)

Share Capital

339.000

339.000

339.000

Reserves & Surplus

4,131.520

4,027.840

4,368.780

Net worth

4,470.520

4,366.840

4,707.780

 

 

 

 

long-term borrowings

0.000

0.000

0.000

Short term borrowings

0.000

0.000

0.000

Total borrowings

0.000

0.000

0.000

Debt/Equity ratio

0.000

0.000

0.000

 

 

YEAR-ON-YEAR GROWTH

 

Year on Year Growth

31.03.2011

31.03.2012

31.03.2013

 

(INR in Mlns)

(INR in Mlns)

(INR in Mlns)

Sales

1,023.760

1,818.270

3,373.310

 

 

77.607

85.523

 

 

NET PROFIT MARGIN

 

Net Profit Margin

31.03.2011

31.03.2012

31.03.2013

 

(INR)

(INR)

(INR)

Sales

1,023.760

1,818.270

3,373.310

Profit / (Loss)

(667.600)

(103.690)

340.940

 

(65.21%)

(5.70%)

10.11%

 

 


 

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

Yes

9]

Name of person contacted

Yes

10]

Designation of contact person

Yes

11]

Turnover of firm for last three years

Yes

12]

Profitability for last three years

Yes

13]

Reasons for variation <> 20%

--

14]

Estimation for coming financial year

Yes

15]

Capital in the business

Yes

16]

Details of sister concerns

Yes

17]

Major suppliers

Yes

18]

Major customers

Yes

19]

Payments terms

Yes

20]

Export / Import details (if applicable)

Yes

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

 

FINANCIAL HIGHLIGHTS

 

The Global Economy has yet to shake off the fallout from the crisis of 2008-2009. Mature economies are still yet to recover from the effects of this downturn. Slow recovery of world’s economy is partly responsible for the downward trajectory and tapering growth of the shipping industry, more so in India, Middle East and South East Asia, where the Company’s majority operations focused during the year. This has impacted the employment of vessels and Charter rates in the Company’s line of business.

 

Despite the above the Company performed significantly well through its endeavour. During the year the Company’s total revenue was Rs.3615.000 Millions as against Rs.1998.000 Millions in the previous year, an increase of about 81%. Income from operations was Rs.3373.000 Millions as against Rs.1818.000 Millions in the previous year, reflecting an increase of about 86%. Against loss of Rs.(103.000) Millions suffered in previous year, the Company registered a profit of Rs.341.000 Millions during the year. Revenue from operations from domestic sector was Rs.1957.000 Millions and from overseas sector was Rs.1416.000 Millions. The enhanced performance of the current financial year was attributed to the consolidation of three derivative factors viz; deployment of vessels, securing reasonable charter rate and effective cost control. The Company continued to undertake cost control measures to minimize negative burden. The Company continues to retain its debt free status. Cash Balance at the beginning of financial year was Rs.416.000 Millions. The balance at the end of the year was Rs.1004.000 Millions, an increase of 141% over last year.

 

As reported earlier, Directorate of Revenue Intelligence (DRI) provisionally assessed customs duty of Rs.126.000 millions towards duty on repairs/modifications carried out outside India. The Company paid the above amount “under Protest – Subject to adjudication”.

 

The Company had also furnished a Bank Guarantee for Rs.83.000 Millions. DRI, after final assessment issued Show Cause Notices assessing duty Rs.350.000 Millions, Interest, Penalty etc. The Company submitted replies to Commissioner of Customs (Import), the Adjudicating Authority, who after adjudication finally confirmed the duty, interest, penalty etc. The Company is contemplating to file appeal before the Hon’ble Appellate Tribunal.

 

From the Assessment year 2005-06 (relevant accounting year 2004-05) the Company has come under Tonnage regime available for shipping Companies under chapter XII – G of Income Tax Act, 1961. The Directors have, therefore recommended transfer of Rs.63.000 Millions from current year surplus to Tonnage Tax Reserve U/S 115 v of Income Tax Act, 1961.

 

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

 

OVERVIEW

 

The Oil and Gas Sector has come under pressure with the continued global economic slowdown. There has been moderate activity in pipe line installation as well as fixed platform projects. Deep water activity confined mainly to Gulf of Mexico, West Africa and Offshore Brazil. Activities in Mediterranean was relatively slow. Indian Offshore market had shown steadiness. However, overall competition activities increased causing pressure on margin.

 

SEAMEC however showed an improved performance. Its Vessels worked in South East Asia, Middle East and India during the year.

 

Vessel utilization was 83% against 62% of last year.

 

With expected growth rate to hold steady in 2013, Global Oil Companies are likely to take on new projects and increase activities in the SUBSEA market. On a global basis fleet utilization and day rates for Offshore Vessels are forecast to rise, but will vary by age of asset and region. The outcome of the above will definitely cause an impact on utilization of Diving Support Vessels

 

– SEAMEC’s line of business.

 

INDEX OF CHARGES

 

S.NO.

CHARGE ID

DATE OF CHARGE CREATION/MODIFICATION

CHARGE AMOUNT SECURED

CHARGE HOLDER

ADDRESS

SERVICE REQUEST NUMBER (SRN)

1

80001976

12/04/2006 *

380,000,000.00

IDBI BANK LIMITED

IDBI TOWERWTC COMPLEX, CUFFE PARADE, MUMBAI, MAHARASHTRA - 400005, INDIA

A00721290

 

* Date of charge modification

 

CONTINGENT LIABILITIES:

 

(Rs. in millions)

PARTICULARS

31.03.2013

Claim against the Company not acknowledge as debt

 

FERA Matter

100.000

Custom Duty payable as per order from Commissioner of Customs(Import)

1197.000

Note:

 

The case against the Company alleging violation of Foreign Exchange Regulation Act (FERA), related to acquisition of Land drilling Rig, is pending before the Hon’ble Mumbai High Court. The Company has furnished a Bank Guarantee of Rs.100.000 Millions to the Enforcement Directorate, FERA, towards penalty imposed, as directed by the Hon’ble Mumbai High Court. The bank guarantee is valid till March31, 2013. No provision is considered necessary in respect of the said penalty as the management believes, based on legal opinion, that there has been no contravention to FERA.

 

During the year 2011, the Directorate or Revenue intelligence (DRI) had instituted an enquiry in relation to payment of customs duty towards repairs/drydock undertaken on Company’s vessels SEAMEC-I. SEAMEC-II and SEAMEC-III incurred outside India since 2002. The DRI provisionally assessed customs duty of Rs.126.600 Millions, which the company has paid under protest subject to adjudication in December 2011.

 

The Company had also furnished a bank Guarantee for Rs.82.100 Millions and Bond for Rs.821.000 Millions pursuant to the order dated 17th January 2012 of Hon’ble High Court Bombay for provisional release or its vessel SEAMEC II arrested by Customs. The above order was subject to adjudication. Hon’ble High Court observed that no duty to be charged on the acquisition cost as the vessel was originally imported prior to 2001 when import duty was not applicable on such vessel.

 

During July - August 2012, DRI issued show cause notice, separately for each vessel and gave the liberty to reply to Commissioner or customs (Import) as to why the duty determined of aggregate value or Rs.285.260 Millions, interest, penalty etc will not be levied on the company.

 

The Company while preferring adjudication have submitted replies to respective show cause notices, and hearing on adjudication proceeding completed before the Commissioner of Customs (Import) on 04-12-2012.

 

Subsequent to above, the company has received 3 corrigendum to the original show cause notices enhancing the claim of custom duty by Rs.65.140 Millions against the above claim.

 

Commissioner or Customs has issued order dated 28th March 2013 received by Company on 16th April 2013 on the adjudication proceedings. Commissioner or Customs, in his order, Imposed duty Rs.350.000 Millions, penalty for equivalent amount and Interest and appropriation of Rs.126.600 Millions paid in Dec 2011. Penalty amount to reduce to 25% if demand of duty and interest is paid within 30 days In addition to above Confiscation redemption fine for Rs.227.500 Millions has also been imposed.

 

As per the order of Commissioner of Customs, total claim to Company including duty, penalty, interest and confiscation fine calculated to Rs.1.197 Millions after adjustment or duty already paid in Dec 2011.

 

The Company is or the view that it has a strong case on merit and is contesting the same. Hence no further provision made towards additional Customs Duty, Penalty and Confiscation redemption fine as stated in the order of Commissioner of Customs.

 

FIXED ASSETS

 

Tangible assets

 

  • Fleet and fleet equipment
  • Machinery spares
  • Leasehold improvement
  • Office equipment
  • Vehicles

CMT REPORT (Corruption, Money Laundering & Terrorism]

 

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

 

1]         INFORMATION ON DESIGNATED PARTY

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

 

2]         Court Declaration :

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

 

3]         Asset Declaration :

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

 

4]         Record on Financial Crime :

            Charges or conviction registered against subject:                                                           None

 

5]         Records on Violation of Anti-Corruption Laws :

            Charges or investigation registered against subject:                                                        None

 

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

            Charges or investigation registered against subject:                                                        None

 

7]         Criminal Records

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

 

8]         Affiliation with Government :

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

 

9]         Compensation Package :

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

 

10]        Press Report :

            No press reports / filings exists on the subject.

 


 

CORPORATE GOVERNANCE

 

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

 

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

 

 

CONTRAVENTION

 

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

 

 

FOREIGN EXCHANGE RATES

 

Currency

Unit

Indian Rupees

US Dollar

1

Rs.61.95

UK Pound

1

Rs.104.02

Euro

1

Rs.84.95

 

 

INFORMATION DETAILS

 

Information Gathered by :

HNA

 

 

Report Prepared by :

KVT

 


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

6

PAID-UP CAPITAL

1~10

6

OPERATING SCALE

1~10

6

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

6

--PROFITABILIRY

1~10

5

--LIQUIDITY

1~10

6

--LEVERAGE

1~10

6

--RESERVES

1~10

5

--CREDIT LINES

1~10

6

--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

YES

--AFFILIATION

YES/NO

YES

--LISTED

YES/NO

NO

--OTHER MERIT FACTORS

YES/NO

YES

DEFAULTER

 

 

--RBI

YES/NO

NO

--EPF

YES/NO

NO

TOTAL

 

52

 

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.