1. Summary Information
|
|
|
Country |
|
|
Company Name |
|
Principal Name 1 |
Mr. G. Narayana |
|
Status |
Moderate |
Principal Name 2 |
Mr. Shalil Shroff |
|
|
|
Registration # |
53-003603 |
|
Street Address |
SCO No. 183, 1st Floor, Sector – 26, |
||
|
Established Date |
19.11.1975 |
SIC Code |
-- |
|
Telephone# |
91-172-5008300 |
Business Style 1 |
Manufacturing |
|
Fax # |
91-172-2790160 |
Business Style 2 |
|
|
Homepage |
Product Name 1 |
Technical Grade |
|
|
# of employees |
1040 (Approximately) |
Product Name 2 |
Formulating Pesticides |
|
Paid up capital |
Rs.
122,621,850/- |
Product Name 3 |
Herbicides |
|
Shareholders |
Promoter and
Promoter Group – 46.03% Public
Shareholding – 53.97% |
Banking |
State Bank of |
|
Public Limited Corp. |
Yes |
Business Period |
39 Years |
|
IPO |
Yes |
International Ins. |
- |
|
Public |
Yes |
Rating |
B (26) |
|
Related
Company |
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|
Relation
|
Country
|
Company
Name |
CEO |
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Subsidiary
|
|
STS Chemicals ( |
-- |
|
Note |
- |
||
2. Summary
Financial Statement
|
Balance Sheet as of |
31.03.2013 |
(Unit: Indian Rs.) |
|
|
Assets |
Liabilities |
||
|
Current Assets |
1,349,300,000 |
Current Liabilities |
1,430,000,000 |
|
Inventories |
482,800,000 |
Long-term Liabilities |
2,650,000,000 |
|
Fixed Assets |
2,444,700,000 |
Other Liabilities |
136,600,000 |
|
Deferred Assets |
0,000 |
Total Liabilities |
4,216,600,000 |
|
Invest& other Assets |
116,600,000 |
Retained Earnings |
54,200,000 |
|
|
|
Net Worth |
176,800,000 |
|
Total Assets |
4,393,400,000 |
Total Liab. & Equity |
4,393,400,000 |
|
Total Assets (Previous Year) |
4,778,600,000 |
|
|
|
P/L Statement as of |
31.03.2013 |
(Unit: Indian Rs.) |
|
|
Sales |
2,006,100,000 |
Net Profit / (Loss) |
(20,700,000) |
|
Sales(Previous yr) |
5,339,200,000 |
Net Profit
/ (Loss) (Prev.yr) |
(898,700,000) |
MIRA
INFORM REPORT
|
Report Date : |
08.01.2014 |
IDENTIFICATION DETAILS
|
Name : |
PUNJAB CHEMICALS AND CROP PROTECTION LIMITED (w.e.f. 16.11.2004) |
|
|
|
|
Formerly Known
As : |
PUNJAB CHEMICALS AND PHARMACEUTICALS LIMITED |
|
|
|
|
Registered
Office : |
SCO No. 183, 1st Floor, Sector – 26, Chandigarh – 160019 |
|
|
|
|
Country : |
|
|
|
|
|
Financials (as
on) : |
31.03.2013 |
|
|
|
|
Date of
Incorporation : |
19.11.1975 |
|
|
|
|
Com. Reg. No.: |
53-003603 |
|
|
|
|
Capital
Investment / Paid-up Capital : |
Rs. 122.600 Millions |
|
|
|
|
CIN No.: [Company Identification
No.] |
L24231CH1975PLC003603 |
|
|
|
|
TAN No.: [Tax Deduction &
Collection Account No.] |
PTLA10391D |
|
|
|
|
Legal Form : |
A Public Limited Liability Company. The Company’s Shares are Listed on
the Stock Exchanges. |
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|
|
|
Line of Business
: |
Subject is engaged in business of agro chemicals and is manufacturing
technical grade and formulating pesticides, herbicides, fungicides and
biocides. |
|
|
|
|
No. of Employees
: |
1040 (Approximately) |
RATING & COMMENTS
|
MIRA’s Rating : |
B (26) |
|
RATING |
STATUS |
PROPOSED CREDIT LINE |
|
|
26-40 |
B |
Capability to overcome financial difficulties seems comparatively
below average. |
Small |
|
Maximum Credit Limit : |
USD 707000 |
|
|
|
|
Status : |
Moderate |
|
|
|
|
Payment Behaviour : |
Slow but correct |
|
|
|
|
Litigation : |
Exist |
|
|
|
|
Comments : |
Subject is an established company having moderate track record. The company has recorded losses during the year 2013 from its
operating activity, and there appears huge external borrowing taken by the
company. However, trade relations are fair. Business is active. Payment terms
are slow but correct. The company can be considered for business dealings with some caution. |
NOTES :
Any query related to this report can be made
on e-mail : infodept@mirainform.com
while quoting report number, name and date.
ECGC Country Risk Classification List – September 30, 2013
|
Country Name |
Previous Rating (30.06.2013) |
Current Rating (30.09.2013) |
|
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
India’s current
account deficit narrowed in the quarter ended September as government measures
to curb imports, especially gold, kicked in. The current account deficit,
the excess of a country’s imports of goods and services over exports, narrowed
to $ 5.2 billion from $ 21 billion in the year ago period, according to
provisional Reserve Bank of India data. Finance Minister P. Chidambaram said
the CAD for the year will be less than $ 60 billion or 3 per cent of GDP and
the latest data suggests the government may achieve the target.
India was ranked 94th
among the world’s most corrupt nations list. Denmark and New Zealand topped as
the cleanest while Somalia emerged as the most corrupt.
India’s services
sector activity witnessed a moderate improvement in November over the previous
month, even while indicating the fifth successive monthly contraction,
according the HSBC survey.
$53 million
estimated losses suffered by India due to phishing attacks during the third
quarter, according to a study by RSA. India ranks fourth in the list of nations
hit by phishing attacks. The US remained at the top of the charts. Phishing is
the process of acquiring information such as user names, passwords and credit
card details by sending e-mails disguised as official mails.
Rs.4080 million
worth of mobile-phone-based transactions by July 2013 compared to Rs.260
million in September, 2012, according to Deloitte report. The number of
transactions has shot up from 94000 to 701000.
India aims to earn Rs.400000
million from the bandwidth auction set for January. The merger and acquisition
guidelines, cleared by a group of ministers, will be out before the auction
begins so that players can make informed decisions on the auctions.
EXTERNAL AGENCY RATING
|
Rating Agency Name |
CARE |
|
Rating |
D (Suspended) = Long Term Bank Facilities |
|
Rating Explanation |
Low credit quality and very low prospects of recovery |
|
Date |
27.11.2012 |
Reason: Company has not furnished the information.
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 : |
SCO No. 183, 1st Floor, Sector – 26, Chandigarh – 160019,
India |
|
Tel. No.: |
91-172-5008300/301 |
|
Fax No.: |
91-172-2790160 |
|
E-Mail : |
|
|
Website : |
|
|
|
|
|
Corporate Office : |
Plot No.: 645-646, 4th/5th Floor, Oberoi Chambers II, New Link Road,
Andheri (West), Mumbai - 400 053,
Maharashtra, India |
|
Tel. No.: |
91-22-26747900 (30 lines) |
|
Fax No.: |
91-22-26736193/78/26736013 |
|
E-Mail : |
|
|
|
|
|
Head Office / Factory 1 : |
Agro-Chemicals Division Milestone-18,
Ambala Kalka Road, P.O. Bhankharpur, District SAS Nagar, Mohali -
140201, Punjab, India |
|
Tel. No.: |
91-1762-280086/280094/522253 |
|
Fax No.: |
91-1762-280070 |
|
|
|
|
Factory 2 : |
Industrial
Chemical Division – Unit Excel Phospho Chem Excel
PhosphoChem, Site No. I and II, H.A. Limited, Compound Pimpri, Pune-400 018,
Maharashtra, India |
|
Tel. No.: |
91-20-27425647-9 |
|
Fax No.: |
91-20-27425652 |
|
|
|
|
Factory 3 : |
Industrial
Chemicals Division – Tarapur E-51, M I D C Industrial Area, Tarapur, Boisar, District Thane,
Maharashtra, India |
|
Tel. No.: |
91-2525-274664-65 |
|
Fax No.: |
91-2525-272590 |
|
|
|
|
Factory 4 : |
Pharma Division
– Unit Alpha Drug Villages: Kolimajra and Samalheri, P.O. Lalru, District SAS Nagar
Mohali (Punjab), India |
|
Tel. No.: |
91-1762-275519/506996 |
|
Fax No.: |
91-1762-275308/506999 |
|
|
|
|
Factory 5 : |
Formulation Division 1 D-2, M I D C, Lote Parshuram,Chiplun, Taluka: Khed, District Ratnagiri
- 415722, Maharashtra, India |
|
Tel. No.: |
91-2356-272240-47 |
|
Fax No.: |
91-2356-272341 |
|
|
|
|
Factory 6 : |
Formulation Division 2 801, B-Tower, Alkapuri Arca der, R.C. Dutt Road, Vadodara -390005,
Gujarat, India |
|
Tel. No.: |
91-265-2353990/ 2333896 |
|
Fax No.: |
91-265-2840227 |
|
|
|
|
Branches : |
Located at : ·
Ahmedabad ·
Hyderabad ·
New Delhi |
DIRECTORS
AS ON 31.03.2013
|
Name : |
Mr. G. Narayana |
|
Designation : |
Chairman |
|
|
|
|
Name : |
Mr. Shalil Shroff |
|
Designation : |
Managing Director |
|
Qualification
: |
B. Com. |
|
Date of
Appointment : |
15.01.1992 |
|
|
|
|
Name : |
Capt. S.S. Chopra
(Retd.) |
|
Designation : |
Director |
|
|
|
|
Name : |
Mr. Mukesh D.
Patel |
|
Designation : |
Director |
|
|
|
|
Name : |
Mr. Jagdish R.
Naik (upto 30.04.2013) |
|
Designation : |
Director |
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|
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|
Name : |
Mr. Vijay Rai |
|
Designation : |
Director |
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|
|
Name : |
Mr Avtar Singh |
|
Designation : |
Director
(Operations and Business Development) |
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|
|
|
Name : |
Mr. R. W. Khanna |
|
Designation : |
Nominee Director
(w.e.f. 30.05.2011) |
|
|
|
|
Name : |
Mr. Shiv Shanker
Tiwari |
|
Designation : |
Whole Time
Director |
|
|
|
|
Name : |
Mr. S.P. Singh |
|
Designation : |
Nominee Director
(w.e.f. 11.02.2013) |
KEY EXECUTIVES
|
Name : |
Mr. Punil K. Abrol |
|
Designation : |
Senior Vice
President (Finance) and Secretary |
|
|
|
|
Name : |
Mr. Vipul Joshi |
|
Designation : |
Chief Financial Officer |
MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN
AS ON 30.09.2013
|
Category of Shareholder |
No. of Shares |
% of No. of Shares |
|
(A) Shareholding of Promoter and Promoter Group |
|
|
|
|
|
|
|
|
1041572 |
8.49 |
|
|
4602295 |
37.53 |
|
|
5643867 |
46.03 |
|
|
|
|
|
Total shareholding of Promoter and Promoter Group (A) |
5643867 |
46.03 |
|
(B) Public Shareholding |
|
|
|
|
|
|
|
|
6913 |
0.06 |
|
|
1079 |
0.01 |
|
|
122027 |
1.00 |
|
|
420796 |
3.43 |
|
|
3913 |
0.03 |
|
|
554728 |
4.52 |
|
|
|
|
|
|
3547168 |
28.93 |
|
|
|
|
|
|
2054242 |
16.75 |
|
|
391898 |
3.20 |
|
|
70282 |
0.57 |
|
|
13764 |
0.11 |
|
|
56318 |
0.46 |
|
|
200 |
0.00 |
|
|
6063590 |
49.45 |
|
Total Public shareholding (B) |
6618318 |
53.97 |
|
Total (A)+(B) |
12262185 |
100.00 |
|
(C) Shares held by Custodians and against which Depository Receipts
have been issued |
0 |
0.00 |
|
|
0 |
0.00 |
|
|
0 |
0.00 |
|
|
0 |
0.00 |
|
Total (A)+(B)+(C) |
12262185 |
0.00 |
(1) Indian
Individuals / Hindu Undivided Family
Individual shareholders holding nominal
share capital up to Rs. 0.100 MillionBUSINESS DETAILS
|
Line of Business : |
Subject is engaged in business of agro chemicals and is manufacturing
technical grade and formulating pesticides, herbicides, fungicides and
biocides. |
GENERAL INFORMATION
|
No. of Employees : |
1040 (Approximately) |
||||||||||||||||||||||||||||||||||||
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Bankers : |
·
State Bank of India ·
Bank of Baroda ·
Export-Import Bank of India ·
Allahabad Bank ·
Union Bank of India ·
Central Bank of India |
||||||||||||||||||||||||||||||||||||
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|
||||||||||||||||||||||||||||||||||||
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Facilities : |
NOTES : LONG TERM
BORROWING : a.
Term Loan from Allahabad Bank amounting to Rs.
494.500 Millions (Previous period: Rs. 497.000 Millions) is secured by way of
first pari passu charge on the fixed assets (Except Pharmaceutical division)
and second pari passu charge on the current assets of the company. b.
Working Capital Long Term Loan from Export -
Import Bank of India amounting to Rs. 156.100 (Previous period: Rs. 156.900
Millions) is secured by first pari passu charge on the entire fixed assets of
the Company both present and future, second pari passu charge on current
assets of the company both current and future, personal guarantees by two
directors, and by pledge of Managing Director's shares held in the Company
which is in the process of execution. c.
Term Loan from Central Bank of India amounting to
Rs. 247.300 Millions (Previous period: Rs. 248.500 Millions) is secured by
way of collateral first pari passu charge on fixed assets of the company and
second pari passu charge on the current assets of the Company and also by
personal guarantees of one of the director. d.
Term Loan from ICICI Bank Limited amounting to
Rs. Nil (Previous period: Rs. 114.700 Millions) is secured by subservient
charge on fixed assets and current assets of the Company. During the period,
the Company has settled its borrowings along with accrued interest thereon on
one time settlement basis. The Company is in the process of obtaining
approval from Monitoring Committee and CDR (EG) for such settlement. e.
The company had entered into a consortium
agreement with State Bank of India (SBI) as lead bank, EXIM Bank, Bank of
Baroda and Union Bank of India for cash credit and working capital demand
loan. Under consortium agreement, cash credit and working capital facilities
are secured by way of Hypothecation of entire Current Assets present and
future on a pari passu basis with other members of the Consortium and
collateral second charge on the movable fixed assets situated at Derabassi
and Lalru in the state of Punjab, MIDC-Tarapur, Pimpiri-Pune, Lote
Parshuram-Chiplun in the state of Maharashtra. f.
Term loan of Rs. 4.100 Millions (Previous period:
Rs 4.100 Millions) from SBI is secured under above consortium agreement.
Principal amount of Rs. 0.020 Million is overdue for a period of 90 to 183
days as on the reporting date. g.
Working Capital Term loan of Rs. 415.400 Millions
(Previous period: Rs 415.400 Millions) from SBI is secured under above
consortium agreement. Principal amount of Rs. 199.000 Millions is overdue for
a period of 90 to 183 days as on the reporting date. h.
Working Capital Term loan of Rs. 146.200 Millions
(Previous period: Rs. 147.900 Millions) from Union Bank of India is secured
by security provided under consortium agreement as mentioned above in
addition to specific charge for
working capital demand loan on Pharmaceutical division located in
Lalru. Principal of Rs. 67.400 Millions is overdue for a period of 183 day as
on the reporting date. i.
Working Capital Term loan of Rs. 85.700 Millions
(Previous period: Rs 86.000 Millions) from Export Import Bank of India is
secured by personal guarantees of two directors, and by pledge of promoter's
share in the name of Managing Director's shares held in the Company which is
in the process of execution, in addition to security provided under
consortium agreement as mentioned above. Principal of Rs. 39.300 Millions is
overdue for a period of 183 days as on the reporting date. j.
Working Capital Term loan of Rs. 12.800 Millions
(Previous period: Rs 12.800 Millions) from Indian Overseas Bank is secured by
Hypothecation of plant and machineries, stock and book debts and pledge of
factory building and office premises of Parul Division in Vadoda k.
Working Capital Term loan of Rs. 236.200 Millions
(Previous period: Rs 448.400 Millions) from Bank of Baroda is secured by way
of first charge on Pharmaceutical division located in Lalru and second charge
on stock, book debts and fixed assets of the company in addition to security
given under consortium agreement. l.
Funded Interest Term loan of Rs. 429.600 Millions
(Previous period: Rs 291.800 Millions) from various banks created from
conversion of accrued interest on term loans is secured by the securities
created in accordance with the Corporate Debt Restructuring Scheme which the
Company is in the process of execution. Also refer Note 36 to the financial
statements. m.
Loans from HDFC Bank Limited under Vehicle
Finance Schemes amounting to Rs. Nil (Previous period: Rs.0.034 Million) are
secured by a exclusive charge by way of hypothecation of vehicles under the
said Schemes and are carrying interest rate of 10.50% and are repayable in 60
equated monthly installments ('EMIs'). n.
Housing Loan from ICICI Bank Limited amounting to
Rs. 4.900 Millions (Previous period: Rs. 5.800 Millions) is secured by a
first charge by way of mortgage of residential flat situated at Mumbai and is
carrying interest rate ranging from 12% - 16% and is repayable in 143 EMIs. o.
Loan from Kotak Mahindra Prime Limited under
Vehicle Finance Scheme amounting to Rs. Nil (Previous period: Rs. 0.032
Million) is secured by an exclusive charge by way of hypothecation of vehicle
under said Scheme and is carrying interest rate ranging from 10% - 12% and is
repayable in 35 EMIs. p.
Loan from Housing Development Finance Corporation
Limited for Rs. 2.800 Millions
(Previous period: Rs. 3.000 Millions) is secured by equitable mortgage
by way of the deposit of the title deeds of the properties of respective employees
who have availed the loan under said Schemes and is carrying interest rate of
12% - 16% and is repayable in 144 EMIs. q.
The finance lease obligation of Rs. 1.900
Millions (Previous period: Rs. 2.800 Millions) is secured by the plant and
machinery taken under said lease and is carrying interest rate of 16% and is
repayable in 60 EMIs. r.
The Company has obtained approval of Corporate
Debt Restructuring Empowered Group (CDR EG) for restructuring of its debts
effective 1 July 2011. The loans and borrowings in books have been
restructured and disclosed accordingly. The Company is in the process of
creating securities required as per the CDR Scheme. For details and terms of
loans refer Note 36 of the financial statements. The securities referred
above are as per the pre-CDR arrangement with banks and shall prevail until
securitization as per the CDR Scheme is affected. s.
Deposits from public and shareholders are
unsecured and are carrying interest rate ranging from 11% - 15% and are
repayable in 1 - 3 years from the respective date of deposits. SHORT TERM
BORROWINGS: a.
The company had entered into a consortium
agreement with State Bank of India (SBI) as lead bank, EXIM Bank, Bank of
Baroda and Union Bank of India for cash credit and working capital demand
loan. Under consortium agreement, cash credit and working capital facilities
are secured by way of Hypothecation of entire Current assets present and
future on a pari passu basis with other members of the Consortium and
collateral second charge on the movable fixed assets situated at Derabassi
and Lalru in the state of Punjab, MIDC-Tarapur, Pimpiri-Pune, Lote
Parshuram-Chiplun in the state of Maharashtra. b.
Cash credit from State Bank of India of Rs.
284.600 Millions (Previous period: Rs. 284.600 Millions) is secured under
above consortium agreement. c.
Cash credit from Union Bank of India of Rs.
91.400 Millions (Previous period: Rs. 101.700 Millions) is secured by
security provided under consortium agreement as mentioned above in addition
to specific charge for working capital demand loan on Pharmaceutical division
located in Lalru. d.
Cash credit from Export Import Bank of India of
Rs. 58.800 Millions (Previous period: Rs. 58.800 Millions) is secured by
personal guarantees of two directors, and by pledge of Managing Director's
shares held in the Company which is in the process of execution, in addition
to security provided under consortium agreement as mentioned above. e.
Cash credit from Bank of Baroda of Rs. 309.100
Millions (Previous period: Rs. 325.100 Millions) is secured by security given
under consortium agreement. f.
Cash credit from Indian Overseas Bank of Rs.
16.400 Millions (Previous period: Rs. 21.900 Millions) is secured by
Hypothecation of plant and machineries, stock and book debts and pledge of factory
building and office premises of Parul Division in Vadodara. g.
The Company has obtained approval of Corporate
Debt Restructuring Empowered Group (CDR EG) for restructuring of its debts
effective 1 July 2011. The loans and borrowings in books have been
restructured and disclosed accordingly. The Company is in the process of
creating securities required as per the CDR Scheme. For details and terms of
cash credit refer Note 36 of the financial statements. The securities
referred above are as per the pre-CDR arrangement with banks and shall
prevail until securitization as per the CDR Scheme is affected. |
|
|
|
|
Banking
Relations : |
-- |
|
|
|
|
Auditors : |
|
|
Name : |
S. R. Batliboi and Company Chartered Accountants |
|
Address : |
5th Floor, Block B-2, |
|
Tel. No.: |
91-22-67498000 |
|
Fax No.: |
91-22-67498200 |
|
|
|
|
Subsidiaries : |
·
STS Chemicals (UK) Limited ·
S D Agchem (Europe) NV ·
Sintesis Quimica.S.A.I.C., Argentina ·
Agrichem B.V. (till June 30, 2012) ·
S D Agchem (Netherlands) B.V. (till June 30,
2012) ·
Agrichem Polska SP. Z.O.O., Poland (till June 30,
2012) ·
N.V. Agricultural Chemicals, Belgium (till June 30,
2012) ·
Agrichem Helvetia GmbH, Switzerland (till June
30, 2012) |
|
|
|
|
Joint venture company : |
·
Stellar Marine Paints Limited |
|
|
|
|
Enterprises over which key management personnel and their relatives
have significant influence : |
·
Eftec Shroff (India) Limited (till September 30,
2012) ·
Hemsil Trading and Manufacturing Private Limited ·
Salil Meta Chem ·
L and L Products Shroff Private Limited |
CAPITAL STRUCTURE
AS ON 31.03.2013
Authorised Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
19800000 |
Equity Shares |
Rs. 10/- each |
Rs. 198.000 Millions |
|
20000 |
9.8% redeemable cumulative preference shares |
Rs. 100/- each |
Rs. 2.000 Millions |
|
|
TOTAL |
|
Rs. 200.000
Millions |
Issued Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
12277218 |
Equity Shares |
Rs. 10/- each |
Rs. 122.800 Millions |
|
|
|
|
|
Subscribed & Paid-up Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
12262185 |
Equity Shares |
Rs. 10/- each |
Rs. 122.600 Millions |
|
|
|
|
|
a.
Reconciliation of the shares outstanding at the
beginning and at the end of the reporting period
|
Equity Shares |
Number
of Shares |
Rs.
In Millions |
|
At the beginning of the period |
12262185 |
122.600 |
|
Issued during the period pursuant to scheme of amalgamation of Parul
Chemicals Limited |
- |
- |
|
Issued during
the period pursuant to Corporate Debt Restructuring Scheme |
- |
- |
|
Issued during
the period pursuant to conversion of Zero Coupon Unsecured Fully Convertible
Debentures |
- |
- |
|
Outstanding at
the end of the period |
12262185 |
122.600 |
a.
Terms/rights attached to equity shares
The company has only one class of equity shares having a 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 Annual General Meeting.
In the event of liquidation of the company, the holders of the 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.
b.
Aggregate number of bonus shares issued, shares
issued for consideration other than cash and shares bought back during the
period of five
|
Equity Shares |
Number
of Shares |
|
Equity shares allotted as fully paid-up pursuant to a scheme of
amalgamation for consideration other than cash in 2011-2012 (69,293 shares)
and 2006-07 (2,281,568 shares) |
69293 |
c.
Details of shareholders holding more than 5% shares
in the company
|
Name of
Shareholder |
Number
of Shares |
% holding |
|
Hem-sil Trading and Manufacturing Private
Limited |
4017318 |
33.00% |
|
Gowal Consulting Services Private Limited |
300000 |
24.00% |
|
Total |
4317318 |
57.00% |
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 ownership of shares.
FINANCIAL DATA
[all figures are
in Rupees Millions]
ABRIDGED BALANCE
SHEET
|
SOURCES OF FUNDS |
31.03.2013 |
30.09.2012 |
31.03.2011 |
|
I.
EQUITY
AND LIABILITIES |
|
|
|
|
(1)Shareholders' Funds |
|
|
|
|
(a) Share Capital |
122.600 |
122.600 |
71.900 |
|
(b) Reserves & Surplus |
54.200 |
75.100 |
638.400 |
|
(c) Money
received against share warrants |
0.000 |
0.000 |
0.000 |
|
(d)
Equity share suspense account |
0.000 |
0.000 |
0.700 |
|
|
|
|
|
|
(2) Share Application money pending allotment |
0.000 |
0.000 |
0.000 |
|
Total
Shareholders’ Funds (1) + (2) |
176.800 |
197.700 |
711.000 |
|
|
|
|
|
|
(3)
Non-Current Liabilities |
|
|
|
|
(a) long-term borrowings |
1811.000 |
1859.600 |
1096.100 |
|
(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 |
64.400 |
56.300 |
45.000 |
|
Total Non-current Liabilities (3) |
1875.400 |
1915.900 |
1141.100 |
|
|
|
|
|
|
(4) Current Liabilities |
|
|
|
|
(a) Short term
borrowings |
839.000 |
873.100 |
1962.300 |
|
(b) Trade payables |
638.800 |
766.500 |
856.300 |
|
(c) Other current
liabilities |
791.200 |
945.300 |
593.200 |
|
(d) Short-term provisions |
72.200 |
80.100 |
70.800 |
|
Total Current Liabilities (4) |
2341.200 |
2665.000 |
3482.600 |
|
|
|
|
|
|
TOTAL |
4393.400 |
4778.600 |
5334.700 |
|
|
|
|
|
|
II. ASSETS |
|
|
|
|
(1) Non-current assets |
|
|
|
|
(a) Fixed Assets |
|
|
|
|
(i) Tangible assets |
2286.400 |
2180.900 |
2293.800 |
|
(ii) Intangible Assets |
158.300 |
165.000 |
187.800 |
|
(iii) Capital
work-in-progress |
76.000 |
204.800 |
61.200 |
|
(iv)
Intangible assets under development |
6.300 |
9.500 |
21.600 |
|
(b) Non-current Investments |
34.300 |
38.700 |
389.100 |
|
(c) Deferred tax assets (net) |
0.000 |
0.000 |
0.000 |
|
(d) Long-term Loan and Advances |
199.400 |
89.900 |
82.300 |
|
(e) Other Non-current assets |
34.700 |
37.400 |
19.800 |
|
Total Non-Current Assets |
2795.400 |
2726.200 |
3055.600 |
|
|
|
|
|
|
(2) Current assets |
|
|
|
|
(a) Current investments |
0.000 |
0.000 |
0.000 |
|
(b) Inventories |
482.800 |
560.700 |
531.700 |
|
(c) Trade receivables |
688.600 |
780.500 |
1200.600 |
|
(d) Cash and cash
equivalents |
81.900 |
348.700 |
78.100 |
|
(e) Short-term loans
and advances |
306.700 |
328.900 |
439.100 |
|
(f) Other current
assets |
38.000 |
33.600 |
29.600 |
|
Total Current Assets |
1598.000 |
2052.400 |
2279.100 |
|
|
|
|
|
|
TOTAL |
4393.400 |
4778.600 |
5334.700 |
PROFIT & LOSS
ACCOUNT
|
|
PARTICULARS |
31.03.2013 |
30.09.2012 |
31.03.2011 |
|
|
|
SALES |
|
|
|
|
|
|
|
Income |
2006.100 |
5339.200 |
3518.200 |
|
|
|
Other Income |
38.000 |
150.200 |
165.600 |
|
|
|
TOTAL |
2044.100 |
5489.400 |
3683.800 |
|
|
|
|
|
|
|
|
Less |
EXPENSES |
|
|
|
|
|
|
|
Cost of raw material consumed |
1052.900 |
3079.100 |
2015.100 |
|
|
|
Purchases of traded goods |
25.400 |
202.600 |
219.400 |
|
|
|
(increases)/Decrease in inventories of finished goods,
work-in-progress and traded goods |
50.500 |
27.900 |
98.800 |
|
|
|
Employee benefit expenses |
200.800 |
573.000 |
180.200 |
|
|
|
Operating and other expense |
563.600 |
1453.300 |
1000.600 |
|
|
|
TOTAL |
1893.200 |
5335.900 |
3514.100 |
|
|
|
|
|
|
|
|
Less |
PROFIT/(LOSS)
BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION |
150.900 |
153.500 |
169.700 |
|
|
|
|
|
|
|
|
|
Less |
FINANCIAL
EXPENSES |
173.600 |
615.300 |
297.600 |
|
|
|
|
|
|
|
|
|
|
PROFIT/(LOSS)
BEFORE TAX, DEPRECIATION AND AMORTISATION |
22.700 |
(461.800) |
(127.900) |
|
|
|
|
|
|
|
|
|
Less/ Add |
DEPRECIATION/
AMORTISATION |
71.700 |
199.100 |
69.400 |
|
|
|
|
|
|
|
|
|
|
EXCEPTIONAL
ITEMS |
73.700 |
(236.200) |
61.900 |
|
|
|
|
|
|
|
|
|
|
PROFIT/(LOSS)
BEFORE TAX |
(20.700) |
(897.100) |
(135.400) |
|
|
|
|
|
|
|
|
|
Less |
TAX |
0.000 |
1.600 |
0.100 |
|
|
|
|
|
|
|
|
|
|
PROFIT/(LOSS)
AFTER TAX |
(20.700) |
(898.700) |
(135.300) |
|
|
|
|
|
|
|
|
|
|
POST MERGER LOSS
OF PARUL CHEMICAL LIMITED FOR THE YEAR ENDED MARCH 31, 2010 |
0.000 |
0.000 |
2.800 |
|
|
|
|
|
|
|
|
|
Add |
PREVIOUS
YEARS’ BALANCE BROUGHT FORWARD |
(541.900) |
0.000 |
0.000 |
|
|
|
|
|
|
|
|
|
Less |
APPROPRIATIONS |
|
|
|
|
|
|
|
Transfer to General Reserve |
0.000 |
356.800 |
138.100 |
|
|
BALANCE CARRIED
TO THE B/S |
(562.600) |
(541.900) |
0.000 |
|
|
|
|
|
|
|
|
|
|
EARNINGS IN
FOREIGN CURRENCY |
|
|
|
|
|
|
|
Export of Goods (FOB basis) |
260.000 |
1351.700 |
1463.700 |
|
|
|
Commission Earnings |
0.000 |
0.100 |
0.200 |
|
|
|
Interest on overdue balances, loans, advances, etc. |
0.017 |
41.400 |
31.000 |
|
|
|
Management Fees |
0.000 |
14.200 |
13.300 |
|
|
|
Data sharing fees |
0.000 |
0.000 |
0.800 |
|
|
|
Processing charges received |
151.500 |
34.100 |
0.000 |
|
|
|
Other Earnings |
0.000 |
0.300 |
0.600 |
|
|
TOTAL EARNINGS |
411.517 |
1441.800 |
1509.600 |
|
|
|
|
|
|
|
|
|
|
IMPORTS |
|
|
|
|
|
|
|
Raw Materials |
132.900 |
1077.000 |
736.900 |
|
|
|
Stores & Spares |
0.000 |
0.000 |
0.100 |
|
|
|
Traded Goods |
0.000 |
18.100 |
0.200 |
|
|
|
Capital Goods |
0.700 |
3.900 |
26.900 |
|
|
TOTAL IMPORTS |
133.600 |
1099.000 |
764.100
|
|
|
|
|
|
|
|
|
|
|
Earnings Per
Share (Rs.) |
(1.69) |
(122.49) |
(58.95) |
|
QUARTERLY RESULTS
|
PARTICULARS |
30.06.2013 (Unaudited) |
|
|
1st
Quarter |
|
Net sales |
903.600 |
|
Total Expenditure |
904.100 |
|
Profit before interest, depreciation and
tax (Excluding Other Income) |
(0.500) |
|
Other income |
86.100 |
|
Operating Profit |
85.600 |
|
Interest |
80.100 |
|
Exceptional Items |
0.000 |
|
Profit before depreciation and tax |
5.500 |
|
Depreciation |
37.700 |
|
Profit before tax |
(32.200) |
|
Tax |
0.000 |
|
Profit after tax |
(32.200) |
|
Extraordinary items |
0.000 |
|
Prior period expenses |
0.000 |
|
Other adjustments |
0.000 |
|
Net Profit |
(32.200) |
KEY RATIOS
|
PARTICULARS |
|
31.03.2013 |
30.09.2012 |
31.03.2011 |
|
PAT / Total Income |
(%) |
(1.01)
|
(16.37) |
(3.67)
|
|
|
|
|
|
|
|
Net Profit Margin (PBT/Sales) |
(%) |
(1.03)
|
(16.80) |
(3.85)
|
|
|
|
|
|
|
|
Return on Total Assets (PBT/Total Assets} |
(%) |
(1.13)
|
(41.16) |
(5.69)
|
|
|
|
|
|
|
|
Return on Investment (ROI) (PBT/Networth) |
|
(0.12)
|
(4.54) |
(0.19)
|
|
|
|
|
|
|
|
Debt Equity Ratio (Total Debt /Networth) |
|
14.99
|
13.82 |
4.30
|
|
|
|
|
|
|
|
Current Ratio (Current Asset/Current Liability) |
|
0.68
|
0.77 |
0.65
|
LOCAL AGENCY FURTHER INFORMATION
|
Sr. No. |
Check List by Info Agents |
Available in
Report (Yes / No) |
|
1] |
Year of Establishment |
Yes |
|
2] |
Locality of the firm |
Yes |
|
3] |
Constitutions of the firm |
Yes |
|
4] |
Premises details |
No |
|
5] |
Type of Business |
Yes |
|
6] |
Line of Business |
Yes |
|
7] |
Promoter's background |
No |
|
8] |
No. of employees |
Yes |
|
9] |
Name of person contacted |
No |
|
10] |
Designation of contact
person |
No |
|
11] |
Turnover of firm for last
three years |
Yes |
|
12] |
Profitability for last
three years |
Yes |
|
13] |
Reasons for variation
<> 20% |
----------- |
|
14] |
Estimation for coming
financial year |
No |
|
15] |
Capital in the business |
Yes |
|
16] |
Details of sister
concerns |
Yes |
|
17] |
Major suppliers |
No |
|
18] |
Major customers |
No |
|
19] |
Payments terms |
No |
|
20] |
Export / Import details
(if applicable) |
Yes |
|
21] |
Market information |
---------- |
|
22] |
Litigations that the firm
/ promoter involved in |
Yes |
|
23] |
Banking Details |
Yes |
|
24] |
Banking facility details |
Yes |
|
25] |
Conduct of the banking
account |
---------- |
|
26] |
Buyer visit details |
---------- |
|
27] |
Financials, if provided |
Yes |
|
28] |
Incorporation details, if
applicable |
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 |
LITIGATION
DETAILS:
|
Status of
COMPANY PETITIONS
82 of 2013 REPAR
CORPORATION
Vs. PUNJAB
CHEMICALS & CROP PROTECTION LIMITED Pet's
Adv. : RAINA SABHARWAL THAKUR
Next Date of
Hearing : Wednesday, January 22, 2014 List Type
: L FIR No.
: NO FIR DETAILS AVAILABLE / NOT A CRIMINAL CASE Complaint No.
: NO COMPLAINT DETAILS AVAILABLE Category
: COMPANY PETITIONS Last Hearing
Detail 1 : Thursday, September 26, 2013 Before MR. JUSTICE
SURYA KANT ,---,--- at Bench Sl. No : 22
Last Hearing
Detail 2 : Before MR. JUSTICE SURYA KANT
,---,--- at Bench Sl. No : 110
Case Updated on: Thursday, September 26, 2013 |
UNSECURED LOANS:
|
Particulars |
31.03.2013 Rs. In Millions |
30.09.2012 Rs. In Millions |
|
Long Term Borrowings |
|
|
|
Other loans and advances |
|
|
|
Deposits
(unsecured) (refer note s below) |
|
|
|
Deposits from shareholders |
0.200 |
1.500 |
|
Deposits from public |
2.500 |
5.600 |
|
Short Term Borrowings |
|
|
|
Inter-corporate deposits
repayable on demand (unsecured) |
78.700 |
81.000 |
|
Total |
81.400 |
88.100 |
VIEW INDEX OF
CHARGES
|
Sr .No. |
Charge ID |
Date of Charge Creation/Modification |
Charge amount secured |
Charge Holder |
Address |
Service Request Number (SRN) |
|
1 |
10325860
|
25/11/2011
* |
2,090,000,000.00
|
SBICAP
TRUSTEE COMPANY LIMITED |
202, MAKER TOWER, 'E', CUFFE
PARADE, COLABA, MUMBAI, MAHARASHTRA - 400005, INDIA |
B30254312
|
|
2 |
10297302
|
28/06/2011
|
250,000,000.00
|
CENTRAL
BANK OF INDIA |
INDUSTRIAL FINANCE BRANCH,
CHANDER MUKHI, GROUND |
B16882680
|
|
3 |
10255054
|
25/09/2010
|
500,000,000.00
|
ALLAHABAD
BANK |
GROUND FLOOR,37, MUMBAI
SAMACHAR MARG, FORT, MUMBAI, MAHARASHTRA - 400023, INDIA |
A98852320
|
|
4 |
10242811
|
15/09/2010
|
2,130,000,000.00
|
STATE
BANK OF INDIA |
INDUSTRIAL FINANCE BRANCH,
SNEHAL CHAMBERS, TELLI GALLI, ANDHERI (EAST), MUMBAI, MAHARASHTRA - 400069,
INDIA |
A95961819
|
|
5 |
10242441
|
15/09/2010
|
2,802,800,000.00
|
STATE
BANK OF INDIA |
INDUSTRIAL FINANCE BRANCH
SNEHAL CHEMBER, TELLI GALLI ,ANDHERI EAST, MUMBAI, MAHARASHTRA - 400069,
INDIA |
A95633616
|
|
6 |
10232424
|
21/07/2010
|
72,800,000.00
|
STATE
BANK OF INDIA |
INDUSTRIAL FINANCE BRANCH,
SNEHAL CHAMBERS, TELLI GALLI, ANDHERI (EAST), MUMBAI, MAHARASHTRA - 400069,
INDIA |
A91504787
|
|
7 |
10213781
|
29/03/2010
|
500,000,000.00
|
ALLAHABAD
BANK |
37, MUMBAI SAMACHAR MARG, FORT
BRANCH, MUMBAI, MAHARASHTRA - 400023, INDIA |
A83631200
|
|
8 |
10201437
|
17/02/2010
|
250,000,000.00
|
CENTRAL
BANK OF INDIA |
NARIMAN POINT
BRANCH,CHANDRAMUKHI BLD, GR FLOOR, NARIMAN POINT, MUMBAI, Maharashtra -
400021, INDIA |
A79116372
|
|
9 |
10196453
|
21/01/2010
|
37,500,000.00
|
INDIAN
OVERSEAS BANK |
GROUND FLOOR, DARPAN
APARTMENT, ALKAPURI BRANCH, VADODARA, GUJARAT - 390007, INDIA |
A77433837
|
|
10 |
10195583
|
12/01/2010
|
37,500,000.00
|
INDIAN
OVERSEAS BANK |
GROUND FLOOR, DARPAN
APARTMENTS, ALKAPURI BRANCH, VADODARA, GUJARAT - 390007, INDIA |
A76917137
|
|
11 |
10195582
|
26/12/2009
|
37,500,000.00
|
INDIAN
OVERSEAS BANK |
GROUND FLOOR, DARPAN
APARTMENTS, ALKAPURI BRANCH , VADODARA, GUJARAT - 390007, INDIA |
A76916683
|
|
12 |
10182401
|
24/09/2009
|
250,000,000.00
|
UNION
BANK OF INDIA |
CORPORATE AND SME BRANCH,
ADISHANKARACHARYA MARG, OPP. POWAI LAKE, POWAI, MUMBAI, MAHARASHTRA - 400072,
INDIA |
A71748602
|
|
13 |
10109569
|
03/04/2008
|
850,000,000.00
|
EXPORT-
IMPORT BANK OF INDIA |
FLOOR 21, CENTRE ONE BUILDING,
WORLD TRADE CENTRE COMPLEX, CUFFE PARADE, MUMBAI, MAHARASHTRA - 400005, INDIA
|
A40695124
|
|
14 |
10064334
|
20/07/2007
|
310,000,000.00
|
EXPORT
IMPORT BANK OF INDIA |
CENTRE ONE BUILDING, FLOOR 21,
WORLD TRADE CENTRE COMPLEX, CUFFE PARADE, MUMBAI, MAHARASHTRA - 400005, INDIA
|
A21555867
|
|
15 |
80039078
|
06/12/2005
|
690,000,000.00
|
STATE
BANK OF INDIA |
INDUSTRIAL FINANCE BRANCH,
ANDHERI (EAST), MUMBAI , MAHARASHTRA - 400069, INDIA |
- |
|
16 |
90172283
|
30/11/2010
* |
920,000,000.00
|
STATE
BANK OF INDIA |
INDUSTRIAL FINANCE BRANCH,
SNEHAL CHAMBERS,, TELLI GALLY, ANDHERI (EAST), MUMBAI, MAHARASHTRA - 400069,
INDIA |
B03981164
|
|
17 |
90160338
|
20/02/2004
* |
10,000,000.00
|
BANK
OF BARODA |
INTERNATIONAL BUSINESS BRANCH,
GENERAL J BHOSALE |
- |
|
18 |
90160183
|
20/05/2003
|
18,400,000.00
|
ICICI
BANK LIMITED |
ICICI BANK TOWAR, BANDRA KURLA
COMPLEX, MUMBAI, MAHARASHTRA - 400051, INDIA |
- |
|
19 |
90231073
|
24/03/2006
* |
100,000,000.00
|
BANK
OF BARODA |
INTERNATIOANL BUSINESS BRANCH,
GENERAL J.BHOSALE |
- |
|
20 |
90159956
|
24/09/2000
|
10,000,000.00
|
BANK
OF BARODA |
INTERNATIONAL BUSINESS BRANCH,
GENERAL J BHOSALE |
- |
|
21 |
90231059
|
13/03/2009
* |
1,203,000,000.00
|
BANK
OF BARODA |
P.B. NO11745, FORESHORE
BUILDING, GEN. BHOSLE MARG, NR. SACHIVALAYA GYMKHANNA, NARIMAN POINT MUMBAI,
MAHARASHTRA - 400021, INDIA |
A61431425
|
|
22 |
90159921
|
30/12/2003
* |
10,000,000.00
|
BANK
OF BARODA |
INTERMATIONAL BUSINESS BRANCH,
GENERAL J BHOSALE |
- |
|
23 |
90102576
|
27/07/2004
* |
252,973,000.00
|
INDIAN
OVERESEAS BANK |
ALKAPURI BRANCH, OPP. B.N.
CHAMBERS; R.C. DUTT RO AD, VADODARA, GUJARAT - 390005, INDIA |
- |
|
24 |
90097259
|
27/07/2004
* |
68,519,000.00
|
INDIAN
OVERESEAS BANK |
ALKAPURI BRANCH, OPP. B.N.
CHAMBERS; R.C. DUTT RO AD, VADODARA, GUJARAT - 390010, INDIA |
- |
|
25 |
90097253
|
13/06/1990
* |
1,500,000.00
|
INDIAN
OVERESEAS BANK |
KALALI BRANCH, BARODA, GUJARAT
- 390012, INDIA |
- |
|
* Date of modification charge |
||||||
CHANGE IN THE REGISTERED OFFICE:
The Registered Office of the Company has been shifted to S.C.O : 183,
First Floor, Sector - 26 (East), Madhya Marg, Chandigarh 160019, India w.e.f
1st April, 2013, as approved by the Board of Directors of the Company in their
meeting held on 11th February, 2013.
CORPORATE INFORMATION
The Company is
engaged in business of agro chemicals and is manufacturing technical grade and
formulating pesticides, herbicides, fungicides and biocides. The Company has
presence in both the domestic and international markets.
OPERATIONS:
It may be noted
that various initiatives taken by the management, detailed in the previous
Annual Report, have produced results. The Company during the year continued to
focus on better efficiencies, cost saving measures, improved supply chain and
working capital management. The management also brought the focus back on
Agro-chemicals technical manufacture, the backbone of the Company's business.
The Company was able to increase revenues by new strategic alliances with elite
customers and optimum utilization of the production capacity of Agro Chemicals
Division. However, the working capital constraints still continued to cast its
shadow in the year.
Amid various
constraints, the Company has successfully commissioned another 'Fungicide
plant' in Agro Chemicals Division of the Company with the technical support and
buy back arrangement from one of the renowned Multinational Company in the
month of March, 2013. The first lot of the finished product from this plant has
been dispatched in May, 2013. The Company has projected a business of around Rs.
180.000 Millions from this contract in the next three years. The successful
implementation of this plant is a major morale booster for the Company.
The total income
of the Indian Operations in the six months period under review was at Rs.
2044.100 Millions with a net loss of Rs. 20.700 Millions as against the total
income of Rs. 5489.400 Millions and a net loss of Rs. 898.700 Millions in the
previous year of eighteen months (this is after booking exceptional expenses
and other provisions). The management of the Company has been endeavoring to
run all the plants situated at different locations with more focus on Agro
Chemicals Division. The new fungicide and other profitable existing products in
this division are expected to strengthen the working of the Company and will
add more value to its business.
The Management is
also looking for an opportunity to dispose off some of the non-core assets or
less performing assets or businesses in order to reduce the debt of the
Company. This will strengthen the revival of the Company.
The Members will
recall that in view of the poor financial results of the previous year, the
Company had filed a report with the Board for Industrial and Financial
Restructuring (BIFR) under Section 23 of the Sick Industrial Companies (Special
Provisions) Act, 1985 informing about the erosion of net worth and potential
sickness of the Company. The Company has also filed with BIFR a statement of
causes of erosion of net worth and remedial measures taken / to be taken for
revival after seeking the approval of the Members in the Extra-Ordinary General
Meeting held on 29th December, 2012. As already mentioned, the Management of
the Company with all its diligence and resources is trying to streamline the
working of the Company.
OUTLOOK:
The Company has
the facilities of manufacturing technical and branded formulations of agro
chemicals business. In addition, Pharma, Industrial Chemicals and specialized
bio-products add to its business prospects. Further, the Company has a
comprehensive portfolio with strong brand and a wide distribution network. As
per one of the reports of ASSOCHAM, the agrochemicals sector in India is likely
to grow at 15 percent annually and cross Rs 250000.000 Millions mark by 2015.
Therefore, India's Agro-chemical industry has huge potential and immense growth
opportunities. Hence, they expect improved performance in the local market in
the coming year.
However, due to
the subdued European market, exchange rate fluctuation in Rupee vis-à-vis Euro
and USD, increased prices of major raw materials, adverse operating and
financial position (shortage of working capital) full recovery continues to be
a matter of concern for the Company. The Management however, is optimistic
about the business prospects and taking steps to capitalize the available
opportunities.
MANAGEMENT DISCUSSION AND ANALYSIS
BUSINESS SEGMENT- AGRO CHEMICALS AND OTHER CHEMICALS
INDUSTRY STRUCTURE AND DEVELOPMENT:
Following the
slowdown induced by the global financial crisis in 2008-09, the Indian economy
responded strongly to fiscal and monetary stimulus and achieved a growth rate
of 8.6 percent and 9.3 percent respectively in 2009-10 and 2010-11. However,
the economy is exhibiting inflationary tendencies including a burgeoning fiscal
deficit, low investments, rising inflation and high interest rates from March,
2010. This has adversely impacted investments and the economy has decelerated
with the growth rate coming down to 6.2 percent and 5 percent in 2011-12 and
2012-13 respectively. The slowdown has been across the board with no sector of
the economy remain unaffected.
However, the
agrochemicals industry remains a significant industry for the Indian economy in
terms of jobs, incomes and food security. Moreover, India's agricultural
exports are booming at a time when many other leading producers are
experiencing difficulties. CII-McKinsey in its report tiled as 'India as an
agriculture and high value food powerhouse: A new vision for 2030' has
mentioned that "Given the expected rise in consumption, the Country's
agricultural output by 2030 could reach Rs. 29.28 lakh crore level and food
exports could jump to over Rs. 7 lakh crore. Consumption demand is increasing
as India's per capita GDP is expected to increase by 320 percent in next 20
years. Therefore, the requirement of food has also grown. In view of this, the
yield of food grains should be improved by providing quality inputs, extending
irrigation facilities, farm mechanization during sowing, farming and
harvesting. Therefore, it is imperative that India upgrade its agricultural
practices and techniques, as well as accelerate growth in allied business
fields." Improvement in yield, which is the key to the long-term growth,
depends on efficient use of quality seeds, fertilizers, pesticides,
micronutrients, and irrigation. Each of these inputs plays a role in better
yield and in turn augmentation in the production. In view of overall expected
growth in the Agro sector, the Company expects good business prospects in the
field of agrochemicals.
PERFORMANCE AND OUTLOOK:
Amid encouraging
outlook of the agrochemicals industry with great opportunities in its basket,
the Company could only partially leverage the benefits because of various reasons
including shortage of working capital. In the past two years, the management
has been actively formulating and implementing strategies to curb the
limitations of the Company. The debts of the Company have been restructured
under the scheme approved by the Corporate Debt Restructuring Cell; an amount
of Rs. 500.000 Millions was raised from Promoters as well as from private
investor; divestment of overseas step down subsidiaries; disposal of non - core
assets and arrangement of strategic alliances with few elite customers has
brought some ease in the working of the Company.
The Company in
March, 2013 has also commercialized a new 'Fungicide Plant' with technical
support of a renowned Multinational Company. The Company is expected to do a
business of Rs. 1800.000 Millions from this contract in the next 3 years. The
commercial production of the product has started. This will enable the Company
to enhance its profitability and add value to its business.
The business of
Formulation Division and Industrial Chemicals Division were affected due to
unavailability of sufficient working capital and credit oriented market
scenario. Therefore, the Management is working on various strategies to curtail
the surging losses in these divisions.
BUSINESS SEGMENT-
PHARMA
INDUSTRY STRUCTURE
AND DEVELOPMENT:
According to
research of Urch Publishing, the global pharmaceutical industry is expected to
be worth more than $1 trillion in 2014, marking a 5 percent compound annual
growth rate. Many rating agencies have also predicted that the year 2013 would
be stable for the Indian pharmaceutical sector. However, mid to small-size
players may face challenges in managing competitive pressures.
The Company
entered into a pharma business in 2003 after acquisition of erstwhile Alpha Drug
India Limited (ADIL), now merged with the Company. The product line is
restricted to few bulk drugs, drug intermediates and speciality chemicals. The
division is growing slowly mainly due to lack of working capital. With the
introduction of another API, the number of products has increased. The CRAM
business in the division is giving good returns.
PERFORMANCE AND
OUTLOOK:
Price Waterhouse
Coopers (PWC), a UK consultancy, predicts that although the next few years
still look break, the decade to follow could bring a ‘golden era of renewed
productivity and prosperity’ for the pharma industry.
The Pharma
Division of the Company has sustained its working by adding new products. The
pharma plant has a GMP certification from the State Government. It has C.O.S.
(Certificate of Suitability) for the European market for its key product -
Trimethoprim. It also has ISO 9001:2000 and ISO 14001: 2004 Certificates. This
division of the Company has also been inspected and approved for the supply of
Trimethoprim and Albendazole to European Market by European Directorate for the
Quality of Medicines and Healthcare. Moreover, the division has obtained GMP
certificate from Danish Medicines Agency, Denmark.
FINANCIAL
PERFORMANCE AND ANALYSIS
In the financial
year 2012-13, comprising of 6 months i.e from 1st October, 2012 to 31st March,
2013, the net sales of the Company on a standalone basis was Rs. 2006.100
Millions with a loss of Rs. 20.700 Millions. In the previous financial year of
18 months, the standalone net sale was Rs. 5339.200 Millions with a loss of Rs.
898.700 Millions, after booking exceptional items and provisions. On
consolidated basis, the net sales stood at Rs. 2453.300 Millions with a loss of
Rs. 126.300 Millions in the current period under review against net sales of
Rs. 10057.700 Millions and loss of Rs. 1071.200 Millions in the previous year
of 18 months. The management has taken various measures for sustainability and
expected turnaround viz. optimum utilization of production capacity,
uninterrupted supply of raw materials, speedy recovery from the debtors,
undertaking cost cutting measures to the extent feasible, etc.
FIXED ASSETS
·
Freehold Land
·
Leasehold Land
·
Buildings
·
Plant and Machinery
·
Electric Installations
·
Furniture, Fixtures and Equipments
·
Vehicles
·
Computer Software
·
Computer License
·
Product Registration
UNAUDITED
FINANCIAL RESULTS FOR THE QUARTER AND HALF YEAR ENDED 30 SEPTEMBER 2013
(Rs. in millions)
|
Sr. No. |
Particular |
Quarter Ended |
Half Year Ended |
|
|
|
|
30.09.2013 (Unaudited) |
30.06.2013 (Unaudited) |
30.09.2013 (Unaudited) |
|
1. |
Income from
Operations |
|
|
|
|
|
Net Sales |
1165.100 |
884.300 |
2049.400 |
|
|
Other Operating Income |
15.00 |
19.300 |
34.300 |
|
|
Net Sales/Income
from Operations |
1180.100 |
903.600 |
2083.700 |
|
|
|
|
|
|
|
2. |
Expenditure |
|
|
|
|
|
Cost of Material Consumed
|
645.400 |
546.700 |
1192.100 |
|
|
Purchase of Stock in trade |
33.500 |
22.000 |
55.500 |
|
|
Change in Inventories of Finished Goods, Work-In-Progress
and Stock In Trade |
(28.700) |
(40.700) |
(69.400) |
|
|
Employee Benefits Expenses |
115.400 |
109.400 |
224.800 |
|
|
Depreciation and Amortization Expenses |
39.000 |
37.700 |
76.700 |
|
|
Other Expenses |
294.300 |
266.700 |
561.000 |
|
|
f) Total |
1098.900 |
941.800 |
2040.700 |
|
|
|
|
|
|
|
3. |
Profit
From Operations before Other Income, Interest and Exceptional Items (1-2) |
81.200 |
(38.200) |
43.000 |
|
|
|
|
|
|
|
4. |
Other Income |
74.000 |
66.100 |
160.100 |
|
|
|
|
|
|
|
5. |
Profit
Before Interest and Exceptional Items (3+4) |
155.200 |
47.900 |
203.100 |
|
|
|
|
|
|
|
6. |
Interest |
83.600 |
80.100 |
163.700 |
|
|
|
|
|
|
|
7. |
Profit
After Interest but before Exceptional Items (5-6) |
71.600 |
(32.200) |
39.400 |
|
|
|
|
|
|
|
8. |
Exceptional Items |
-- |
-- |
-- |
|
|
|
|
|
|
|
9. |
Profit
from Ordinary Activities before Tax (7+8) |
71.600 |
(32.200) |
39.400 |
|
|
|
|
|
|
|
10. |
Tax Expense |
-- |
-- |
-- |
|
|
|
|
|
|
|
11. |
Net
Profit from Ordinary Activities after Tax (9-10) |
71.600 |
(32.200) |
39.400 |
|
|
|
|
|
|
|
12. |
Extraordinary Item (net of expense) |
-- |
-- |
-- |
|
|
|
|
|
|
|
13. |
Net
Profit for the period (11-12) |
71.600 |
(32.200) |
39.400 |
|
|
|
|
|
|
|
14. |
Paid-up Equity Share Capital (Face Value of Rs.10/- Each) |
122.600 |
122.600 |
122.600 |
|
|
|
|
|
|
|
15. |
Reserves Excluding Revaluation Reserve |
-- |
-- |
-- |
|
|
|
|
|
|
|
16. |
Basic
and Diluted Earning Per Share (EPS) (Rs.)-Not Annualised |
|
|
|
|
|
a) Basic and diluted EPS before extraordinary items |
5.84 |
(2.62) |
3.22 |
|
|
|
|
|
|
|
17. |
Public
Shareholding |
|
|
|
|
|
-Number of Shares |
6618318 |
6618318 |
6618318 |
|
|
- Percentage of Shareholding |
53.97 |
53.97 |
53.97 |
|
|
|
|
|
|
|
18. |
Promoters
and Promoter Group Shareholding |
|
|
|
|
|
a)
Pledged/Encumbered |
|
|
|
|
|
- Number of Shares |
150000 |
150000 |
150000 |
|
|
- Percentage of Shares (as a % of the Total Shareholding
of promoter and promoter group) |
2.66 |
2.66 |
2.66 |
|
|
- Percentage of Shares (as a % of the Total Share Capital
of the Company) |
1.22 |
1.22 |
1.22 |
|
|
|
|
|
|
|
|
b)
Non Encumbered |
|
|
|
|
|
- Number of Shares |
5493867 |
5493867 |
5493867 |
|
|
- Percentage of Shares (as a % of the Total Shareholding
of Promoter and Promoter Group) |
97.34 |
97.34 |
97.34 |
|
|
- Percentage of Shares (as a % of the Total Share Capital
of the Company) |
44.81 |
44.81 |
44.81 |
|
Particulars
|
3
Months ended on 30.09.2013 |
|
Pending at the beginning of the quarter |
Nil |
|
Received during the quarter |
Nil |
|
Disposed of during the quarter |
Nil |
|
Remaining unresolved at the end of the quarter |
Nil |
SEGMENT WISE
REVENUE, RESULTS AND CAPITAL EMPLOYED
(Rs. In Millions)
|
Sl. No. |
|
Particulars |
Quarter Ended |
Half Year Ended |
|
|
|
30.09.2013 |
30.06.2013 |
30.09.2013 |
||
|
|
(Unaudited) |
(Unaudited) |
(Unaudited) |
||
|
1 |
|
Segment Revenue |
|
|
|
|
|
|
|
|
|
|
|
|
|
Chemical |
1005.700 |
754.600 |
1760.300 |
|
|
|
Bulk Drug & Intermediates |
186.900 |
155.100 |
342.000 |
|
|
|
|
|
|
|
|
|
|
Total |
1192.600 |
909.700 |
2102.300 |
|
|
|
|
|
|
|
|
|
|
Less : Inter Segment Sales / Adjustment |
12.500 |
6.100 |
18.600 |
|
|
|
|
|
|
|
|
|
|
Net Sales / Income
from Operation |
1180.100 |
903.600 |
2083.700 |
|
|
|
|
|
|
|
|
2 |
|
Segment Results |
|
|
|
|
|
|
|
|
|
|
|
|
|
Chemical |
132.300 |
32.100 |
164.400 |
|
|
|
Bulk Drug & Intermediates |
18.700 |
12.000 |
30.700 |
|
|
|
|
|
|
|
|
|
|
Total |
151.000 |
44.100 |
195.100 |
|
|
|
|
|
|
|
|
|
|
Less :Interest and Other Finance Charges |
83.600 |
80.100 |
163.700 |
|
|
|
Less : Other (Unallocable Income) Net of Unallocable Expenses |
(4.200) |
(3.800) |
(8.000) |
|
|
|
|
|
|
|
|
|
|
Total Profit /
(Loss) Before Tax |
71.600 |
(32.200) |
39.400 |
|
|
|
|
|
|
|
|
3 |
|
Capital Employed |
|
|
|
|
|
|
|
|
|
|
|
|
|
Chemical |
2467.000 |
2450.100 |
2467.000 |
|
|
|
Bulk Drug & Intermediates |
770.000 |
745.300 |
770.000 |
|
|
|
Less : Unallocable Assets Less Liabilities (Net) |
(3021.000) |
(3050.900) |
(3021.000) |
|
|
|
|
|
|
|
|
|
|
Total Capital
Employed |
216.000 |
144.500 |
216.000 |
STATEMENT OF ASSETS AND LIABILITIES
(Rs. In Millions)
|
PARTICULARS |
30.09.2013
UNAUDITED |
|
Equity and
liabilities |
|
|
Shareholders'
fund |
|
|
Share capital |
122.600 |
|
Reserve &
surplus |
93.400 |
|
Sub-total - Shareholders' funds |
216.000 |
|
Non - current
liabilities |
|
|
Long term
borrowings |
1776.100 |
|
Long term
provisions |
83.500 |
|
Sub-total - Non-current liabilities |
1859.600 |
|
Current
liabilities |
|
|
Short term
borrowings |
836.000 |
|
Trade payables |
812.500 |
|
Other current
liabilities |
873.000 |
|
Short term
provisions |
63.000 |
|
Sub-total - Current liabilities |
2584.500 |
|
Total - Equity & Liabilities |
4660.100 |
|
|
|
|
Assets |
|
|
Non-current
assets |
|
|
Fixed assets |
2506.200 |
|
Non-current
investment |
33.900 |
|
Long term loans
& advances |
182.100 |
|
Other
non-current assets |
45.400 |
|
Sub-total - Non-current Assets |
2767.600 |
|
Current assets |
|
|
Inventories |
563.600 |
|
Trade
receivables |
820.000 |
|
Cash & bank
balances |
119.900 |
|
Short term loans
& advances |
335.400 |
|
Other current
assets |
53.600 |
|
Sub-total - Current Assets |
1892.500 |
|
Total – Assets |
4660.100 |
NOTES
1.
The above results were reviewed by the Audit
Committee and approved by the Board of Directors at their respective meetings
held on November 09, 2013. The statutory auditors have carried out limited
review of the above result.
2.
During the current quarter, on July 18, 2013, the
Company has entered into a Business Transfer Agreement (the Arrangement) with
Coromandel Agrico Private Limited to sell its agro formulation division at a
value to be determined on the closing date. The Company’s Board of Directors
and Members have passed the resolution approving the Arrangement and is pending
for approval of regulatory authorities and lenders.
3.
The figures for the quarter ended September 30,
2012 are the balancing figures between the audited figures in respect of the
eighteen months financial period ended September 30, 2012 and the unaudited
published figures for period up to June 30, 2012.
4.
The Company had financial year comprising of
eighteen months period ended September 30, 2012 and accordingly there are no comparative
year to date figures for six months period from April 01, 2012 to September 30,
2012 corresponding to the current year to date period from April 01, 2013 to
September 30, 2013. However, the Company has opted to disclose comparative
figures for the six months ended September 30, 2012 by aggregating the figures
for the quarter ended June 30, 2012 and September 30, 2012 for meaningful
comparison.
5.
Previous financial year was for six months period
from October 01, 2012 to March 31, 2013.
6.
Previous period’s figures have been regrouped,
wherever necessary.
CMT REPORT (Corruption, Money Laundering & Terrorism]
The Public Notice information has been collected from various sources
including but not limited to: The Courts,
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. 62.37 |
|
|
1 |
Rs. 102.24 |
|
Euro |
1 |
Rs. 84.97 |
INFORMATION DETAILS
|
Report Prepared
by : |
DPT |
SCORE & RATING EXPLANATIONS
|
SCORE FACTORS |
RANGE |
POINTS |
|
HISTORY |
1~10 |
5 |
|
PAID-UP CAPITAL |
1~10 |
3 |
|
OPERATING SCALE |
1~10 |
3 |
|
FINANCIAL CONDITION |
|
|
|
--BUSINESS SCALE |
1~10 |
3 |
|
--PROFITABILIRY |
1~10 |
- |
|
--LIQUIDITY |
1~10 |
3 |
|
--LEVERAGE |
1~10 |
3 |
|
--RESERVES |
1~10 |
3 |
|
--CREDIT LINES |
1~10 |
3 |
|
--MARGINS |
-5~5 |
- |
|
DEMERIT POINTS |
|
|
|
--BANK CHARGES |
YES/NO |
YES |
|
--LITIGATION |
YES/NO |
YES |
|
--OTHER ADVERSE INFORMATION |
YES/NO |
NO |
|
MERIT POINTS |
|
|
|
--SOLE DISTRIBUTORSHIP |
YES/NO |
NO |
|
--EXPORT ACTIVITIES |
YES/NO |
YES |
|
--AFFILIATION |
YES/NO |
YES |
|
--LISTED |
YES/NO |
NO |
|
--OTHER MERIT FACTORS |
YES/NO |
YES |
|
DEFAULTER |
|
|
|
--RBI |
YES/NO |
NO |
|
--EPF |
YES/NO |
NO |
|
TOTAL |
|
26 |
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 |
-- |
This report is issued at your request without any
risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL)
or its officials.