MIRA
INFORM REPORT
|
Report Date : |
10.01.2014 |
IDENTIFICATION DETAILS
|
Name : |
TRIBHOVANDAS BHIMJI ZAVERI LIMITED |
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Registered
Office : |
241/43, Zaveri Bazar, Mumbai – 400 002, Maharashtra |
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Country : |
India |
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Financials (as
on) : |
31.03.2013 |
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Date of
Incorporation : |
24.07.2007 |
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Com. Reg. No.: |
11-172598 |
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Capital
Investment / Paid-up Capital : |
Rs.666.667
millions |
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CIN No.: [Company Identification
No.] |
L27205MH2007PLC172598 |
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Legal Form : |
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 manufacturing/ trading and selling of jewellery. |
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No. of Employees
: |
Approximately
1756 (These included 1219 employees at showrooms, 179 at manufacturing
facilities and 358 as back office and corporate staff) |
RATING & COMMENTS
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MIRA’s Rating : |
Ba (54) |
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RATING |
STATUS |
PROPOSED CREDIT LINE |
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41-55 |
Ba |
Overall operation is considered normal. Capable to meet normal
commitments. |
Satisfactory |
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Maximum Credit Limit : |
USD 16403000 |
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Status : |
Good |
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Payment Behaviour : |
Regular |
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Litigation : |
Clear |
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Comments : |
Subject is a one of India’s oldest and well-established jewellery
houses having fine track record. The ratings reflect TBZ’s established market position with a strong
brand, and its healthy financial risk profile marked by healthy networth, low
gearing and robust debt protection metrics. Directors are reported to be experienced and respectable businessmen. Trade relations are reported as fair. Business is active. Payments are
reported to be regular and as per commitment. The company can be considered good for normal business dealings at
usual trade terms and conditions. |
NOTES :
Any query related to this report can be made
on e-mail : infodept@mirainform.com
while quoting report number, name and date.
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 |
CRISIL |
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Rating |
Long term rating: “A-” |
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Rating Explanation |
Adequate degree of safety and low credit risk. |
|
Date |
May 7, 2013 |
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Rating Agency Name |
CRISIL |
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Rating |
Short term rating: “A2+” |
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Rating Explanation |
Strong degree of safety and low credit risk. |
|
Date |
May 7, 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 DECLINED
Management non-cooperative
(Tel. No.: 91-22-39565001)
LOCATIONS
|
Registered Office : |
241/43, Zaveri Bazar, Mumbai – 400 002, Maharashtra, India |
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Tel. No.: |
91-22-39565001 |
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Fax No.: |
91-22-39565056 |
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E-Mail : |
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Website : |
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Corporate Office : |
1106 to 1121, 11th
Floor, West Wing, Tulsiani Chambers, 212, Backbay Reclamation, Free Press
Journal Road, Nariman Point, Mumbai – 400 021, Maharashtra, India |
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Tel. No.: |
91-22-30735000 |
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Fax No.: |
91-22-30735088 |
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Showroom : |
Maharashtra 1. 241/43, Zaveri
Bazar, Mumbai - 400 002, Maharashtra, India 2. L.T. Road,
Borivali (West), Mumbai - 400 092, Maharashtra, India 3. 002 and 102,
Prime Plaza, S.V. Road, Santacruz (West), Mumbai - 400 054, Maharashtra,
India 4. M.G. Road,
Rajawadi, Ghatkopar (East), Mumbai - 400 077, Maharashtra, India 5. Gautam Tower,
off Gokhale Road, Thane (West) - 400 601, Maharashtra, India 6. Seth House,
21/4B, Opposite Le Royce Hotel, Bundgarden Road, Pune - 411 001, Maharashtra,
India 7. Shop No. 2,
Sunder Mahal, 92, Veer Nariman Road, Churchgate, Mumbai - 400 020,
Maharashtra, India 8. Shop No. 1 ,2
and 3, Near St. Augustine High School, Tiberias Building, Stella, Village
Barampur, District Thane, Vasai (West) - 401 202, Maharashtra, India 9. Unit No. 003,
1st and 2nd Floor, Rachana Galaxy, Mouza Ambazari, Opp. Wockhardt Hospital,
Dharampeth, Nagpur - 440 010, Maharashtra, India 10. A.G. Pride,
Plot. No. 301, N-3, CIDCO, Opposite Hotel Ramgiri, Beside Raymond and
Ratnakar Bank, Jalna Road, Aurangabad - 431 005, Maharashtra, India 11. Shop No.
G-20, Ground Floor, Satra Plaza, Plot No. 19 and 20, Sector 19-D, Palm Beach
Road, Vashi, Navi Mumbai - 400 705, Maharashtra, India Gujarat 12. Iscon
Center, Shivranjani Cross Road, Satelite, Ahmedabad - 380 015, Gujarat, India
13. Lal Bunglow,
SNS House, Athwa Lines, Surat - 395 007, Gujarat, India 14. Janakpuri
Complex, Dr. Yagnik Road, Opposite Hotel Imperial Palace, Rajkot - 360 001,
Gujarat, India 15. K.P.
Infinity, Opposite Yes Bank Limited, Near INOX Multiplex, Natubhai Circle, Race
Course Road, Vadodara - 390 007, Gujarat, India 16. 7-11, Ground
Floor, Fortune Square- II, Near Primary School, Next to Royal Dream Society,
Vapi Daman Road, Vapi - 396 191, Gujarat, India 17. Shop No. G1,
Krishna Complex, Waga Wadi Road, Next to ‘Ghar Shala’, Bhavnagar - 364 001,
Gujarat, India Andhra Pradesh (Hyderabad and Vijaywada) 18. 70,
Greensland Road, Punjagutta, Hyderabad - 500 082 Andhra Pradesh, India 19. Shop No. I,
Mogul's court, Basheerbagh, Hyderabad - 500 001 Andhra Pradesh, India 20. Opposite
Gateway Hotel, M.G. Road, Labbipet, Vijayawada - 520 010, Andhra Pradesh,
India Kerla (Kochi) 21. Jos Annexe
Building, Jos Junction, Ernakullam, Kochi - 682 016, Kerala, India Madhya Pradesh (Indore) 22. 576 Laxmi Tower,
M.G. Road, Opposite Treasure Island, Indore - 452 001, Madhya Pradesh, India West Bengal (Kolkata) 23. Saraswati
Niketan, 5 Camac Street, Kolkata - 700 016, West Bengal, India 24. CIT Road,
Scheme, VIM, Kankurgachi, Kolkata - 700 054, West Bengal, India Chhattisgarh (Raipur) 25. Shop No.1, Ground Floor, Prem Store Premises,
Malviya Road, Next to G.P.O., Raipur - 492 001, Chhattisgarh, India Note: On 1st
April, 2013, the Company has opened the new showroom at Gandhidham, Gujarat situated
at Shop 4, 5 and 6, Ground Floor, Sunshine Arcade, Plot No. 59, Sector 8,
Tagore Road, Near Lord’s Hotel, Gandhidham, Kutch – 370 201, Gujarat, India. |
DIRECTORS
AS ON 31.03.2013
|
Name : |
Mr. Shrikant Zaveri |
|
Designation : |
Chairman and Managing Director |
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|
Name : |
Ms. Binaisha Zaveri |
|
Designation : |
Whole-time Director |
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Date of Birth/
Age : |
28.12.1982 |
|
Qualification : |
Bachelor’s
degree in Marketing and Finance from Stern School of Business, New York |
|
Expertise in specific functional area : |
Company’s
Enterprise Resource Planning Systems and actively engaged in accounting,
merchandising and general corporate management |
|
Date of
Appointment : |
24.07.2007 |
|
Directorships held in other Public Companies as
on 31st March, 2013 (excluding foreign Companies and Section 25 companies) : |
·
Tribhovandas Bhimji Zaveri (Bombay) Limited
(wholly owned subsidiary of the Company) ·
Konfiaance Jewellery Private Limited (wholly
owned subsidiary of the Company) |
|
|
|
|
Name : |
Ms. Raashi Zaveri |
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Designation : |
Director – Finance |
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Date of Birth/
Age : |
26.12.1986 |
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Qualification : |
Bachelor’s
degree in Finance and Entrepreneurship from Kelly School of Business, Indiana
University and is a Graduate Gemologist from Gemological Institute of America |
|
Expertise in specific functional area : |
Company’s
Enterprise Resource Planning Systems and actively engaged in accounting,
merchandising and general corporate management |
|
Date of
Appointment : |
01.07.2008 |
|
Directorships held in other Public Companies as
on 31st March, 2013 (excluding foreign Companies and Section 25 companies) : |
Tribhovandas
Bhimji Zaveri (Bombay) Limited (wholly owned subsidiary of the Company) |
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|
|
|
Name : |
Mr. Kamlesh Vikamsey |
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Designation : |
Independent Director |
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Date of Birth/
Age : |
06.12.1960 |
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Qualification : |
Bachelor’s
degree in Commerce from Mumbai University and is a Chartered Accountant |
|
Expertise in specific functional area : |
Accounting and
finance, corporate advisory services |
|
Date of
Appointment : |
26.08.2010 |
|
Directorships held in other Public Companies as
on 31st March, 2013 (excluding foreign Companies and Section 25 companies) : |
·
Navneet Publications (India) Limited ·
Ramky Infrastructure Limited ·
Aditya Birla Retail Limited ·
Neptune Developers Limited ·
Man Infraconstruction Limited ·
Apcotex Industries Limited List of Subsidiary of Public Companies: ·
Neptune Ventures and Developers Private Limited ·
Fabmall (India) Private Limited ·
H.A.S. Two Holdings Private Limited ·
Trinethra Superretail Private Limited ·
Terrafirma Agroprocessing (India) Private Limited ·
Electrotherm Renewables Private Limited |
|
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|
Name : |
Mr. Ajay Mehta |
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Designation : |
Independent Director |
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Name : |
Mr. Sanjay Asher |
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Designation : |
Independent Director |
KEY EXECUTIVES
|
Name : |
Mr. Niraj Oza |
|
Designation : |
Company Secretary |
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|
|
Name : |
Mr. Prem Hinduja |
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Designation : |
Chief Executive Officer |
MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN
AS ON 31.12.2013
|
Category of
Shareholders |
No. of Shares |
Percentage of
Holding |
|
(A) Shareholding of Promoter and Promoter Group |
|
|
|
|
|
|
|
|
46749775 |
70.09 |
|
|
2700000 |
4.05 |
|
|
49449775 |
74.13 |
|
|
|
|
|
Total shareholding of Promoter and Promoter Group (A) |
49449775 |
74.13 |
|
(B) Public Shareholding |
|
|
|
|
|
|
|
|
357 |
0.00 |
|
|
6033 |
0.01 |
|
|
10012389 |
15.01 |
|
|
10018779 |
15.02 |
|
|
|
|
|
|
3423599 |
5.13 |
|
|
|
|
|
|
1867518 |
2.80 |
|
|
1670598 |
2.50 |
|
|
273726 |
0.41 |
|
|
133541 |
0.20 |
|
|
139685 |
0.21 |
|
|
500 |
0.00 |
|
|
7235441 |
10.85 |
|
Total Public shareholding (B) |
17254220 |
25.87 |
|
Total (A)+(B) |
66703995 |
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) |
66703995 |
0.00 |
(1) Indian
Individuals / Hindu Undivided Family
Individual shareholders holding nominal share
capital up to Rs.0.100 millionShareholding of securities (including shares, warrants, convertible
securities) of persons belonging to the category Promoter and Promoter Group
|
Sl.No. |
Name of the Shareholder |
No. of Shares held |
As a % of grand total |
Total shares (including underlying shares
assuming full conversion of warrants and convertible securities) as a % of
diluted share capital |
|
1 |
Shrikant Gopaldas Zaveri |
3,33,92,275 |
50.06 |
50.06 |
|
2 |
Binaisha Shrikant Zaveri |
52,85,000 |
7.92 |
7.92 |
|
3 |
Raashi Zaveri |
45,72,500 |
6.85 |
6.85 |
|
4 |
Bindu Shrikant Zaveri |
35,00,000 |
5.25 |
5.25 |
|
5 |
Tribhovandas Bhimji Zaveri Jewellers (Mumbai) P |
13,50,000 |
2.02 |
2.02 |
|
6 |
Tribhovandas Bhimji Zaveri (TBZ) Private Limited |
13,50,000 |
2.02 |
2.02 |
|
|
Total |
4,94,49,775 |
74.13 |
74.13 |
Shareholding of securities (including shares, warrants, convertible
securities) of persons belonging to the category Public and holding more than
1% of the total number of shares
|
Sl. No. |
Name of the Shareholder |
No. of Shares held |
Shares as % of Total No. of Shares |
Total shares (including underlying shares
assuming full conversion of warrants and convertible securities) as a % of
diluted share capital |
|
|
1 |
Smallcap World Fund INC |
4118401 |
6.17 |
6.17 |
|
|
2 |
HSBC Global Investment Funds A/C HSBC GIF Mauritius Limited |
2785024 |
4.18 |
4.18 |
|
|
3 |
Acacia Partners LP |
878509 |
1.32 |
1.32 |
|
|
|
Total |
7781934 |
11.67 |
11.67 |
Shareholding of securities (including shares, warrants, convertible
securities) of persons (together with PAC) belonging to the category “Public”
and holding more than 5% of the total number of shares of the company
|
Sl. No. |
Name(s) of the shareholder(s) and the Persons
Acting in Concert (PAC) with them |
No. of Shares |
Shares as % of Total No. of Shares |
Total shares (including underlying shares
assuming full conversion of warrants and convertible securities) as a % of
diluted share capital |
|
|
1 |
Smallcap World Fund INC |
4118401 |
6.17 |
6.17 |
|
|
|
Total |
4118401 |
6.17 |
6.17 |
Details of Locked-in Shares
|
Sl. No. |
Name of the Shareholder |
No. of Shares |
Locked-in Shares as % of |
|
1 |
Shrikant Gopaldas Zaveri |
1,05,45,730 |
15.81 |
|
2 |
Binaisha Shrikant Zaveri |
15,16,895 |
2.27 |
|
3 |
Raashi Zaveri |
13,12,395 |
1.97 |
|
|
Total |
1,33,75,020 |
20.05 |
BUSINESS DETAILS
|
Line of Business : |
Subject is engaged in manufacturing/ trading and selling of jewellery. |
GENERAL INFORMATION
|
No. of Employees : |
Approximately
1756 (These included 1219 employees at showrooms, 179 at manufacturing
facilities and 358 as back office and corporate staff) |
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Bankers : |
· State Bank of India · HDFC Bank Limited · ICICI Bank Limited · Kotak Mahindra Bank Limited · Union Bank of India |
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Facilities : |
LONG TERM
BORROWINGS *The term loan
from bank carries interest @ 12.85% p.a. The loan is repayable in 60 monthly
installments of Rs.0.691 million each alongwith interest, from the date of
loan, viz., 7 May 2010. The loan is secured by hypothecation of exclusive
charge on the properties situated at Punjugutta (Hyderabad) of the Company.
Further, the loan has been guaranteed by the personal guarantee of the
managing director of the Company. **The term loan
from bank carries interest @ 13.15% p.a. The loan is repayable in 72 monthly
installments of Rs.3.250 millions each and additional interest, from the date
of loan, viz., 31 December 2012. The loan is secured by hypothecation of
exclusive charge on the property purchase of new premises at 11th Floor,
Tulsiani Chambers, Nariman Point, Mumbai - 400021. ***The vehicle
loan from HDFC bank carries interest @ 10.75% p.a. and 9.75% p.a. The loan is
repayable in 36 monthly installments of Rs.0.079 millions and Rs.0.029
million respectively each alongwith interest, from the date of loan, viz., 7
April 2011 and 7 November 2011 respectively. The loan is secured by
hypothecation of vehicle. ****The vehicle
loan from State Bank of India carries interest @ 10.95% p.a. The loan is
repayable in 60 monthly installments of Rs.0.026 million each alongwith
interest, from the date of loan, viz., 20 December 2012. The loan is secured
by hypothecation of vehicle. *****The vehicle
loan from BMW Financial services bank carries interest @ 10.75% p.a. and
8.69% p.a. The loan is repayable in 36 monthly installments of Rs.0.110
million and Rs.0.093 million respectively each alongwith interest, from the
date of loan, viz., 16 January 2011 and 1 June 2011 respectively. The loan is
secured by hypothecation of vehicle. SHORT TERM
BORROWINGS *The loan is
repayable on demand and bullet repayment on maturity date and interest
carries @ 12% p.a. The loan is secured by hypothecation of exclusive charge
on the raw materials, finished goods, receivables, entire fixed assets of the
Company, and other current assets located at Zaveri Bazar, and Santacruz
showroom. Further, the loan has been guaranteed by the personal guaranttee of
the directors of the Company, which has been release during the year. **The Company
has formed a consortium with State Bank of India as the lead banker. The cash
credit from State Bank of India carries interest @ 10.20% p.a. The loan is
repayable on demand from the date of loan, viz., 22 March 2011. The loan is
secured by hypothecation of exclusive charge on raw materials, finished
goods, receivables, entire fixed assets of the Company, and other current
assets located at Zaveri Bazar alongwith collateral security of Zaveri Bazar,
and Surat property and Charkop factory, and fixed deposits of Rs.30.000
millions. Further, the loan has been guaranteed by the personal guarantee of
the directors of the Company, which has been release during the year. **The Company
has formed a consortium with State Bank of India as the lead banker. The cash
credit from HDFC Bank carries interest @ 12.80% p.a. The loan is repayable on
demand from the date of loan, viz., 1 March 2011. The loan is secured by
hypothecation of exclusive charge on raw materials, finished goods,
receivables, entire fixed assets of the Company, and other current assets
located at Zaveri Bazar, and Santacruz showroom. Further, the loan has been
guaranteed by the personal guarantee of the directors of the Company, which
has been release during the year. **The Company
has formed a consortium with State Bank of India as the lead banker. The cash
credit from Union Bank of India carries interest @ 12.25% p.a. The loan is
repayable on demand from the date of loan, viz., 1 October 2012. The cash
credit is secured by hypothecation of first pari passu charge to the current
assets of the Company alongwith other working capital lenders and first pari
passu charge upon the immovable property of the Company at Zaveri Bazar as
colletral security. **The Company
has formed a consortium with State Bank of India as the lead banker. The cash
credit from ICICI Bank Limited carries interest @ 12.35% p.a. The loan is
repayable on demand from the date of loan, viz., 27 March 2012. The cash
credit is secured by hypothecation of first pari passu charge over the
Company's stocks of raw material, Work in progress, finished goods and
receivables and entire current assets with the participatory banks and first
pari passu charge upon the immovable property of the Company at Zaveri Bazar
with the participatory banks. ***The gold on
loan from ICICI Bank Limited carries interest @ 4.5% p.a. The loan is
repayable within 180 days from the date of disbursement. The gold on loan is
sub limit of cash credit facility taken. ****The gold on loan
from The Bank of Nova Scotia carries interest @ 3% p.a. The loan is repayable
within 180 days from the date of disbursement. The gold on loan is secured by
Stand by Letter of Credit (SBLC) amounting to 110% of the outstanding value. *****The gold on
loan from HDFC Bank Limited carries interest @ 3% p.a. The loan is repayable
within 180 days from the date of disbursement. The gold on loan is secured by
Stand by Letter of Credit (SBLC) amounting to 110% of the outstanding value. |
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Banking Relations
: |
-- |
|
|
|
|
Auditors : |
|
|
Name : |
B S R and Companies Chartered Accountants |
|
Address : |
Lodha Excelus, 1st Floor, Apollo Mills Compound, N. M.
Joshi Marg, Mahalaxmi, Mumbai – 400 011, Maharashtra, India |
|
Tel. No.: |
91-22-39896000 |
|
Fax No.: |
91-22-30902511 |
|
|
|
|
Subsidiaries : |
· Konfiaance Jewellery Private Limited. ·
Tribhovandas Bhimji Zaveri (Bombay) Limited,
(formerly Tribhovandas Bhimji Zaveri (Bombay) Private Limited) (w.e.f. 4
October 2010) |
|
|
|
|
Entities over
which Key Managerial personnel and/or their relatives exercise significant
influence : |
·
Tribhovandas Bhimji Zaveri Jewellers (Mumbai)
Private Limited ·
Tribhovandas Bhimji
Zaveri (TBZ) Private Limited ·
Super Traditional
Metal Crafts (Bombay) Private Limited ·
Tribhovandas Bhimji
Zaveri Trading Co ·
Cupid Annibis
Jewellery Private Limited ·
Shrikant
G Zaveri (HUF) ·
T.B.
Zaveri / A.B Zaveri (Family Benefit Trust) |
CAPITAL STRUCTURE
AS ON 30.08.2013
Authorised Capital : Rs.750.000 millions
Issued, Subscribed & Paid-up Capital : Rs.667.040
millions
AS ON 31.03.2013
Authorised Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
75000000 |
Equity Shares |
Rs.10/- each |
Rs.750.000 millions |
|
|
|
|
|
Issued, Subscribed & Paid-up Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
50000000 |
Equity Shares |
Rs.10/- each |
Rs.500.000
millions |
|
|
Add: 16666667 equity shares of Rs.10 each raised towards IPO issue |
|
Rs.166.667
millions |
|
|
Total |
|
Rs.666.667 millions |
Notes:
Reconciliation of
the shares outstanding at the beginning and at the end of the reporting period
|
Equity Shares |
31.03.2013 |
|
|
No.
of shares |
Amount (Rs.
in millions) |
|
|
At the beginning of the period |
50000000 |
500.000 |
|
Raised during the year- IPO |
16666667 |
166.667 |
|
Outstanding at
the end of the period |
66666667 |
666.667 |
Aggregate number
of bonus shares issued, share issued for consideration other than cash and shares
bought back during the period of five years immediately preceding the reporting
date:
|
Equity Shares |
31.03.2013 |
|
|
No.
of shares |
Amount (Rs.
in millions) |
|
|
Equity shares allotted as fully paid bonus shares by capitalization of
security premium |
48800000 |
488.000 |
|
Equity shares allotted as fully paid-up pursuant to contracts for
consideration other than cash |
-- |
-- |
|
Equity shares bought back by the Company |
-- |
-- |
Details of shareholders
holding more than 5% shares in the company
|
Particulars |
%
holding in class |
No.
of Shares |
|
Equity shares of
Rs.10 each fully paid |
|
|
|
Shrikant Zaveri |
50.09% |
33392275 |
|
Binaisha Zaveri |
7.93% |
5285000 |
|
Raashi Zaveri |
6.86% |
4572500 |
|
Bindu Zaveri |
5.25% |
3500000 |
Terms / rights
attached to equity Shares
The Company has a
single class of equity shares. Accordingly, all equity shares rank equally with
regard to dividends and share in the Company's residual assets. The equity
shares are entitled to receive dividend as declared from time to time. The
voting rights of an equity shareholders on a poll (not on show of hands) are in
proportion to its share of paid-up equity capital of the Company. Voting rights
cannot be exercised in respect of shares on which any call or other sums
presently payable have not been paid.
Failure to pay any
amount called up on shares may lead to forfeiture of the shares.
On winding up of
the Company, the holders of equity shares will be entitled to receive the
residual assets of the Company, remaining after distribution of all
preferential amounts in proportion to the number of equity shares held.
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 |
666.667 |
500.000 |
500.000 |
|
(b) Reserves & Surplus |
3433.960 |
1095.755 |
571.037 |
|
(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) |
4100.627 |
1595.755 |
1071.037 |
|
|
|
|
|
|
(3) Non-Current
Liabilities |
|
|
|
|
(a) Long-term borrowings |
195.186 |
26.704 |
56.560 |
|
(b) Deferred tax liabilities (Net) |
0.000 |
0.000 |
0.000 |
|
(c) Other long
term liabilities |
5.400 |
5.400 |
0.000 |
|
(d) Long-term
provisions |
57.217 |
38.687 |
32.277 |
|
Total Non-current
Liabilities (3) |
257.803 |
70.791 |
88.837 |
|
|
|
|
|
|
(4) Current Liabilities |
|
|
|
|
(a)
Short term borrowings |
3944.841 |
2009.010 |
2029.652 |
|
(b)
Trade payables |
1716.246 |
871.776 |
1075.864 |
|
(c)
Other current liabilities |
1526.289 |
1064.700 |
728.487 |
|
(d) Short-term
provisions |
266.289 |
213.544 |
136.190 |
|
Total Current
Liabilities (4) |
7453.665 |
4159.030 |
3970.193 |
|
|
|
|
|
|
TOTAL |
11812.095 |
5825.576 |
5130.067 |
|
|
|
|
|
|
II.
ASSETS |
|
|
|
|
(1) Non-current assets |
|
|
|
|
(a) Fixed Assets |
|
|
|
|
(i)
Tangible assets |
841.728 |
472.777 |
465.610 |
|
(ii)
Intangible Assets |
34.508 |
18.773 |
24.083 |
|
(iii)
Capital work-in-progress |
16.414 |
7.065 |
0.000 |
|
(iv)
Intangible assets under development |
0.000 |
0.000 |
0.000 |
|
(b) Non-current Investments |
30.262 |
30.251 |
29.825 |
|
(c) Deferred tax assets (net) |
51.911 |
33.828 |
17.544 |
|
(d) Long-term Loan and Advances |
100.641 |
87.673 |
84.807 |
|
(e) Other
Non-current assets |
0.000 |
0.000 |
0.000 |
|
Total Non-Current
Assets |
1075.464 |
650.367 |
621.869 |
|
|
|
|
|
|
(2) Current assets |
|
|
|
|
(a)
Current investments |
0.000 |
0.000 |
0.000 |
|
(b)
Inventories |
10273.806 |
5018.971 |
4254.329 |
|
(c)
Trade receivables |
17.633 |
30.004 |
83.739 |
|
(d) Cash
and cash equivalents |
318.489 |
53.401 |
90.730 |
|
(e)
Short-term loans and advances |
126.703 |
29.645 |
49.438 |
|
(f)
Other current assets |
0.000 |
43.188 |
29.962 |
|
Total
Current Assets |
10736.631 |
5175.209 |
4508.198 |
|
|
|
|
|
|
TOTAL |
11812.095 |
5825.576 |
5130.067 |
PROFIT & LOSS
ACCOUNT
|
|
PARTICULARS |
31.03.2013 |
31.03.2012 |
31.03.2011 |
|
|
|
SALES |
|
|
|
|
|
|
|
Revenue from operations |
16583.377 |
13854.699 |
11939.309 |
|
|
|
Other Income |
58.823 |
16.090 |
5.428 |
|
|
|
TOTAL (A) |
16642.200 |
13870.789 |
11944.737 |
|
|
|
|
|
|
|
|
Less |
EXPENSES |
|
|
|
|
|
|
|
Cost of raw material and components consumed |
15637.322 |
9718.900 |
8168.862 |
|
|
|
Purchase of traded goods |
2629.082 |
2488.665 |
2776.435 |
|
|
|
Changes in inventories of finished goods and traded goods |
(4803.400) |
(783.602) |
(883.980) |
|
|
|
Employee benefit expenses |
551.032 |
457.460 |
405.157 |
|
|
|
Other expenses |
1097.139 |
752.665 |
607.360 |
|
|
|
TOTAL (B) |
15111.175 |
12634.088 |
11073.834 |
|
|
|
|
|
|
|
|
Less |
PROFIT/
(LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C) |
1531.025 |
1236.700 |
870.903 |
|
|
|
|
|
|
|
|
|
Less |
FINANCIAL
EXPENSES (D) |
214.942 |
314.822 |
228.166 |
|
|
|
|
|
|
|
|
|
|
PROFIT/
(LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E) |
1316.083 |
921.878 |
642.737 |
|
|
|
|
|
|
|
|
|
Less/ Add |
DEPRECIATION/
AMORTISATION (F) |
80.437 |
52.627 |
39.952 |
|
|
|
|
|
|
|
|
|
|
PROFIT/ (LOSS)
BEFORE TAX (E-F) (G) |
1235.646 |
869.252 |
602.785 |
|
|
|
|
|
|
|
|
|
Less |
TAX (H) |
385.636 |
297.321 |
208.538 |
|
|
|
|
|
|
|
|
|
|
PROFIT/ (LOSS)
AFTER TAX (G-H) (I) |
850.010 |
571.931 |
394.247 |
|
|
|
|
|
|
|
|
|
|
PREVIOUS YEARS’
BALANCE BROUGHT FORWARD |
1082.526 |
560.781 |
226.534 |
|
|
|
|
|
|
|
|
|
Add |
Employee Stock Options outstanding at the commencement
of the year |
13.229 |
10.255 |
0.000 |
|
|
|
|
|
|
|
|
|
|
APPROPRIATIONS |
|
|
|
|
|
|
|
Transfer to general reserve |
85.001 |
0.000 |
0.000 |
|
|
|
Proposed Dividend |
150.000 |
50.000 |
0.000 |
|
|
|
Dividend Tax |
25.492 |
8.111 |
0.000 |
|
|
|
Excess provision of tax pertaining to earlier years |
0.000 |
(7.925) |
0.000 |
|
|
|
For Issue of Bonus Shares |
0.000 |
0.000 |
60.000 |
|
|
|
Addition/(reduction) on option granted |
(6.046) |
(2.974) |
(10.255) |
|
|
|
Balance in Security Premium Account |
1669.733 |
0.000 |
0.000 |
|
|
|
Balance General Reserve |
85.001 |
0.000 |
0.000 |
|
|
BALANCE CARRIED
TO THE B/S |
3433.960 |
1095.755 |
571.036 |
|
|
|
|
|
|
|
|
|
|
EARNINGS IN
FOREIGN CURRENCY |
|
|
|
|
|
|
|
Export (on FOB basis) |
0.000 |
0.000 |
32.898 |
|
|
TOTAL EARNINGS |
0.000 |
0.000 |
32.898 |
|
|
|
|
|
|
|
|
|
|
IMPORTS |
|
|
|
|
|
|
|
Diamond Jewellery |
0.000 |
45.001 |
80.630 |
|
|
|
Capital Goods |
0.000 |
8.405 |
15.049 |
|
|
|
Watches |
49.583 |
0.000 |
0.000 |
|
|
|
Packing material |
2.158 |
0.000 |
0.000 |
|
|
TOTAL IMPORTS |
51.741 |
53.406 |
95.679 |
|
|
|
|
|
|
|
|
|
|
Earnings/ (Loss)
Per Share (Rs.) |
|
|
|
|
|
|
- Basic |
13.04 |
11.44 |
7.88 |
|
|
|
- Diluted |
13.03 |
11.42 |
7.87 |
|
KEY RATIOS
|
PARTICULARS |
|
31.03.2013 |
31.03.2012 |
31.03.2011 |
|
PAT / Total Income |
(%) |
5.11 |
4.12 |
3.30 |
|
|
|
|
|
|
|
Net Profit Margin (PBT/Sales) |
(%) |
7.45 |
6.27 |
5.05 |
|
|
|
|
|
|
|
Return on Total Assets (PBT/Total Assets} |
(%) |
10.55 |
15.11 |
11.86 |
|
|
|
|
|
|
|
Return on Investment (ROI) (PBT/Networth) |
|
0.30 |
0.54 |
0.56 |
|
|
|
|
|
|
|
Debt Equity Ratio (Total Debt/Networth) |
|
1.01 |
1.28 |
1.95 |
|
|
|
|
|
|
|
Current Ratio (Current Asset/Current Liability) |
|
1.44 |
1.24 |
1.14 |
LOCAL AGENCY FURTHER INFORMATION
DETAILS OF CURRENT
MATURITIES OF LONG TERM BORROWINGS:
|
Particulars
|
31.03.2013 (Rs.
in millions) |
31.03.2012 (Rs.
in millions) |
31.03.2011 (Rs.
in millions) |
|
Current maturities of long term borrowings |
52.497 |
37.960 |
46.733 |
|
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 two years |
Yes |
|
12] |
Profitability for last two 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) |
No |
|
21] |
Market information |
-- |
|
22] |
Litigations that the firm / promoter involved in |
-- |
|
23] |
Banking Details |
Yes |
|
24] |
Banking facility details |
Yes |
|
25] |
Conduct of the banking account |
-- |
|
26] |
Buyer visit details |
-- |
|
27] |
Financials, if provided |
Yes |
|
28] |
Incorporation details, if applicable |
Yes |
|
29] |
Last accounts filed at ROC |
Yes |
|
30] |
Major Shareholders, if available |
Yes |
|
31] |
Date of Birth of Proprietor/Partner/Director, if available |
No |
|
32] |
PAN of Proprietor/Partner/Director, if available |
No |
|
33] |
Voter ID No of Proprietor/Partner/Director, if available |
No |
|
34] |
External Agency Rating, if available |
Yes |
|
Unsecured Loans |
31.03.2013 (Rs.
in Millions) |
31.03.2012 (Rs.
in Millions) |
|
SHORT TERM
BORROWINGS |
|
|
|
Loans repayable
on demand |
|
|
|
- From directors |
11.215 |
94.330 |
|
- From associates |
28.002 |
28.039 |
|
Total
|
39.217 |
122.369 |
INDEX OF CHARGES:
|
S. No. |
Charge ID |
Date of Charge
Creation/Modification |
Charge amount
secured |
Charge Holder |
Address |
Service Request
Number (SRN) |
|
1 |
10435598 |
21/06/2013 * |
5,045,000,000.00 |
STATE BANK OF
INDIA |
BACKBAY
RECLAMATION BRANCH, RAHEJA CHAMBERS, FREE PRESS JOURNAL MARG, NARIMAN POINT,
MUMBAI, MAHARASHTRA - 400021, INDIA |
B79315669 |
|
2 |
10379346 |
22/04/2013 * |
234,000,000.00 |
ICICI BANK
LIMITED |
ICICI BANK
TOWERS, BANDRA KURLA COMPLEX, BANDRA |
B73967267 |
|
3 |
10361278 |
17/05/2012 |
1,000,000,000.00 |
ICICI BANK
LIMITED |
ICICI BANK
TOWERS, BANDRA KURLA COMPLEX, BANDRA |
B73934655 |
* Date of charge modification
DIAMOND INDUSTRY – INDIA
-
From time immemorial, India is well known in the world as the birthplace
for diamonds. It is difficult to trace the origin of diamonds but history
says that in the remote past, diamonds were mined only in India. Diamond
production in India can be traced back to almost 8th Century B.C.
India, in fact, remained undisputed leader till 18th Century
when Brazilian fields were discovered in 1725 followed by emergence of S.
Africa, Russia and Australia.
-
The achievement of the Indian diamond industry was possible only due to
combination of the manufacturing skills of the Indian workforce and the untiring
and unflagging efforts of the Indian diamantaires, supported by progressive
Government policies.
-
The area of study of family owned diamond businesses derives its
importance from the huge conglomerate of family run organizations which operate
in the diamond industry since many generations.
-
Some of the basic traits of family run business enterprises include
spirit of entrepreneurship, mutual trust lowers transaction costs, small,
nimble and quick to react, information as a source of advantage and philanthropy.
-
Family owned diamond businesses need to improve on many fronts including
higher standard of corporate governance, long-term performance – focused
strategies, modern management and technology.
-
Utmost caution is to be exercised while dealing with some medium and
large diamond traders which are usually engaged in fictitious import – export,
inter-company transactions, financially assisted by banks. In the process,
several public sector banks lost several hundred million rupees. They mostly
diverted borrowed money for diamond business into real estate and capital
markets.
-
Excerpts from Times of India dated 30th October 2010 is as
under –
-
Gem and Jewellery Export Promotion Council in its statistical data has
shown the export of polished diamonds to have increase by 28% in February 2013.
Compared to $ 1.4 bn worth of polished diamond export in February, 2012, India
exported $ 1.84 billion worth of polished diamonds in February 2013. A senior
executive of GJEPC said, “Export of cut and polished diamonds started falling
month-wise after the imposition of 2 % of import duty on the polished diamonds.
But February, 2013 has given a new ray of hope to the industry as the export of
polished diamonds has actually increased by 28%. It means the industry is on the
track of recovery and round tripping of diamonds has stopped completely.”
Demand has started coming from the US, the UK, Japan and China. India’s
polished diamond export is expected to cross $ 21 bn in 2013-14.
-
The banking sector has started exercising restraint while following
prudent risk management norms when lending money to gems and jewellery sector.
This follows the implementation of Basel III accord – a global voluntary
regulatory standard on bank capital adequacy, stress testing and market liquidity.
COMPANY OVERVIEW:
The Company known
under the brand ‘TBZ- the Original’ was incorporated on 24 July 2007 by
conversion of a partnership firm Tribhovandas Bhimji Zaveri under Part IX of
the Companies Act, 1956 whereby the partners of the partnership firm became
shareholders with the shareholdings as agreed amongst the partners. The Company
has been converted to a public limited company w.e.f. 3 December 2010. The
Company is in the business of retail sales of ornaments made of gold, diamond,
silver, platinum and other precious stones through its 25 show rooms located
across India.
The Company
successfully completed its Initial Public Offer during the year of Rs.2000.000
millions by for fresh issue of 16,666,667 shares. The shares of face value of Rs.10
each had a price band between Rs.120 to Rs.126 per share. The issue price was
fixed at Rs.120 per share. The shares got listed on the Bombay Stock Exchange
Limited and the National Stock Exchange of India Limited on 9th May 2012.
FINANCIAL
PERFORMANCE
The Company has
reported healthy growth during the financial year 2012 – 2013. Total income
increased to Rs.16642.200 millions from Rs.13870.789 millions in the previous
financial year, at a growth rate of 19.98%. The profit before tax increased to
Rs.1235.646 millions, up by 42.15% while net profit after tax increased to
Rs.850.010 millions, up by 48.62%.
Sale of Gold
Jewellery increased by 23.96% to Rs.12418.314 millions as compared to
Rs.10017.652 millions during the previous financial year. Sale of
Diamondstudded Jewellery increased by 9.89% to Rs.3854.063 millions as compared
to Rs.3507.332 millions during the previous financial year.
The Gross Profit
Margin for the financial year 2012 – 2013 has improved to 18.82% from 17.54% in
the previous financial year. In the absolute term the Gross Profit has
increased by 28.37% to Rs.3120.373 millions as compared to Rs.2430.736 millions
during the previous financial year. The EBITDA for the financial year 2012 –
2013 has improved to 9.20% from 8.92% in the previous financial year.
During the current
financial year, the Company has opened eleven new showrooms in ten cities and
four states totaling the number of showrooms to twenty five in nineteen cities
and seven states
WHOLLY OWNED SUBSIDIARY COMPANIES
For the year the
Company has two wholly owned subsidiaries namely; Tribhovandas Bhjimji Zaveri
(Bombay) Limited and Konfiaance Jewellery Private Limited.
Tribhovandas
Bhjimji Zaveri (Bombay) Limited is operating its manufacturing activities from
106, Kandivali Industrial Estate, Charkop, Kandivali (West), Mumbai – 400 067.
The said property is taken on Leave and License basis from its holding
company.During the financial year 2012 – 2013, Tribhovandas Bhimji Zaveri
(Bombay) Limited has reported a total revenue of Rs.215.504 millions, profit
before tax of Rs.20.500 millions and net profit after tax of Rs.13.752
millions. Konfiaance Jewellery Private Limited is a nonoperational company.
The Board of
Directors in the Board Meeting dated 28th May, 2013, has approved the proposal
for Merger of two wholly owned subsidiaries, viz. Tribhovandas Bhimji Zaveri
(Bombay) Limited and Konfiaance Jewellery Private Limited with the Holding
Company, i.e. subject, under the Scheme of Amalgamation.
AWARDS AND RECOGNITION
During the year the Company has won following awards:
|
Year |
Awards |
|
2012 |
Retail Jewellers
India Awards - (i) 360 Degree Marketing Campaign of the year (ii) Best Radio
campaign of the year. |
|
2012 |
India International
Gold Convention Awards from the Bombay Bullion Association Limited - Best
Branded Traditional Jewellery. |
|
2012 |
Indian Jewellers
Choice Design Awards in three categories - (i) Diamond Jewellery Over
Rs.500,000 (ii) Emerald Jewellery Under Rs.500,000 (iii) Emerald Jewellery
Over Rs.500,000. |
|
2013 |
Asia Retail
Congress - Retail Leadership Award to Mr. Shrikant Zaveri, CMD. |
|
2013 |
National
Jewellery Award 2013 - Best Single Store of the Year- Central East (Camac
Street, Kolkata). |
PERFORMANCE/ STATE
OF COMPANY’S AFFAIRS
As on 31st
March, 2013, the Company was operating from a total of twenty five (25)
showrooms in nineteen cities and seven states and the Company has one Corporate
Office at Tulsiani Chambers, Nariman Point which was purchased by the Company
during the year. On 1st April, 2012, the Company has inaugurated a
new bigger format showroom at Pune in place of its old small format showroom.
During the year
the Company has opened eleven (11) new showrooms at Churchgate (Mumbai), Vasai
(Maharashtra), Nagpur (Maharashtra), Aurangabad (Maharashtra), Vashi (Navi
Mumbai), Vadodara (Gujarat), Vapi (Gujarat), Bhavnagar (Gujarat), Camac Street
(Kolkata), Kankurgachi (Kolkata) and Raipur (Chhattisgarh).
On 1st
April, 2013, the Company has opened a new showroom at Gandhidham (Gujarat)
which takes the total number of showrooms to twenty six (26) as on 1st
April, 2013.
NEW PRODUCT LAUNCH
The Company has
launched the “Dohra Detachable Wedding Jewellery” a new range of wedding
jewellery which ensures multi-utility designer jewellery bought as wedding
jewellery for the wedding day which is detachable as mix-n-match pieces for
other occasions such as family dinners or kitty parties or corporate events and
other social get-togethers.
RECENT DEVELOPMENT
The Board of
Directors in the Board Meeting dated 28th May, 2013, has approved
the proposal for Merger of two wholly owned subsidiaries, viz. Tribhovandas
Bhimji Zaveri (Bombay) Limited and Konfiaance Jewellery Private Limited with
the Holding Company, i.e. subject, under the Scheme of Amalgamation.
MANAGEMENT
DISCUSSION AND ANALYSIS
INDIAN ECONOMIC SCENARIO
2012 – 2013 turned
out to be a challenging year for the Indian economy, due to the impacts of the
global economic slowdown and domestic bottlenecks. The Eurozone debt crisis
cast its dark shadow on the global economy, which had its effects on the Indian
economy as well. The US economy experienced slow growth, driven by improvements
in the manufacturing and housing sectors and rising employment. Inflation,
moderate growth and escalating fiscal deficit added to the woes of the Indian
economy. This affected the demand and growth of domestic industries.
However, India is
rebalancing, as reflected through improved macro-economic indicators amid such
vulnerable external environment. The government brought several reforms like
FDI in retail, sugar decontrol, petrol and diesel price hikes and others,
boosting the economic climate. Wholesale price inflation dived to below 5% in
2013 – 2014 from the high level of around 8% in 2012 – 2013. The government
also targets to bring down fiscal deficit to 3% of GDP by 2016 – 2017 from
4.89% of GDP in 2012 – 2013. These facts indicate a possible recovery in the
economic environment.
INDIAN GEMS AND JEWELLERY INDUSTRY
India’s gems and
jewellery industry is an important component in India’s growth story, driving
the country’s economic development through exports and by helping the economy
earn foreign exchange.
India has the
largest jewellery market globally. However, the country’s jewellery market is
highly fragmented in nature. Jewellery consumption recorded a growth of 15%
over the past decade, while the jewellery sector is expected to grow at a
compound annual growth rate (CAGR) of around 16.26% during 2012 – 17 (Source:
Ministry of Commerce and Industry Report, ICRA). The market size is estimated
to reach Rs.3,000 Billion by 2013 – 2014.
|
Rs.2,166 Billion |
14% |
3.40 Million |
450,000 |
|
Market size in
2011 – 12 |
Contribution to India’s total exports |
Workers employed in the jewellery
industry |
Unorganised retailers present |
OUTLOOK
The Indian gems
and jewellery industry holds substantial potential in the future. The industry is
expected to reap high dividends, driven by robust customer demand, rising
income levels, favourable demographics, increasing women workforce, changing
customer preferences and highly organised retail penetration.
The industry is
estimated to grow at a CAGR of 16.26% during 2012 – 2017.
COMPANY OVERVIEW
With around 150
years of rich legacy, TBZ - the Original is one of India’s most well-known and
trusted jewellery retailers. With 26 stores located across India, the Company is
the ultimate destination for the customers looking for outstanding designs in
gems and jewellery. Their talented design team comprising 29 employees uses
state-of-the-art technologies, including computeraided designs, to help them
launch almost eight to ten jewellery collections annually.
·
Product Basket
·
Gold jewellery
·
Diamond jewellery
·
Others – Silver, Platinum, Jadau jewellery and so
on
Our Manufacturing
capacities are spread across a carpet area of 23,494 square feet and envisage
gold refining capacity of 4,000 kgs; gold jewellery components manufacturing
capacity of 4,500 kgs and diamond-studded jewellery manufacturing capacity of
100,000 carats (per eight hour shift).
FINANCIAL
PERFORMANCE
Operating Revenue
Despite adverse
economic conditions and volatile gold prices, the Company’s revenue from
operations increased by 19.69% from Rs.13854.699 millions in 2011 – 2012 to
Rs.16583.377 millions in 2012 – 2013. Addition of stores, launch of exquisite
new collections and exclusive offers during 2012 – 2013 contributed to the
topline growth.
CONTINGENT LIABILITIES (As on 31.03.2013):
Guarantee
Guarantees given
on behalf of the directors in respect of loans taken by them is Rs. NIL
Indirect tax matter
The Commercial Tax
Officer, KVAT Circle IV, Ernakulum has issued a notice of demand / recovery
notice under the Kerala Value Added Tax Rules, 2005 for the year 2009-10 for
the payment of Rs.4.979 millions towards liability of compounding tax. The
Company has filed an appeal against the aforesaid notice. The appellate matter
is currently pending with the Deputy Commissioner of Sales Tax (Appeal),
Ernakulam.
Direct tax matter
The Additional
Commissioner of Income Tax Central circle 4(3) has issued notice of demand
under Section 156 of Income Tax Act, 1961 for A.Y. 2010 - 2011 for the payment
of Rs.14.875 millions, the Company has filed an appeal against the aforesaid
notice. The appellate matter is currently pending with the Commissioner of
Income Tax (Appeal).
UNAUDITED FINANCIAL RESULTS FO THE QUARTER AND HALF YEAR ENDED 30TH
SEPTEMBER, 2013
(Rs. in Millions)
|
SI. No. |
PARTICULARS |
STANDALONE RESULTS |
||
|
Quarter Ended |
Half Year Ended |
|||
|
30.09.2013 (Unaudited) |
30.06.2013 (Unaudited) |
30.09.2013 (Unaudited) |
||
|
1 |
(a) Net Sales /Income from operations |
3225.779 |
5329.578 |
8555.357 |
|
|
(b) Other Operating Income |
10.320 |
23.085 |
33.405 |
|
|
Total Income from
operations (net) |
3236.099 |
5352.663 |
8588.762 |
|
|
Expenses |
|
|
|
|
2 |
a) Cost of Material Consumed |
3035.706 |
3393.117 |
6428.823 |
|
|
b) Purchase in stock-in-trade |
268.513 |
1080.101 |
1348.614 |
|
|
c) Changes in inventories of finished goods, work-in-progress and stock-in-trade |
(660.137) |
8.505 |
(651.632) |
|
|
d) Employees Cost |
160.975 |
169.617 |
330.592 |
|
|
e) Depreciation and amortization expense |
24.203 |
23.571 |
47.774 |
|
|
f) Other Expenses |
264.587 |
299.512 |
564.099 |
|
|
Total Expenditure |
3093.847 |
4974.423 |
8068.270 |
|
3 |
Profit/(Loss) from
Operations before Other Income, Finance costs and Exceptional Items (1-2) |
142.252 |
378.240 |
520.492 |
|
4 |
Other Income |
16.406 |
14.378 |
30.784 |
|
5 |
Profit Before
Finance costs and Exceptional Items (3+4) |
158.658 |
392.618 |
551.276 |
|
6 |
Finance costs |
105.586 |
78.083 |
183.669 |
|
7 |
Profit after
Interest but before exceptional Items (5-6) |
53.072 |
314.535 |
367.607 |
|
8 |
Exceptional Items |
-- |
-- |
-- |
|
9 |
Prior Period Adjustment |
-- |
-- |
-- |
|
10 |
Profit/(Loss) from
Ordinary Activities before Tax (7-8-9) |
53.072 |
314.535 |
367.607 |
|
11 |
Tax Expenses |
17.928 |
106.829 |
124.757 |
|
12 |
Net Profit/(Loss) from
Ordinary Activities after Tax (10-11) |
35.144 |
207.706 |
242.850 |
|
13 |
Extra Ordinary Items (net of tax expense) |
-- |
-- |
-- |
|
14 |
Net Profit for the
period - (12+13) |
35.144 |
207.706 |
242.850 |
|
15 |
Share of profit/ (loss) of associates |
-- |
-- |
-- |
|
16 |
Minority Interest |
-- |
-- |
-- |
|
17 |
Net profit after taxes, minority interest and share of profit/(loss) of associates (14+15+16) |
35.144 |
207.706 |
242.850 |
|
18 |
Paid-up equity share capital (face value Rs.10 per share) |
667.040 |
667.040 |
667.040 |
|
19 |
Reserve excluding revaluation reserves as |
-- |
-- |
-- |
|
20 |
Earnings per equity share (Not Annualized) |
|
|
|
|
|
(a) Basic |
0.52 |
3.12 |
3.64 |
|
|
(b) Diluted |
0.53 |
3.11 |
3.64 |
|
Sr. No. |
PARTICULARS |
STANDALONE RESULTS |
||
|
Quarter Ended |
Half Year Ended |
|||
|
30.09.2013 (Unaudited) |
30.06.2013 (Unaudited) |
30.09.2013 (Unaudited) |
||
|
A |
Particulars of
Shareholding |
|
|
|
|
1. |
Public Shareholding |
|
|
|
|
|
- No. of Shares |
17254220 |
17254220 |
17254220 |
|
|
- Percentage of share holding |
25.87% |
25.87% |
25.87% |
|
|
|
|
|
|
|
2. |
Promoters and
Promoter group shareholding |
|
|
|
|
|
a) Pledged/Encumbered |
|
|
|
|
|
- Number of Shares |
-- |
-- |
-- |
|
|
- Percentage of Shares(as a % of the total shareholding of promoters and promoter group) |
-- |
-- |
-- |
|
|
- Percentage of Shares(as a % of the total share capital of the company) |
-- |
-- |
-- |
|
|
b) Non - encumbered |
|
|
|
|
|
- Number of Shares |
49449775 |
49449775 |
49449775 |
|
|
- Percentage of Shares(as a % of the total shareholding of promoters and promoter group) |
100% |
100% |
100% |
|
|
- Percentage of Shares(as a % of the total share capital of the company) |
74.13% |
74.13% |
74.13% |
|
PARTICULARS |
Quarter ended 30.09.2013 |
|
|
B |
INVESTOR COMPLAINTS |
|
|
|
Pending at the beginning of the quarter |
Nil |
|
|
Received during the quarter |
12 |
|
|
Disposed Off during the quarter |
12 |
|
|
Remaining unresolved at the end of the quarter |
Nil |
Notes:
1. The above financial results have been reviewed by the
Audit Committee and approved by the Board of Directors at their meeting held on
November 12, 2013. The Statutory Auditors have carried out a limited review of
the above results as required under Clause 41 of the Listing Agreement with the
Stock Exchanges.
2. On June 06, 2013, the Board has allotted
37,328 Equity Shares, on exercise of Options vested under ESOP Scheme, viz. TBZ
ESOP, 2011 and the listing approval for these Equity Shares have been received
from both the Stock Exchanges w.e.f. June 11, 2013. On allotment, the Paid-up
Share Capital of the Company increased from Rs.666.667 to Rs.667.040 millions.
3. As the Company’s business activity falls
within a single segment viz. 'Jewellery', the disclosure requirements of the
Accounting Standard (AS) 17 "Segment Reporting" as prescribed by the
Companies (Accounting Standard) Rules, 2006 are not applicable.
4. Previous period's figures have been
reclassified / rearranged / regrouped, wherever necessary
STATEMENT OF
ASSETS AND LIABILITY
(Rs. in Millions)
|
Particulars |
Standalone |
|
30.09.2013 |
|
|
(Unaudited) |
|
|
EQUITY AND
LIABILITIES |
|
|
Share Holders Fund: |
|
|
Share Capital |
667.040 |
|
Reserves and Surplus |
3678.433 |
|
Sub Total -
Shareholders Funds |
4345.473 |
|
|
|
|
Non Current
Liabilities |
|
|
Long Term Borrowings |
170.315 |
|
Other Long Term Liabilities |
5.400 |
|
Long Term provisions |
70.900 |
|
Sub Total - Non Current Liabilities |
246.615 |
|
|
|
|
Current Liabilities |
|
|
Short Term Borrowings |
5462.440 |
|
Trade Payables |
1447.913 |
|
Other Liabilities |
1842.710 |
|
Short Term Provisions |
30.296 |
|
Sub Total - Current Liabilities |
8783.359 |
|
|
|
|
TOTAL EQUITY AND LIABILITIES |
13375.447 |
|
|
|
|
ASSETS |
|
|
Non Current Assets |
|
|
Fixed Assets |
|
|
(i) Tangible Assets |
857.903 |
|
(ii) Intangible Assets |
27.779 |
|
(iii) Capital work-in-progress |
15.261 |
|
Goodwill on consolidation |
0.000 |
|
Non Current Investments |
30.262 |
|
Deferred tax assets (net) |
57.795 |
|
Long term loans and advances |
137.349 |
|
Other non-current assets |
0.000 |
|
Sub Total - Non Current Assets |
1126.349 |
|
|
|
|
Current Assets |
|
|
Current Investments |
0.000 |
|
Inventories |
11125.056 |
|
Trade Receivables |
10.404 |
|
Cash and Cash equivalents |
943.053 |
|
Short term Loans and Advances |
170.585 |
|
Other current assets |
0.000 |
|
Sub Total - Current
Assets |
12249.098 |
|
|
|
|
TOTAL ASSETS |
13375.447 |
FIXED ASSETS:
Tangible Assets:
·
Land – Owned
·
Building – Factory
·
Leasehold Improvements
·
Plant and Equipments
·
Furniture and Fixtures
·
Vehicles
·
Computers
Intangible Assets:
·
Computer Software
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 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.62.18 |
|
|
1 |
Rs.102.31 |
|
Euro |
1 |
Rs.84.50 |
INFORMATION DETAILS
|
Information
Gathered by : |
PLK |
|
|
|
|
Report Prepared
by : |
SMN |
SCORE & RATING EXPLANATIONS
|
SCORE FACTORS |
RANGE |
POINTS |
|
HISTORY |
1~10 |
6 |
|
PAID-UP CAPITAL |
1~10 |
5 |
|
OPERATING SCALE |
1~10 |
7 |
|
FINANCIAL CONDITION |
|
|
|
--BUSINESS SCALE |
1~10 |
7 |
|
--PROFITABILIRY |
1~10 |
6 |
|
--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 |
NO |
|
--AFFILIATION |
YES/NO |
YES |
|
--LISTED |
YES/NO |
YES |
|
--OTHER MERIT FACTORS |
YES/NO |
YES |
|
DEFAULTERS |
|
|
|
--RBI |
YES/NO |
NO |
|
--EPF |
YES/NO |
NO |
|
TOTAL |
|
54 |
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.