MIRA INFORM REPORT
|
Report Date : |
08.07.2014 |
IDENTIFICATION DETAILS
|
Name : |
FAIRFIELD ATLAS LIMITED |
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Registered
Office : |
Survey No.157, |
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Country : |
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Financials (as
on) : |
31.03.2013 |
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Date of
Incorporation : |
01.02.1990 |
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Com. Reg. No.: |
11-055300 |
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Capital
Investment / Paid-up Capital : |
Rs.273.205 Millions |
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CIN No.: [Company
Identification No.] |
L34300MH1990PLC055300 |
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Legal Form : |
A Public Limited Liability Company.
The Company’s Shares are Listed on the Stock Exchanges. |
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Line of Business
: |
Manufacturing and Selling of Automotive Transmission Gears and Gear
Boxes. |
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No. of Employees
: |
580 (Approximately) |
RATING & COMMENTS
|
MIRA’s Rating : |
Ba (51) |
|
RATING |
STATUS |
PROPOSED CREDIT LINE |
|
|
41-55 |
Ba |
Overall operation is considered normal. Capable to meet normal
commitments. |
Satisfactory |
|
Status : |
Good |
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Payment Behaviour : |
Regular |
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Litigation : |
Clear |
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Comments : |
Subject is a well-established company having a good track record.
There seems slight dip in sales and profitability during 2013. However, general financial performance seems to be good. Trade
relations are reported to be fair. Business is active. Payment terms are
reported to be regular and as per commitment. The company can be considered normal for business 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
N E W S
The economy grew 4.7
%in 2013/14, marking a second straight year of sub-5 % growth – the worst slowdown
in more than a quarter of a century. The data was below an official estimate of
4.9 % annual growth and compared with 4.5 % in the last fiscal year. However,
the current account deficit narrowed sharply to $ 32.4 billion at 1.7 % of
gross domestic product, in 2013/14 from a record high of $ 98.8 billion or 4.7
%, the year before.A sharp fall in gold imports due
to restrictions on overseas purchases and muted import of capital goods helped
shrink the current account deficit.
Online retailer Flipkart has acquired fashion portal Myntra
as it prepares to battle with the rapidly expanding India arm of the global
e-commerce giant Amazon. The company raised $ 210 million from Russian
Investment firm DST Global which has also invested in companies like Facebook, Twitter and Alibaba
Group.
General Motors will
start exporting vehicles from its Talegaon plant near
Pune in the second half of 2014. GM was one of the
few global carmakers that was using its India plant only for the domestic
market.
Google has overtaken
Apple as the world’s top brand in terms of value, according to global market
research agency Millward Brown. Google’s brand value
shot up 40 % in a year to $ 158.84 billion. The top 10 of the 100 slots were
dominated by US companies.
Infosys lost another heavy weight when B G Srinivas, a board member put in his papers. He is the third
CEO-hopeful to quit after Chairman N R Narayana
Murthy’s return to the company – Ashok Vemuri and V Balakrishnan being
the other two.While Vemuri
went on to lead IGate, Balakrishnan
joined politics.
Naresh Goyal – promoted
Jet Airways posted biggest quarterly loss – Rs
2153.37 crore – in the three months ended March 31,
mainly because it has been offering discounts to passengers to fill planes.
William S Pinckney –
Chairman and CEO of Amway India was arrested by the Andhra Pradesh Police in
connection with a complaint against the direct selling firm. This is the second
time that he has been taken into custody. A year, ago the Kerala
Police had arrested Pinckney and two company directors on charges of financial
irregularities.
China has told its
state-owned enterprises to sever links with American consulting firms after the
United States charged five Chinese military officers wih
hacking US companies. China’s action which targets consultancies like McKinsey
& Co. and the Boston Consulting Group, sterns from fears that the first are
providing trade secrets to the US governments.
India has emerged as
a country with some of the highest unregistered businesses in the world.
Indonesia has the maximum number of shadow businesses, says a study of 68
countries by Imperial College Business School in London.
Pfizer has abandoned
its attempt to buy AstraZeneca for nearly $ 118
billion after the latter refused an offer of 55 pounds a share.
RBI DEFAULTERS’ LIST STATUS
Subject’s name is not enlisted as a defaulter
in the publicly available RBI Defaulters’ list.
EPF (Employee Provident Fund) DEFAULTERS’ LIST STATUS
Subject’s name is not enlisted as a defaulter in
the publicly available EPF (Employee Provident Fund) Defaulters’ list as of
31-03-2012.
INFORMATION PARTED BY
|
Name : |
Mr. Vikram |
|
Designation : |
Chief Executive Officer |
|
Contact No.: |
91-9845274341 |
|
Date : |
07.07.2014 |
LOCATIONS
|
Registered Office : |
Survey No.157, Devarwadi Village, Chandgad Taluka, District Kolhapur, Shinoli-416507, Maharashtra,
India |
|
Tel. No.: |
91-2320-236605 |
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Mobile No.: |
91-9845274341 (Mr. Vikram) |
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Fax No.: |
91-2320-236615 |
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E-Mail : |
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Website : |
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Area : |
10000 Sq.ft |
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Location : |
Owned |
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Corporate Office : |
202-203, Maruti Mansion, Near Old Handloom
House, 17, Raghunath Dadji
Street, Fort, Mumbai - 400001, Maharashtra, India |
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Tel. No.: |
91-22-22660003 / 22709025 / 26 |
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Fax No.: |
91-22-22666164 |
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Correspondence Office : |
3941/2, B-9, Club Road, Basavanagar, Belgaum – 590002, India |
|
Tel. No.: |
91-831-2434906 |
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Fax No.: |
91-831-2428210 |
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Factory 2 : |
Survey No. 116 and 119, Shinoli (Budruk), Chandgad Taluka, District Kolhapur –
416507, Maharashtra, India |
|
Tel No : |
91-2320-236605 / 6 |
DIRECTORS
As on 31.03.2013
|
Name : |
Mr. Jeffrey Potrzebowski |
|
Designation : |
Chairman |
|
Address : |
13357 Winter King, CT Westfield, Indiana 46074 |
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Date of Birth/Age : |
21.02.1953 |
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Date of Appointment : |
09.08.2011 |
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DIN No.: |
03442289 |
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. |
|
Name : |
Mr. D. E. Jacob |
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Designation : |
Managing Director |
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Qualification : |
Engineer |
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Date of Appointment : |
24.10.2008 |
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|
|
Name : |
Mr. Jonathan Mapgaonkar |
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Designation : |
Director |
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Address : |
Apt 1303, Raheja Tipco
Heights Tower 3, 13th Floor, Rani Sati Marg, Malad (East),
Mumbai-400097, Maharashtra, India |
|
Date of Birth/Age : |
13.02.1949 |
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Qualification : |
B.E. Mechanical |
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Date of Appointment : |
09.08.2011 |
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DIN No : |
00348345 |
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|
|
|
Name : |
Mr. Avinash Gandhi |
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Designation : |
Director |
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Address : |
C2/14, Safdarjune Development Area, New
Delhi-110016, India |
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Date of Birth/Age : |
01.10.1938 |
|
Date of Appointment : |
31.10.2003 |
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DIN No : |
00161107 |
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Name : |
Mr. Ravi K. Kathaplia |
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Designation : |
Director |
|
Address : |
D, 935 New Friends Colony, New Delhi-110065, India |
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Date of Birth/Age : |
18.08.1937 |
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Date of Appointment : |
09.08.2011 |
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DIN No : |
00023576 |
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|
|
Name : |
Mr. Rakesh Chopra |
|
Designation : |
Director |
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Qualification : |
Degree in Business Administration |
|
Date of Appointment : |
09.08.2011 |
|
|
|
|
Name : |
Mr. Sunil Sehgal |
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Designation : |
Additional Director |
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Qualification : |
LLM, MBA- HR from Faculty of Management Studies and M Sc Chemistry |
|
Date of Appointment : |
30.10.2012 |
KEY EXECUTIVES
|
Name : |
Mr. Marcel Rebello |
|
Designation : |
Secretary |
|
Address : |
12, Gonzalo Garcia, Near Premier Automobiles, Kurla
(West), Mumbai - 400070, Maharashtra, India |
|
Date of Birth/Age : |
30.06.1940 |
|
Date of Appointment : |
01.04.1994 |
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PAN No : |
AAFPR7252J |
SHAREHOLDING PATTERN
As on 31.03.2014
|
Category of
Shareholder |
No. of Shares |
Percentage
of Holding |
|
(A) Shareholding of Promoter and Promoter Group |
|
|
|
|
|
|
|
|
|
|
|
|
22924796 |
83.91 |
|
|
22924796 |
83.91 |
|
Total shareholding of Promoter and Promoter Group (A) |
22924796 |
83.91 |
|
(B) Public Shareholding |
|
|
|
|
|
|
|
|
1081934 |
3.96 |
|
|
100 |
0.00 |
|
|
500 |
0.00 |
|
|
9200 |
0.03 |
|
|
1091734 |
4.00 |
|
|
|
|
|
|
560947 |
2.05 |
|
|
|
|
|
|
1632533 |
5.98 |
|
|
849797 |
3.11 |
|
|
260733 |
0.95 |
|
|
228331 |
0.84 |
|
|
32402 |
0.12 |
|
|
3304010 |
12.09 |
|
Total Public shareholding (B) |
4395744 |
16.09 |
|
Total (A)+(B) |
27320540 |
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) |
27320540 |
0.00 |
Bodies Corporate
Individual shareholders holding nominal
share capital up to Rs.0.100 Million
Shareholding of securities (including shares, warrants, convertible
securities) of persons belonging to the category Promoter and Promoter Group
|
Names of Shareholders |
No. of Shares |
Percentage of
holding |
|
TH Licensing Inc |
22924796 |
83.91 |
|
Total |
22924796 |
83.91 |
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 :
|
Names of Shareholders |
No. of Shares |
Percentage of
holding |
|
Reliance Capital Trustee Company |
1076434 |
3.94 |
|
Total |
1076434 |
3.94 |
BUSINESS DETAILS
|
Line of Business : |
Manufacturing and Selling of Automotive Transmission Gears and Gear
Boxes. |
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Products : |
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Terms : |
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Selling : |
Cash and Credit |
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Purchasing : |
Cash and Credit |
GENERAL INFORMATION
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Customers : |
End Users |
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No. of Employees : |
580 (Approximately) |
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Bankers : |
·
AXIS Bank Limited ·
HDFC Bank Limited |
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Facilities : |
Note : (a)
Vehicle loan is secured by a specific charge on
respective vehicle purchased. Details of each loan taken are stated as below
:-
(b)
Outstanding external commercial borrowing of USD
4,000,000 (previous year: USD 4,500,000) from T –H Licensing Inc., U.S.A. is secured
by creation of hypothecation charge on all the fixed and current assets,
excluding land and building. The entire Loan was originally repayable on 28
February 2011. On 21 January 2011, the Company received letter of Intent from
T -H Licensing Inc., USA for extension of period of repayment of said loan by
another 60 months, with all other terms and conditions remaining unchanged.
Based on the letter of Intent, the Company has filed an application with
Reserve Bank of India (RBI) through an Authorised Dealer
(AD). During the previous year, RBI through the AD has provided the requisite
approvals thereby confirming the terms and conditions as per the agreement
between the Company and TH Licensing with regards the said loan. The loan is repayable in minimum equated
annual installments of USD 500,000 from the date of letter of extension and
then balance left over , if any will be paid in single bullet on due date.
The interest on the said loan is 400 basis points over six months LIBOR
payable at monthly intervals. During current year, one installment of USD
500,000 has been paid on 28 February 2013. (c)
Fairfield Manufacturing Company Inc., U.S.A.
(FMC) had paid a sum of USD 11,967,023 (equivalent Rs.543.793 Millions) to GE
Capital Services India (GECSI) in fulfillment of its obligation under the
corporate guarantee executed to secure the loan availed by the Company from
GECSI. FMC had agreed to treat the said sum as External commercial loan to
the Company, subject to the terms and conditions set forth in the letter of
intent date January 15, 2004. Reserve Bank of India (RBI) and Ministry of
Finance had not approved the application made by the Company to treat the
payment as external commercial loan. Further, RBI has not approved the
payment of interest on the amount paid by FMC and repayment of principal
amount exceeding Rs.543.793 Millions. As at 31 March 2013 the Company has
repaid USD 8,967,023 (Rs.407.078 Millions) [as at 31 March 2012 USD 8,467,023
(Rs.379.953 Millions)] to FMC. As at the year end, the Company owes USD
3,000,000 (previous year: USD 3,500,000) equivalent Rs.136.715 Millions
(previous year: Rs.163.840 Millions) (maximum liability restricted by RBI to
Rs.136.715 Millions (previous year: Rs.163.840 Millions)) to FMC towards the
said loan. The entire Loan was originally repayable
on 31 March 2011. On 21 January 2011, the Company received letter of Intent
from FMC for extension of period of repayment of said loan by another 60
months, with all other terms and conditions remaining unchanged The said loan
is secured by creation of hypothecation charge on all the fixed and current
assets, excluding land and building. As per the revised agreement, the loan is
now repayable in minimum equated annual installments of USD 500,000 from the
date of letter of extension and then balance left over , if any will be paid
in single bullet on due date. Accordingly, the current payout portion
computed above has been computed at the applicable conversion rate considered
at the balance sheet date for the said loan. |
|
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|
Banking
Relations : |
-- |
|
|
|
|
Auditors : |
|
|
Name : |
B S R and Company Chartered Accountants |
|
Address : |
Lodha Excelus, 1st
Floor, Apollo Mills Compund, N. M. Joshi Marg, Mahalaxmi, Mumbai-400011,
Maharashtra, India |
|
Tel No : |
91-22-39896000 |
|
Fax No : |
91-22-39836000 |
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|
|
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Ultimate Holding Company: |
·
OC Oerlikon Corporation
A. G. Pfaffikon |
|
|
|
|
Subsidiary of Ultimate Holding Company : |
·
Fairfield Manufacturing Company Inc. U.S.A |
|
|
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|
Holding Company : |
·
TH Licensing Inc., U. S. A. |
|
|
|
|
Fellow Subsidiaries : |
·
Graziano Transmission
India ( Private) Limited ( GTIPL) ·
Oerlikon Balzers Coating India Limited (Balzers) ·
Oerlikon Drive Systems
(SUZHOU) Co. Limited (Earlier known as Oerlikon
(China) Technology Company Limited. (OCTL)) ·
Oerlikon IT Solutions
Limited. PFAFFIKON ·
Oerlikon Graziano SPA ·
Oerlikon Textile India
Private Limited |
CAPITAL STRUCTURE
As on 31.03.2013
Authorised Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
28000000 |
Equity Shares |
Rs.10/- each |
Rs.280.000 Millions |
Issued, Subscribed & Paid-up Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
27320540 |
Equity Shares |
Rs.10/- each |
Rs.273.205
Millions |
Reconciliation of
the number of shares
|
Equity Shares |
Number
of Shares |
Rs. In Millions |
|
At the commencement and at the end of the
period |
27320540 |
273.205 |
|
Total |
27320540 |
273.205 |
Rights, preferences and restrictions attached to equity shares
The Company has a single class of equity
shares having a face value of Rs. 10 each.
Accordingly, all equity shares rank equally with regard to dividend 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 share
holder on a poll (not on show of hands) are in proportion to its share of the
paid-up capital of the company. Voting rights cannot be exercised in respect of
shares on which any call or other sum presently payable have not been paid.
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.
Shares held by holding/ultimate holding company:
|
Equity Shares of
Rs.10/- each fully paid up |
Number
of Shares |
Rs. In Millions |
|
T -H Licensing Inc., U.S.A, a wholly owned subsidiary of Fairfield
Manufacturing Company Inc., U.S.A. |
22924796 |
229.248 |
|
The ultimate holding company is OC Oerlikon Corporation A.G. Pfaffikon. |
-- |
-- |
Particulars of Shareholders holding more than 5% shares of a class of
share:
|
Name of
Shareholder |
Number
of Shares |
% holding |
|
T -H Licensing Inc., U.S.A. |
22924796 |
83.91 |
|
Total |
22924796 |
83.91 |
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 |
273.205 |
273.205 |
273.205 |
|
(b) Reserves & Surplus |
875.627 |
589.188 |
279.121 |
|
(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) |
1,148.832 |
862.393 |
552.326 |
|
|
|
|
|
|
(3)
Non-Current Liabilities |
|
|
|
|
(a) long-term borrowings |
308.673 |
349.772 |
359.953 |
|
(b) Deferred tax liabilities (Net) |
7.647 |
9.483 |
16.389 |
|
(c) Other long term liabilities |
0.000 |
0.000 |
0.000 |
|
(d) long-term provisions |
14.965 |
10.393 |
0.000 |
|
Total Non-current Liabilities (3) |
331.285 |
369.648 |
376.342 |
|
|
|
|
|
|
(4) Current Liabilities |
|
|
|
|
(a) Short term borrowings |
0.000 |
0.000 |
0.000 |
|
(b) Trade payables |
392.425 |
421.558 |
329.987 |
|
(c) Other current
liabilities |
198.334 |
163.605 |
115.321 |
|
(d) Short-term provisions |
20.920 |
45.528 |
35.139 |
|
Total Current Liabilities (4) |
611.679 |
630.691 |
480.447 |
|
|
|
|
|
|
TOTAL |
2,091.796 |
1,862.732 |
1,409.115 |
|
|
|
|
|
|
II.
ASSETS |
|
|
|
|
(1) Non-current assets |
|
|
|
|
(a) Fixed Assets |
|
|
|
|
(i)
Tangible assets |
646.597 |
582.788 |
509.905 |
|
(ii) Intangible Assets |
0.778 |
0.520 |
0.621 |
|
(iii) Capital
work-in-progress |
161.927 |
22.673 |
4.192 |
|
(iv)
Intangible assets under development |
0.000 |
0.000 |
0.000 |
|
(b) Non-current Investments |
0.000 |
0.000 |
0.000 |
|
(c) Deferred tax assets (net) |
0.000 |
0.000 |
0.000 |
|
(d) Long-term Loan and Advances |
65.862 |
42.084 |
19.919 |
|
(e) Other Non-current assets |
2.000 |
1.000 |
0.000 |
|
Total Non-Current Assets |
877.164 |
649.065 |
534.637 |
|
|
|
|
|
|
(2) Current assets |
0.000 |
0.000 |
0.000 |
|
(a) Current investments |
316.999 |
369.685 |
297.144 |
|
(b) Inventories |
676.058 |
671.801 |
411.700 |
|
(c) Trade receivables |
133.955 |
77.102 |
47.176 |
|
(d) Cash and cash
equivalents |
85.391 |
94.257 |
117.580 |
|
(e) Short-term loans and
advances |
2.229 |
0.822 |
0.878 |
|
(f) Other current assets |
0.000 |
0.000 |
0.000 |
|
Total Current Assets |
1,214.632 |
1,213.667 |
874.478 |
|
|
|
|
|
|
TOTAL |
2,091.796 |
1,862.732 |
1,409.115 |
PROFIT & LOSS
ACCOUNT
|
|
PARTICULARS |
31.03.2013 |
31.03.2012 |
31.03.2011 |
|
|
|
SALES |
|
|
|
|
|
|
|
Income |
2253.104 |
2464.739 |
1599.848 |
|
|
|
Other Income |
69.783 |
68.535 |
49.179 |
|
|
|
TOTAL (A) |
2322.887 |
2533.274 |
1649.027 |
|
|
|
|
|
|
|
|
Less |
EXPENSES |
|
|
|
|
|
|
|
Cost of Materials Consumed |
1067.117 |
1315.899 |
883.532 |
|
|
|
Changes in Inventories of Finished Goods |
28.419 |
(51.740) |
(19.215) |
|
|
|
Employees Benefits Expenses |
210.865 |
192.594 |
169.843 |
|
|
|
Other expenses |
464.720 |
517.302 |
343.068 |
|
|
|
TOTAL (B) |
1771.121 |
1974.055 |
1377.228 |
|
|
|
|
|
|
|
|
Less |
PROFIT
BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C) |
551.766 |
559.219 |
271.799 |
|
|
|
|
|
|
|
|
|
Less |
FINANCIAL
EXPENSES (D) |
29.274 |
31.639 |
7.982 |
|
|
|
|
|
|
|
|
|
|
PROFIT
BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E) |
522.492 |
527.580 |
263.817 |
|
|
|
|
|
|
|
|
|
Less/ Add |
DEPRECIATION/
AMORTISATION (F) |
84.756 |
84.134 |
69.380 |
|
|
|
|
|
|
|
|
|
|
PROFIT BEFORE
TAX (E-F) (G) |
437.736 |
443.446 |
194.437 |
|
|
|
|
|
|
|
|
|
Less |
TAX (H) |
151.297 |
133.379 |
18.334 |
|
|
|
|
|
|
|
|
|
|
PROFIT AFTER TAX
(G-H) (I) |
286.439 |
310.067 |
176.103 |
|
|
|
|
|
|
|
|
|
|
EARNINGS IN
FOREIGN CURRENCY |
|
|
|
|
|
|
|
FOB value of exports |
1248.721 |
1285.421 |
669.818 |
|
|
|
Development Tooling Income |
5.750 |
3.209 |
4.460 |
|
|
TOTAL EARNINGS |
1254.471 |
1288.630 |
674.278 |
|
|
|
|
|
|
|
|
|
|
IMPORTS |
|
|
|
|
|
|
|
Raw Materials, Stores and Spares Parts |
91.669 |
107.543 |
45.787 |
|
|
|
Capital Goods |
175.204 |
90.609 |
38.542 |
|
|
TOTAL IMPORTS |
266.873 |
198.152 |
84.329 |
|
|
|
|
|
|
|
|
|
|
Earnings Per
Share (Rs.) |
10.48 |
11.35 |
6.45 |
|
KEY RATIOS
|
PARTICULARS |
|
31.03.2013 |
31.03.2012 |
31.03.2011 |
|
PAT / Total Income |
(%) |
12.33 |
12.24 |
10.68 |
|
|
|
|
|
|
|
Net Profit Margin (PBT/Sales) |
(%) |
19.43 |
17.99 |
12.15 |
|
|
|
|
|
|
|
Return on Total Assets (PBT/Total Assets} |
(%) |
22.68 |
24.10 |
13.84 |
|
|
|
|
|
|
|
Return on Investment (ROI) (PBT/Networth) |
|
0.38 |
0.51 |
0.35 |
|
|
|
|
|
|
|
Debt Equity Ratio (Total Debt /Networth) |
|
0.27 |
0.41 |
0.65 |
|
|
|
|
|
|
|
Current Ratio (Current Asset/Current Liability) |
|
1.99 |
1.92 |
1.82 |
FINANCIAL ANALYSIS
[all figures are
in Rupees Millions]
DEBT EQUITY RATIO
|
Particular |
31.03.2011 |
31.03.2012 |
31.03.2013 |
|
|
Rs. In
Millions |
Rs. In
Millions |
Rs. In
Millions |
|
Share Capital |
273.205 |
273.205 |
273.205 |
|
Reserves & Surplus |
279.121 |
589.188 |
875.627 |
|
Net
worth |
552.326 |
862.393 |
1148.832 |
|
|
|
|
|
|
long-term borrowings |
359.953 |
349.772 |
308.673 |
|
Short term borrowings |
0.000 |
0.000 |
0.000 |
|
Total
borrowings |
359.953 |
349.772 |
308.673 |
|
Debt/Equity
ratio |
0.652 |
0.406 |
0.269 |
YEAR-ON-YEAR GROWTH
|
Year
on Year Growth |
31.03.2011 |
31.03.2012 |
31.03.2013 |
|
|
Rs. In
Millions |
Rs. In
Millions |
Rs. In
Millions |
|
Sales |
1,599.848 |
2,464.739 |
2,253.104 |
|
|
|
54.061 |
(8.587) |
NET PROFIT MARGIN
|
Net
Profit Margin |
31.03.2011 |
31.03.2012 |
31.03.2013 |
|
|
Rs. In
Millions |
Rs. In
Millions |
Rs. In
Millions |
|
Sales
|
1,599.848 |
2,464.739 |
2,253.104 |
|
Profit |
176.103 |
310.067 |
286.439 |
|
|
11.01% |
12.58% |
12.71% |
LOCAL AGENCY FURTHER INFORMATION
CURRENT MATURITIES
OF LONG TERM DEBT DETAILS
Rs. In
Millions
|
PARTICULARS |
31.03.2013 |
31.03.2012 |
31.03.2011 |
|
Current maturities of long term debt |
53.185 |
51.283 |
45.506 |
|
Total |
53.185 |
51.283 |
45.506 |
|
Sr. No. |
Check List by Info Agents |
Available in
Report (Yes / No) |
|
1] |
Year of Establishment |
Yes |
|
2] |
Locality of the firm |
Yes |
|
3] |
Constitutions of the firm |
Yes |
|
4] |
Premises details |
Yes |
|
5] |
Type of Business |
Yes |
|
6] |
Line of Business |
Yes |
|
7] |
Promoter's background |
Yes |
|
8] |
No. of employees |
Yes |
|
9] |
Name of person contacted |
Yes |
|
10] |
Designation of contact
person |
Yes |
|
11] |
Turnover of firm for last
three years |
Yes |
|
12] |
Profitability for last
three years |
Yes |
|
13] |
Reasons for variation
<> 20% |
-------- |
|
14] |
Estimation for coming
financial year |
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 |
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 |
No |
PERFORMANCE:
During the financial year, the Company was not
able to achieve its anticipated and budgeted growth due to drop in export
business to the parent company in the latter half of the year. However, the
company was able to compensate for this loss of revenue due to firm control on
costs and marginal increase in business of domestic customers which enabled the
company to achieve a turnover of Rs. 2322.888
Millions being a decrease of 8.31% over the turnover of the previous financial
year. The Company was however able to maintain its sequential profitability trend.
However , with signs of economic recovery being manifested in U .S. market
particularly in the housing sector and with optimistic schedules proposed by
domestic customers an improvement in business in the current year can be
expected so as to achieve the company’s growth ambitions. Accordingly the
company has made investments for Heat Treatment capacity expansion in order to
increase production. Commissioning of expanded capacities will be done in a
phased manner beginning of second quarter of financial year 2013-14.
MANAGEMENT DISCUSSION AND ANALYSIS:
INDUSTRY STRUCTURE AND DEVELOPMENTS:
The Company’s core business operations are
classified into the following categories: agriculture, construction,
automotive, energy, mining and more specifically the on-off highway power
transmission sector. Indian gear producers for these markets and industries can
be classified on the basis of being an original equipment supplier or a
replacement market supplier or a combination of both. Currently, leading
manufacturers in these industries source their gear requirements through their
captive in-house facilities, if any, or from suppliers approved by them.
Fairfield Atlas Limited., is one such approved and preferred supplier to OEM’s
in the markets mentioned above. The demand for the Company’s products is a
derived demand and hence is dependent upon growth rate of its OEM customers.
The Company can provide its customers with a localized solution for
manufacturing and product support. The auto sector operates in a growing
competitive environment and hence has to constantly adapt to changing market
conditions. Consequently, the Company’s business to this sector varies with the
demand from this important sector. However, the forecast or expectation of a favourable monsoon this year will positively impact
agricultural activity and bodes well for business to the tractor industry. The
Company being a preferred supplier to key players in this market can expect
growth in business in this sector. With continued emphasis by the Government on
infrastructure development the construction industry will remain an attractive
market. This trend plays to the capabilities and market strength of the
Company.
OUTLOOK:
The outlook for the current financial year
seems to be encouraging. With the emerging revival of the US economy
particularly the housing sector the prospects for the export business of the
company appear bright. The expansion has made significant headway despite tough
ground conditions. With the proposed commissioning of the extended heat
treatment facilities by the end of the first quarter and the installation of
heavy equipment and machinery along with other infrastructural facilities in
the expansion phase the company is poised to provide a wider range of
components both for its export and domestic business. According to Oerlikon business plan, India is considered a key market
for the Segment Drive Systems and based on a clear growth strategy and planned
investments the business outlook for the Drive systems appear promising.
Demand schedules from the company’s customers
in the Tractor and Construction industry have registered a healthy growth and
hence the business outlook for the company from these customers for the current
financial year appear positive. The Company is making every effort to reap the
benefits of its investment in the expanded facilities so as to give it an
upward momentum in sales.
UNAUDITED FINANCIAL RESULTS FOR THE THREE QUARTER AND HALF YEAR ENDED 31ST MARCH 2014
(Rs.
In Millions)
|
Particulars |
Quarter Ended ( Unaudited) |
Quarter Ended ( Unaudited) |
|
|
|
30.09.2013 |
30.06.2013 |
30.09.2013 |
|
1.
Income from operations |
|
|
|
|
a) Net sales/ Income from operation (net of excise duty) |
946.914 |
780.148 |
1727.062 |
|
b) Other operating income |
9.310 |
16.195 |
25.505 |
|
Total
income from Operations(net) |
956.224 |
796.343 |
1752.567 |
|
2.Expenditure |
|
|
|
|
a) Cost of material consumed |
434.885 |
384.714 |
819.599 |
|
b) Changes in inventories of finished goods,
work-in-progress and stock-in-trade |
8.997 |
(15.415) |
(6.418) |
|
c) Employees benefit expenses |
71.379 |
57.762 |
129.142 |
|
d) Depreciation and amortization expenses |
31.102 |
25.495 |
56.596 |
|
e) Other expenditure |
159.340 |
136.322 |
295.663 |
|
Total expenses |
705.703 |
588.878 |
1294.580 |
|
3. Profit from operations before other income and
financial costs |
250.522 |
207.465 |
457.988 |
|
4. Other income |
30.490 |
26.627 |
57.117 |
|
5. Profit from ordinary activities before finance costs |
281.012 |
234.092 |
515.105 |
|
6. Finance costs |
|
|
|
|
(a) Interest costs |
3.183 |
2.738 |
5.920 |
|
(b) Net loss on foreign currency transactions and
translation |
2.989 |
3.230 |
6.219 |
|
7. Net profit/(loss) from ordinary activities
after finance costs but before exceptional items |
274.841 |
228.124 |
502.965 |
|
8. Exceptional item |
0.000 |
0.000 |
0.000 |
|
9. Profit from ordinary activities before tax
Expense: |
274.841 |
228.124 |
502.965 |
|
10.Tax expenses |
93.299 |
77.895 |
171.194 |
|
11.Net
Profit / (Loss) from ordinary activities after tax (9-10) |
181.542 |
150.229 |
331.771 |
|
12.Extraordinary Items (net of tax expense) |
0.000 |
0.000 |
0.000 |
|
13.Net Profit / (Loss) for the period (11 -12) |
181.542 |
150.229 |
331.771 |
|
14.Paid-up equity share capital (Nominal value Rs.10/- per share) |
273.205 |
273.205 |
273.205 |
|
15. Reserve excluding Revaluation
Reserves as per balance sheet of previous accounting year |
|
|
|
|
16.i) Earnings per share (before extraordinary
items) of Rs.10/- each) (not annualised): |
|
|
|
|
(a) Basic and diluted |
6.64 |
5.50 |
12.14 |
|
ii) Earnings per share (after extraordinary items) |
|
|
|
|
(a) Basic and diluted |
6.64 |
5.50 |
12.14 |
|
Particulars |
Quarter Ended ( Unaudited) |
Year Ended ( Unaudited) |
|
|
|
31.03.2014 |
31.12.2013 |
31.03.2014 |
|
A. Particulars of shareholding |
|
|
|
|
1. Public Shareholding |
|
|
|
|
- Number of shares |
1,711,094 |
1,711,094 |
1,711,094 |
|
- Percentage of shareholding |
6.26% |
6.26% |
6.26% |
|
2. Promoters and Promoters group Shareholding- |
|
|
|
|
a) Pledged /Encumbered |
|
|
|
|
Number of shares |
-- |
-- |
-- |
|
Percentage of shares (as a % of total shareholding of the
promoter and promoter group) |
-- |
-- |
-- |
|
Percentage of shares (as a % of total share capital of the
company) |
-- |
-- |
-- |
|
|
|
|
|
|
b) Non Encumbered |
|
|
|
|
Number of shares |
25,609,446 |
25,609,446 |
25,609,446 |
|
Percentage of shares (as a % of total shareholding of the
promoter and promoter group) |
100.00% |
100.00% |
100.00% |
|
Percentage of shares (as a % of total share capital of the
company) |
93.74% |
93.74% |
93.74% |
|
|
|
|
|
|
B.
Investor Complaints |
|
||
|
Pending at the beginning of the quarter |
-- |
||
|
Receiving during the quarter |
-- |
||
|
Disposed of during the quarter |
-- |
||
|
Remaining unreserved at the end of the quarter |
-- |
||
STANDALONE
STATEMENT OF ASSTES AND LIABILITIES AS ON 30.09.2013
Rs. In Millions
|
SOURCES OF FUNDS |
|
|
30.09.2013 |
|
I.
EQUITY
AND LIABILITIES |
|
|
|
|
(a) Share Capital |
|
|
273.205 |
|
(b) Reserves & Surplus |
|
|
1,207.397 |
|
(c) Money received against
share warrants |
|
|
0.000 |
|
|
|
|
|
|
(2) Share Application money
pending allotment |
|
|
0.000 |
|
Total
Shareholders’ Funds (1) + (2) |
|
|
1,480.602 |
|
|
|
|
|
|
(3) Non-Current Liabilities |
|
|
|
|
(a) long-term borrowings |
|
|
307.858 |
|
(b) Deferred tax liabilities
(Net) |
|
|
3.048 |
|
(c) Other long term
liabilities |
|
|
0.000 |
|
(d) long-term provisions |
|
|
17.276 |
|
Total
Non-current Liabilities (3) |
|
|
328.182 |
|
|
|
|
|
|
(4) Current Liabilities |
|
|
|
|
(a) Short term borrowings |
|
|
0.000 |
|
(b) Trade payables |
|
|
407.589 |
|
(c) Other current liabilities |
|
|
164.652 |
|
(d) Short-term provisions |
|
|
108.939 |
|
Total
Current Liabilities (4) |
|
|
681.180 |
|
|
|
|
|
|
TOTAL |
|
|
2,489.964 |
|
|
|
|
|
|
II.
ASSETS |
|
|
|
|
(1) Non-current assets |
|
|
|
|
(a) Fixed Assets |
|
|
|
|
(i) Tangible assets |
|
|
859.234 |
|
(ii) Intangible Assets |
|
|
0.000 |
|
(iii) Capital work-in-progress |
|
|
0.000 |
|
(iv) Intangible assets under
development |
|
|
0.000 |
|
(b) Non-current Investments |
|
|
0.000 |
|
(c) Deferred tax assets (net) |
|
|
0.000 |
|
(d) Long-term Loan and Advances |
|
|
38.930 |
|
(e) Other Non-current assets |
|
|
3.583 |
|
Total
Non-Current Assets |
|
|
901.747 |
|
|
|
|
|
|
(2) Current assets |
|
|
|
|
(a) Current investments |
|
|
0.000 |
|
(b) Inventories |
|
|
356.696 |
|
(c) Trade receivables |
|
|
1,015.122 |
|
(d) Cash and cash equivalents |
|
|
103.549 |
|
(e) Short-term loans and
advances |
|
|
111.753 |
|
(f) Other current assets |
|
|
1.097 |
|
Total
Current Assets |
|
|
1,588.217 |
|
|
|
|
|
|
TOTAL |
|
|
2,489.964 |
Notes:-
1.
The above results of the Company have been reviewed
by Audit Committee and approved by the Board of Directors at its meeting held
on 24 October 2013. These results have been subjected to a 'limited review' by
the statutory auditors of the Company.
2.
In accordance with the requirements of Accounting
standard 17, Segmental Reporting, the Company has determined its business
segment as 'Automative Transmission Gears'. Since the
entire business of the Company is from Transmission Gears and gear boxes. There
are no other primary reportable segments.
3.
The Company has received letter Reference
DCS/COMP/AT/200/2013-14 dated 17 October 2013 from BSE enclosing Notice
No.20131015-21 dated 15 October 2013 pertaining to discontinuation of trading
in the equity shares of the company with effect from 22 October 2013 and delisting
of the Company’s Scrip from the Exchange with effect from 29 October 2013.
Consequently exit offer letters will be despatched on
behalf of the Promoters to the residual shareholders immediately upon
delisting. Exit option will be kept open at the rate of Rs.245/- per share
being the exit price determined to the remaining shareholders for a period of
one year from date of delisting.
4.
Figures of previous year/period have been
rearranged to conform with current year's/period's presentation, wherever applicable.
INDEX OF CHARGE:
|
Sr. No. |
Charge ID |
Date of Charge
Creation/Modification |
Charge amount
secured |
Charge Holder |
Address |
Service Request
Number (SRN) |
|
1 |
10176369 |
17/09/2009 |
242,500,000.00 |
TH Licensing Inc. |
103, Springer Building, 3411 Silverside Road, Wilmington, - 19810, United States Of America |
A69742799 |
|
2 |
10176231 |
17/09/2009 |
269,978,022.00 |
Fairfield Manufacturing Co.Inc. |
Us 52 South, P.O. Box 7940, Lafayette, - 47903, United States Of America |
A69742351 |
|
3 |
90366153 |
18/12/2002 |
31,000,000.00 |
GE Capital Services India |
Nariman Point, Mumbai, Maharashtra, India |
- |
|
4 |
90366152 |
28/03/2002 |
230,000,000.00 |
GE Capital Services India |
Nariman Point, Mumbai, Maharashtra, India |
- |
|
5 |
90367303 |
21/06/1999 |
5,000,000.00 |
Mahindra And Mahindra Ltd. |
Apollo Bundex, Mumbai, Maharashtra, India |
- |
|
6 |
90367293 |
08/03/1999 * |
15,000,000.00 |
Bank Of India |
Sakinaka Branch, Mumbai, Maharashtra, India |
- |
|
7 |
90367243 |
25/03/1997 |
9,000,000.00 |
Mahindra And Mahindra Ltd. |
Apollo Bundex, Mumbai, Maharashtra, India |
- |
|
8 |
90366150 |
20/01/1997 |
9,000,000.00 |
SCICI Limited |
Cuffe Parade, Mumbai, Maharashtra, India |
- |
|
9 |
90367237 |
20/01/1997 |
9,000,000.00 |
Mahindra And Mahindra Ltd. |
Apollo Bundex, Mumbai, Maharashtra, India |
- |
|
10 |
90366149 |
24/01/1995 |
19,300,000.00 |
Bank Of India |
Sakinaka Branch, Mumbai, Maharashtra, India |
- |
|
11 |
90367188 |
27/12/1996 * |
19,300,000.00 |
Bank Of India |
Sakinaka Branch, Mumbai, Maharashtra, India |
- |
|
12 |
90367800 |
24/01/1995 |
19,300,000.00 |
Bank Of India |
Sakinaka Branch, Mumbai, Maharashtra, India |
- |
|
13 |
90367154 |
07/12/1993 |
1,800,000.00 |
The United Western Bank Limited |
Kirloskar Road, Belgiam,, Belgium |
- |
FIXED ASSETS:
·
Freehold Land
·
Bore well
·
Factory Building
·
Plant and Machinery
·
Office Equipment’s
·
Furniture and Fittings
·
Computer
·
Vehicle
CMT REPORT (Corruption, Money Laundering & Terrorism]
The Public Notice information has been collected from various sources
including but not limited to: The Courts, India Prisons Service,
Interpol, etc.
1] INFORMATION ON
DESIGNATED PARTY
No exist designating subject or any of its beneficial owners,
controlling shareholders or senior officers as terrorist or terrorist
organization or whom notice had been received that all financial transactions
involving their assets have been blocked or convicted, found guilty or against
whom a judgement or order had been entered in a
proceedings for violating money-laundering, anti-corruption or bribery or
international economic or anti-terrorism sanction laws or whose assets were
seized, blocked, frozen or ordered forfeited for violation of money laundering
or international anti-terrorism laws.
2] Court Declaration :
No records exist to suggest that subject is or
was the subject of any formal or informal allegations, prosecutions or other
official proceeding for making any prohibited payments or other improper
payments to government officials for engaging in prohibited transactions or
with designated parties.
3] Asset Declaration :
No records exist to suggest that the property or assets of the subject
are derived from criminal conduct or a prohibited transaction.
4] Record on Financial Crime :
Charges or conviction
registered against subject: None
5] Records on Violation of
Anti-Corruption Laws :
Charges or
investigation registered against subject: None
6] Records on Int’l
Anti-Money Laundering Laws/Standards :
Charges or
investigation registered against subject: None
7] Criminal Records
No available
information exist that suggest that subject or any of its principals have been
formally charged or convicted by a competent governmental authority for any
financial crime or under any formal investigation by a competent government
authority for any violation of anti-corruption laws or international anti-money
laundering laws or standard.
8] Affiliation with
Government :
No record
exists to suggest that any director or indirect owners, controlling
shareholders, director, officer or employee of the company is a government
official or a family member or close business associate of a Government
official.
9] Compensation Package :
Our market
survey revealed that the amount of compensation sought by the subject is fair
and reasonable and comparable to compensation paid to others for similar
services.
10] Press Report :
No press reports / filings exists on
the subject.
CORPORATE GOVERNANCE
MIRA INFORM as part of its Due Diligence do provide comments on Corporate
Governance to identify management and governance. These factors often have been
predictive and in some cases have created vulnerabilities to credit
deterioration.
Our Governance Assessment focuses principally on the interactions
between a company’s management, its Board of Directors, Shareholders and other
financial stakeholders.
CONTRAVENTION
Subject is not known to have contravened any existing local laws,
regulations or policies that prohibit, restrict or otherwise affect the terms
and conditions that could be included in the agreement with the subject.
FOREIGN EXCHANGE RATES
|
Currency |
Unit
|
Indian Rupees |
|
US Dollar |
1 |
Rs.59.95 |
|
UK Pound |
1 |
Rs.102.78 |
|
Euro |
1 |
Rs.81.39 |
INFORMATION DETAILS
|
Information Gathered
by : |
PLK |
|
|
|
|
Analysis Done by
: |
RAS |
|
|
|
|
Report Prepared
by : |
VNT |
SCORE & RATING EXPLANATIONS
|
SCORE FACTORS |
RANGE |
POINTS |
|
HISTORY |
1~10 |
6 |
|
PAID-UP CAPITAL |
1~10 |
6 |
|
OPERATING SCALE |
1~10 |
5 |
|
FINANCIAL CONDITION |
|
|
|
--BUSINESS SCALE |
1~10 |
5 |
|
--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 |
|
DEFAULTER |
|
|
|
--RBI |
YES/NO |
NO |
|
--EPF |
YES/NO |
NO |
|
|
|
|
|
TOTAL |
|
51 |
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.