MIRA INFORM REPORT

 

 

Report Date :

23.07.2014

 

IDENTIFICATION DETAILS

 

Name :

SESA STERLITE LIMITED (w.e.f. 18.09.2013)

 

 

Formerly Known As :

SESA GOA LIMITED

 

 

Registered Office :

Sesa Ghor, P O Box 125, 20 EDC Complex,  Patto, Panjim – 403001, Goa

 

 

Country :

India

 

 

Financials (as on) :

31.03.2014

 

 

Date of Incorporation :

25.06.1965

 

 

Com. Reg. No.:

24-000044

 

 

Capital Investment / Paid-up Capital :

Rs. 2965.000 Millions

 

 

CIN No.:

[Company Identification No.]

L13209GA1965PLC000044

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

BLRS14062G

 

 

PAN No.:

[Permanent Account No.]

AACCS7101B

 

 

Legal Form :

A Public Limited Liability Company. The Company’s Shares are Listed on the Stock Exchange.

 

 

Line of Business :

Producer and Exporter of Iron Ore

 

 

No. of Employees :

Information declined by the management

 

 

RATING & COMMENTS

 

MIRA’s Rating :

A (63)

 

RATING

STATUS

PROPOSED CREDIT LINE

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

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is a Vedanta Group company.

 

It is a well-established company having fine track record.

 

The company has progressed well during 2014.

 

Financial position of the company is sound and healthy. Fundamentals are strong.

 

However, the company continued to be exposed risk related to uncertainties in government policies and to environmental issues.

 

Trade relations are reported as 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.

 

 

ECGC Country Risk Classification List – March 31, 2014

 

Country Name

Previous Rating

(31.12.2013)

Current Rating

(31.03.2014)

India

A1

A1

 

Risk Category

ECGC Classification

Insignificant

 

A1

Low

 

A2

Moderate

 

B1

High

 

B2

Very High

 

C1

Restricted

 

C2

Off-credit

 

D

 

 

INDIAN ECONOMIC OVERVIEW

 

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.

 

EXTERNAL AGENCY RATING

 

Rating Agency Name

CRISIL

Rating

Long term rating: AA+

Rating Explanation

High degree of safety and very low credit risk.

Date

17.10.2013

 

 

Rating Agency Name

CRISIL

Rating

Short term rating: A1+

Rating Explanation

Very strong degree of safety and carry lowest credit risk.

Date

17.10.2013

 

 

RBI DEFAULTERS’ LIST STATUS

 

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

 

EPF (Employee Provident Fund) DEFAULTERS’ LIST STATUS

 

Subject’s name is not enlisted as a defaulter in the publicly available EPF (Employee Provident Fund) Defaulters’ list as of 31-03-2014.

 

INFORMATION DECLINED

 

MANAGEMENT NON – COOPERATIVE (9-22-66461516)

 

LOCATIONS

 

Registered Office :

Sesa Ghor, P O Box 125, 20 EDC Complex,  Patto, Panjim – 403001, Goa, India

Tel. No.:

91- 832-2460600

Fax No.:

Not Available

E-Mail :

c.chitnis@vedanta.co.in

neha.bhandari@vedanta.co.in

comp.sect@vedanta.co.in

Website :

http://www.sesagoa.com

 

 

Corporate Office :

Vedanta 75, Nehru Road, Vile Parle, Mumbai – 400 057, Maharashtra, India

Tel. No.:

91-22-66461000

 

 

Iron Ore Division I :

Codli Mine, P.O. Kirlapale, Dabal, Goa - 403706 India

Tel. No.:

91-832-2617200

Fax No.:

91-832-2618280

 

 

Iron Ore Division II:

 

 

 

Shipping:

Queeny Elite, 1st Floor Swatantrapath, Vasco Da Gama, Goa - 403802 India

Tel. No.:

91-832-2513053

Fax No.:

91-832-2511916

 

 

Coke Plant:

MetCoke Division, P.O. Bicholim, Amona, Goa - 403505 India

Tel. No.:

91-832-3981400

 

 

Pig Iron Plant:

P.O. Bicholim, Amona, Goa 403107 India

Tel. No.:

91-832-2386090

 

 

Ship Building:

Sirsaim, Tivim Bardez Goa 403502 India

Tel. No.:

91-832-2298357

Fax No.:

91-832-2298439

 

 

Sesa Community:

Development Foundation - NCM Sesa Technical School, - Sesa Football Academy, P.O. Sanquelim, Goa 403505 India

Tel. No.:

91-832-2365509

 

 

Iron Ore Division”

Locate at

 

·         Karnataka

·         Orissa

·         Shanghai

 

 

DIRECTORS

 

As on 31.03.2013

 

Name :

Mr. Kuldip K Kaura

Designation :

Independent and Non-Executive Director

 

 

Name :

Mr. Gurudas D Kamat

Designation :

Independent Non-Executive Director

 

 

Name :

Mr. Jagdish P Singh

Designation :

Independent Non-Executive Director

 

 

Name :

Mr. Ashok Kini

Designation :

Independent Non-Executive Director

 

 

Name :

Mr. Amit Pradhan

Designation :

Whole-time Director

Qualification :

M.Sc.(Physics)

Date of Appointment :

15.01.1990

 

 

Name :

Mr. Prasun K Mukherjee

Designation :

Managing Director

Date of Birth/Age :

56 Years

Qualification :

B.Com (Hons.) F.C.A., A.I.C.W.A.

Date of Appointment :

14.04.1987

 

 

KEY EXECUTIVES

 

Name :

C. D. Chitnis

Designation :

Secretary

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on 31.03.2014

 

Names of Shareholders

No. of Shares

Percentage of Holding

(A) Shareholding of Promoter and Promoter Group

 

 

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

 

 

http://www.bseindia.com/include/images/clear.gifIndividuals / Hindu Undivided Family

480496

0.02

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

121740

0.00

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

602236

0.02

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

 

 

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

1628741709

59.98

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

1628741709

59.98

Total shareholding of Promoter and Promoter Group (A)

1629343945

60.00

(B) Public Shareholding

 

 

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

 

 

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

73889708

2.72

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

116084947

4.27

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

1680

0.00

http://www.bseindia.com/include/images/clear.gifInsurance Companies

30890700

1.14

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

532794590

19.62

http://www.bseindia.com/include/images/clear.gifQualified Foreign Investor

100

0.00

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

753661725

27.75

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

 

 

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

93155981

3.43

http://www.bseindia.com/include/images/clear.gifIndividuals

 

 

http://www.bseindia.com/include/images/clear.gifIndividual shareholders holding nominal share capital up to Rs. 0.100 Million

157518008

5.80

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

20284725

0.75

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

61599623

2.27

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

4631046

0.17

http://www.bseindia.com/include/images/clear.gifTrusts

45446864

1.67

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

2000

0.00

http://www.bseindia.com/include/images/clear.gifForeign Nationals

5467

0.00

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

5433155

0.20

http://www.bseindia.com/include/images/clear.gifForeign Bodies - D R

6073297

0.22

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

7794

0.00

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

332558337

12.25

Total Public shareholding (B)

1086220062

40.00

Total (A)+(B)

2715564007

100.00

(C) Shares held by Custodians and against which Depository Receipts have been issued

0

0.00

http://www.bseindia.com/include/images/clear.gif(1) Promoter and Promoter Group

99292708

0.00

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

149817772

0.00

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

249110480

0.00

Total (A)+(B)+(C)

2964674487

0.00

 

 

BUSINESS DETAILS

 

Line of Business :

Producer and Exporter of Iron Ore

 

 

Products :

Item Code No.

Product Description

26011100

Iron Ore

89011004

Vessels

27040009

Metallurgical coke

 

 

 

GENERAL INFORMATION

 

No. of Employees :

Information declined by the management

 

 

Bankers :

·         Canara Bank

·         State Bank of India

·         ICICI Bank Limited

·         Kotak Mahindra Bank

·         Yes Bank

·         Standard Chartered Bank India

·         DBS Bank India

·         HDFC Bank

 

 

Facilities :

Secured Loan

31.03.2014

(Rs. in Millions)

31.03.2013

(Rs. in Millions)

Long-term Borrowings

 

 

Redeemable Non-Convertible Debentures a

58333.300

0.000

Term loans from banks b

112895.600

0.000

Foreign currency loans from banks c

32727.600

0.000

Short-term borrowings

 

 

Buyers’ credit from banks a

50520.400

0.000

Loans repayable on demand from banks b

30.100

0.000

Term loan from banks c

10000.000

0.000

Total

264507.000

0.000

NOTE:

 

Terms and conditions of Long-term borrowings a) Redeemable Non-Convertible Debentures includes; (i) 11.50% Non-Convertible Debentures (NCDs) issued by Jharsuguda Aluminium of Rs.2666.600 Millions [including current maturity of long-term borrowings of Rs.1333.300 Millions are secured by first pari passu charge in favour of Debenture Trustees on the immovable properties situated at Mauje Ishwarpura, Taluka Kadi, District Mehsana, Gujarat and in the District of Kalahandi, Orissa. These NCDs are further secured by first pari passu charge over the fixed assets of Jharsuguda Aluminium pertaining to 1MTPA Lanjigarh Alumina Refinery. These NCDs are redeemable in two equal installments payable at October 22, 2015 and October 22, 2014 respectively.

 

(ii) NCDs issued by erstwhile Sterlite Industries (India) Limited for an aggregate amount of Rs.20000.000 Millions. Out of these, Rs.10000.000 Millions NCDs are issued at a coupon rate of 9.40% p.a., while another Rs.10000.000 Millions NCDs have been issued at a coupon rate of 9.24% p.a. These NCDs are secured by way of mortgage on the immovable property of the Company situated at Sanaswadi in the State of Maharashtra and also by way of hypothecation on the movable fixed assets of Jharsuguda 2400 MW Power plant with a security cover of 1.25 times on the face value of outstanding NCDs at all time during the currency of NCDs. These NCDs are redeemable in tranches of Rs.5000.000 Millions each on December 20, 2022, December 6, 2022, November 27, 2022 and October 25, 2022. In respect of all the four tranches of NCDs, the debenture holders and the Company have put and call option respectively at the end of the 5 years from the respective date of the allotment of the NCDs.

 

(iii) NCDs issued by erstwhile Sterlite Industries (India) Limited of Rs.25000.000 Millions with an interest rate of 9.10% per annum. These NCDs are secured by way of mortgage on the immovable property of the Company situated at Tuticorin in the State of Tamilnadu and also by way of first ranking pari passu charge over the tangible and intangible movable fixed assets, both present and future of Jharsuguda 2,400 MW power plant with a security cover of 1.25 times on the face value of outstanding NCDs at all times during the tenure of the NCD. These NCDs are redeemable on April 5, 2023. The debenture holders of these NCDs and the Company have put and call option at the end of the 5 years from the respective date of the allotment of the NCDs.

 

(iv) NCDs issued by erstwhile Sterlite Industries (India) Limited of Rs.12000.000 Millions in two tranches of Rs.7500.000 Millions and Rs.4500.000 Millions, with an interest rate of 9.17% per annum. These NCDs are secured by way of mortgage on the immovable property of the Company situated at Tuticorin in the state of Tamilnadu and also by way of first pari passu charge over the movable fixed assets of Lanjigarh refinery expansion project including 210 MW power plant project, with a security cover of 1.25 times on the face value of outstanding NCDs at all times during the tenure of the NCD. These NCDs are redeemable on July 4, 2023 for Rs.7500.000 Millions and on July 5, 2023 for Rs.4500.000 Millions. The debenture holders of these NCDs and the Company have put and call option at the end of the 5 years from the respective date of the allotment of the NCDs.

 

b) Term loans from banks includes :

 

(i) Loan from State Bank of India taken by Jharsuguda Aluminium amounting to Rs.96133.100 Millions [including an amount of Rs.4987.500 Millions classified under current maturity of long-term borrowings at an interest rate of 11.75%. These loans are secured by (i) first priority charge by way of hypothecation of all present and future unencumbered and encumbered movable fixed asset for the Alumina refinery expansion at Lanjigarh and smelter expansion Project at Jharsuguda (including but not limited to Plant and Machinery, Machinery Spares, tools and accessories, base stock funded by the Rupee Facility of the Project (ii) first charge by way of mortgage on all present and future immovable fixed asset (including leasehold land, if any) acquired or to be acquired for the project of Jharsuguda Aluminium (iii) first Charge on the Debt service receivable account and all monies lying to the credit of such amount from time to time (iv) second charge on current assets of Jharsuguda Aluminium for the project (v) These term loans are also backed by a Corporate Guarantee by Vedanta Resources Plc. These loans are repayable as Rs.4987.500 Millions within one year, Rs.9975.000 Millions within second year, Rs.15675.000 Millions within third year, Rs.21018.800 Millions within fourth year, Rs.25650.000 Millions within fifth year and Rs.18826.800 Millions in the sixth year.

 

(ii) Loan of Rs.18000.000 Millions taken during the year by Jharsuguda Aluminium from Axis Bank at an interest rate of 10.50%. These loans are secured by a first charge by way of mortgage / hypothecation of movable / immovable of all present and future assets of Jharsuguda Aluminium. These loans are repayable as Rs.6000.000 Millions in February 2017, Rs.7000.000 Millions in February 2018 and Rs.5000.000 Millions in February 2019.

 

(iii) Loan of Rs.4000.000 Millions [including Rs.250.000 Millions of current maturity of long-term borrowings taken during the year by Jharsuguda 2400 MW power plant from Canara Bank at an interest rate of 11.20 % per annum. The loan is secured by way of second pari passu charge on specific fixed assets of Jharsuguda 2,400 MW power plant except agricultural land. The loan is repayable in December 2018.

 

c) Foreign currency loans from banks includes, External Commercial Borrowings (ECB) of Jharsuguda Aluminium aggregating to Rs.32727.600 Millions (US$ 544.55 million) in two tranches at an interest rate of LIBOR plus 400 basis points for Rs.30049.900 Millions (US$ 500.00 million) and LIBOR plus 360 basis points for Rs.2677.700 Millions (US$ 44.55 million). The ECB is repayable in three annual installments on April 21, 2015, April 21, 2016, April 21, 2017 and is secured by all present and future movable asset of Jharsuguda Aluminium including its movable plant and machinery, equipment, machinery, spare tools and accessories and other moveable whether installed or not and all replacements thereof and additions thereof whether by way of substitution, addition, replacement, conversion or otherwise howsoever together with all benefits, rights and incidental attached thereto which are now owned or to be owned in the future by the borrower. This loan is also backed by guarantee from Vedanta Resources Plc.

 

a) Buyer’s credit from banks (Secured) includes :

 

(i) Rs.17407.800 Millions of Jharsuguda Aluminium at an interest rate of LIBOR plus 50-200 basis points are secured by exclusive charge on the assets of Jharsuguda Aluminium imported under facility and first charge on current assets of Jharsuguda Aluminium on pari passu basis.

 

(ii) Rs.32787.900 Millions of Copper India at an interest rate of 0.91% is secured by way of first charge by hypothecation on the entire stock of raw materials, work-in-progress and all semi-finished, finished, manufactured articles together with all stores, components and spares, both present and future book debts, outstanding monies, receivables, claims and bills arising out of sale etc and such charge in favour of the banks ranking pari passu inter se, without any preferences or priority to one over other(s) in any manner.

 

(iii) Rs.324.700 Millions at the Jharsuguda 2,400 MW power plant is secured against first pari passu charge on entire current assets of Jharsuguda 2,400 MW power plant.

 

b) Loan repayable on demand from banks is in respect of Cash Credit facility of Rs.30.100 Millions of Jharsuguda Aluminium and is secured by hypothecation of entire current assets of Jharsuguda Aluminium, both present and future, comprising stock of raw materials, work-in-progress, stock-in-transit, consumables, stores, spares, receivables. It is also backed by unconditional and irrevocable corporate guarantee of Vedanta Resources Plc.

 

c) During the year Jharsuguda 2,400 MW power plant has obtained a Rs.10000.000 Millions loan from Axis Bank at an interest rate of 10.50 % per annum. The loan is secured by way of mortgage and charge on all immovable properties both present and future of Jharsuguda 2,400 MW power plant except agricultural land and second charge by way of pledge on all the movable fixed assets of Jharsuguda 2,400 MW power plant. The loan is repayable in September 2014.

 

 

 

Banking Relations :

 

 

 

Auditors :

 

Name :

Deloitte Haskins and Sells

Chartered Accountants

Address :

Tower 3, 27th  - 32nd Floor, Indiabulls Finance Centre, Eiphinstone Mill Compound, Senapati Bapat Marg, Elphinstone (West), Mumbai – 400 013, India

Tel. No.:

91-22-61854000

Fax No.:

91-22-61854501/4601

 

 

Entities Controlling the Company (Holding Companies):

·         Volcan Investments Limited (Ultimate Holding Company)

·         Vedanta Resources Plc (Intermediate Holding Company)

·         Vedanta Resources Holdings Limited (Intermediate Holding Company)

·         Richter Holding Limited (Intermediate Holding Company)

·         Vedanta Resources Finance Limited (Intermediate Holding Company)

·         Vedanta Resources Cyprus Limited (Intermediate Holding Company)

·         Twin Star Holdings Limited (Intermediate Holding Company)

·         Finsider International Company Limited

·         (Intermediate Holding Company)

·         Westglobe Limited (Intermediate Holding Company)

·         Welter Trading Limited (Intermediate Holding Company)

 

 

Fellow Subsidiaries

·         Konkola Copper Mines Plc

·         The Madras Aluminium Company Limited* (Fellow Subsidiary upto August 17, 2014)

·         Sterlite Technologies Limited

·         Sterlite Grid Limited

·         Sterlite Iron and Steel Company Limited

·         Sterlite Industries (India) Limited*

 

 

Associates:

·         Gaurav Overseas Private Limited

·         Raykal Aluminium Company Private Limited

 

 

Subsidiaries:

·         Hindustan Zinc Limited (Previous Year: Fellow Subsidiary)

·         Bharat Aluminium Company Limited (Previous Year: Fellow Subsidiary)

·         Malco Energy Limited (Earlier Vedanta Aluminium Limited) (Previous Year: Fellow Subsidiary)

·         Copper Mines of Tasmania Pty Limited (CMT)

·         Thalanga copper mines Pty Limited (TCM)

·         Sterlite Infra Limited (SIL)

·         Monte Cello B.V. (MOBV)

·         Talwandi Sabo Power Limited (TSPL) (Previous Year: Fellow Subsidiary)

·         Sesa Resources Limited (‘SRL’)

·         Sesa Mining Corporation Limited (‘SMCL’)

·         Goa Energy Limited

·         Bloom Fountain Limited (‘BFL’)

·         Twin Star Energy Holdings Limited (‘TEHL’)

·         (Previous Year: Fellow Subsidiary)

·         Twin Star Mauritius Holdings Limited (‘TMHL’) (Previous Year: Fellow Subsidiary)

·         Western Cluster Limited

·         Sterlite (USA) Inc.

·         Fujairah Gold FZC

·         THL Zinc Ventures Limited

·         THL Zinc Limited

·         THL Zinc Holding B.V.

·         THL Zinc Namibia Holdings (Proprietary) Limited

·         Skorpion Zinc (Proprietary) Limited

·         Skorpion Mining Company (Proprietary) Limited

·         Namzinc (Proprietary) Limited

·         Amica Guesthouse (Proprietary) Limited

·         Rosh Pinah Health Care (Proprietary) Limited

·         Black Mountain Mining (Proprietary) Limited (Previous Year: Fellow Subsidiary)

·         Vedanta Lisheen Holdings Limited (earlier Vedanta Lisheen Finance Limited)

·         Vedanta Lisheen Mining Limited

·         Killoran Lisheen Mining Limited

·         Killoran Lisheen Finance Limited

·         Lisheen Milling Limited

·         Vedanta Exploration Ireland Limited (Date of Incorporation - May 16, 2013)

·         Sterlite Ports Limited

·         Maritime Ventures Private Limited

·         Sterlite Infraventures Limited

·         Pecvest 17 Proprietary Limited

·         Vizag General Cargo Berth Private Limited (Previous Year: Fellow Subsidiary)

·         Paradip Multi Cargo Berth Private Limited

·         Lakomasko B.V.

·         Cairn India Limited @

·         Cairn India Holdings Limited @

·         Cairn Energy Holdings Limited @

·         Cairn Energy Hydrocarbons Ltd @

·         Cairn Exploration Limited @

·         Cairn Exploration Limited @

·         Cairn Exploration Limited @

·         Cairn Energy Gujarat Block 1 Limited @

·         Cairn Energy Discovery Limited @

·         Cairn Energy Cambay B.V. @

·         Cairn Energy India West B.V. @

·         Cairn Energy Gujarat B.V.@

·         Cairn Energy Netherlands Holdings B.V. @

·         Cairn Energy Australia Pty Limited @

·         Cairn Energy India Pty Limited @

·         CEH Australia Limited @

·         CIG Mauritius Holdings Private Limited @

·         CIG Mauritius Private Limited @

·         Cairn Lanka Private Limited @

·         Cairn South Africa Proprietary Limited @

·         Cairn Energy Investments Australia Pty Limited @1

·         Wessington Investments Pty Limited @1

·         Sydney Oil Company Pty Limited @1

·         Cairn Exploration (No.4) Limited @1

·         Cairn Petroleum India Limited @1

·         Cairn Energy India Holdings B.V. @1

·         Cairn Energy Group Holdings B.V. @1

·         Cairn Energy Gujarat Holding B.V @1

·         Cairn Energy India West Holdings B.V. @1

·         Cairn Energy Cambay Holding B.V. @1

·         CEH Australia Pty Limited @1

·         Cairn Energy Asia Pty Limited @1

 

 

Others:

·         Vedanta Foundation

·         Sesa Community Development Foundation

·         Public and Political Awareness Trust

·         Rampia Coal Mines and Energy Private Limited (Jointly Controlled Entity)

·         Goa Maritime Private Limited (Jointly Controlled Entity)

 

Note:

 

* Ceases to be related party for the Company pursuant to the Scheme of Amalgamation (Refer note no 31)

@ Subsidiary w.e.f. August 26, 2013 (Previous Year: Associate)

1 Dissolved during the year

$ Appointed as Chief Executive Officer w.e.f. April 1, 2014

# Appointed as Whole Time Director & Chief Financial Officer w.e.f. April 1, 2014

 

 

 

CAPITAL STRUCTURE

 

AS ON 31.03.2014

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

1,000,000,000

Equity Shares

Rs.1/- each

Rs. 1000.000 Millions

50,260,000,000

Add: Pursuant to the Scheme of Amalgamation

 

Rs. 50260.000 Millions

 

 

 

 

 

Total

 

Rs. 51260.000 Millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

869,101,423

Equity Shares

Rs.10/- each

Rs. 869.100 Millions

2,095,903,448

Add: Issued pursuant to the Scheme of Amalgamation *

 

Rs. 2095.900 Millions

 

 

 

 

 

Total

 

Rs. 2965.000 Millions

 

Note:

 

* includes 330,384 equity shares pending allotment kept in abeyance.

 

Shares held by ultimate holding company and its subsidiaries/associates

 

Particulars

March 31, 2014

 

Number of

Shares

% of Holding

Twinstar Holdings Limited

1,144,661,034

38.61

Finsider International Company Limited

401,496,480

13.54

West Globe Limited

44,343,139

1.50

Welter Trading Limited

38,241,056

1.29

Total

1,628,741,709

54.94

 

(1) All the above entities are subsidiaries of Vedanta Resources Plc. Accordingly, Vedanta Resources Plc. is the ultimate holding company.

 

(2) In addition, Twin Star Holdings Limited holds 24,823,177 American Depository Shares representing 99,292,708 equity shares.

 

Aggregate number of bonus shares issued, shares issued for consideration other than cash and shares bought back during the period of five years immediately preceding the reporting date

 

Particulars

March 31, 2014

Number of

Shares

Equity shares issued during the year pursuant to Schemes of Amalgamation

2,095,903,448

Equity shares allotted as fully paid-up shares for consideration other than cash pursuant to the Scheme of Amalgamation (in FY 2010-11)

9,398,864

 

Details of shareholders holding more than 5% shares in the Company other than as shown in (C) above

 

Particulars

March 31, 2014

 

Number of

Shares

% of Holding

Twinstar Holdings Limited

1,114,661,034

38.61

Finsider International Company Limited

401,496,480

13.54

CITI Bank N. A. New York# (American depository shares held as

depository)

249,110,480

8.40

 

# Includes 24,823,177 American Depository Shares representing 99,292,708 equity shares on behalf of Twin Star

Holdings Limited.

 

OTHER DISCLOSURES

 

(1) The Company has one class of equity shares having a par value of Rs.1 per share. Each shareholder is eligible for one vote per share held and dividend as and when declared by the Company. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend which is paid as and when declared by the Board of Directors. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive any of the remaining assets of

the Company, after distribution of all preferential amounts, in proportion to their shareholding.

 

(2) ADS shareholders do not have right to attend General meetings in person and also do not have right to vote. They are represented by depository, CITI Bank N.A. New York. As on March 31, 2014, 249,110,480 equity shares were held in the form of 62,277,620 ADS.

 

(3) For terms of conversion foreign currency convertible bonds

 

(4) In terms of Scheme of Arrangement as approved by the Hon'ble High Court of Judicature at Mumbai, vide its order dated April 19, 2002 the erstwhile Sterlite Industries (India) Limited during 2002-2003 reduced its paid up share capital by Rs.100.300 Millions. There are 219,937 equity shares of Rs.1 each pending clearance from NSDL/CDSL. The Company has filed application in Hon'ble High Court of Mumbai to cancel these shares, the final decision on which is pending. Hon'ble High Court of Judicature at Mumbai, vide its interim order dated September 06, 2002 restrained any transaction with respect to subject shares.


 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

31.03.2014

31.03.2013

31.03.2012

 

 

 

 

I.              EQUITY AND LIABILITIES

 

 

 

(1)Shareholders' Funds

 

 

 

(a) Share Capital

2965.000

869.100

869.100

(b) Reserves & Surplus

333823.200

129368.800

115019.000

(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)

336788.200

130237.900

115888.100

 

 

 

 

(3) Non-Current Liabilities

 

 

 

(a) long-term borrowings

205342.200

11791.600

9680.100

(b) Deferred tax liabilities (Net)

0.000

104.000

631.000

(c) Other long term liabilities

3933.300

23.200

775.100

(d) long-term provisions

22.600

18.100

43.300

Total Non-current Liabilities (3)

209298.100

11936.900

11129.500

 

 

 

 

(4) Current Liabilities

 

 

 

(a) Short term borrowings

132340.900

36519.100

33.100

(b) Trade payables

24133.000

2443.000

8771.600

(c) Other current liabilities

124173.900

2807.400

2160.300

(d) Short-term provisions

8162.700

408.800

3995.200

Total Current Liabilities (4)

288810.500

42178.300

14960.200

 

 

 

 

TOTAL

834896.800

184353.100

141977.800

 

 

 

 

II.          ASSETS

 

 

 

(1) Non-current assets

 

 

 

(a) Fixed Assets

 

 

 

(i) Tangible assets

224889.000

14685.700

7418.600

(ii) Intangible Assets

951.300

860.200

180.100

(iii) Capital work-in-progress

173273.300

3633.000

5045.400

(iv) Intangible assets under development

0.000

0.000

0.000

(b) Non-current Investments

224191.100

145658.600

17132.700

(c) Deferred tax assets (net)

0.000

0.000

0.000

(d)  Long-term Loan and Advances

99055.200

4548.900

1529.800

(e) Other Non-current assets

1044.000

0.000

0.000

Total Non-Current Assets

723403.900

169386.400

31306.600

 

 

 

 

(2) Current assets

 

 

 

(a) Current investments

3480.800

1277.000

77505.400

(b) Inventories

56787.000

7560.200

6361.000

(c) Trade receivables

13036.500

1404.400

5068.800

(d) Cash and cash equivalents

21103.600

248.800

8913.200

(e) Short-term loans and advances

12834.400

2924.400

12681.600

(f) Other current assets

4250.600

1551.900

141.200

Total Current Assets

111492.900

14966.700

110671.200

 

 

 

 

TOTAL

834896.800

184353.100

141977.800

 

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

31.03.2014

31.03.2013

31.03.2012

 

SALES

 

 

 

 

Income

285365.300

23476.300

65134.500

 

Other Income

18170.600

3419.900

3863.300

 

TOTAL (A)

303535.900

26896.200

68997.800

 

 

 

 

 

Less

EXPENSES

 

 

 

 

Cost of Materials Consumed

179455.900

2245.900

5888.100

 

Purchases of Stock-in-Trade

8192.500

1057.800

3670.100

 

Changes in inventories of finished goods, work-in-progress and Stock-in-Trade

(5568.600)

(2057.700)

319.100

 

Power and Fuel

46736.700

5574.800

0.000 

 

Employees benefits expense

5590.800

1846.200

1914.400

 

Other expenses

27838.800

11390.800

27297.300

 

Exceptional item

1308.800

97.100

660.900

 

TOTAL (B)

263554.900

20154.900

39749.900

 

 

 

 

 

Less

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

39981.000

6741.300

29247.900

 

 

 

 

 

Less

FINANCIAL EXPENSES (D)

35649.600

4692.300

4200.000

 

 

 

 

 

 

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

4331.400

2049.000

25047.900

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION (F)

15047.900

1479.100

838.500

 

 

 

 

 

 

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

(10716.500)

569.900

24209.400

 

 

 

 

 

Less

TAX (I)

(21477.400)

(637.800)

7410.000

 

 

 

 

 

 

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

10760.900

1207.700

16799.400

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD 

20677.000

19621.000

11377.200

 

 

 

 

 

Add

TRANSFERRED ON AMALGAMATION OF SESA INDUSTRIES LIMITED

150.000

0.000

0.000

 

 

 

 

 

Add

PURSUANT TO THE SCHEME OF AMALGAMATION

(7747.900)

0.000

0.000

 

 

 

 

 

 

APPROPRIATIONS

 

 

 

 

Transferred to debenture redemption reserve

3183.700

0.000

3476.400

 

Interim dividend [dividend per share Rs.1.50/-]

4447.000

0.000

79.200

 

Proposed dividend [dividend per share Rs.1.75/- (Previous year Rs.0.10/-)]

5188.800

86.900

0.000

 

Tax on Proposed dividend (net of dividend received from subsidiary u/s 115 O of Income-tax Act, 1961)

0.000

14.800

0.000

 

Transferred to general reserve

1150.000

50.000

5000.000

 

Balance Carried to the B/S

9870.500

20677.000

19621.000

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

Export Earnings

126859.600 

12125.900

51214.200

 

Management fees

21.100

0.000

0.000

 

Dispatch money

0.000 

30.800

93.100

 

Sale of Carbon Credits

0.000 

27.600

79.400

 

Other services

0.000

0.500

0.000

 

Others (ADS Reimbursement from CITI)

71.500

0.000

0.000

 

TOTAL EARNINGS

126952.200

12184.800

51386.700

 

 

 

 

 

 

IMPORTS

 

 

 

 

Raw Materials

176026.700 

0.000

6972.200

 

Components and spare parts

750.100

3518.400

139.200

 

Fuel (including in transit)

 10913.700

205.700

0.000

 

Capital Goods

 313.900

1115.900

276.200

 

TOTAL IMPORTS

188004.400

4840.000

7387.600

 

 

 

 

 

 

Earnings / (Loss) Per Share (Rs.)

3.67

1.39

19.33

 

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2014

31.03.2013

31.03.2012

PAT / Total Income

(%)

(7.08)

4.49

24.35

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

(3.76)

2.43

38.96

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

(2.45)

1.63

82.56

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

(0.03)

0.00

0.19

 

 

 

 

 

Debt Equity Ratio

(Total Debt /Networth)

 

1.00

0.37

0.28

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

0.39

0.35

0.48

 

 

 

FINANCIAL ANALYSIS

[all figures are in Rupees Millions]

 

DEBT EQUITY RATIO

 

Particular

31.03.2012

31.03.2013

31.03.2014

 

(Rs. In Millions)

(Rs. In Millions)

(Rs. In Millions)

Share Capital

869.100

869.100

2965.000

Reserves & Surplus

115019.000

129368.800

333823.200

Net worth

115888.100

130237.900

336788.200

 

 

 

 

long-term borrowings

9680.100

11791.600

205342.200

Short term borrowings

33.100

36519.100

132340.900

Total borrowings

9713.200

48310.700

337683.100

Debt/Equity ratio

0.084

0.371

1.003

 

 


YEAR-ON-YEAR GROWTH

 

 

Year on Year Growth

31.03.2012

31.03.2013

31.03.2014

 

(Rs. In Millions)

(Rs. In Millions)

(Rs. In Millions)

Sales

65134.500

23476.300

285365.300

 

 

(63.957)

1,115.546

 

 

NET PROFIT MARGIN

 

Net Profit Margin

31.03.2012

31.03.2013

31.03.2014

 

(Rs. In Millions)

(Rs. In Millions)

(Rs. In Millions)

Sales

65134.500

23476.300

285365.300

Profit

16799.400

1207.700

10760.900

 

25.79%

5.14%

3.77%

 

 

LOCAL AGENCY FURTHER INFORMATION

 

 

Sr. No.

Check List by Info Agents

Available in Report (Yes / No)

1]

Year of Establishment

Yes

2]

Locality of the firm

Yes

3]

Constitutions of the firm

Yes

4]

Premises details

No

5]

Type of Business

Yes

6]

Line of Business

Yes

7]

Promoter's background

Yes

8]

No. of employees

No

9]

Name of person contacted

No

10]

Designation of contact person

No

11]

Turnover of firm for last three years

Yes

12]

Profitability for last three years

Yes

13]

Reasons for variation <> 20%

--

14]

Estimation for coming financial year

No

15]

Capital in the business

Yes

16]

Details of sister concerns

Yes

17]

Major suppliers

No

18]

Major customers

No

19]

Payments terms

No

20]

Export / Import details (if applicable)

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

Yes

 

PERFORMANCE REVIEW

 

The Group structure consolidation and simplification exercise, announced in February 2012, was concluded and took effect in two phases on August 17, 2013 and August 19, 2013. Therefore, the numbers of FY 2013-14 are not comparable with FY 2012-13. On account of the merger, the Company on standalone is into iron-ore, copper, aluminium and power businesses.

 

The merger of Sterlite Industries (India) Limited. And Sesa Goa Limited., and the consolidation of the Vedanta Group has created India’s largest and one of the world’s top seven diversified natural resource majors by market capitalisation and EBITDA.

 

The merger creates a platform to reinforce the Company’s position with a diversified portfolio to reduce the volatility of earnings through commodity cycles, lowering capital cost and enhancing value. The consolidation will generate significant financial and operational synergies.

 

RESULTS OF OPERATIONS

 

The strength of their portfolio continued to support the business performance during a year where they faced subdued commodity prices. Even though operating in a challenging economic environment, volatile markets and generally low global growth rate, their revenue and EBITDA remained strong and enabled to deliver robust profits in FY 2013-14.

 

The operational highlights during the year comprise: Full year record production of Oil and Gas, driven by production ramp-up in Rajasthan block Higher integrated refined metal production and stable mined metal production for the full year at Zinc India First metal tapping at the BALCO 325kt aluminium smelter during Q4 Strong utilisation at Tuticorin copper smelter; 2nd 80MW unit of power plant commissioned during Q4

 

The Honorable Supreme Court vide its order dated April 21, 2014 has conditionally lifted the ban on mining in the

State of Goa with cap of 20 mtpa Resumption of iron ore mining operation at Karnataka

 

 

SCHEME OF AMALGAMATION AND ARRANGEMENT

 

In terms of order dated April 2, 2013 of Hon’ble High Court of Bombay at Goa further confirmed by order dated August 27, 2013 of the Supreme Court of India, the merger of Sterlite Industries (India) Limited (‘Sterlite’) and The Madras Aluminium Company Limited (MALCO) with Sesa Goa and transfer of MALCO power plant to Vedanta Aluminium Limited (VAL) pursuant to the Scheme of amalgamation and arrangement amongst Sterlite, MALCO, Sterlite Energy Limited (SEL), VAL and Sesa Goa and their respective Shareholders and Creditors (‘Composite Scheme’) and the Scheme of Amalgamation of Ekaterina  Limited (Ekaterina) with Sesa Goa and their respective Shareholders and Creditors (‘Ekaterina Scheme’) became effective from August 17, 2013. August 28, 2013 was fixed as the Record date for determining the list of the shareholders of Sterlite, MALCO and Ekaterina to whom the equity shares of the Sesa Goa were allotted as per terms of the scheme in the following manner: To the Shareholders of Sterlite: Every equity shareholder of Sterlite holding 5 (five) equity shares in Sterlite of Rs. 1 each fully paid up (‘Sterlite Shares’) as of the Record Date shall be entitled to be issued 3 (three) shares of face value Rs.1 each, at par, credited as fully paid up, of the Sesa Goa (‘Sesa Goa Shares’).

 

To the ADS holders of Sterlite:

 

Every holder of Sterlite ADSs (each representing 4 (four) Sterlite shares) holding 5 (five) Sterlite ADSs shall be entitled to receive 3 (three) Sesa Goa ADSs (each representing 4 (four) Sesa Goa shares).

 

To the Shareholders of MALCO:

 

Every equity shareholder of MALCO holding 10 (ten) equity shares in MALCO of Rs. 2 each fully paid up as of the

Record Date shall be entitled to be issued 7 (seven) equity shares of face value Rs.1 each, at par, credited as fully paid up, of the Sesa Goa.

 

To the Shareholders of Ekaterina:

 

Every equity shareholder of the Ekaterina Limited holding 25 (Twenty Five) equity shares in Ekaterina Limited of USD 0.1 each fully paid up as of the Record Date shall be entitled to be issued 1 (One) equity share of the face value of Rs.1 each, at par, credited as fully paidup, of the Sesa Goa.

 

The shares were allotted on August 29, 2013 and the shares were credited to the depository accounts and share certificates dispatched in first week of September, 2013. Consequent to allotment the share paid up share capital of the Company went up from Rs.869.101 Millions to Rs.2964.674 Millions.

 

Treatment of fractional entitlements:

 

All fractional entitlements (cumulatively) of individual shareholders were allotted to Mr. P. K. Mukherjee, Executive Director as Trustee for and on behalf of such shareholders of Sterlite and MALCO and the shares were disposed of and the proceeds distributed to such shareholders in proportion to and in lieu of their respective fractional entitlements. The Proceeds also included interim dividend of Rs.1.50 per share declared by the Board on October 31, 2013.

 

COMPANY OVERVIEW

 

Subject (formerly known as Sesa Goa Limited “SGL”) (“SSL” or “the Company”) is engaged in the business of iron ore mining, non-ferrous metals (copper and aluminium production) and commercial power generation. SSL’s equity shares are listed on National Stock Exchange and Bombay Stock Exchange in India and its American depository shares (“ADS”) are listed on New York Stock Exchange in United States of America. Each ADS represents four equity shares. SSL is majority-owned and controlled subsidiary of Vedanta Resources Plc, the London listed diversified natural resource company. The Scheme of Amalgamation and Arrangement amongst Sterlite Energy Limited (‘SEL’), Sterlite Industries (India) Limited (‘Sterlite’), Vedanta Aluminium Limited (‘VAL’), Madras Aluminium Company Limited (‘Malco’) and the Company was sanctioned by the High Court of Judicature of Bombay at Goa vide its order dated April 3, 2013 and the Honourable High Court of Madras vide its order dated

July 25, 2013. The Scheme of Amalgamation between Ekaterina Limited and Sesa Goa Limited was sanctioned by the Honourable Supreme Court of Mauritius by an order dated August 24, 2012 and the High Court of Judicature of Bombay at Goa vide its order dated April 3, 2013.The Scheme became effective for Sterlite, Ekaterina and Malco on August 17, 2013; and for SEL and VAL the scheme became effective on August 19, 2013. The Scheme has been given effect to in the financial statements for the year ended March 31, 2014.

 

The Company’s iron ore business (Iron ore) consist of iron ore exploration, mining, beneficiation and exports. SSL has iron ore mining operations in the States of Goa and Karnataka. SSL is also in the business of manufacturing pig iron and metallurgical coke. The Company’s copper business (Copper India) is principally of custom smelting and includes a copper smelter, a refinery, a phosphoric acid plant and power plants at Tuticorin, Tamilnadu and a refinery and two copper rod plants at Silvassa in the Union Territory of Dadra and Nagar Haveli.

 

The Company’s power business (Jharsuguda 2,400 MW power plant) comprise of 2,400 MW (four units of 600 MW each) thermal coal based power facility in the State of Odisha. The Company’s aluminium business (Jharsuguda aluminium) is principally of production of 1.0 mtpa alumina at Lanjigarh, Odisha, production of 0.5 mtpa aluminium at Jharsuguda, Odisha and captive power plants situated at Jharsuguda and Lanjigarh. The Company is also setting up a 1.25 mtpa aluminium smelter at Jharsuguda, 4.0 mtpa of alumina refinery at Lanjigarh and 210 MW at Lanjigarh.

 

Pursuant to approval received from Register of Companies, the name of the Company has been changed from Sesa Goa Limited to Sesa Sterlite Limited w.e.f. September 18, 2013.

 

UNSECURED LOAN

 

PARTICULARS

31.03.2014

(Rs. in Millions)

31.03.2013

(Rs. in Millions)

Long-term Borrowings

 

 

Deferred sales tax liability e

1385.700

0.000

Foreign currency convertible bonds g

0.000

11791.600

Short-term borrowings

 

 

Buyers’ credit from banks

20529.600

586.800

Commercial paper d

32800.000

25000.000

Packing credit from banks

4914.800

9115.600

Suppliers’ credit

13546.000

1816.700

Total

73176.100

48310.700

NOTE:

 

e) Unsecured deferred sales tax liability of Rs.1426.200 Millions [including amount classified under current maturity of long-term borrowings of Rs.40.500 Millions outstanding as at March 31, 2014 is currently repayable in monthly installments till March 2027.

 

g) Foreign currency convertible bonds/notes includes :

 

(i) 4% Convertible Notes of US $1,000 each amounting to US$ 500 million issued by erstwhile Sterlite Industries (India) Limited in financial Year 2009- 10. Subject to certain exceptions, the note holders have an option to convert these Convertible Notes into ADSs (each ADS represents four equity shares) at any time prior to business day immediately preceding the maturity date at a conversion rate of 42.8688 ADSs per US$ 1,000 principal amount of notes which is equal to a conversion price of approximately US$ 23.33 per ADS. Upon effectiveness of the Scheme of Amalgamation and Arrangement, conversion rate has been changed to 25.7213 ADSs per US$ 1,000 principal amount of notes which is equal to a conversion price of approximately US$ 38.88 per ADS. The conversion price could be subject to adjustments should certain events occur. Further, at any time after November 4, 2012, Copper India has a right to redeem in whole or parts of the Convertible Notes, subject to meeting certain conditions. The amount which Copper India is required to pay contractually on October 30, 2014is US$ 500 million, unless the notes are converted, redeemed or purchased and cancelled. The amount outstanding as on March 31, 2014 is Rs.30049.900 Millions (US$ 500 million) [included in current maturity of long-term borrowings.

 

(ii) 5% Convertible Bonds of US$ 1,000 each amounting to US$ 500 million issued by the Company in Financial Year 2009-10. The bondholders have an option to convert these FCCBs into shares, at a conversion price of Rs.346.88 per share and at a fixed rate of exchange on conversion of Rs.48.00 per US$ 1.00 at any time on or after December 9, 2009. The conversion price is subject to adjustment in certain circumstances. The FCCBs may be redeemed in whole, but not in part, on or after October 30, 2012, subject to certain conditions. Unless previously converted, redeemed or repurchased and cancelled, the FCCBs fall due for redemption on October 31, 2014 at par. Upto March 31, 2014, 2,832 FCCB’s have been converted into 39,188,159 equity shares. A part of the FCCB proceeds aggregating to Rs.10408.600 Millions has been utilised for the Company’s capital projects. The amount outstanding as on March 31, 2014 is Rs.13029.600 Millions (US$ 216.79 million) [included in current maturity of long-term borrowings

 

d) Maximum amount outstanding at any time during the year was Rs.80200.000 Millions.

 

INDEX OF CHARGES

 

S.NO.

CHARGE ID

DATE OF CHARGE CREATION/MODIFICATION

CHARGE AMOUNT SECURED

CHARGE HOLDER

ADDRESS

SERVICE REQUEST NUMBER (SRN)

1

10497008

15/04/2014

5,000,000,000.00

STATE BANK OF BIKANER AND JAIPUR

COMMERCIAL NETWORK BRANCH, 239, P DE MELLO ROAD,
NEAR G.P.O., MUMBAI, MAHARASHTRA - 400001, INDIA

C05304654

2

10470762

27/03/2014 *

20,000,000,000.00

AXIS TRUSTEE SERVICES LIMITED

AXIS HOUSE, 2ND FLR, BOMBAY DYEING MILLS COMPOUND,  PANDURANG BUDHKAR MARG, WORLI, MUMBAI, MAHARASHTRA - 400025, INDIA

C05302021

3

10467271

25/03/2014 *

10,000,000,000.00

AXIS TRUSTEE SERVICES LIMITED

AXIS HOUSE, 2ND FLR, BOMBAY DYEING MILLS COMPOUND, PANDURANG BUDHKAR MARG, WORLI, MUMBAI, MAHARASHTRA - 400025, INDIA

C05299433

4

10464741

23/12/2013 *

12,000,000,000.00

AXIS TRUSTEE SERVICES LIMITED

AXIS HOUSE, 2ND FLR, BOMBAY DYEING MILLS COMPOUND,  PANDURANG BUDHKAR MARG, WORLI, MUMBAI, MAHARASHTRA - 400025, INDIA

B94118395

5

10449511

04/03/2014 *

10,000,000,000.00

AXIS TRUSTEE SERVICES LIMITED

AXIS HOUSE, 2ND FLR, BOMBAY DYEING MILLS COMPOUND,  PANDURANG BUDHKAR MARG, WORLI, MUMBAI, MAHARASHTRA - 400025, INDIA

B98559131

6

10437388

27/09/2013 *

25,000,000,000.00

AXIS TRUSTEE SERVICES LIMITED

AXIS HOUSE, 2ND FLR, BOMBAY DYEING MILLS COMPOUND,  PANDURANG BUDHKAR MARG, WORLI, MUMBAI, MAHARASHTRA - 400025, INDIA

B86679446

7

10419764

15/04/2013

20,000,000,000.00

AXIS TRUSTEE SERVICES LIMITED

AXIS HOUSE, 2ND FLR, BOMBAY DYEING MILLS COMPOUND,  PANDURANG BUDHKAR MARG, WORLI, MUMBAI, MAHARASHTRA - 400025, INDIA

B73207797

8

10403083

21/01/2013

20,000,000,000.00

AXIS TRUSTEE SERVICES LIMITED

AXIS HOUSE, 2ND FLR, BOMBAY DYEING MILLS COMPOUND,  PANDURANG BUDHKAR MARG, WORLI, MUMBAI, MAHARASHTRA - 400025, INDIA

B67744896

9

10378088

04/09/2012

7,500,000,000.00

STATE BANK OF INDIA

C.A.G. MUMBAI, NEVILLE HOUSE, J.N.HEREDIA MARG, BALLARD ESTATE, MUMBAI, MAHARASHTRA - 400001, INDIA

B58717232

10

10285311

21/04/2011 *

6,250,000,000.00

STATE BANK OF INDIA

COMMERCIAL BRANCH, PATTO PLAZA, PANAJI, GOA - 403001, INDIA

B13742978

 

* Date of charge modification

 

CONTINGENT LIABILITIES:

 

(Rs. in millions)

PARTICULARS

31.03.2014

Disputed liabilities in appeal :

 

Income Tax demands principally in respect of depreciation consequent to block assessment, disallowance of short term capital loss, disallowance of commission on sales paid to non resident, Section 14A, demurrage, Section10B deduction and additional depreciation on plant and machinery.

13474.900

Sales Tax demands relating to tax on Freight and Entry Tax on imported goods

4984.600

Excise Duty relating to disputes in respect of dutiability and availing of cenvat credit on certain capital goods and other inputs.

1543.200

Service Tax demands for certain services rendered

259.500

Custom duty relating to differential export duty on export shipments

140.400

FERA/FEMA matters relating to disputes in respect of certain investments into the Company

599.000

Forest development tax levied by Government of Karnataka

2978.000

Cess on transportation of Ore, coal and coke levied by Government of Goa under the Goa Rural and Development and Welfare Cess Act, 2000 (Goa Act 29 of 2000)

1073.300

Royalty demand in Karnataka

121.100

Other matters principally related to Building Cess under Building and Construction Workers (RECS) Act, 1996 and corresponding Welfare Cess Act, 1996

106.300

Claims against the company not acknowledged as debts principally related to commercial and employment contracts, stacking charges, dead rent on deemed mining leases and royalty.

2492.900

 

NOTE:

 

Estimated cost of variation in copper and precious metals quantity due to adjustments done based on metal contents as per laboratory assessments pending receipt of final invoice amounts to Rs.372.800 Millions (Previous year Nil).

 

(d) Shenzhen Shandong Nuclear Power Construction Co. Limited (‘SSNP’) subsequent to terminating the EPC contract invoked arbitration as per the contract alleging non-payment of their dues towards construction of a 210 MW co-generation power plant for refinery expansion project, and filed a claim of Rs.17801.600 `. SSNP also filed a petition under Section 9 of the Arbitration and Conciliation Act, 1996 before the Bombay High Court praying for interim relief. The Bombay High Court initially dismissed their petition, but on a further appeal by SSNP, the Division Bench of the Bombay High Court directed Jharsuguda aluminium to deposit a bank guarantee for an amount of Rs.1870.000 ` as a security, being a prima facie representation of the claim, until arbitration proceedings are completed. Jharsuguda Aluminium has deposited a bank guarantee of equivalent amount. Management is of the opinion that this claim is not valid under the terms of the contract with SSNP and it is unlikely that SSNP can legally sustain the claim and accordingly, no provision is considered necessary.

 

(e) Future cash flows in respect of the above, if any, is determined only on receipt of judgement/decisions pending with relevant authorities. The Company does not expect the outcome of matters stated above to have a material adverse effect on the Company’s financials conditions, result of operations or cash flows.

 

FIXED ASSETS

 

Tangible assets

 

·         Mining leases

·         Mining concessions

·         Land plots

·         Road and Bunders

·         Buildings

·         Plant and equipment

·         Furniture and fixtures

·         Vehicles

·         Office equipment

·         Aircraft

·         River fleet

·         Ship

 

Intangible assets

 

·         Computer software

 

PRESS RELEASES

 

SESA EXPECTS TO RESUME GOA IRON ORE PRODUCTION IN SEPTEMBER

JULY 03, 2014

 

The miner expects its total iron ore output at 9.29 million tonnes in the current fiscal year to March 2015, Aniruddha Joshi, a vice president at Sesa Sterlite that operates in Goa and neighbouring Karnataka.

 

Sesa Sterlite Limited India's largest private iron ore miner, expects to resume production in the country's Goa state in September, a senior official of the company said on Thursday. The miner expects its total iron ore output at 9.29 million tonnes in the current fiscal year to March 2015, Aniruddha Joshi, a vice president at Sesa Sterlite that operates in Goa and neighbouring Karnataka, told Reuters in an interview. The Supreme Court in April lifted a ban on mining in Goa, in place for nearly two years to curb illegal mining, but ordered firms to renew mining leases and environmental clearances before restarting work.

 

Also Read: Sesa Sterlite Q4 net rises 13% to Rs 16220.000 Millions, margin dips Sesa Sterlite stock price On July 21, 2014, at 10:56 hrs Sesa Sterlite was quoting at Rs 298.85, up Rs 0.45, or 0.15 percent. The 52-week high of the share was Rs 318.40 and the 52-week low was Rs 119.45. The company's trailing 12-month (TTM) EPS was at Rs 3.63 per share as per the quarter ended March 2014. The stock's price-to-earnings (P/E) ratio was 82.33. The latest book value of the company is Rs 113.60 per share. At current value, the price-to-book value of the company is 2.63.

 

HOPEFUL OF MINING RESUMING AFTER MONSOON: SESA STERLITE

JULY 11, 2014

 

The company, which had exported 14 MT, of total 40 MT during the year 2011-12, before the apex court banned the mining activity in Goa, conceded that the exports would decrease once the mining activity resumes because of several conditions.

 

After two-year-long ban on the iron ore extraction industry, Sesa Sterlite a natural resource major, today said it expects export to resume soon post monsoon. "We recognise that part of the Supreme Court decision lifting the ban needs to be taken up by both the State and federal government."So we look forward for everyone working towards timely resumption of mining within those conditions by the end of the monsoon season," Sesa Sterlite CEO Tom Albanese told PTI here at the sidelines of the company's Annual General meeting. The company, which had exported 14 MT, of total 40 MT during the year 2011-12, before the apex court banned the mining activity in Goa, conceded that the exports would decrease once the mining activity resumes because of several conditions. During the AGM, Albanese told shareholders that they would be able to retain all their leases. He said that after the ban is lifted, the annual capping on the export would be 20 MT, which would easily be achieved considering the fact that the activity was stalled for last two years. "There is more than enough mining capacity to support 20 MT. I am confident that production will move up to the cap provided the economic conditions are good," he said. Albanese said the industry should also recognise that over past two years there has been a reduction in the prices of iron ore, so the margins that existed couple of years back, is no longer present now. "The profits on the ore export will be curbed due to continuation of the export duty and some of the ore that was mined two years ago may not be economical now," he added. He said that the Sesa Sterlite would be looking at fresh extraction primarily for the export market. The industry is also wary about the decrease in demand from China market, due to two yearlong lull. "With the mining ban being imposed in Goa, the loss has been compensated by increased production from Australia. Hopefully, once the ban is lifted, India can regain some of their market share," the CEO said. Earlier, addressing the shareholders, he said resumption of mining in Goa is only the start. "I believe, we need to use this as just the first step for a momentum to create Goa as a world class mining hub, to develop Goa as the state serving both the Indian steel mining sector and generating much needed export earnings," he said. Albanese said that the larger scale operation with larger fleet could make Goa a global iron ore hub. Export duties and high rail rates hinder the business, specially of lower grade iron ore, which Goa is known for. Sesa Sterlite stock price On July 21, 2014, at 10:57 hrs Sesa Sterlite was quoting at Rs 298.85, up Rs 0.45, or 0.15 percent. The 52-week high of the share was Rs 318.40 and the 52-week low was Rs 119.45. The company's trailing 12-month (TTM) EPS was at Rs 3.63 per share as per the quarter ended March 2014. The stock's price-to-earnings (P/E) ratio was 82.33. The latest book value of the company is Rs 113.60 per share. At current value, the price-to-book value of the company is 2.63.




CMT REPORT (Corruption, Money Laundering & Terrorism]

 

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

 

1]         INFORMATION ON DESIGNATED PARTY

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

 

2]         Court Declaration :

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

 

3]         Asset Declaration :

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

 

4]         Record on Financial Crime :

            Charges or conviction registered against subject:                                                              None

 

5]         Records on Violation of Anti-Corruption Laws :

            Charges or investigation registered against subject:                                                          None

 

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

            Charges or investigation registered against subject:                                                          None

 

7]         Criminal Records

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

 

8]         Affiliation with Government :

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

 

9]         Compensation Package :

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

 

10]        Press Report :

            No press reports / filings exists on the subject.

 


 

CORPORATE GOVERNANCE

 

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

 

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

 

 

CONTRAVENTION

 

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

 

 

FOREIGN EXCHANGE RATES

 

Currency

Unit

Indian Rupees

US Dollar

1

Rs.60.24

UK Pound

1

Rs.102.87

Euro

1

Rs.81.44

 

 

INFORMATION DETAILS

 

Information Gathered by :

HTL

 

 

Analysis Done by :

DIV

 

 

Report Prepared by :

KVT


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

7

PAID-UP CAPITAL

1~10

7

OPERATING SCALE

1~10

7

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

7

--PROFITABILIRY

1~10

7

--LIQUIDITY

1~10

7

--LEVERAGE

1~10

7

--RESERVES

1~10

7

--CREDIT LINES

1~10

7

--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

 

63

 

This score serves as a reference to assess SC’s credit risk and to set the amount of credit to be extended. It is calculated from a composite of weighted scores obtained from each of the major sections of this report. The assessed factors and their relative weights (as indicated through %) are as follows:

 

Financial condition (40%)            Ownership background (20%)                 Payment record (10%)

Credit history (10%)                    Market trend (10%)                                Operational size (10%)

 


 

RATING EXPLANATIONS

 

 

RATING

STATUS

 

 

PROPOSED CREDIT LINE

>86

Aaa

Possesses an extremely sound financial base with the strongest capability for timely payment of interest and principal sums

 

Unlimited

71-85

Aa

Possesses adequate working capital. No caution needed for credit transaction. It has above average (strong) capability for payment of interest and principal sums

 

Large

56-70

A

Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums

 

Fairly Large

41-55

Ba

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

 

Satisfactory

26-40

B

Capability to overcome financial difficulties seems comparatively below average.

 

Small

11-25

Ca

Adverse factors are apparent. Repayment of interest and principal sums in default or expected to be in default upon maturity

 

Limited with full security

<10

C

Absolute credit risk exists. Caution needed to be exercised

 

 

Credit not recommended

--

NB

                                       New Business

 

--

 

 

 

 

 

 

PRIVATE & CONFIDENTIAL : This information is provided to you at your request, you having employed MIPL for such purpose. You will use the information as aid only in determining the propriety of giving credit and generally as an aid to your business and for no other purpose. You will hold the information in strict confidence, and shall not reveal it or make it known to the subject persons, firms or corporations or to any other. MIPL does not warrant the correctness of the information as you hold it free of any liability whatsoever. You will be liable to and indemnify MIPL for any loss, damage or expense, occasioned by your breach or non observance of any one, or more of these conditions

This report is issued at your request without any risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL) or its officials.