MIRA INFORM REPORT

Report Date :

17.06.2014

IDENTIFICATION DETAILS

Name :	CERA SANITARYWARE LIMITED
Registered Office :	9, GIDC Industrial Estate, Kadi, District Mehsana - 382715, Gujarat
Country :	India
Financials (as on) :	31.03.2013
Date of Incorporation :	17.07.1998
Com. Reg. No.:	04-034400
Capital Investment / Paid-up Capital :	Rs. 63.274 Millions
CIN No.: [Company Identification No.]	L26910GJ1998PLC034400
Legal Form :	A Public Limited Liability Company. The Company’s Shares are Listed on the Stock Exchanges.
Line of Business :	Manufacturing and Marketing of Ceramic Sanitaryware and Faucetware.
No. of Employees :	2099 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

A (65)

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

Maximum Credit Limit :	USD 7180000
Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is a well-established company having fine track record. The company possesses a strong financial profile marked by healthy networth base, comfortable leverage and ample liquidity position along with high working capital intensity of its operations. Management has seen a growth in its scale of operations characterised by increase in its sales volume and net profitability, reporting decent margins. The ratings also take into consideration, the subject’s linkages to cyclical real estate sector and presence of large number of organised and unorganised players in the industry. However, trade relations are fair. Business is active. Payment terms are reported as regular and as per commitments. In view of vast experience of the promoters, long track record of operations and strong market position the subject can be considered 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

US investment bank Goldman Sachs has upgraded its outlook on Indian markets as it expects positive impact of the election cycle.

India’s economy may grow 4.7 % in the current financial year, lower than the official estimate of 4.9 %, Fitch Rating said. The global rating agency expects the economy to pick up in the next two financial years.

Global ratings agency Standard & Poor said increasing focus by India Inc on lowering debt is likely to improve their credit profiles.

Singapore (1.1 million Indian tourists in 2012), Thailand (one million), the United Arab Emirates ().98 million) and Malaysia ().82 million) emerged as the preferred holidays hotspots for Indians. The total figure is expected to increase to 1.93 million by 2017, according to the latest Eurmonitor international report.

There is a $29.34 bn outward foreign direct investment by domestic companies between April and January of 2013/14 which has seen some signs of recovery according to a Care Ratings report.

There are 264 number of new companies being set up every day on average during 2014. Most of them are registered in Mumbai. India had 1.38 million registered companies at the end of January, 2014.

Twitter like messaging service Weibo Corporation has filed to raise $ 500 million via a US initial public offering. Alibaba, which owns a stake in Weibo is expected to raise about $ 15 billion New York this year in the highest profile Internet IPO since Facebook’s in 2012.

Bharti Airtel has raised Rs.2,453.2 crore (350 million Swiss Francs) by selling six-year bonds at a coupon rate of three per cent and maturing in 2020. This is the largest ever bond offering by an Indian company in Swiss Francs. Bharat Petroleum Corporation raised 175 million Swiss Francs by selling five year bonds at 2.98 % coupon rate in February.

Indian Oil Corporation plans to invest Rs 7650 crore in setting up a petrochemical complex at its almost complete Paradip refinery in Odhisha in three to four years. The company board is set to consider the setting up of a 700000 tonne per annum polypropylene plant at an estimated cost at Rs.3150 crore.

Global chief information officers at gathering in Bangalore in April to meet Indian startups at an event called Tech50 Watchout for Little Eye Labs-Facebook type deals in the making.

EXTERNAL AGENCY RATING

Rating Agency Name	CARE
Rating	Long term Bank facilities : A+
Rating Explanation	Adequate degree of safety and low credit risk.
Date	August 14, 2013

Rating Agency Name	CARE
Rating	Short term Bank facilities : A1+
Rating Explanation	Very strong degree of safety and lowest credit risk.
Date	August 14, 2013

RBI DEFAULTERS’ LIST STATUS

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

EPF (Employee Provident Fund) DEFAULTERS’ LIST STATUS

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

INFORMATION DECLINED

MANAGEMENT NON-COOPERATIVE

(CONTACT NO.: 91-2764-242329)

LOCATIONS

Registered Office/ Factory :	9, GIDC Industrial Estate, Kadi, District Mehsana - 382715, Gujarat, India
Tel. No.:	91-2764-242329/ 262619/ 262638/ 263874/ 321949
Fax No.:	91-2764-242465
E-Mail :	kadi@cera-india.com nk_acharya@cera-india.com
Website :	http://www.cera-india.com
Marketing/ Head Office :	Madhusudan House, Opposite Navrangpura Telephone Exchange, Ahmedabad – 380006, Gujarat, India
Tel. No.:	91-79-26449781/ 26449789
Fax No.:	91-79-26569259
E-Mail :	marketing@cera-india.com
Wind Farms :	· Village Lamba and Patelka, Tal. Kalyanpur, District Jamnagar, Gujarat, India · Village and Tal. Kalyanpur, District Jamnagar, Gujarat, India · Village Kadoli, Tal. Abdasa, District Kutchh, Gujarat, India
Regional Offices :	Located at: · Ahmedabad · Bengaluru  · Chandigarh  · Chennai  · Delhi and NCR · Hyderabad  · Kolkata  · Kozhikode  · Mumbai  · Pune  · Thiruvananthapuram

DIRECTORS

AS ON 31.03.2013

Name :	Mr. Vikram Somany
Designation :	Chairman and Managing Director
Date of Birth/Age :	63 years
Qualification :	B.Sc., FCMI (U.K.)
Experience :	39 years
Date of Appointment :	13.08.2002
Name :	Mr. Sajan Kumar Pasari
Designation :	Director
Name :	Dr. K. N. Maiti
Designation :	Director
Name :	Mr. Ashok Chhajed
Designation :	Director
Name :	Mr. Shree Narayan Mohata
Designation :	Director
Name :	Mr. Govindbhai P. Patel
Designation :	Director
Date of Birth/Age :	01.08.1933
Expertise in Specific Functional Areas :	Labour Matters and Administration
Date of Appointment :	16.07.2010
Name :	Mr. Mahendrakumar Bhandari
Designation :	Director - Technical
Date of Birth/Age :	13.11.1951
Qualification :	B.E (Mech.)
Expertise in Specific Functional Areas :	Production, R&D and Technical aspects
Date of Appointment :	19.04.2010

KEY EXECUTIVES

Name :	Mr. Narendra N. Patel
Designation :	President and Company Secretary
Name :	Mr. Subhash Chandra Kothari
Designation :	C E O
Date of Birth/Age :	68 years
Qualification :	B.Com., LLB, FCA
Experience :	40 years
Date of Appointment :	12.09.2012

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 31.03.2014

Category of Shareholder	Total No. of Shares	As a %
(A) Shareholding of Promoter and Promoter Group
(1) Indian
Individuals / Hindu Undivided Family	2834809	22.40
Bodies Corporate	4264436	33.70
Sub Total	7099245	56.10
(2) Foreign
Total shareholding of Promoter and Promoter Group (A)	7099245	56.10
(B) Public Shareholding
(1) Institutions
Mutual Funds / UTI	6911	0.05
Financial Institutions / Banks	7950	0.06
Foreign Institutional Investors	1832340	14.48
Sub Total	1847201	14.60
(2) Non-Institutions
Bodies Corporate	614979	4.86
Individuals
Individual shareholders holding nominal share capital up to Rs. 0.100 Million	1826143	14.43
Individual shareholders holding nominal share capital in excess of Rs. 0.100 Million	999852	7.90
Any Others (Specify)	267454	2.11
Non Resident Indians	175363	1.39
Hindu Undivided Families	92091	0.73
Sub Total	3708428	29.30
Total Public shareholding (B)	5555629	43.90
Total (A)+(B)	12654874	100.00
(C) Shares held by Custodians and against which Depository Receipts have been issued
(1) Promoter and Promoter Group	0	0.00
(2) Public	0	0.00
Sub Total	0	0.00
Total (A)+(B)+(C)	12654874	100.00

Shareholding of securities (including shares, warrants, convertible securities) of persons belonging to the category Promoter and Promoter Group

Sl. No.	Name of the Shareholders	Details of Shares held
		No. of Shares held	As a %
1	Vikram Investment Company Limited	2900275	22.92
2	Madhusudan Holdings Limited	7500	0.06
3	Vikram Somany	937953	7.41
4	Rekha Commercial Limited	532388	4.21
5	Trisure Promotions and Tradings Limited	484400	3.83
6	Smiti Somany	1542240	12.19
7	Suvinay Trading and Investment Company Limited	259420	2.05
8	Vikram Somany	100000	0.79
9	Venugopal Holdings Limited	63388	0.50
10	Deepshikha Khaitan	39116	0.31
11	Ganga Somany	15500	0.12
12	Pooja Jain Somany	200000	1.58
13	Madhusudan Industries Limited	17065	0.13
	Total	7099245	56.10

Shareholding of securities (including shares, warrants, convertible securities) of persons belonging to the category Public and holding more than 1% of the total number of shares

Sl. No.	Name of the Shareholders	No. of Shares held	Shares as %
1	HSBC Bank (Mauritius) Limited A/c Jwalamukhi Investment Holdings	1122769	8.87
2	Vijay Kishanlal Kedia	315000	2.49
3	Sajan Kumar Pasari	245140	1.94
4	Dolly Khanna	144183	1.14
5	Nalanda India Equity Fund Limited	348282	2.75
	Total	2175374	17.19

Shareholding of securities (including shares, warrants, convertible securities) of persons (together with PAC) belonging to the category “Public” and holding more than 5% of the total number of shares of the company

Sl. No.	Name(s) of the shareholder(s) and the Persons Acting in Concert (PAC) with them	No. of Shares	Shares as %
1	HSBC Bank (Mauritius) Limited A/c Jwalamukhi Investment Holdings	1122769	8.87
	Total	1122769	8.87

BUSINESS DETAILS

Line of Business :	Manufacturing and Marketing of Ceramic Sanitaryware and Faucetware.
Brand Names :	“CERA”

GENERAL INFORMATION

No. of Employees :

2099 (Approximately)

Bankers :

· Yes Bank Limited

9th Floor, Nehru Centre, Discovery of India, Dr. Annie Besant Road, Worli, Mumbai - 400018, Maharashtra, India

· State Bank of India

Industrial Finance Branch, 1st Floor, Neptune House, Near Gandhigram Railway Station, Ashram Road, Ahmedabad - 380009, Gujarat, India

Facilities :

SECURED LOANS	31.03.2013 (Rs. In Millions)	31.03.2012 (Rs. In Millions)
LONG-TERM BORROWINGS
Term Loans from Banks (i) From Yes Bank (Secured by mortgage of Display Centre) repayable in 48 monthly installments, from March, 2011 to February, 2015.	22.917	47.917
(ii) From State Bank of India (Secured by mortgage of Fixed Assets situated at 9,GIDC Industrial Estate, Residential Colony at Kadi and charge by hypothecation of movable assets and windmills), repayable in 20 quarterly installments, from November, 2012 to February, 2018.	126.000	68.300
SHORT TERM BORROWINGS
Working Capital Loan from Bank From State Bank of India (Secured by hypothecation of Goods, Book-Debts, Movable assets, Windmills, lien on Fixed Deposits and mortgage of Fixed Assets situated at 9 GIDC Industrial Estate and Residential Colony, Kadi).	400.487	295.919
Total	549.404	412.136

Banking Relations :	--
Auditors :
Name :	H. V. Vasa and Company Chartered Accountants
Address :	B-2, "Usha Kiran", Opposite Khanpur Gate, Ahmedabad – 380001, Gujarat, India
Associates :	· Madhusudan Industries Limited · Madhusudan Fiscal Limited · Cera Foundation · Vikram Investment Company Limited · Madhusudan Holdings Limited · Swadeshi Fan Ind. Limited

CAPITAL STRUCTURE

AS ON 31.03.2013

Authorised Capital :

No. of Shares	Type	Value	Amount
20000000	Equity Shares	Rs. 5/- each	Rs. 100.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
12654874	Equity Shares	Rs. 5/- each	Rs. 63.274 Millions

Terms / rights attached to equity shares:

The company has only one class of Equity Shares having a par value of Rs.5/- per share. Each holder of Equity Shares is entitled to one vote per share and each equity share carries an equal right to dividend.

B Issue of Bonus Shares

	31st March, 2013	31st March, 2012
	No. of Shares	No. of Shares
Equity Shares allotted as fully paid by way of Bonus Shares During the year ended March 31, 2011 company had issued 6327437 number of equity shares of Rs.5/- each by way of fully paid up bonus shares by capitalisation of Securities Premium.	6327437	6327437

C Reconciliation of the number of Equity Shares outstanding is set out below:

Particulars
Shares at the beginning of the year	12654874	12654874

D Details of shareholders holding more than 5% of the aggregate shares:

Name of Shareholder	As at 31st March, 2013
	No. of Shares held	% of Holding
Vikram Investment Company Limited	2900275	22.92
Vikram Somany	995453	7.87
Smiti Somany	1742240	13.76
HSBC Bank (Mauritius) Limited A/c - Jwalamukhi Investment Holdings	1081127	8.54

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	63.274	63.274	63.274
(b) Reserves & Surplus	1731.762	1328.535	1052.295
(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)	1795.036	1391.809	1115.569
(3) Non-Current Liabilities
(a) long-term borrowings	148.917	116.217	93.685
(b) Deferred tax liabilities (Net)	162.183	136.182	138.540
(c) Other long term liabilities	70.646	55.507	46.644
(d) long-term provisions	197.480	166.753	143.922
Total Non-current Liabilities (3)	579.226	474.659	422.791
(4) Current Liabilities
(a) Short term borrowings	400.487	295.953	225.966
(b) Trade payables	276.102	189.560	134.645
(c) Other current liabilities	610.754	489.929	404.846
(d) Short-term provisions	135.005	104.061	83.385
Total Current Liabilities (4)	1422.348	1079.503	848.842
TOTAL	3796.610	2945.971	2387.202
II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	1250.522	902.602	783.316
(ii) Intangible Assets	0.000	0.000	0.000
(iii) Capital work-in-progress	43.332	109.470	61.171
(iv) Intangible assets under development	0.000	0.000	0.000
(b) Non-current Investments	0.013	0.013	0.013
(c) Deferred tax assets (net)	0.000	0.000	0.000
(d) Long-term Loan and Advances	213.476	151.665	149.271
(e) Other Non-current assets	0.000	0.000	0.000
Total Non-Current Assets	1507.343	1163.750	993.771
(2) Current assets
(a) Current investments	13.808	10.931	77.711
(b) Inventories	940.238	917.542	500.327
(c) Trade receivables	831.305	454.547	387.889
(d) Cash and cash equivalents	403.535	312.951	361.992
(e) Short-term loans and advances	93.621	79.301	58.201
(f) Other current assets	6.760	6.949	7.311
Total Current Assets	2289.267	1782.221	1393.431
TOTAL	3796.610	2945.971	2387.202

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2013	31.03.2012	31.03.2011
	SALES
		Revenue from Operations	4878.671	3193.897	2429.512
		Other Income	89.937	68.469	50.653
		TOTAL (A)	4968.608	3262.366	2480.165
Less	EXPENSES
		Cost of Materials Consumed	496.757	400.206	218.004
		Purchases of Stock-in-Trade	1637.335	1142.082	750.588
		Changes in inventories of finished goods, work-in-progress and Stock-in-Trade	4.451	(349.971)	(104.219)
		Employees benefits expense	579.840	431.332	322.961
		Other expenses	1406.977	1036.599	783.869
		TOTAL (B)	4125.360	2660.248	1971.203
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		843.248	602.118	508.962
Less	FINANCIAL EXPENSES (D)		70.924	40.058	28.445
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		772.324	562.060	480.517
Less/ Add	DEPRECIATION/ AMORTISATION (F)		94.223	77.052	65.303
	PROFIT BEFORE TAX (E-F) (G)		678.101	485.008	415.214
Less	TAX (H)		216.042	164.643	149.806
	PROFIT AFTER TAX (G-H) (I)		462.059	320.365	265.408
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		140.000	110.000	90.000
Less	APPROPRIATIONS
		Proposed Dividend	50.619	37.964	31.637
		Tax on Proposed Dividend	8.212	6.159	5.132
		General Reserve	353.228	246.242	208.639
	BALANCE CARRIED TO THE B/S		190.000	140.000	110.000
	EARNINGS IN FOREIGN CURRENCY
		Exports of Goods on F.O.B Basis	53.271	39.243	29.563
	IMPORTS
		Raw Materials and Chemicals	70.087	11.271	4.751
		Stores and Spare Parts & Fittings	4.731	10.210	3.209
		Capital Goods	59.969	7.188	8.065
		Purchases	759.579	436.425	253.207
	TOTAL IMPORTS		894.366	465.094	269.232
	Earnings Per Share (Rs.)		36.51	25.32	21.02

QUARTERLY RESULTS

PARTICULARS	30.06.2013	30.09.2013	31.12.2013	31.03.2014
Type	1^st Quarter	2^nd Quarter	3^rd Quarter	4^th Quarter
Net Sales	1265.900	1587.600	1601.500	2181.900
Total Expenditure	1066.800	1395.100	1395.500	1830.300
PBIDT (Excl OI)	199.100	192.500	206.000	351.700
Other Income	13.900	16.800	11.500	19.300
Operating Profit	213.000	209.400	217.600	370.900
Interest	14.300	16.200	17.100	16.900
Exceptional Items	0.000	0.000	0.000	0.000
PBDT	198.800	193.200	200.400	354.100
Depreciation	28.100	31.000	34.500	28.900
Profit Before Tax	170.700	162.300	165.900	325.100
Tax	58.900	56.000	58.300	131.800
Provisions and contingencies	0.000	0.000	0.000	0.000
Profit After Tax	111.800	106.200	107.600	193.400
Extraordinary Items	0.000	0.000	0.000	0.000
Prior Period Expenses	0.000	0.000	0.000	0.000
Other Adjustments	0.000	0.000	0.000	0.000
Net Profit	111.800	106.200	107.600	193.400

KEY RATIOS

PARTICULARS		31.03.2013	31.03.2012	31.03.2011
PAT / Total Income	(%)	9.30	9.82	10.70
Net Profit Margin (PBT/Sales)	(%)	13.90	15.19	17.09
Return on Total Assets (PBT/Total Assets}	(%)	18.07	17.10	17.85
Return on Investment (ROI) (PBT/Networth)		0.38	0.35	0.37
Debt Equity Ratio (Total Debt/Networth)		0.31	0.30	0.29
Current Ratio (Current Asset/Current Liability)		1.61	1.65	1.64

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	63.274	63.274	63.274
Reserves & Surplus	1052.295	1328.535	1731.762
Net worth	1115.569	1391.809	1795.036
long-term borrowings	93.685	116.217	148.917
Short term borrowings	225.966	295.953	400.487
Total borrowings	319.651	412.170	549.404
Debt/Equity ratio	0.287	0.296	0.306

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	2429.512	3193.897	4878.671
		31.462	52.750

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	2429.512	3193.897	4878.671
Profit	265.408	320.365	462.059
	10.92%	10.03%	9.47%

LOCAL AGENCY FURTHER INFORMATION

CURRENT MATURITIES OF LONG TERM DEBT

Particulars	31.03.2013 (Rs. In Millions)	31.03.2012 (Rs. In Millions)	31.03.2011 (Rs. In Millions)
Current maturities of long term debt	61.000	63.768	58.143

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	Yes
9]	Name of person contacted	No
10]	Designation of contact person	No
11]	Turnover of firm for last three years	Yes
12]	Profitability for last three years	Yes
13]	Reasons for variation <> 20%	--
14]	Estimation for coming financial year	No
15]	Capital in the business	Yes
16]	Details of sister concerns	Yes
17]	Major suppliers	No
18]	Major customers	No
19]	Payments terms	No
20]	Export / Import details (if applicable)	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

INDEX OF CHARGES

S.NO.	CHARGE ID	DATE OF CHARGE CREATION/MODIFICATION	CHARGE AMOUNT SECURED	CHARGE HOLDER	ADDRESS	SERVICE REQUEST NUMBER (SRN)
1	10298723	19/12/2012 *	100,000,000.00	YES BANK LIMITED	9TH FLOOR, NEHRU CENTRE, DISCOVERY OF INDIA, DR.  ANNIE BESANT ROAD, WORLI, MUMBAI -  400018, MAHARASHTRA, INDIA	B65751588
2	10039743	20/10/2012 *	1,108,800,000.00	STATE BANK OF INDIA	INDUSTRIAL FINANCE BRANCH 1ST FLOOR NEPTUNE HOUSE,  NR GANDHIGRAM RLY STATION ASHRAM ROAD, AHMEDABAD - 380009, GUJARAT, INDIA	B60932100

* Date of charge modification

UNSECURED LOANS

UNSECURED LOANS	31.03.2013 (Rs. In Millions)	31.03.2012 (Rs. In Millions)
SHORT TERM BORROWINGS
Deposits	0.000	0.034
Total	0.000	0.034

PERFORMANCE

The Company has continued to grow substantially due to the concerted marketing efforts in brand building and distribution initiatives.

The well-entrenched distribution network of the Company is being supplemented with an array of CERA Style Galleries in different towns, which showcase the Company’s products in an exclusive ambience.

SANITARYWARE UNIT

The Company has expanded its production capacity, to meet the increasing demand. The production capacity has increased to 2.7 million pieces per annum from 2.0 million pieces on completion of expansion programme.

FAUCETWARE UNIT

The plant is now producing high end single lever series also. Installation of automatic CNC machines and automatic polishing machine has facilitated the plant to produce more such premium ranges.

BATHWARE UNIT

The Company continues to import and market, under the brand name CERA, wellness range, consisting of products like shower cubicles, shower panels, steam cubicles, and whirlpools in addition to high end sanitaryware.

The Company has also added other products like kitchen sinks, mirrors and sensor products to its range under Bathware.

POWER UNIT

The non-conventional wind power generation in the year was 5274331 kWH against 5255614 kWH in the previous year. The installed capacity of wind power unit of the Company is 4.975 M.W.

FINANCE

During the year, the Company repaid loans of Rs. 60.763 Millions to Financial Institutions and Banks.

MANAGEMENT DISCUSSION AND ANALYSIS

At CERA, growth has become a habit. The Company continues to record healthy growth rate year after year and this fiscal the growth has surpassed the expectations of many industry watchers.

The unprecedented growth of the Company, much above the market growth, despite the ups and downs in construction sector, is largely on account of leveraging the high brand value and product optimization besides deeper penetration in some additional markets. These efforts are further backed by strong and structured marketing efforts, good product quality and after-sales service.

The Company also shifted its CERA Style Studios, the Company managed touch-and-feel experience centres, to premium areas in several cities. The CERA Style Studio in Mumbai started functioning from the more upmarket Andheri suburb. Similarly, the CERA Style Studio in Bengaluru was opened in the posh Indiranagar, while in Delhi NCR, the CERA Style Studio started functioning from an independent building in Gurgaon. In Hyderabad, the CERA Style Studio moved to larger premises.

While Bollywood celebrity Ms Dia Mirza continues to be CERA’s brand ambassador, in-film branding done in the movie Heroine, where Ms Kareena Kapoor played the lead role, has helped CERA in its brand equity. Television commercials, print advertisements and in-shop branding featuring Ms Dia Mirza continued during the year also.

The Company also strengthened CERA Care, its after-sales division with induction of technicians for taking care of its services in all key cities of the country.

INDUSTRY STRUCTURE AND DEVELOPMENTS

The Company’s brand CERA, with its impeccable legacy of over three decades, continues to grow, much above the industry rate, despite the competition from peer brands—both domestic and international. The Company’s well-entrenched and loyal distribution network, nation-wide sales and service teams, immaculate product quality and continuous advertising and promotional activities through television, print, OOH and POP have helped place CERA in an enviable platform in the minds of the customers.

The Company’s brand extension to other related categories like showers, faucets, PVC cisterns and seat covers, etc. has also helped in accelerating the growth.

This year, the Company forayed into tiles in a modest way and launched digital wall and floor tiles, vitrified tiles in both soluble salt and double charge and also regular porcelain tiles. Such brand extensions will continue in the coming years as well, which will help CERA establish itself as a total home solutions brand.

The industry structure remains unchanged with domestic and International brands continuing their efforts to gain the larger share of the pie of Indian market. Some of them have even set up their manufacturing bases.

OUTLOOK

The Company’s brand CERA has strong brand equity, loyal and dedicated network. The width of distribution network is also being increased continuously across India to reach out to tier-two towns, where huge untapped potential exists.

In addition, the Company has been continuously present in television and print media and today, CERA enjoys top-of mind recall amongst architects, interior designers and builders.

The Company has also been fortifying its rapport with housing developers and influencers like architects, interior designers and plumbing consultants. This is being done through personal contacts by the Company’s sales team as well as through sponsorship of events and get-togethers and participation in exhibitions organized by various apex bodies such as CREDAI, IIA, IIID and IPA.

The Company’s growth continues to be much above the industry growth, year after year, which is a testimony to its product quality and marketing success.

The successful concept of the company display centres, introduced through CERA Style Studios, has now been extended to more cities like Delhi NCR.

The CERA Style Galleries opened in several cities in collaboration with CERA dealers have been a success, with many more dealers coming forward for opening such Galleries. Over 50 such CERA Style Galleries are already functional all over the country.

Together, the CERA Style Studios and CERA Style Galleries have made a great impact in improving the retail experience for prospective customers, institutional buyers and influencers of CERA.

STATEMENT OF STANDALONE AUDITED FINANCIAL RESULTS FOR THE QUARTER AND YEAR ENDED 31.03.2014

(RS. IN MILLIONS)

Particulars	Quarter Ended		Year Ended
	31.03.2014 (Audited)	31.12.2013 (Unaudited)	31.03.2014 (Audited)
Income from Operations
Gross sales / Income from operations	2283.235	1682.168	6962.469
Less: Excise Duty	101.297	80.699	325.545
Net Sales/Income from Operations	2181.938	1601.469	6636.924
Other Operating Income	0.000	0.000	0.000
Total Income from operations (net)	2181.938	1601.469	6636.924
Expenses
(a) Cost of Material consumed	184.042	175.360	649.140
(b) Purchase of stock in trade	845.955	660.694	2519.579
(c) Changes in inventories of finished goods, work in progress and stock in trade	0.862	(130.911)	(113.837)
(d) Employee benefit expenses	201.760	194.770	743.489
(e) Depreciation and amortization expenses	28.920	34.510	122.470
(f) Power and Fuel	90.581	88.801	313.756
(g) Other Expenses	507.043	406.734	1575.436
Total Expenses	1859.163	1429.958	5810.033
Profit from Operations before Other Income, Finance costs and Exceptional item	322.775	171.511	826.891
Other Income	19.249	11.535	61.521
Profit/ Loss from Ordinary Activities before Finance costs and Exceptional item	342.024	183.046	888.412
Finance costs	16.881	17.127	64.417
Profit/ Loss from Ordinary Activities after Finance costs but Exceptional item	325.143	165.919	823.995
Exceptional item	0.000	0.000	0.000
Profit/ Loss from Ordinary Activities before tax	325.143	165.919	823.995
Tax Expenses	131.757	58.300	304.939
Net Profit/ Loss from Ordinary Activities after tax	193.386	107.619	519.056
Extraordinary Items	0.000	0.000	0.000
Net Profit for the period	193.386	107.619	519.056
Paid- up Equity Share Capital (Face value of the share – Rs. 5)	63.274	63.274	63.274
Reserves excluding revaluation reserves as per balance sheet of Previous Accounting Year	--	--	2176.400
Earnings per share (before extraordinary items) (of Rs. 5/- each) (not annualized) - Basic	15.28	8.50	41.02
- Diluted	15.28	8.50	41.02
Earnings per share (after extraordinary items) (of Rs. 5/- each) (not annualized) - Basic	15.28	8.50	41.02
- Diluted	15.28	8.50	41.02
PARTICULARS OF SHAREHOLDING
1. Public shareholding
Number of Shares	5555629	5590694	5555629
Percentage of Shareholding	43.91%	44.18%	43.91%
2. Promoters and promoter group shareholding
a) Pledged/Encumbered
- Number of Shares	--	--	--
- Percentage of Shares (as a % of the Total Shareholding of promoter and promoter group)	--	--	--
- Percentage of Shares (as a % of the Total Share Capital of the Company)	--	--	--
Non - encumbered
- Number of Shares	7099245	7064180	7099245
- Percentage of Shares (as a % of the total shareholding of promoter and promoter group)	100.00	100.00	100.00
- Percentage of Shares (as a % of the total share capital of the company)	56.09%	55.82%	56.09%

	Particulars	Quarter Ended 31.03.2014
B	Investor complaints (Nos.)
	Pending at the beginning of the quarter	Nil
	Received during the quarter	57
	Disposed of during the quarter	57
	Remaining unresolved at the end of the quarter	Nil

STANDALONE STATEMENT OF ASSETS AND LIABILITIES

Particulars		31.03.2014
A. EQUITY AND LIABILITIES		Audited
1. Shareholders’ Funds
a] Share Capital		63.274
b] Reserves and Surplus		2176.400
Sub-total – Shareholders’ funds		2239.674
2. Non-current Liabilities
a] Long term Borrowings		90.000
b] Deferred Tax Liabilities		201.986
c] Other current liabilities		79.108
d] Long term provisions		274.745
Sub-total - Non-current Liabilities		645.839
3. Current Liabilities
a] Short term Borrowings		333.610
b] Trade Payables		376.880
c] Other Current Liabilities		760.731
d] Short Term Provision		175.338
Sub-total - Current Liabilities		1646.559
TOTAL - EQUITY AND LIABILITIES		4532.072
B ASSETS
1. Non-current assets
a] Fixed assets
Tangible assets		1517.029
Intangible assets		52.027
b] Non-current investment		0.013
c] long Term loans and Advances		283.026
d] Other non-current assets		0.000
Sub-total – Non- current assets		1852.095
2. CURRENT ASSETS
	Current Investments	121.303
	Inventories	1045.761
	Trade Receivables	1066.221
	Cash & Bank Balances	307.104
	Short Term loans and advances	134.601
	Other Current Assets	4.987
Sub-total – Current Assets		2679.977
TOTAL - ASSETS		4532.072

NOTES:

1) The above statement of Audited Financial Results were reviewed by the Audit Committee and approved by the Board of Directors at its meeting held on 25.04.2014.

2) Figures have been regrouped wherever necessary.

3) The company does not have more than one reportable segment. Accordingly, segmental information is not required to be provided.

4) The figures for the quarter ended 31.03.2014 are the balancing figures between Audited figures for the year ended 31.03.2014 and published year to date figures upto the third quarter ended 31.12.2013.

5) The Board has recommended dividend of Rs. 5/-. (100%) per fully paid Equity Shares of Rs. 5/- each.

6) As a part of Green Initiative the company has decided to install Solar Power Energy at Kadi for Captive use.

7) Register of members and share transfer book will remain closed from 15.08.2014 to 22.08.2014. (both days inclusive)

CONTINGENT LIABILITIES:

Particulars	31.03.2013 (Rs. In Millions)	31.03.2012 (Rs. In Millions)
a. Claims against the Company not acknowledged as debts (Net of Payments).	5.212	3.568
b. Estimated amount of contracts remaining to be executed on capital account not provided for (Net of advance).	71.393	86.593
c. Letters of Credit opened and guarantees given by the Bank in favour of Parties and Government Authorities.	50.232	72.710
Total	126.837	162.871

FIXED ASSETS:

· Leasehold Land

· Freehold Land

· Buildings

· Plant and Machinery

· Furniture and Fixtures

· Vehicles

PRESS RELEASES

CERA SANITARYWARE Q2 NET PROFIT FALLS

AHMEDABAD, NOV 1:  

Cera Sanitaryware Limited has reported a decline of 3 per cent in its net profit, and a rise of 42.5 per cent in earnings in the second quarter of 2013-14, ended September 30, as compared to the corresponding period last fiscal.

While the sales earnings were Rs. 1587.600 Millions (Rs 1113.800 Millions), profit after tax (PAT) stood at Rs.106.200 Millions (Rs 110.000 Millions), according to a press release here.

CERA SANITARYWARE Q2 NET UP 44% AT RS. 110.000 MILLIONS

AHMEDABAD, OCTOBER 10:  

Cera Sanitaryware Limited, bathroom solutions provider and India’s third largest player in sanitaryware products, on Wednesday said it has posted a 44 per cent increase in net profit and 52 per cent increase in top line in the second quarter of 2012-13 ended September 30, as compared to the corresponding period in the last financial year.

While the net income from operations was Rs. 1113.800 Millions (Rs 732.800 Millions), net profit stood at Rs.110.200 Millions (Rs 76.500 Millions), Vikram Somany, Chairman and Managing Director, said here. The increase in business was due to increased demand.

With a CAGR of 25 per cent over the last five years, the company is expecting to increase its turnover from Rs. 3190.000 Millions in 2011-12 to nearly Rs. 5000.000 Millions this fiscal, he said.

On Wednesday, the company’s share price at the BSE closed 0.01 per cent up at Rs. 363.85.

Cera Sanitaryware has also embarked upon a three-year rolling plan to invest Rs. 1500.000 Millions to expand its current capacity at the Kadi (Mehsana, Gujarat) plant for sanitaryware products from the existing two million pieces to 2.7 million pieces by January 2013, scalable up to three million pieces.

The company is targeting first-year sales of Rs. 200.000 Millions in the tiles business and Rs. 600.000 Millions next year with the recent launch of high-definition digital wall tiles with matching floor tiles, besides digital polished glazed vitrified tiles, said Somany. Cera Sanitaryware will be using natural gas as fuel in the manufacturing process.

Focusing on domestic demand, the company is currently producing 55 per cent of its products at its Kadi plant and outsourcing 45 per cent to other parties, including those from China and Oman. The tiles production will also remain outsourced.

HOW CERA SANITARYWARE SHONE WHILE SLOWDOWN PULLED DOWN OTHERS

Low debt and focus on brand building proven successful; challenge ahead include economic slowdown and state of consumer sentiment

Ahmedabad September 7, 2013

At a time when the sanitaryware industry and its leading competitors are growing at a little less than 20 per cent compounded annual rate (CAGR), Gujarat-based Cera Sanitaryware is racing ahead with 30-plus per cent growth.

Annual revenue has nearly quadrupled in the past five years, to Rs 488 crore in FY13. Net profit grew to Rs 46 crore in 2012-13 from Rs 100.000 Millions in 2007-08.

The management attributes its success to financial conservatism.

"Other companies were aggressive and ended up in hugedebt and went down. We were a little cautious and didn't over-leverage our balance sheet in a bid to grow faster," says Vikram Somany, chairman and managing director.

The debt-to-equity ratio was only 0.34 in FY13 and interest payment consumed less than 10 per cent of operating profit. "Our long-term debt is negligible and didn't over-expand during the boom," said Somany.

Since FY09, Cera's gross block - investment in plant and machinery - has grown at a CAGR of 13.2 per cent, much slower than that in revenues and earnings. During the period, net sales expanded at a CAGR of 31 per cent and cash profit at 30 per cent.

This enabled the company to improve its balance sheet ratios.

In the past five years, Cera's return on capital employed (RoCE) has expanded by 900 basis points (bps), to 31 per cent in 2012-13; return on equity grew to 29 per cent in FY13 from 19 per cent in FY08. The corresponding ratios for HSIL (Hindware), the industry leader, shrunk during the period, according to data by Capitaline.

Cera's debt-light approach has been noted by others.

"The reason they were able to achieve a higher growth than the industry is because they didn't leverage much. Also, as Cera is a smaller player, their percentage growth was higher than the industry average," says Abhishek Somany, joint managing director of Somany Ceramics, which has Rs 300.000 Millions annual revenue in sanitaryware of a total Rs 11000.000 Millions.

Analysts say Cera also benefited from a strong emphasis on marketing and brand promotion.

"The company has dramatically increased its brand visibility and is one of the most advertised in the category now. Their ad spend has doubled in two years, even as its key competitor, HSIL (Hindware), has scaled down its ad spend during the period," says a senior analyst at Angel Broking, who has a 'buy' rating on the stock.

The company has brought filmstar Dia Mirza as brand ambassador. Cera has also tied-up with makers of the Heroine film, wherein the character played by Kareena Kapoor was shown launching a Cera Bath Studio in the movie.

All this has helped Cera to outperform its competitors. "In the past two years, Cera's market share in sanitaryware is up by 400 bps to 24 per cent.

It is now the second largest in the industry, ahead of Parryware Roca," says the analyst at Angel Broking.

In a report last month, CRISIL Research assigned a fundamental grade of 4/5 (pronounced four on five) to Cera, indicating the fundamentals were 'superior' in relation to those of other listed equity securities.

Faucetware entry

It expects Cera to sustain its growth momentum, driven by the growing brand awareness. The agency expects the sanitaryware market to grow at 17-18 per cent annually over the next three to four years.

The grade also takes into account Cera's entry into the faucetware business, which presents larger growth opportunities than sanitaryware.

CRISIL says the grade is constrained by the loss-making faucetware business and low visibility on the long-term succession plan. Although Cera is run by a professional and experienced management team, visibility on the long-term succession plan is low.

Renovation bet

The other strategy that helped the company beat the slowdown blues was to go after the renovation market. According to Somany, sales to the renovation market now account for 18 per cent of Cera revenues against just three per cent eight years earlier.

"In the next two years, we plan to make it a quarter of our revenues. This will cushion the blow from slowdown in the new building segment that is facing the brunt of economic slowdown," he says.

Somany now wants the company to graduate from being just a sanitaryware maker to one offering entire bathroom solutions.

"We want a larger share of the customer spending on bathrooms and accessories. This warrants a move towards becoming a lifestyle brand, from being a mass mass segment player in sanitaryware," he adds.

Meantime, the company continues to expand its sales and distribution network. Three years earlier, Cera had 5,500 dealers across India; this number has crossed 9,000. The next few years are likely to be a bit challenging for Cera, given the economic slowdown and fading consumer sentiment.

"The sanitaryware market is slowing as builders defer new projects and consumers are postponing renovations. This will make it tough for Cera to maintain its high growth streak," says Angel Broking. Besides, the company faces tough competition in its new faucet business from both incumbents and price warriors in the unorganised sector.

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. 60.01
UK Pound	1	Rs. 102.00
Euro	1	Rs. 81.25

INFORMATION DETAILS

Information Gathered by :	GYT
Analysis Done by :	SUB
Report Prepared by :	BVA

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	8
PAID-UP CAPITAL	1~10	7
OPERATING SCALE	1~10	7
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	8
--PROFITABILIRY	1~10	7
--LIQUIDITY	1~10	7
--LEVERAGE	1~10	6
--RESERVES	1~10	8
--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
DEFAULTERS
--RBI	YES/NO	NO
--EPF	YES/NO	NO
TOTAL		65

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	--

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