MIRA INFORM REPORT

 

 

Report Date :

13.03.2014

 

 

IDENTIFICATION DETAILS

 

Name :

3M INDIA LIMITED (w.e.f. December, 2002)

 

 

Formerly Known As :

BIRLA 3M LIMITED ISC

 

 

Registered Office :

Plot No.48-51, Electronics City, Hosur Road, Bangalore – 560 100, Karnataka

 

 

Country :

India

 

 

Financials (as on) :

31.03.2013

 

 

Date of Incorporation :

04.07.1987

 

 

Com. Reg. No.:

08-013543

 

 

Capital Investment / Paid-up Capital :

Rs.112.651 millions

 

 

CIN No.:

[Company Identification No.]

L31300KA1987PLC013543

 

 

Legal Form :

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

 

 

Line of Business :

Subject engaged in manufacturing of, and trading in, a wide variety of products catering to the industrial and transportation, healthcare, safety, security and protection services business, consumer and office, display and graphics segments.

 

 

No. of Employees :

1791 (Approximately)

 

 

RATING & COMMENTS

 

MIRA’s Rating :

A (70)

 

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 26257000

 

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Exist

 

 

Comments :

Subject is a subsidiary of 3M Company, USA. It is a well-established company having fine track record.

 

The rating reflects healthy financial risk profile supported by 3M India’s diverse and expanding product range, extensive and varied customer profile and strong product innovation and technological capabilities.

 

Trade relations are reported as fair. Business is active. Payments are reported to be regular and as per commitments.

 

The company can be considered good for normal business dealings at usual trade terms and conditions.  

 

NOTES :

Any query related to this report can be made on e-mail : infodept@mirainform.com while quoting report number, name and date.

 

ECGC Country Risk Classification List – December 1, 2013

 

Country Name

Previous Rating

(30.09.2013)

Current Rating

(01.12.2013)

India

A1

A1

 

Risk Category

ECGC Classification

Insignificant

 

A1

Low

 

A2

Moderate

 

B1

High

 

B2

Very High

 

C1

Restricted

 

C2

Off-credit

 

D

 

 

INDIAN ECONOMIC OVERVIEW

 

State-run banks hired nearly 300000 personnel including more than 94000 officers in the last four years, according to the Indian Banks Association. A study by trade lobby Assocham in September 2013 indicated that banks would need 800000 people in the next six years. It estimated that state-run lenders alone would hire 50000 people in 2013/14.

 

The Competition Commission of India plans to issue final orders within a broad time-frame of one year in matters where it decides to carry out detailed investigations. The number of complaints received by the watchdog which keeps tabs on unfair trade practices in the marketplace.

 

The government has detected custom tax evasion totaling around Rs 37920 mn in 14 states until December. Maharashtra topped the list of Rs 14190 mn followed by Andhra Pradesh at Rs 8140 mn, Gujarat Rs 5240 mn, Karnataka Rs 1670 mn and Tamilnadu Rs 1610 mn.

 

Connaught Place in New Delhi slipped four notches to become the world’s eighth most expensive office locations. London’s West End is the world’s most expensive office market.

 

There are 4.072 mn number of high value spenders under the scanner of the income tax department. The income tax department has information that they have made cash deposits announcing to Rs 1 mn or more in their savings bank accounts in the current financial year. It plans to check potential evasion before the closing of the financial year on March 31.

 

Estimated pharmaceutical sales in the country for 2016 is $ 27 bn. It is 14.4 per cent higher than a year ago. The life sciences and health care industry is up against challenges such as quality management, says a recent Deloitte report.

 

The gross non-performing assets of listed banks rose 35.2 % to Rs 2.43 lakh crore during the first three months of the financial year. In absolute terms, the 40 listed banks added Rs 3386 crore to their gross NPAs in nine months with the State Bank of India leading with the State Bank of India leading with an accretion of Rs 16610 crore.

 

The inflow of smuggled gold doubled in 2013 following restrictions to curb the supply from official channels to contain the current account deficit. China surpassed India in the demand for gold for the first time in 2013 due to liberalization of gold trading norms by its local governments.

 

EXTERNAL AGENCY RATING

 

Rating Agency Name

CRISIL

Rating

Non-Convertible Debenture Programme: AAA

Rating Explanation

High degree of safety and carry lowest credit risk.

Date

December 24, 2012

 

 

RBI DEFAULTERS’ LIST STATUS

 

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

 

EPF (Employee Provident Fund) DEFAULTERS’ LIST STATUS

 

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

 

INFORMATION DECLINED

 

Management non-cooperative

 

(Tel. No.: 91-80-66595999/ 22231414)

 

LOCATIONS

 

Registered Office/ Factory 1/ Innovation Lab 1 :

Plot No.48-51, Electronics City, Hosur Road, Bangalore – 560 100, Karnataka, India

Tel. No.:

91-80-28520203/ 28520142/ 22231414/ 66595999

Fax No.:

91-80-28520576/ 22231450/ 28520157

E-Mail :

cramesh@mmm.com

vsrinivasan@mmm.com

Website :

http://solutions.3mindia.co.in

 

 

Corporate Office/ Postal Address :

Concorde Block, UB City, 24, Vittal Mallya Road, Bangalore – 560 001, Karnataka, India

Tel No.:

91-80-22231414/ 66595759

Fax No.:

91-80-22231450

 

 

Factory 2:

Plot No.8, Moraiya Industrial Area, Off Sarkhej Bawla Highway, Moraiya, Taluka Sanand, Ahmedabad – 382 213,Gujarat, India

Tel. No.:

91-79-30465100

 

 

Factory 3:

Plot No.B-20, MIDC, Ranjangaon Industrial Area, Taluka Shirur, District Pune – 412 201, Maharashtra, India.

Tel. No.:

91-2138-329999/ 663726

 

 

Innovation Lab 2 :

60-61, Udyog Vihar, Phase IV, Gurgaon (NCR) – 122 001, Haryana, India

Tel. No.:

91-124-3854100

Fax No.:

91-124-3854101

 

 

Branch Office :

Located at:

 

·         Gurgaon

·         Mumbai

·         Chennai

·         Kolkata

·         Pune

 

 

DIRECTORS

 

AS ON 31.03.2013

 

Name :

Mr. D. J. Balaji Rao

Designation :

Chairman, Non-Executive and Independent Director

Qualification :

B. E in Mechanical Engineering

DIN No.:

00025254

 

 

Name :

Mr. B. S. Iyer

Designation :

Non-Executive and Independent Director

Qualification :

Graduate

DIN No.:

00138425

 

 

Name :

Mr. B. C. Prabhakar

Designation :

Non-Executive and Independent Director

DIN No.:

00040052

 

 

Name :

Mr. Albert C. Wang (from March 12, 2012)

Designation :

Non-Executive Director

DIN No.:

05234667

 

 

Name :

Mr. Frank R. Little

Designation :

Non-Executive Director (From October 26, 2012)

DIN No.:

06395992

 

 

Name :

Mr. John R. Houle

Designation :

Non-Executive Director (From October 26, 2012)

DIN No.:

06395986

 

 

Name :

Mr. Ajay Nanavati

Designation :

Managing Director

Qualification :

Bachelor Degree in Chemical Engineering

DIN No.:

02370729

 

 

Name :

Mr. B. V. Shankaranarayana Rao

Designation :

Whole-time Director

DIN No.:

00044840

 

 

Name :

Mrs. Sadhana Kaul

Designation :

Whole Time Director

DIN No.:

02589934

 

 

Name :

Mr. R. Vijay Kumar

Designation :

Whole-time Director (upto October 26, 2012)

Din No.:

05108452

 

 

KEY EXECUTIVES

 

Name :

Mr. V. Srinivasan

Designation :

Company Secretary

 

 

Name :

Mr. Zinan Wadood

Designation :

Chief Financial Officer (From October 1, 2012)

 

 

Audit Committee :

Mr. B. S. Iyer – Chairman

Mr. D. J. Balaji Rao – Member

Mr. B. C. Prabhakar – Member

 

 

Shareholders’/ Investors’ Grievance Committee:

Mr. D. J. Balaji Rao – Chairman

Mr. B. S. Iyer – Member

Mr. B. C. Prabhakar – Member

Mr. Ajay Nanavati – Member

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

AS ON 31.12.2013

 

Category of Shareholders

No. of Shares

Percentage of Holding

(A) Shareholding of Promoter and Promoter Group

 

 

(1) Indian

 

 

(2) Foreign

 

 

Bodies Corporate

8448802

75.00

Sub Total

8448802

75.00

Total shareholding of Promoter and Promoter Group (A)

8448802

75.00

(B) Public Shareholding

 

 

(1) Institutions

 

 

Mutual Funds / UTI

425072

3.77

Financial Institutions / Banks

432

0.00

Insurance Companies

60

0.00

Foreign Institutional Investors

1047384

9.30

Sub Total

1472948

13.08

(2) Non-Institutions

 

 

Bodies Corporate

305107

2.71

Individuals

 

 

Individual shareholders holding nominal share capital up to Rs.0.100 million

898996

7.98

Individual shareholders holding nominal share capital in excess of Rs.0.100 million

101478

0.90

Any Others (Specify)

37739

0.34

Trusts

511

0.00

Non Resident Indians

36671

0.33

Clearing Members

557

0.00

Sub Total

1343320

11.92

Total Public shareholding (B)

2816268

25.00

Total (A)+(B)

11265070

100.00

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

0

0.00

(1) Promoter and Promoter Group

0

0.00

(2) Public

0

0.00

Sub Total

0

0.00

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

11265070

0.00

 

 

 

BUSINESS DETAILS

 

Line of Business :

Subject engaged in manufacturing of, and trading in, a wide variety of products catering to the industrial and transportation, healthcare, safety, security and protection services business, consumer and office, display and graphics segments.

 

 

Products :

Item Code No.

Product Description

 

39.19

Self Adhesive Labels

68.05

Abrasives

30.05

Surgical and Dental Products

 

·         Injection Moulding Tape

·         Adhesives (milling, Compounding)

·         Coating

·         Screen Printing

·         Solvent Extraction

·         Telecom Connectors

·         Injection Moulding

·         Electro Mechanical Assembly

·         Fiber Optic Assembly Injection Moulding

 

 

PRODUCTION STATUS (AS ON 31.03.2011):

 

Particulars

Unit

Licensed Capacity

Installed Capacity

Actual Production

Self Adhesive Labels

Nos.

NA

187500000

92203692

Fusion bonded epoxy coating

Kgs.

NA

18000000

3872212

Paper and Paper Tapes

Nos.

NA

NA

31036291

Paint Polishes

Nos.

NA

NA

6482550

Abrasives

Nos.

NA

NA

125458278

 

Notes:

i) Installed capacity is as certified by the Management and relied upon by the auditors without verification as this is a technical matter.

 

ii) Represents installed capacities on three shifts basis.

 

iii) Includes products which are non standard having various sizes and measurement.

 

iv)The installed capacity represents annual capacity based on the maximum utilisation of Plant and Machinery.

 

v)  Installed capacity includes capacity at third party processing/contract manufacturing locations.

 

vi) Figures in brackets relate to the previous period.

 

GENERAL INFORMATION

 

No. of Employees :

1791 (Approximately)

 

 

Bankers :

·         BNP Paribas

·         Canara Bank

·         Citibank N.A.

·         Deutsche Bank AG

·         HDFC Bank Limited

·         ICICI Bank Limited

·         JPMorgan Chase Bank, N.A.

·         State Bank of India

·         The Hongkong and Shanghai Banking Corporation Limited

 

 

Facilities :

Secured Loans

31.03.2013

(Rs. in Millions)

31.03.2012

(Rs. in Millions)

LONG-TERM BORROWINGS

 

 

Finance Lease Obligations

(Finance Lease Obligations are Secured by hypothecation of assets underlying the leases. Finance Lease Obligations are payable on monthly/quarterly payment of Equated Monthly Instalments beginning from the month subsequent to taking the lease.)

76.913

91.983

Total

76.913

91.983

 

Banking Relations :

--

 

 

Auditors :

 

Name :

Lovelock and Lewes

Chartered Accountants 

Address :

5th Floor, Tower “D”, The Millenia, 1 and 2 Murphy Road, Ulsoor, Bangalore – 560 008, Karnataka, India

 

 

Holding Company :

3M Company, USA

 

 

 Fellow Subsidiaries :

·         3M Gulf Limited

·         3M United Kingdom PLC

·         3M Electro and Communication India Private Limited

·         3M Philippines

·         3M Indonesia Limited

·         3M Canada Company

·         3M Innovation (SG) Singapore

·         3M Apac Rdc Pte Limited

·         Sumitomo 3M Limited

 

 

CAPITAL STRUCTURE

 

AS ON 31.03.2013

 

Authorised Capital :

No. of Shares

Type

Value

Amount

11265070

Equity Shares

Rs.10/- each

Rs.112.651 millions

 

 

 

 

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

11265070

Equity Shares

Rs.10/- each

Rs.112.651 millions

 

 

 

 

 

Notes:

 

a) Reconciliation of the number of shares outstanding:

 

Particulars

As at 31.03.2013

No. of Shares

Amount

(Rs. in Millions)

Equity Shares

 

 

Shares outstanding at the beginning of the year

11265070

112.651

Shares issued during the year

--

--

Shares bought back during the year

--

--

Shares outstanding at the end of the year

11265070

112.651

 

b) Rights, preferences and restrictions attached to shares

 

The Company has only one class of shares referred to as equity shares having a par value of Rs.10 per share. Each holder of equity shares is entitled to one vote per share. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

 

c) Shares held by Holding Company

 

Particulars

As at 31.03.2013

No. of Shares

Amount

(Rs. in Millions)

 

 

 

3M Company, USA

8448802

84.488

 

d) Shares held by each shareholder holding more than 5 per cent shares

 

Particulars

As at 31.03.2013

No. of Shares held

% of Holding

 

 

 

3M Company, USA, the Holding Company

8448802

75.00%

 

In order to comply with 25% Minimum Public Shareholding as mandated by Securities and Exchange Board of India (SEBI), 3M Company, USA, promoter of the Company sold 113,198 shares through Offer for Sale (OFS) method through Stock Exchanges on March 21, 2013, accordingly the percentage of shareholding is reduced from 76% to 75%.

 


 

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

112.651

112.651

112.651

(b) Reserves & Surplus

6451.713

5929.060

5281.343

(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)

6564.364

6041.711

5393.994

 

 

 

 

(3) Non-Current Liabilities

 

 

 

(a) Long-term borrowings

76.913

91.983

99.551

(b) Deferred tax liabilities (Net)

0.000

0.000

0.000

(c) Other long term liabilities

0.000

0.000

0.000

(d) Long-term provisions

128.645

110.679

104.740

Total Non-current Liabilities (3)

205.558

202.662

204.291

 

 

 

 

(4) Current Liabilities

 

 

 

(a) Short term borrowings

1604.043

611.896

0.000

(b) Trade payables

1279.667

1450.823
1209.325

(c) Other current liabilities

969.572

902.625
699.655

(d) Short-term provisions

4.098

3.810
3.209

Total Current Liabilities (4)

3857.380

2969.154

1912.189

 

 

 

 

TOTAL

10627.302

9213.527

7510.474

 

 

 

 

II.      ASSETS

 

 

 

(1) Non-current assets

 

 

 

(a) Fixed Assets

 

 

 

(i) Tangible assets

2939.842

2838.528

1611.577

(ii) Intangible Assets

55.707

60.207

41.627

(iii) Capital work-in-progress

1208.496

208.014

942.020

(iv) Intangible assets under development

0.000

0.000

0.000

(b) Non-current Investments

0.000

0.000

0.000

(c) Deferred tax assets (net)

90.647

44.048

63.993

(d)  Long-term Loan and Advances

222.680

408.782

236.797

(e) Other Non-current assets

40.978

7.881

0.000

Total Non-Current Assets

4558.350

3567.460

2896.014

 

 

 

 

(2) Current assets

 

 

 

(a) Current investments

0.000

0.000

0.000

(b) Inventories

2252.110

2137.166
1589.261

(c) Trade receivables

2663.718

2331.137
1967.463

(d) Cash and cash equivalents

595.834

538.898
506.835

(e) Short-term loans and advances

557.290

638.866

550.901

(f) Other current assets

0.000

0.000

0.000

Total Current Assets

6068.952

5646.067

4614.460

 

 

 

 

TOTAL

10627.302

9213.527

7510.474

 

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

31.03.2013

31.03.2012

31.03.2011

 

SALES

 

 

 

 

 

Revenue from Operations (Net)

15741.312

14051.007

11914.093

 

 

Other Income

105.034

52.674

109.996

 

 

TOTAL                                     (A)

15846.346

14103.681

12024.089

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Cost of materials consumed

6166.173

5135.592

4108.488

 

 

Purchases of stock-in-trade

3813.460

4138.905

3110.199

 

 

Changes in inventories of finished goods, work-in-progress and stock-in-trade

(40.678)

(597.497)

(274.355)

 

 

Employee Benefits Expense

2128.217

1856.627

1490.718

 

 

Other Expenses

2569.058

2306.830

1926.733

 

 

TOTAL                                     (B)

14636.230

12840.457

10361.783

 

 

 

 

 

Less

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

1210.116

1263.224

1662.306

 

 

 

 

 

Less

FINANCIAL EXPENSES                         (D)

95.135

31.805

8.002

 

 

 

 

 

 

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

1114.981

1231.419

1654.304

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

363.000

270.313

173.657

 

 

 

 

 

 

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

751.981

961.106

1480.647

 

 

 

 

 

Less

TAX                                                                  (H)

229.328

313.389

492.575

 

 

 

 

 

 

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

522.653

647.717

988.072

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

5830.845

5183.128

4195.056

 

 

 

 

 

 

BALANCE CARRIED TO THE B/S

6353.498

5830.845

5183.128

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

 

Export of goods

231.991

221.046

282.194

 

 

Freight and insurance on exports

4.547

4.701

8.686

 

 

Contract Research

172.545

141.092

73.886

 

 

Re-charge of Other Services

44.448

69.644

63.648

 

TOTAL EARNINGS

453.531

436.483

428.414

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Raw Materials

2926.953

2480.267

1804.382

 

 

Traded Goods

3962.556

3707.305

2667.911

 

 

Stores & Spares

6.790

6.898

5.270

 

 

Capital Goods

320.373

6.948

244.623

 

TOTAL IMPORTS

7216.672

6201.418

4722.186

 

 

 

 

 

 

Earnings/ (Loss) Per Share (Rs.)

46.40

57.50

87.71

 

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2013

31.03.2012

31.03.2011

PAT / Total Income

(%)

3.30

4.59

8.22

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

4.78

6.84

12.43

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

8.06

10.73

22.76

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.11

0.16

0.27

 

 

 

 

 

Debt Equity Ratio

(Total Debt/Networth)

 

0.26

0.12

0.02

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

1.57

1.90

2.41

 


 

FINANCIAL ANALYSIS

[all figures are in Rupees Millions]

 

DEBT EQUITY RATIO

 

Particular

31.03.2011

31.03.2012

31.03.2013

 

(INR in Mlns.)

(INR in Mlns.)

(INR in Mlns.)

Share Capital

112.651

112.651

112.651

Reserves & Surplus

5281.343

5929.060

6451.713

Net worth

5393.994

6041.711

6564.364

 

 

 

 

long-term borrowings

99.551

91.983

76.913

Short term borrowings

0.000

611.896

1604.043

Total borrowings

99.551

703.879

1680.956

Debt/Equity ratio

0.018

0.117

0.256

 

 

YEAR-ON-YEAR GROWTH

 

Year on Year Growth

31.03.2011

31.03.2012

31.03.2013

 

(INR in Mlns)

(INR in Mlns)

(INR in Mlns)

Revenue from Operations (Net)

11914.093

14051.007

15741.312

 

 

17.936

12.030

 

 

NET PROFIT MARGIN

 

Net Profit Margin

31.03.2011

31.03.2012

31.03.2013

 

(INR in Mlns)

(INR in Mlns)

(INR in Mlns)

Revenue from Operations (Net)

11914.093

14051.007

15741.312

Profit

988.072

647.717

522.653

 

8.29%

4.61%

3.32%

 


 

LOCAL AGENCY FURTHER INFORMATION

 

Sr. No.

Check List by Info Agents

Available in Report (Yes / No)

1]

Year of Establishment

Yes

2]

Locality of the firm

Yes

3]

Constitutions of the firm

Yes

4]

Premises details

No

5]

Type of Business

Yes

6]

Line of Business

Yes

7]

Promoter's background

No

8]

No. of employees

Yes

9]

Name of person contacted

No

10]

Designation of contact person

No

11]

Turnover of firm for last three years

Yes

12]

Profitability for last three years

Yes

13]

Reasons for variation <> 20%

--

14]

Estimation for coming financial year

No

15]

Capital in the business

Yes

16]

Details of sister concerns

Yes

17]

Major suppliers

No

18]

Major customers

No

19]

Payments terms

No

20]

Export / Import details (if applicable)

No

21]

Market information

--

22]

Litigations that the firm / promoter involved in

Yes

23]

Banking Details

Yes

24]

Banking facility details

Yes

25]

Conduct of the banking account

--

26]

Buyer visit details

--

27]

Financials, if provided

Yes

28]

Incorporation details, if applicable

Yes

29]

Last accounts filed at ROC

Yes

30]

Major Shareholders, if available

Yes

31]

Date of Birth of Proprietor/Partner/Director, if available

No

32]

PAN of Proprietor/Partner/Director, if available

No

33]

Voter ID No of Proprietor/Partner/Director, if available

No

34]

External Agency Rating, if available

Yes

 

 

LITIGATION DETAILS:

 

HIGH COURT OF KARNATAKA-BANGALORE BENCH

 

MISC. CVL 22905/2009

 

Petitioner/ Appnt. Name: The Commissioner of Income Tax

 

Respondent/ Defnt. Name: 3M India Limited

 

Petnr./ Appnt. Advocate: M.V. Seshchala

 

Date Filed: 14.12.2009

 

District: Bangalore City

 

Stage: Pending for Admission

 

Lower Court Details [Appeal from below case.]

 

Case No.: ITA 1412/2006

 

Court Name: HC Bangalore

 

 

INDEX OF CHARGES:

 

S.

No.

Charge ID

Date of Charge Creation/Modification

Charge amount secured

Charge Holder

Address

Service Request Number (SRN)

1

90200246

22/09/1999 *

5,000,000.00

STATE BANK OF INDIA

ELECTONIC CITY BRANCH, BLOCK; 1 KSSIDC COMPLEX, BANGLORE, KARNATAKA - 561229, INDIA

-

 

* Date of charge modification

 

Unsecured Loans

31.03.2013

(Rs. in Millions)

31.03.2012

(Rs. in Millions)

SHORT-TERM BORROWINGS

 

 

Term Loan from Bank

(Term Loan from Bank is repayable after one year from the date of drawing along with the interest of 9% to 9.5% p.a.)

344.078

0.000

Working Capital Loans repayable on demand from banks

1259.965

611.896

Total

1604.043

611.896

 

GENERAL INFORMATION:

 

The Company is the subsidiary of 3M Company, USA. The Company markets several products in India in health care; industrial markets; display and graphics; consumer and office; safety, security and protection services; and transportation. In India, the Company has manufacturing facilities at Ahmedabad, Bangalore, Pune and has a R&D Centre in Bangalore.

 

The Company manages its operations in five operating business segments: Industrial and Transportation Business; Health Care Business; Display and Graphics Business; Consumer and Office Business and Safety, Security and Protection Services Business. 3M India’s five business segments bring together common or related 3M technologies that enhance the development of innovative products and services and provide efficient sharing of business resources. The Company is a public limited Company and is listed on the Bombay Stock Exchange Limited (BSE) and the National Stock Exchange Limited (NSE).

 

COMPANY PERFORMANCE:

 

The Company registered an overall turnover growth of 12% at Rs.15846.300 millions for the financial year ended March 31, 2013 compared to Rs.14103.700 millions in the previous year. The operating margin for the current year was at 7.64% compared to 8.96% for the last year. Net Profit before Tax was at Rs.752.000 millions compared to Rs.961.100 millions for the previous year. Net profit after taxation was at Rs.522.700 millions compared to Rs.647.700 millions for the previous year. Higher input costs combined with interest, depreciation of the rupee against all currencies and accelerated investments impacted their profit after tax.

 

Export Sales was at Rs.220.500 millions for the year ended March 31, 2013 compared to Rs.224.800 millions in the previous year.

 

The Industrial and Transportation business grew by 11.66%; Health Care business grew by 21.13%: Display and Graphics business grew by 18.66%; Consumer and Office business grew by 17.71% and Safety, Security and Protection Services business de-grew by 3.05%.

 

The EPS (Basic and Diluted) of the Company for the year 2012-13 was Rs.46.40 per share as compared to Rs.57.50 per share in the previous year 2011-12.

 

RECOGNITION OF NEW R&D CENTER IN BANGALORE:

 

On July 20, 2012, The Department of Scientific and Industrial Research (DSIR), Government of India has recognized the Company’s in-House R&D Unit at Bangalore and on February 7, 2013, approval under section 35(2AB) of the Income Tax Act, 1961 was obtained from DSIR for availing the weighted deduction under Income Tax Act.

 

REDUCTION IN PROMOTER’S SHAREHOLDING IN THE COMPANY:

 

In order to comply with Minimum Public Shareholding of 25% as mandated by Securities and Exchange Board of India (SEBI), 3M Company, USA, promoter of the Company sold 113,198 shares through Offer for Sale(OFS) method through Stock Exchanges on March 21, 2013 and brought down its stake from 76% to 75%.

 

CHANGE IN BUSINESS SEGMENTS

 

Consistent with 3M’s global strategy of building relevance and presence in the marketplace, the Company will also align resources and management towards a new revised structure comprised of five business groups: Consumer; Industrial; Health Care; Safety and Graphics; and Energy which will align with 3M Global structures.

 

Presently the Company’s operating results were managed on the basis of its existing segment structures viz., Industrial and Transportation, Health Care, Display and Graphics, Consumer and Office and Safety, Security and Protection Services through April 1, 2012 to March 31, 2013, with the intention that results be managed under the new alignment once it is fully effective from April 1, 2013 onwards.

 

AWARDS AND RECOGNITION:

 

- The Healthcare Division won the prestigious QCI-DL Shah National Award for Healthcare Services, awarded by the Quality Council of India (QCI) in the ‘Quality Control in Hospital Sterilization’ category for its significant contribution towards Infection prevention, enabling speedy recovery and positive patient outcomes at reduced healthcare costs.

- The Electronic City (EC) Plant won second place at the State Level Safety awards announced at the National Safety Day celebrations, organized by the Department of Factories, Boilers, Industrial Safety and Health.

- The EC plant won second Prize for 5S Excellence from the Confederation of Indian Industry (CII) in the Manufacturing Category (Medium Scale).

- TESCO presented their Home Care Division with their ‘Winning Together’ award for supply chain excellence which helped TESCO register a growth of 49% (year-on-year) in Home Care products for the period Jan-Dec 2012.

- The Company won the MMOG Certification (Materials Management and Operations Guideline) and the Ford Q1 Award, a Global Recognition from Ford for World Class Quality Standards. The MMOG certification is given by the US Automotive

Industry Action Group and recognizes their automotive best practices.

- The Company’s work towards establishing the highest quality stand was recognized by General Motors India for Supplier

Quality Excellence in 2012. The EC plant consistently supplied on time in full with "Zero DPPM" (defective parts per million) to General Motors for 12 consecutive months.

- The Company’s products - CHG Hand Rub Bottle and Scotch-Brite Kitchen Towels- won the Indiastar 2012 award for excellence in packaging design. Both products have now received recognition at the Asia Regional level by winning the Asia Star Awards for Packaging.

- The Healthcare division was declared ‘The Wound Management Company of the Year’ by renowned research company, Frost and Sullivan at their 4th Annual India Healthcare Excellence Awards after being selected and evaluated on the basis of various criteria ranging from revenue generation and market share to technological innovation and clinical excellence, among others. The efforts undertaken by the division in training the nursing fraternity that has in turn considerably raised the standards of care in wound management, has been instrumental in helping the company earn this recognition.

 

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

 

PROFILE:

 

Subject is a subsidiary of 3M Company, USA and is a diversified technology company with a global presence in the following businesses: Industrial and Transportation; Health Care; Consumer and Office; Safety, Security and Protection Services; and Display and Graphics. It is among the leading manufacturers of products for many of the markets it serves. Most of its products involve expertise in product development, manufacturing and marketing, and are subject to competition from products manufactured and sold by other technologically oriented companies. In India, the company has manufacturing facilities at Ahmedabad, Bangalore, Pune and has a R&D Centre in Bangalore. As at March 31, 2013, the Company employed 1,791 people.

 

For the year 2012-13, the Company managed its operations in five operating business segments: Industrial and Transportation; Health Care; Display and Graphics; Consumer and Office and Safety, Security and Protection Services. 3M India’s five business segments bring together common or related 3M technologies that enhance the development of innovative products and services and provide efficient sharing of business resources. These segments have worldwide responsibility for virtually all 3M product lines.

 

3M products are sold through numerous distribution channels, including directly to users and through numerous wholesalers, retailers, converters, distributors and dealers in a wide variety of trades in many countries around the world. The Management of the Company believes that the confidence of wholesalers, retailers, converters, distributors and dealers in 3M and its products – a confidence developed through long association with skilled marketing and sales representatives has contributed significantly to 3M India's growth and its position in the marketplace.

 

Consistent with 3M’s global strategy of building relevance and presence in the marketplace, the Company will also align resources and management towards a new revised structure comprised of five business groups: Consumer; Industrial; Health Care; Safety and Graphics; and Energy from April 1, 2013 which will align with 3M Global structures.

 

GLOBAL ECONOMIC OVERVIEW:

 

Global prospects have improved but the road to recovery in the advanced economies will remain rough. World output growth is forecast to reach 3Ľ percent in 2013 and 4 percent in 2014. In the major advanced economies, activity is expected to gradually accelerate, following a weak start to 2013, with the United States in the lead. In emerging market and developing economies, activity has already picked up steam. Advanced economy policymakers have successfully defused two of the biggest threats to the global recovery, a breakup of the euro area and a sharp fiscal contraction in the United States caused by a plunge off the “fiscal cliff.”

 

In the short term, risks mainly relate to developments in the euro area, including uncertainty about the fallout from events in Cyprus and politics in Italy as well as vulnerabilities in the periphery. In the medium term, the key risks relate to adjustment fatigue, insufficient institutional reform, and prolonged stagnation in the euro area as well as high fiscal deficits and debt in the United States and Japan. In advanced economies, the right macroeconomic approach continues to be gradual but sustained fiscal adjustment, built on measures that limit damage to activity and accommodative monetary policy aimed at supporting internal demand. The euro area needs to strengthen the Economic and Monetary Union (EMU). In emerging market and developing economies, some tightening of policies appears appropriate in the medium term.

 

INDIA ECONOMIC OVERVIEW:

 

Slowdown in Indian economy has to be seen in the context of slowing global economic growth from 3.9% in 2011 to 3.2% in 2012. While India's recent slowdown is partly rooted in external causes, domestic causes are also important.

 

However, the boost to consumption, coupled with supply-side constraints, led to higher inflation. Monetary policy was tightened, even as external headwinds to growth increased. Falling savings without a commensurate fall in aggregate investment have led to a widening current account deficit (CAD). Wholesale price index (WPI) inflation has been coming down in recent months. The food inflation, after a brief slowdown, continues to be higher than overall inflation. Given the higher weightage to food in consumer price indices (CPI), CPI inflation has remained close to double digits. Another consequence of the slowdown has been lower-than-targeted tax and non-tax revenues. With the subsidies bill, particularly that of petroleum products, increasing, the danger that fiscal targets would be breached substantially became very real in the current year. The situation warranted steps to reduce government spending so as to contain inflation. Also required were steps to facilitate corporate and infrastructure investment so as to ease supply. Several measures announced in recent months are aimed at restoring the fiscal health of the government and shrinking the CAD as also improving the growth rate.

 

The need of the situation is that, India, now will have to revive growth, and that growth has to provide more jobs for the many millions who will join the labor force, even while reducing poverty. Second, India needs to shift from consumption to investment, i.e., increase their savings especially government savings and household financial savings, even as they also increase corporate and infrastructure investment. Third, India needs macroeconomic stabilization i.e., to bring down inflation, the fiscal deficit and the current account deficit.

 

The World Economic Outlook predicts Growth will rise in India to 5 ľ percent in 2013 as a result of improved external demand and recently implemented pro-growth measures. Significant structural challenges will likely lower potential output over the medium term and also keep inflation elevated by regional standards.

 

INDIAN INDUSTRY’S PERFORMANCE:

 

After recovering to a growth of 9.2% in 2009-10 and 2010-11, growth of value added in industrial sector, comprising manufacturing, mining, electricity and construction sectors, slowed to 3.5% in 2011-12 and to 3.1% in the current year. The manufacturing sector, the most dominant sector within industry, also witnessed a decline in growth to 2.7% in 2011-12 and 1.9% in 2012-13 compared to 11.3% and 9.7% in 2009-10 and 2010-11, respectively. The growth in electricity sector in 2012-13 has also moderated. The growth of the mining sector in 2012-13 is estimated at 0.4%, though it showed an improvement over a negative growth of 0.63% recorded in 2011-12. With improved business sentiments and investor perception and a partial rebound in industrial activity in other developing countries, industrial growth is expected to improve in the next financial year.

 

RESULTS OF THE OPERATIONS OF THE COMPANY:

 

The Company registered an overall turnover growth of 12% at Rs.15846.300 millions for the financial year ended March 31, 2013 compared to Rs.14103.700 millions in the previous year. The operating margin for the current year was at 7.64% compared to 8.96% for the last year. Net Profit before Tax was at Rs.752.000 millions compared to Rs.961.100 millions for the previous year. Net profit after taxation was at Rs.522.700 millions compared to Rs.647.700 millions for the previous year. Higher input costs, combined with depreciation of the rupee against all currencies (as compared to March 31, 2012 rates of all currencies) at Rs.468.300 millions, interest costs at Rs.95.100 millions and accelerated investments impacted their profit after tax. Export Sales was at Rs.220.500 millions compared to Rs.224.800 millions.

 

Other Operating Income:

The other income was at Rs.105.000 millions for the year 2012-13 when compared to Rs.52.700 millions for the previous year 2011-12.

 

SEGMENT WISE PERFORMANCE:

 

The Industrial and Transportation business grew by 11.66%; Health Care business grew by 21.13%: Display and Graphics business grew by 18.66%; Consumer and Office business grew by 17.71% and Safety, Security and Protection Services business de-grew by 3.05%.

 

INDUSTRIAL AND TRANSPORTATION BUSINESS:

 

The Industrial and Transportation Business Segment serves a broad range of markets, such as general industry, appliances, paper and packaging, food and beverage, electronics, automotive Original Equipment Manufacturer (OEM), automotive aftermarket (auto repair shops, Service shops, auto care and retail) to name a few. Their Industrial and Transportation business has products that include tapes, a wide variety of coated and non-woven abrasives, adhesives, specialty materials, compounds and polishes , components and products that are used in the manufacture, repair and maintenance of automotive, marine, aircraft and specialty vehicles. Major products under this segment include vinyl, polyester, foil and specialty industrial tapes and adhesives: Scotch® Masking Tape, Scotch® Filament Tape and Scotch® Packaging Tape; Functional and Decorative Graphics; Abrasion-Resistant Films, Masking Tapes and Other Specialty Materials under 3M , Scotch , Meguair and Bondo Brand . The newest foray is in service business thru 3M Car Care Centers.

 

Financial Highlights

 

Particulars

12 Months Ended

31.03.2013

(Rs. in Millions)

12 Months Ended

31.03.2012

(Rs. in Millions)

Segment Revenue

7717.901

6912.011

Profit before Interest and Tax

550.794

571.741

Capital Employed

3913.360

2941.560

 

Highlights

• Slow down in Industrial growth in the country and in manufacturing, specifically slowest growth in Auto sector in the past one decade had an impact of reducing the growth rate of the business.

• Devaluation of the Indian rupee vis-a -vis foreign currencies like the US Dollar and Euro had the effect of increasing the cost of imported raw material and finished goods. While the business responded with aggressive price increases, the whole impact of cost increase was not neutralized.

• The success of the 3M Car Care Center initiative helped in enhancing visibility for the 3M brand and opened up a potentially new high growth business opportunity.

 

HEALTH CARE BUSINESS:

 

Their Health Care business segment serves markets that include large multi-specialty hospitals and small clinics, dental and orthodontic practitioners, processed food manufacturers and pharmaceutical companies. Their offerings include medical and surgical supplies, medical devices, skin and wound care and infection prevention products and solutions, drug delivery systems, dental and orthodontic products and food safety products.

 

Financial Highlights

Particulars

12 Months Ended

31.03.2013

(Rs. in Millions)

12 Months Ended

31.03.2012

(Rs. in Millions)

Segment Revenue

2214.786

1828.391

Profit before Interest and Tax

115.095

111.769

Capital Employed

722.065

465.090

 

Highlights

• The Healthcare Business received many awards including the Prestigious DL Shah National Award from Quality Council of India in March 2013. The Award recognizes 3M Healthcare’s success in "Taming Infection through Quality Control in Hospital Sterilization”. 3M Healthcare was also awarded “Wound Management Company of the Year” in the Frost and Sullivan 4th Annual Health Excellence awards in 2012.

• A Healthcare Manufacturing facility is being set up in Ranjangaon with a capability to manufacture expanded range of medical products.

• 3M Healthcare continued focus on strong customer relationships and launched a number of customer education initiatives. Several new products were launched which created significant impact in the market and ensured continued leadership.

• State-of-the-art lingual orthodontics system (Incognito TM) was launched in India further enhancing their brand image in this business.

• Food Safety business has made breakthroughs in several major accounts in the Diary, Beverage and other Food processing Industry.

 

SAFETY, SECURITY AND PROTECTION SERVICES BUSINESS:

 

Safety, Security and Protection Services business segment serves a broad range of markets that increase the safety, security and protection of workers, facilities and systems. Major product offerings include personal protection products, brand and asset protection solutions, border control products, passive fire protection products for industries and commercial establishments, track and trace products, cleaning and hygiene products for the hospitality industry.

 

Financial Highlights

Particulars

12 Months Ended

31.03.2013

(Rs. in Millions)

12 Months Ended

31.03.2012

(Rs. in Millions)

Segment Revenue

1940.729

2001.790

Profit before Interest and Tax

30.901

125.906

Capital Employed

1144.290

1113.374

 

 

Highlights

• Increasing trend in adoption of Safety and Security practices by organization saw increase in interest and demand for personal protection, brand and asset protection, border control, and passive fire protection products.

• Growth in IT, ITES and Hospitality Sector has ensured good demand for cleaning and hygiene products.

• Considerable efforts have gone in to develop business with their innovative products in new segments like Water Authority, Hospitals, Railways and Defense sector. They foresee sizeable business in coming years.

• Business Growth from Infrastructure, Oil and Gas Pipeline sector has been modest because of delays.

 

CONSUMER AND OFFICE BUSINESS:

 

The company focused on increasing its franchise with the retail consumers, by increasing the availability of its products across more geographies, as well as with new product introductions. There was continued brand investment in Home Care business for the Scotch-Brite® brand and increased spends on TV, as well as in digital space. Targeting the student market for the Scotch® range of Tapes and Adhesives, based on ‘Dikhao Apna Magic’ to foster creativity amongst schools students was very well received. The extension of brand Scotchgard®, in providing protection for furnishings and upholstery into new metros was a success.

 

Financial Highlights

Particulars

12 Months Ended

31.03.2013

(Rs. in Millions)

12 Months Ended

31.03.2012

(Rs. in Millions)

Segment Revenue

1442.707

1225.696

Profit before Interest and Tax

(54.456)

(39.605)

Capital Employed

442.568

279.460

 

Highlights

• With activation programs across Modern Trade Chains, the Scotch-Brite® brand has been able to gain high category share and has successfully been able to gain leadership in the Household cleaning tools market of - Utensil care, Floor Care, Wiping and other handled tools.

• This was supported with above the line marketing campaigns during the course of the year, to establish the brand in Floor and handled tools category across channels.

• Integrated Marketing Campaign on Trendy Wipes, with a contest of ‘Design Your Own Wipe’ received a great response across the key metro markets.

• The Post-it® brand, with the repositionable notes is now being adopted by the students, who find this as a great organizational tool, as well as a handy study tool.

• The unique color changing, Purple Glue stick from the Scotch® portfolio has become a leader in its category, with the student’s community.

• Along with the Do-it-yourself cans from Scotchgard®, the extension of services of protecting the upholstery in the home market, is gaining good acceptance.

• Manufacturing facility is being set up at Ranjangaon to manufacture many products.

 

DISPLAY AND GRAPHICS BUSINESS:

 

Display and Graphics Business is an amalgamation of four divisional subsets- the Traffic Safety Systems Division (TSSD), the Commercial Graphics Division (CGD), the Architectural Markets Division (AMD) and the Mobile Interactive Solutions Division (MISD). TSSD offers a host of road safety services and motor vehicle safety solutions. The offerings include retro reflective traffic signs for highways and cities, pavement marking and vehicle registration products and services. CGD portfolio includes products like films, inks and digital signage products which help create static and dynamic graphics for retail signs, buildings, vehicles, commercial-space exteriors and interiors as also a multi-segment brand-owner focus service offering. AMD offers wall and glass cladding products coupled with architectural interior services and environmental graphics for home and office spaces. MISD caters to the electronic displays market addressing the needs for projection systems, computer and ATM-screen privacy filters and brightness enhancement films for television, avionics and automotive displays.

 

Financial Highlights

Particulars

12 Months Ended

31.03.2013

(Rs. in Millions)

12 Months Ended

31.03.2012

(Rs. in Millions)

Segment Revenue

2196.042

1850.752

Profit before Interest and Tax

66.282

133.760

Capital Employed

403.275

426.177

 

Highlights

• The Traffic Safety Systems (TSS) Division successfully completed several turnkey traffic signage projects like for Large Infrastructure Projects like Jaypee’s Yamuna Expressway and L & T’s Highway Projects in Gujarat.

• TSS has established a Leading position in the Conspicuity Tapes Market for Vehicle Market – both OEM and After-Market.

• Commercial Graphics Division has executed: a Turnkey Interior Graphics program for Axis Bank Branches covering 1400 Branches and 7500 ATMs; a brand identity change program for MaxLife Insurance in over 135 Branches and; a BTL visibility campaign for Shell across 7500 Dealer Outlets.

• Commercial Graphics Division has bagged an order for Exterior Signage and Interior Graphics and related branding work for over 100 Dealerships of Ashok Leyland Heavy Vehicles.

• Commercial Graphics Division has also started rolling out a Digital Menu Board Network for Domino’s Pizza and Dunkn Donuts covering more than 75 outlets.

• The Architectural Markets (AMD) Division has built a solid channel foundation with a network of Pan-India Distributors and their products have found applications in the IT/ITES space.

 

The following are some of the risk mitigation plants by the Company:

 

• Currency volatility - continue to drive localization and aggressively adjust prices to off-set.

• Cost escalation - use Lean Six Sigma projects for cost reduction.

• Productivity - optimize deployment of resources to maximize coverage and penetration.

• Success of new product launches - continue the existing disciplined New Product Introduction (NPI) gate process to filter programs.

• Timely new plant start-ups - pro-actively allocate appropriate technical resources to ensure no delays.

• Sustained industry slowdown - continue strong cost controls and manage resources effectively.

 

OUTLOOK:

 

Most countries are facing challenges in growth and unemployment as still global economy is in an uncertain phase. They expect India’s projected GDP for 2013-14 to grow better than 2012-13 as the recent policy initiatives / reforms by the Government should help to boost sentiment /investment climate. Reviving demand, increase industrial production, improving power generation and fast track infrastructure projects will be the major challenges for the Indian economy. Increased per capita income, increased liquid fund in market, higher discretionary spending, growing aspirations of the Indian middle class, growth of retail credit are the other key drivers of the economy this year.

 

The Company expects the sales growth and related incremental income, in addition to expected productivity improvements, selling price increases in excess of raw material, inflation, and other benefits, should help offset the items that will negatively impact earnings. This expected sales growth and related incremental operating income is considered after taking into account factors such as; price increase initiatives, increase in productivity, sustained investments in Infrastructure by the State and Central Governments with more focus on urban transportation, major highway projects and focus on health care etc.,. The Company will continue to focus on its localization efforts, innovative R&D, development of new customer segments and expansion of current market segments to secure competitive growth.

 

STATEMENT OF STANDALONE UNAUDITED FINANCIAL RESULTS FOR THE QUARTER AND SIX MONTHS ENDED SEPTEMBER 30, 2013

(Rs. in Millions)

SI

No

Particulars

3 Months ended

30.09.2013

(Unaudited)

3 Months ended

30.06.2013

(Unaudited)

6 Months ended

30.09.2013

(Unaudited)

 

PART-I

 

 

 

1

Income from operations

 

 

 

 

(a) Net Sales/income from operations (net of excise duty)

4464.492

4134.631

8599.123

 

(b) Other Operating Income

81.892

79.082

160.974

 

Total Income from operations (net)

4546.384

4213.713

8760.097

2

Expenses

 

 

 

 

a) Cost of materials consumed

1584.300

1440.747

3025.047

 

b) Purchases of stock-in-trade

1161.924

1245.685

2407.609

 

c) Changes in inventories of finished goods, work-in-progress and stock-in-trade

215.648

(138.652)

76.996

 

d) Employee benefits expense

619.045

615.522

1234.567

 

e) Depreciation and amortisation expense

120.638

102.643

223.281

 

f) Other expenses

803.393

754.505

1557.898

 

Total expenses

4504.948

4020.450

8525.398

3

Profits from Operations before Other Income, Finance costs and Exceptional Items (1-2)

41.436

193.263

234.699

4

Other Income

7.745

14.651

22.396

5

Profit from ordinary activities before Finance Costs and Exceptional items (3+4)

49.181

207.914

257.095

6

Finance Costs

36.450

30.398

66.848

7

Profit from ordinary activities after Finance Costs but before Exceptional items (5-6)

12.731

177.516

190.247

8

Exceptional items

--

--

--

9

Profit from Ordinary Activities before tax (7+8)

12.731

177.516

190.247

10

Tax Expenses

 

 

 

 

a) Current Tax

(70.185)

109.501

39.316

 

b) Deferred Tax

67.273

(57.902)

9.371

 

Total (a+b)

(2.912)

51.599

48.687

11

Net Profit from Ordinary Activities after tax (9-10)

15.643

125.917

141.560

12

Extraordinary items (Net of tax expense)

--

--

--

13

Net Profit for the period (11-12)

15.643

125.917

141.560

14

Share of profit/(loss) of associates

--

--

--

15

Minority interest

--

--

--

16

Net Profit after taxes, minority interest and share of profit/(loss) of associates(13-14-15)

15.643

125.917

141.560

17

Paid up Equity Share Capital (Face Value of Share Rs.10/- each)

112.651

112.651

112.651

18

Reserves Excluding Revaluation Reserves as per Balance Sheet of previous accounting year

 

 

 

19.i

Earnings Per Share (before extraordinary items) (of Rs.10/- each)

(not annualised)                                                                         

 

 

 

 

a) Basic

1.39

11.18

12.57

 

b) Diluted

1.39

11.18

12.57

19. ii

Earnings Per Share (after extraordinary items) (of Rs.10/- each) (not annualised)

 

 

 

 

a) Basic

1.39

11.18

12.57

 

b) Diluted

1.39

11.18

12.57

 

 

 

 

 

 

PART - II

 

 

 

 

A - PARTICULARS OF SHAREHOLDING

 

 

 

1

Public Shareholding

 

 

 

 

- Number of Shares

2816268

2816268

2816268

 

- Percentage of Shareholding

25.00%

25.00%

25.00%

2

Promoters and Promoter Group Shareholding

 

 

 

 

a) Pledged/Encumbered

 

 

 

 

- Number of Shares

Nil

Nil

Nil

 

- 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)

--

--

--

 

b) Non-encumbered

 

 

 

 

- Number of Shares

8448802

8448802

8448802

 

- 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)

75.00%

75.00%

75.00%

 

 

 

B - INVESTORS COMPLAINTS

3 Months ended

30.09.2013

 

Pending at the beginning of the quarter

Nil

 

Received during the quarter

8

 

Disposed of during the quarter

8

 

Remaining unresolved at the end of the quarter

Nil

 

Notes:

 

1.       The Results for the quarter ended September 30, 2013 have been subjected to Limited Review by Statutory Auditors of the Company.

2.       The above Financial Results were reviewed by the Audit Committee in its meeting held on October 31, 2013 and approved by the Board of Directors of the Company at its meeting held on that date.

3.       The Company during the quarter received orders from Assistant Commissioner of Sales Tax, Mumbai under the Maharashtra Value Added Tax Act, 2002 and Central Sales Tax Act, 1956 for the years 2005-06 and 2008-09 demanding differential tax, interest and penalty of Rs.488.387 millions contending the applicable rate of tax for various products and matters pertaining to declaration forms. The Company based on legal opinion received, has filed appeal against the orders and accordingly no liability has been recognised in the books.

4.       Segments have been identified in line with the Accounting Standard on Segment Reporting (AS-17) taking into account the organisation structure as well as the differential risks and returns of these segments.

5.       Segment revenue, results and capital employed figures include the respective amounts identifiable to each of the segments. Other unallocable income net off unallocable expenditure are towards common services to the segments which are not directly identifiable to the individual segments as well as those at a corporate level which relate to the Company as a whole.

6.       With effect from April 1, 2013, the Company internally aligned its operating divisions to new segments viz., Industrial, Health Care, Safety and Graphics, Consumer and Energy from its old segments viz., Industrial and Transportation Business, Health Care Business, Safety, Security and Protection Services Business, Consumer and Office Business, Display and Graphics Business. Accordingly, segment reporting for current quarter and corresponding previous periods are presented as per new segments.

7.       Corresponding previous quarters'/years' figures are regrouped wherever necessary.

 

 

 

FIXED ASSETS:

 

·         Land

·         Buildings

·         Plant and Machinery

·         Furniture and Fixtures

·         Vehicles

·         Office Equipment

·         Data Processing Equipment

·         Leasehold Improvements

·         Goodwill

·         Computer Software

·         Land-Leasehold

 


 

 

 


CMT REPORT (Corruption, Money Laundering & Terrorism]

 

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

 

1]         INFORMATION ON DESIGNATED PARTY

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

 

2]         Court Declaration :

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

 

3]         Asset Declaration :

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

 

4]         Record on Financial Crime :

            Charges or conviction registered against subject:                                                              None

 

5]         Records on Violation of Anti-Corruption Laws :

            Charges or investigation registered against subject:                                                          None

 

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

            Charges or investigation registered against subject:                                                          None

 

7]         Criminal Records

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

 

8]         Affiliation with Government :

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

 

9]         Compensation Package :

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

 

10]        Press Report :

            No press reports / filings exists on the subject.

 

 

 

 

CORPORATE GOVERNANCE

 

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

 

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

 

 

CONTRAVENTION

 

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

 

 

FOREIGN EXCHANGE RATES

 

Currency

Unit

Indian Rupees

US Dollar

1

Rs.61.09

UK Pound

1

Rs.101.59

Euro

1

Rs.84.65

 

 

INFORMATION DETAILS

 

Information Gathered by :

PRT

 

 

Report Prepared by :

SMN


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

8

PAID-UP CAPITAL

1~10

8

OPERATING SCALE

1~10

8

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

8

--PROFITABILIRY

1~10

7

--LIQUIDITY

1~10

8

--LEVERAGE

1~10

8

--RESERVES

1~10

7

--CREDIT LINES

1~10

8

--MARGINS

-5~5

-

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

YES

--LITIGATION

YES/NO

YES

--OTHER ADVERSE INFORMATION

YES/NO

NO

MERIT POINTS

 

 

--SOLE DISTRIBUTORSHIP

YES/NO

NO

--EXPORT ACTIVITIES

YES/NO

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

 

70

 

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.