MIRA INFORM REPORT

 

 

Report Date :

28.11.2014

 

IDENTIFICATION DETAILS

 

Name :

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

 

STERLITE INDUSTRIES (INDIA) LIMITED (AMALGAMATED WITH SESA STERLITE LIMITED)

 

 

Formerly Known As :

SESA GOA LIMITED

 

 

Registered Office :

Sesa Ghor 20, EDC Complex Patto, Panjim – 403001, Goa

 

 

Country :

India

 

 

Financials (as on) :

31.03.2014

 

 

Date of Incorporation :

25.06.1965

 

 

Com. Reg. No.:

24-000044

 

 

Capital Investment / Paid-up Capital :

Rs.2965.000 Millions

 

 

CIN No.:

[Company Identification No.]

L13209GA1965PLC000044

 

 

IEC No.:

Not Available

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

BLRS14062G

 

 

PAN No.:

[Permanent Account No.]

AACCS7101B

 

 

Legal Form :

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

 

 

Line of Business :

Subject is engaged in the business of iron ore mining, non-ferrous metals (copper and aluminium production) and commercial power generation.

 

 

No. of Employees :

3857 (Approximately)

 

 

RATING & COMMENTS

 

MIRA’s Rating :

A (64)

 

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 960000000

 

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Exist

 

 

Comments :

Subject is well-established company having fine track record.

 

The rating reflects company’s diversified business risk profile supported by its adequate liquidity levels and healthy financial position of the company.

 

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

 

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

 

NOTES :

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

 

 

ECGC Country Risk Classification List – June 1, 2014

 

Country Name

Previous Rating

(31.03.2014)

Current Rating

(01.06.2014)

India

A1

A1

 

Risk Category

ECGC Classification

Insignificant

 

A1

Low

 

A2

Moderate

 

B1

High

 

B2

Very High

 

C1

Restricted

 

C2

Off-credit

 

D

 

 

INDIAN ECONOMIC OVERVIEW

 

N E W S

 

Verdict Implications : Apex court order may alter coal import dynamics. Traders go slow on talks over coal supply contracts, uncertainty over cancellation of blocks weigh on stocks.

                                                                                                     

Recent arrest of the Chennai head of the Registrar of Companies, the ministry of corporate affairs arm that ensures that companies file all the information required by the Companies Act is the latest manifestation of a messy fight between a father and his adopted son for the control of Rs 40000 mn business empire. The Central Bureau of Investigation arrested Manumeethi Cholan after he accepted Rs 10 lakhs as bribe from M A M Ramaswamy, a CBI official said.

 

Central Bureau of Investigation books Electrotherm for cheating Central Bank of Rs 4360 mn.

 

Infosys maintains revenue guidance. COO Rao says attrition still an area of concern and it would take a few more quarters to bring down levels to 13-15 %.

 

DHL  to invest Euro 100 mn in India over next 2 years. The firm has chosen India to pilot its e-commerce business model for the Asia-Pacific region.

 

Blackstone may buy stake in BlueRidge SEZ in line with the fund’s real estate strategy in India.

 

Kingfisher Airlines Ltd grounded in October 2012 under the weight of heavy debt and accumulated losses, recently approached the Delhi high court for relief in two separate cases. The airline challenged a notice by Punjab & National Bank alleging that It had wilfully defaulted on Rs 7700 mn of loans and sought more time to comply with the requirements under the listing agreements with the Stock Exchanges.

 

OnMobile likely to sack another 300 employees. The lay-offs follow a spate of senior-level exits over the past two years, starting with of its founder. The overall lay-offs could number around 600 and are driven by the need to cut costs, says a former employee.

 

 

EXTERNAL AGENCY RATING

 

Rating Agency Name

CRISIL

Rating

Long term rating: AA+

Rating Explanation

High degree of safety and very low credit risk.

Date

22.10.2014

 

Rating Agency Name

CRISIL

Rating

Short term rating: A1+

Rating Explanation

Very strong degree of safety and carry lowest credit risk.

Date

22.10.2014

 

 

RBI DEFAULTERS’ LIST STATUS

 

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

 

 

EPF (Employee Provident Fund) DEFAULTERS’ LIST STATUS

 

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

 

 

INFORMATION DENIED

 

Management Non-Co-operative (91-22-66461000 / 91-444-2080354)

 

 

LOCATIONS

 

Registered Office :

Sesa Ghor 20, EDC Complex Patto, Panjim – 403001, Goa, India

Tel. No.:

91- 832-2460600

Fax No.:

Not Available

E-Mail :

c.chitnis@vedanta.co.in

neha.bhandari@vedanta.co.in

comp.sect@vedanta.co.in

Website :

www.sesagoa.com

 

 

Corporate Office :

Vedanta 75, Nehru Road, Vile Parle, Mumbai – 400057, Maharashtra, India

Tel. No.:

91-22-66461000

 

 

Plant Locations : (Division)

 

 

Copper Anodes (Smelter), Refinery, Continuous Cast Copper Rods and Captive Power Plant :

SIPCOT Industrial Complex, Madurai By-pass Road, T.V. Puram PO, Tuticorin – 628002, Tamilnadu, India

 

 

Copper Cathodes (Refinery) and Continuous Cast Copper Rods :

1/1/2 Chinchpada,Silvassa – 396230 Union Territory of Dadra and Nagar Haveli, India

 

 

Continuous Cast Copper Rods :

209-B, Piparia Industrial Estate, Piparia, Silvassa – 396230, Union Territory of Dadra and Nagar Haveli, India

 

 

Iron Ore - Mining :

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

Tel. No.:

91-832-2617200

Fax No.:

91-832-2618280

 

 

Iron Ore – Mining :

Madakeritura and other villages in Holakere and Chitradurga District, Karnataka, India

 

 

Pig Iron/ Metallurgical Coke (Met Coke) :

Navelim / Amona Village, Bicholim Taluka, Goa, India

 

 

Aluminium Smelters (erstwhile Vedanta Aluminium Limited) :

PMO Office, Bhurkhamunda, P O: Sripura, District: Jharsuguda – 768201, Orissa, India

 

 

Alumina Refinery (erstwhile Vedanta Aluminium Limited) :

Alumina Refinary Project,

At / PO – Lanjigarh, Via – Viswanathpur, Kalahandi, Lanjigarh -766027, Odisha, India

 

 

Aluminium (erstwhile Madras Aluminium Company Limited) :

Mettur Dam R.S., Salem District - 636402, Tamilnadu, India

 

 

Power (erstwhile Sterlite Energy Limited) :

PMO Office, Bhurkahamunda PO-Sripura, Dist- Jharsuguda -768202, Odisha, India

 

 

Plant :

Business Square, Solitaire park, Andheri- Mumbai – 400093, Maharashtra, India

 

 

Shipping:

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

Tel. No.:

91-832-2513053

Fax No.:

91-832-2511916

 

 

Coke Plant:

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

Tel. No.:

91-832-3981400

 

 

Pig Iron Plant:

P.O. Bicholim, Amona, Goa - 403107, India

Tel. No.:

91-832-2386090

 

 

Ship Building:

Sirsaim, Tivim Bardez Goa - 403502, India

Tel. No.:

91-832-2298357

Fax No.:

91-832-2298439

 

 

Sesa Community:

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

Tel. No.:

91-832-2365509

 

 

Iron Ore Division:

Located at

 

Shanghai

 

 

DIRECTORS

 

As on 31.03.2014

 

Name :

Mr. Navin Agarwal

Designation :

Executive Chairman

Date of Birth/ Age:

53 Years

 

 

Name :

Lalita D, Gupte

Designation :

Independent Non-executive Director

Date of Birth/ Age:

65 Years

Qualification :

Bachelor’s Degree in Economics and a Master’s degree in Business Management, advanced management programme from INSEAD

DIN No.:

00043559

 

 

Name :

Mr. Naresh Chandra

Designation :

Independent Non-executive Director

Date of Birth/ Age:

79 Years

Qualification :

Post graduate, Master of Science in Mathematics from Allahabad University and a retired officer of the Indian Administrative Services.

DIN No.:

00015833

 

 

Name :

Mr. Ravi Kant

Designation :

Independent Non-executive Director

 

 

Name :

Mr. Gurudas Kamat

Designation :

Independent Non-executive Director

 

 

Name :

Tarun Jain

Designation :

Whole-time Director

Date of Birth/ Age:

54 Years

Qualification :

Mr. Jain is a Fellow Member of The Institute of Chartered Accountants of India, a graduate of The Institute of Cost and Works Accountants of India and a Fellow

member of The Institute of Company Secretaries of India

DIN No.:

00006843

 

 

Name :

D. D. Jalan

Designation :

Whole-time Director and Chief Financial Officer

Date of Birth/ Age:

57 Years

Qualification :

Mr. Jalan is a Fellow Member of The Institute of Chartered Accountants of India.

DIN No.:

00006882

 

 

Name :

Tom Albanese

Designation :

Director and Chief Executive Officer

 

 

Name :

Mr. Ravi Kant

Designation :

Independent Non-executive Director

Date of Birth/ Age:

69 Years

Qualification :

Bachelor of Technology degree in Metallurgical Engineering from the Institute of Technology, Kharagpur and a Master’s degree in Science from the University of Aston, Birmingham, UK

DIN No.:

00016184

 

 

KEY EXECUTIVES

 

Name :

Ms. Neha Bhandari

Designation :

Head of Corporate Finance

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on 30.09.2014

 

Category of Shareholder

Total No. of Shares

Total Shareholding as a % of Total No. of Shares

(A) Shareholding of Promoter and Promoter Group

 

 

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

 

 

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

445496

0.02

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

121740

0.00

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

567236

0.02

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

 

 

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

1753508264

64.01

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

1753508264

64.01

Total shareholding of Promoter and Promoter Group (A)

1754075500

64.04

(B) Public Shareholding

 

 

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

 

 

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

47768707

1.74

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

98891999

3.61

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

1680

0.00

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

29100339

1.06

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

506534141

18.49

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

682296866

24.91

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

 

 

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

85309661

3.11

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

 

 

http://www.bseindia.com/include/images/clear.gifIndividual shareholders holding nominal share capital up to Rs. 1 lakh

143922034

5.25

http://www.bseindia.com/include/images/clear.gifIndividual shareholders holding nominal share capital in excess of Rs. 1 lakh

17416015

0.64

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

56211611

2.05

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

4103197

0.15

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

46741691

1.71

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

5400

0.00

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

1155734

0.04

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

4197795

0.15

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

7794

0.00

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

302859321

11.06

Total Public shareholding (B)

985156187

35.96

Total (A)+(B)

2739231687

100.00

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

0

0.00

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

99292708

0.00

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

126165044

0.00

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

225457752

0.00

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

2964689439

0.00

 

 

 

BUSINESS DETAILS

 

Line of Business :

Subject is engaged in the business of iron ore mining, non-ferrous metals (copper and aluminium production) and commercial power generation.

 

 

Products :

Item Code No. (ITC Code)

Product Description

26011100

Iron Ore

89011004

Vessels

27040009

Metallurgical coke

 

 

Brand Names :

Not Available

 

 

Agencies Held :

Not Available

 

 

Exports :

Not Available

 

 

Imports :

Not Available

 

 

Terms :

 

Selling :

Not Available

 

 

Purchasing :

Not Available

 

PRODUCTION STATUS = NOT AVAILABLE

 

 

GENERAL INFORMATION

 

Suppliers :

Not Divulged

 

 

Customers :

Not Divulged

 

 

No. of Employees :

3857 (Approximately)

 

 

Bankers :

·         Canara Bank

·         State Bank of India

·         ICICI Bank Limited

·         Kotak Mahindra Bank

·         Yes Bank Limited

·         Standard Chartered Bank India

·         DBS Bank India

·         HDFC Bank Limited

 

 

Facilities :

Secured Loan

31.03.2014

(Rs. in Millions)

31.03.2013

(Rs. in Millions)

Long-term Borrowings

 

 

Redeemable Non-Convertible Debentures a)

58333.300

0.000

Term loans from banks b)

112895.600

0.000

Foreign currency loans from banks c)

32727.600

0.000

Short-term borrowings

 

 

Buyers’ credit from banks a)

50520.400

0.000

Loans repayable on demand from banks b)

30.100

0.000

Term loan from banks

10000.000

0.000

Total

264507.000

0.000

 

NOTE:

 

Terms and conditions of Long-term borrowings

 

a) Redeemable Non-Convertible Debentures includes;

 

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

 

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

 

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

 

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

 

b) Term loans from banks includes :

 

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

 

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

 

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

 

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

 

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

 

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

 

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

 

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

 

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

 

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

 

 

 

Auditors :

 

Name :

Deloitte Haskins and Sells

Chartered Accountants

Address :

Tower 3, 27th  - 32nd Floor, Indiabulls Finance Centre, Eiphinstone Mill Compound, Senapati Bapat Marg, Elphinstone (West), Mumbai – 400013, Maharashtra, India

Tel. No.:

91-22-61854000

Fax No.:

91-22-61854501/4601

 

 

Memberships :

---

 

 

Collaborators :

---

 

 

Entities Controlling the Company (Holding Companies):

·         Volcan Investments Limited (Ultimate Holding Company)

Vedanta Resources Plc (Intermediate Holding Company)

Vedanta Resources Holdings Limited (Intermediate Holding Company)

Richter Holding Limited (Intermediate Holding Company)

Vedanta Resources Finance Limited (Intermediate Holding Company)

Vedanta Resources Cyprus Limited (Intermediate Holding Company)

Twin Star Holdings Limited (Intermediate Holding Company)

Finsider International Company Limited

(Intermediate Holding Company)

Westglobe Limited (Intermediate Holding Company)

Welter Trading Limited (Intermediate Holding Company)

 

 

Fellow Subsidiaries

·         Konkola Copper Mines Plc

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

Sterlite Technologies Limited

Sterlite Grid Limited

Sterlite Iron and Steel Company Limited

Sterlite Industries (India) Limited*

 

 

Associates:

·         Gaurav Overseas Private Limited

Raykal Aluminium Company Private Limited

 

 

Subsidiaries:

·         Hindustan Zinc Limited (Previous Year: Fellow Subsidiary)

Bharat Aluminium Company Limited (Previous Year: Fellow Subsidiary)

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

Copper Mines of Tasmania Private Limited (CMT)

Thalanga copper mines Private Limited (TCM)

Sterlite Infra Limited (SIL)

Monte Cello B.V. (MOBV)

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

Sesa Resources Limited (‘SRL’)

Sesa Mining Corporation Limited (‘SMCL’)

Goa Energy Limited

Bloom Fountain Limited (‘BFL’)

Twin Star Energy Holdings Limited (‘TEHL’)

(Previous Year: Fellow Subsidiary)

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

Western Cluster Limited

Sterlite (USA) Inc.

Fujairah Gold FZC

THL Zinc Ventures Limited

THL Zinc Limited

THL Zinc Holding B.V.

THL Zinc Namibia Holdings (Proprietary) Limited

Skorpion Zinc (Proprietary) Limited

Skorpion Mining Company (Proprietary) Limited

Namzinc (Proprietary) Limited

Amica Guesthouse (Proprietary) Limited

Rosh Pinah Health Care (Proprietary) Limited

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

Vedanta Lisheen Holdings Limited (earlier Vedanta Lisheen Finance Limited)

Vedanta Lisheen Mining Limited

Killoran Lisheen Mining Limited

Killoran Lisheen Finance Limited

Lisheen Milling Limited

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

Sterlite Ports Limited

Maritime Ventures Private Limited

Sterlite Infraventures Limited

Pecvest 17 Proprietary Limited

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

Paradip Multi Cargo Berth Private Limited

Lakomasko B.V.

Cairn India Limited @

Cairn India Holdings Limited @

Cairn Energy Holdings Limited @

Cairn Energy Hydrocarbons Limited @

Cairn Exploration Limited @

Cairn Exploration Limited @

Cairn Exploration Limited @

Cairn Energy Gujarat Block 1 Limited @

Cairn Energy Discovery Limited @

Cairn Energy Cambay B.V. @

Cairn Energy India West B.V. @

Cairn Energy Gujarat B.V.@

Cairn Energy Netherlands Holdings B.V. @

Cairn Energy Australia Pty Limited @

Cairn Energy India Pty Limited @

CEH Australia Limited @

CIG Mauritius Holdings Private Limited @

CIG Mauritius Private Limited @

Cairn Lanka Private Limited @

Cairn South Africa Proprietary Limited @

Cairn Energy Investments Australia Pty Limited @1

Wessington Investments Pty Limited @1

Sydney Oil Company Pty Limited @1

Cairn Exploration (No.4) Limited @1

Cairn Petroleum India Limited @1

Cairn Energy India Holdings B.V. @1

Cairn Energy Group Holdings B.V. @1

Cairn Energy Gujarat Holding B.V @1

Cairn Energy India West Holdings B.V. @1

Cairn Energy Cambay Holding B.V. @1

CEH Australia Pty Limited @1

Cairn Energy Asia Pty Limited @1

 

 

Others:

·         Vedanta Foundation

Sesa Community Development Foundation

Public and Political Awareness Trust

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

Goa Maritime Private Limited (Jointly Controlled Entity)

NOTE:

 

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

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

1 Dissolved during the year

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

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

 

 

CAPITAL STRUCTURE

 

AS ON 31.03.2014

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

1,000,000,000

Equity Shares

Rs.1/- each

Rs. 1000.000 Millions

50,260,000,000

Add: Pursuant to the Scheme of Amalgamation

 

Rs. 50260.000 Millions

 

Total

 

Rs. 51260.000 Millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

869,101,423

Equity Shares

Rs.1/- each

Rs. 869.100 Millions

2,095,903,448

Add: Issued pursuant to the Scheme of Amalgamation *

 

Rs. 2095.900 Millions

 

Total

 

Rs. 2965.000 Millions

 

NOTE:

 

Shares held by ultimate holding company and its subsidiaries/associates

 

Particulars

March 31, 2014

 

Number of

Shares

% of Holding

Twinstar Holdings Limited

1144661034

38.61

Finsider International Company Limited

401496480

13.54

West Globe Limited

44343139

1.50

Welter Trading Limited

38241056

1.29

Total

1628741709

54.94

 

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

 

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

 

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

 

Particulars

March 31, 2014

Number of

Shares

Equity shares issued during the year pursuant to Schemes of Amalgamation

2095903448

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

9398864

 

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

 

Particulars

March 31, 2014

 

Number of

Shares

% of Holding

Twinstar Holdings Limited

1114661034

38.61

Finsider International Company Limited

401496480

13.54

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

249110480

8.40

 

 

 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.03.2014

31.03.2013

31.03.2012

 

 

 

 

I.              EQUITY AND LIABILITIES

 

 

 

(1)Shareholders' Funds

 

 

 

(a) Share Capital

2965.000

869.100

869.100

(b) Reserves & Surplus

333823.200

129368.800

115019.000

(c) Money received against share warrants

0.000

0.000

0.000

 

 

 

 

(2) Share Application money pending allotment

0.000

0.000

0.000

Total Shareholders’ Funds (1) + (2)

336788.200

130237.900

115888.100

 

 

 

 

(3) Non-Current Liabilities

 

 

 

(a) long-term borrowings

205342.200

11791.600

9680.100

(b) Deferred tax liabilities (Net)

0.000

104.000

631.000

(c) Other long term liabilities

3933.300

23.200

775.100

(d) long-term provisions

22.600

18.100

43.300

Total Non-current Liabilities (3)

209298.100

11936.900

11129.500

 

 

 

 

(4) Current Liabilities

 

 

 

(a) Short term borrowings

132340.900

36519.100

33.100

(b) Trade payables

24133.000

2443.000

8771.600

(c) Other current liabilities

124173.900

2807.400

2160.300

(d) Short-term provisions

8162.700

408.800

3995.200

Total Current Liabilities (4)

288810.500

42178.300

14960.200

 

 

 

 

TOTAL

834896.800

184353.100

141977.800

 

 

 

 

II.          ASSETS

 

 

 

(1) Non-current assets

 

 

 

(a) Fixed Assets

 

 

 

(i) Tangible assets

224889.000

14685.700

7418.600

(ii) Intangible Assets

951.300

860.200

180.100

(iii) Capital work-in-progress

173273.300

3633.000

5045.400

(iv) Intangible assets under development

0.000

0.000

0.000

(b) Non-current Investments

224191.100

145658.600

17132.700

(c) Deferred tax assets (net)

0.000

0.000

0.000

(d)  Long-term Loan and Advances

99055.200

4548.900

1529.800

(e) Other Non-current assets

1044.000

0.000

0.000

Total Non-Current Assets

723403.900

169386.400

31306.600

 

 

 

 

(2) Current assets

 

 

 

(a) Current investments

3480.800

1277.000

77505.400

(b) Inventories

56787.000

7560.200

6361.000

(c) Trade receivables

13036.500

1404.400

5068.800

(d) Cash and cash equivalents

21103.600

248.800

8913.200

(e) Short-term loans and advances

12834.400

2924.400

12681.600

(f) Other current assets

4250.600

1551.900

141.200

Total Current Assets

111492.900

14966.700

110671.200

 

 

 

 

TOTAL

834896.800

184353.100

141977.800

 

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

 

31.03.2014

31.03.2013

31.03.2012

 

SALES

 

 

 

 

Income

285365.300

23476.300

65134.500

 

Other Income

18170.600

3419.900

3863.300

 

TOTAL (A)

303535.900

26896.200

68997.800

 

 

 

 

 

Less

EXPENSES

 

 

 

 

Cost of Materials Consumed

179455.900

2245.900

5888.100

 

Purchases of Stock-in-Trade

8192.500

1057.800

3670.100

 

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

(5568.600)

(2057.700)

319.100

 

Power and Fuel

46736.700

5574.800

0.000 

 

Employees benefits expense

5590.800

1846.200

1914.400

 

Other expenses

27838.800

11390.800

27297.300

 

Exceptional item

1308.800

97.100

660.900

 

TOTAL (B)

263554.900

20154.900

39749.900

 

 

 

 

 

Less

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

39981.000

6741.300

29247.900

 

 

 

 

 

Less

FINANCIAL EXPENSES (D)

35649.600

4692.300

4200.000

 

 

 

 

 

 

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

4331.400

2049.000

25047.900

 

 

 

 

 

Less

DEPRECIATION/ AMORTISATION (F)

15047.900

1479.100

838.500

 

 

 

 

 

 

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

(10716.500)

569.900

24209.400

 

 

 

 

 

Less

TAX (I)

(21477.400)

(637.800)

7410.000

 

 

 

 

 

 

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

10760.900

1207.700

16799.400

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD 

20677.000

19621.000

11377.200

 

 

 

 

 

Add

TRANSFERRED ON AMALGAMATION OF SESA INDUSTRIES LIMITED

150.000

0.000

0.000

 

 

 

 

 

Add

PURSUANT TO THE SCHEME OF AMALGAMATION

(7747.900)

0.000

0.000

 

 

 

 

 

 

APPROPRIATIONS

 

 

 

 

Transferred to debenture redemption reserve

3183.700

0.000

3476.400

 

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

4447.000

0.000

79.200

 

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

5188.800

86.900

0.000

 

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

0.000

14.800

0.000

 

Transferred to general reserve

1150.000

50.000

5000.000

 

Balance Carried to the B/S

9870.500

20677.000

19621.000

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

Export Earnings

126859.600 

12125.900

51214.200

 

Management fees

21.100

0.000

0.000

 

Dispatch money

0.000 

30.800

93.100

 

Sale of Carbon Credits

0.000 

27.600

79.400

 

Other services

0.000

0.500

0.000

 

Others (ADS Reimbursement from CITI)

71.500

0.000

0.000

 

TOTAL EARNINGS

126952.200

12184.800

51386.700

 

 

 

 

 

 

IMPORTS

 

 

 

 

Raw Materials

176026.700 

0.000

6972.200

 

Components and spare parts

750.100

3518.400

139.200

 

Fuel (including in transit)

 10913.700

205.700

0.000

 

Capital Goods

 313.900

1115.900

276.200

 

TOTAL IMPORTS

188004.400

4840.000

7387.600

 

 

 

 

 

 

Earnings / (Loss) Per Share (Rs.)

3.67

1.39

19.33

 

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2014

31.03.2013

31.03.2012

 

 

 

 

 

Net Profit Margin

PAT / Sales

(%)

3.55

 

4.49

 

24.35

 

 

 
 

 

 

Operating Profit Margin

(PBDIT/Sales)

(%)
14.01

28.71

44.90

 

 
 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

(2.45)

1.63

20.21

 

 
 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

(0.03)

0.00

0.21

 

 
 

 

 

Debt Equity Ratio

(Total Liability/Networth)

 

1.00

0.37

0.08

 

 
 

 

 

Current Ratio

(Current Asset/Current Liability)

 

0.39

0.35

7.40

 

 

FINANCIAL ANALYSIS

[all figures are in Rupees Millions]

 

DEBT EQUITY RATIO

 

Particular

31.03.2012

31.03.2013

31.03.2014

 

(Rs. In Millions)

(Rs. In Millions)

(Rs. In Millions)

Share Capital

869.100

869.100

2965.000

Reserves & Surplus

115019.000

129368.800

333823.200

Net worth

115888.100

130237.900

336788.200

 

 

 

 

long-term borrowings

9680.100

11791.600

205342.200

Short term borrowings

33.100

36519.100

132340.900

Total borrowings

9713.200

48310.700

337683.100

Debt/Equity ratio

0.084

0.371

1.003

 

 

YEAR-ON-YEAR GROWTH

 

Year on Year Growth

31.03.2012

31.03.2013

31.03.2014

 

(Rs. In Millions)

(Rs. In Millions)

(Rs. In Millions)

Sales

65134.500

23476.300

285365.300

 

 

(63.957)

1115.546

 

 

 

NET PROFIT MARGIN

 

Net Profit Margin

31.03.2012

31.03.2013

31.03.2014

 

(Rs. In Millions)

(Rs. In Millions)

(Rs. In Millions)

Sales

65134.500

23476.300

285365.300

Profit

16799.400

1207.700

10760.900

 

25.79%

5.14%

3.77%

 

 

 

LOCAL AGENCY FURTHER INFORMATION

 

Sr. No.

Check List by Info Agents

Available in Report (Yes / No)

1]

Year of Establishment

Yes

2]

Locality of the firm

Yes

3]

Constitutions of the firm

Yes

4]

Premises details

No

5]

Type of Business

Yes

6]

Line of Business

Yes

7]

Promoter's background

Yes

8]

No. of employees

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

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

 

 

LITIGATION DETAILS

 

Stamp No.

STM / 3053 / 2014

Case Status :

Pending (Pre-Admitted)

Petitioner :

The Commissioner of Income Tax

Respondent :

M/s. Sesa Goa Limited

Petitioner Adv. :

Adv. Asha A. Desai

District :

North Goa

Bench :

Division

Act :

Income Tax Act, 1961

Category :

Income Tax Appeal

Case Stage :

Fresh Case Registration

                            

Application Maters

Connected Maters

No Application Matters

No Connected Matters

This Case is updated on : 21 November 2014

 

 

INDEX OF CHARGES

 

S.

No.

Charge ID

Date of Charge Creation/Modification

Charge amount secured

Charge Holder

Address

Service Request Number (SRN)

1

10527478

17/10/2014 *

20,000,000,000.00

SBICAP TRUSTEE COMPANY LIMITED

202, MAKER TOWER, 'E', CUFFE PARADE,, COLABA,, MUMBAI, Maharashtra - 400005, INDIA

C32844342

2

10521351

17/10/2014 *

45,250,000,000.00

SBICAP TRUSTEE COMPANY LIMITED

202, MAKER TOWER, 'E', CUFFE PARADE,, COLABA,, MUMBAI, Maharashtra - 400005, INDIA

C32848426

3

10519057

21/08/2014

2,707,440,594.33

IDBI TRUSTEESHIP SERVICES LIMITED

Asian Bldg., Ground Floor, 17, R.Kamani Marg,, Ballard

Estate,, MUMBAI, Maharashtra - 400001, INDIA

C19924406

4

10519060

21/08/2014

30,383,500,000.00

IDBI TRUSTEESHIP SERVICES LIMITED

Asian Bldg., Ground Floor, 17, R.Kamani Marg,, Ballard Estate,, MUMBAI, Maharashtra - 400001, INDIA

C19926609

5

10510114

21/07/2014

50,000,000,000.00

SBICAP TRUSTEE COMPANY LIMITED

202, MAKER TOWER, 'E', CUFFE PARADE,, COLABA,, MUMBAI, Maharashtra - 400005, INDIA

C12127023

6

10470762

07/08/2014 *

20,000,000,000.00

Axis Trustee Services Limited

Axis House, 2nd Flr, Bombay Dyeing Mills Compound, 
, Pandurang Budhkar Marg, Worli,, Mumbai, Maharashtra - 400025, INDIA

C16284358

7

10467271

25/03/2014 *

10,000,000,000.00

Axis Trustee Services Limited

Axis House, 2nd Flr, Bombay Dyeing Mills Compound, 
, Pandurang Budhkar Marg, Worli,, Mumbai, Maharashtra - 400025, INDIA

C05299433

8

10464741

23/12/2013 *

12,000,000,000.00

Axis Trustee Services Limited

Axis House, 2nd Flr, Bombay Dyeing Mills Compound, 
, Pandurang Budhkar Marg, Worli,, Mumbai, Maharashtra - 400025, INDIA

B94118395

9

10437388

27/09/2013 *

25,000,000,000.00

Axis Trustee Services Limited

Axis House, 2nd Flr, Bombay Dyeing Mills Compound, 
, Pandurang Budhkar Marg, Worli,, Mumbai, Maharashtra - 400025, INDIA

B86679446

10

10419764

15/04/2013

20,000,000,000.00

Axis Trustee Services Limited

Axis House, 2nd Flr, Bombay Dyeing Mills Compound, 
, Pandurang Budhkar Marg, Worli,, Mumbai, Maharashtra - 400025, INDIA

B73207797

 

 

UNSECURED LOANS

 

PARTICULARS

31.03.2014

(Rs. in Millions)

31.03.2013

(Rs. in Millions)

Long-term Borrowings

 

 

Deferred sales tax liability e

1385.700

0.000

Foreign currency convertible bonds g

0.000

11791.600

Short-term borrowings

 

 

Buyers’ credit from banks

20529.600

586.800

Commercial paper d

32800.000

25000.000

Packing credit from banks

4914.800

9115.600

Suppliers’ credit

13546.000

1816.700

Total

73176.100

48310.700

NOTE:

 

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

 

g) Foreign currency convertible bonds/notes includes :

 

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

 

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

 

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

 

 

COMPANY OVERVIEW

 

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

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

 

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

 

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

 

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

 

 

PERFORMANCE REVIEW

 

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

 

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

 

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

 

 

RESULTS OF OPERATIONS

 

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

 

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

 

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

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

 

SCHEME OF AMALGAMATION AND ARRANGEMENT

 

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

 

To the ADS holders of Sterlite:

 

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

 

To the Shareholders of MALCO:

 

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

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

 

To the Shareholders of Ekaterina:

 

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

 

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

 

Treatment of fractional entitlements:

 

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

 

STATEMENT OF UNAUDITED STANDALONE RESULTS FOR THE QUARTER ENDED AND HALF YEAR ENDED 30.09.2014

PART I

                                                                                                                                                  (Rs. in Million)

Particulars

 

 

Quarter ended 30.09.2014

Half Year ended 30.09.2014

Quarter ended

30.06.2014

 

Unaudited

 

Unaudited

1. Income from operations

 

 

 

a) Net sales/ Income from operation (net of excise duty)

86935.000

157615.400

70680.400

b) Other operating income

417.500

783.700

366.200

Total income from Operations(net)

87352.500

158399.100

71046.600

2.Expenses

 

 

 

a) Cost of material consumed

51980.300

92225.000

40244.700

b) Purchases of stock in trade

2541.200

5936.100

3394.900

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

(362.000)

(896.200)

(534.200)

d) Employees benefit expenses

1665.800

3149.500

1483.700

e) Depreciation and amortization expenses

4024.200

8018.700

3994.500

f) Power and Fuel charges

12246.900

23137.200

10890.300

g) Exchange Loss / (Gain)

412.800

597.100

184.300

h Other expenses

5861.900

12380.400

6518.500

Total expenses

78371.100

144547.800

66176.700

3. Profit/(loss) from operations before other income, financial costs and exceptional items

8981.400

13851.300

4869.900

4. Other income

10245.000

16930.800

6685.800

5. Profit/ (loss) from ordinary activities before finance costs and exceptional

19226.400

30782.100

11555.700

6. Finance costs

9964.200

19817.500

9853.300

7. Net profit/(loss) from ordinary activities after finance costs but before exceptional items

9262.200

10964.600

1702.400

8. Exceptional item

24.300

24.300

--

9. Profit from ordinary activities before tax Expense:

9237.900

10940.300

1702.400

10.Tax expenses

---

---

--

11.Net Profit / (Loss) from ordinary activities after tax

9237.900

10940.300

1702.400

12.Extraordinary Items (net of tax expense)

---

---

--

13.Net Profit / (Loss) for the period

9237.900

10940.300

1702.400

14.Paid-up equity share capital (Nominal value Re. 1/- per share)

2965.000

2965.000

2965.000

15. Reserve excluding Revaluation Reserves as per balance sheet of previous accounting year

---

---

 

16.i) Earnings per share (before extraordinary items) of Re. 1/- each) (not annualised):

---

---

 

(a) Basic

3.12

3.69

0.57*

(b) Diluted

3.12

3.69

0.57*

 

PART II

 

SELECT INFORMATION         

(Rs. in Million)

Particulars

 

 

Quarter ended 30.09.2014

Half Year ended 30.09.2014

Quarter ended

30.06.2014

 

Unaudited

Unaudited

Unaudited

A. Particulars of shareholding

 

 

 

1. Public Shareholding

 

 

 

- Number of shares

985156187

985156187

1034843184

- Percentage of shareholding

33.23%

33.23%

34.91%

2. Promoters and Promoters group Shareholding (Excluding shares against with ADRs are issued) $

 

 

 

a) Pledged /Encumbered

 

 

 

Number of shares

---

---

---

Percentage of shares (as a % of total shareholding of the promoter and promoter group)

---

---

---

Percentage of shares (as a % of total share capital of the company)

---

---

---

 

 

 

 

b) Non  Encumbered

 

 

 

Number of shares

1754075500

1754075500

1691651651

Percentage of shares (as a % of total shareholding of the promoter and promoter group)

100.00%

100.00%

100.00%

 

 

 

 

Percentage of shares (as a % of total share capital of the company)

59.17%

59.17%

57.06%

 

$ The promoter and promoter group in addition to the equity shareholding also hold 3.35% of the equity capital in the form of ADR represented by 99292708 equity shares as on June 30, 2014.

 

The balance ADR of 4.68% represented by 138886944 equity shares are held by CITI Bank as custodian.

 

Allotted in respect of 330384 equity shares to the shareholders of erstwhile Sterlite Industries (India) Limited have been kept in abeyance.

 

Particular

 

Quarter ended 30.06.2014

B. Investor Complaints (Nos.)

 

Pending at the beginning of the quarter

---

Receiving during the quarter

15

Disposed of during the quarter

15

Remaining unreserved at the end of the quarter

---

 

 

UNAUDITED SEGMENT WIE REVENUE, RESULTS AND CAPITAL EMPLOYED

(Rs. in Million)

Particulars

Quarter ended 30.09.2014

Half Year ended 30.09.2014

Quarter ended

30.06.2014

 

(Unaudited)

(Unaudited)

(Unaudited)

1. Segment Revenue

 

 

 

a. Copper

52340.100

90611.400

38271.300

b. Iron Ore

1102.700

1928.300

825.600

c. Aluminium

22986.500

44174.000

21187.500

d. Power

5770.200

12350.800

6580.600

e. Others

6298.800

11695.900

5397.100

Total

88498.300

160760.400

72262.100

Less : Inter Segment Revenue

1563.300

3145.000

1581.700

Net Sales/ Income from Operations

86935.000

157615.400

70680.400

 

 

 

 

2. Segment Result

(Profit before Interest and Tax)

 

 

 

a. Copper

5034.700

6108.300

1073.600

b. Iron Ore

(39.000)

(274.800)

(235.800)

c. Aluminium

3066.800

5322.400

2255.600

d. Power

667.300

2120.500

1453.200

e. Others

885.600

1441.700

556.100

Total

9615.400

14718.100

5102.700

 

 

 

 

Less : Finance Cost

9964.200

19817.500

9853.300

Add: Other un-allocable income net off expenses

9611.000

16064.000

6453.000

Less: Exceptional Items

24.300

24.300

---

Profit before Tax

9237.900

10940.300

1702.400

3. Capital Employed

 

 

 

a. Copper

50757.000

50757.000

50137.100

b. Iron Ore

16735.100

16735.100

16788.200

c. Aluminium

289995.600

289995.600

288678.300

d. Power

75236.000

75236.000

73580.800

e. Others

10828.700

10828.700

10950.800

f. Unallocated

(97530.200)

(97530.200)

(103141.500)

Total

346022.200

346022.200

336993.700

 

 

STATEMENT OF ASSETS AND LIABILITIES

(Rs. in Million)

SOURCES OF FUNDS

 

Quarter ended 30.09.2014

I.        EQUITY AND LIABILITIES

 

(1)Shareholders' Funds

 

(a) Share Capital

2965.000

(b) Reserves & Surplus

343057.200

 

 

Total Shareholders’ Funds

346022.200

 

 

(3) Non-Current Liabilities

 

(a) long-term borrowings

205732.600

(b) Other long term liabilities

2874.500

(c) long-term provisions

18.100

Total Non-current Liabilities

208625.200

 

 

(4) Current Liabilities

 

(a) Short term borrowings

128183.700

(b) Trade payables

34267.100

(c) Other current liabilities

133493.000

(d) Short-term provisions

2838.200

Total Current Liabilities

298782.000

 

 

TOTAL

853429.400

 

 

II.      ASSETS

 

(1) Non-current assets

 

(a) Fixed Assets

393763.400

(b) Non-current Investments

227883.500

(c)  Long-term Loan and Advances

97945.800

(d) Other Non-current assets

624.500

Total Non-Current Assets

720217.200

 

 

(2) Current assets

 

(a) Current investments

5150.200

(b) Inventories

65369.400

(c) Trade receivables

17043.900

(d) Cash and cash equivalents

26282.700

(e) Short-term loans and advances

15542.100

(f) Other current assets

3823.900

Total Current Assets

133212.200

 

 

TOTAL

853429.400

 

Note:

 

1. The above results for the quarter and half year ended September 30, 2014 have been reviewed by the Audit Committee and approved by the Board of Directors at their meeting held on October 29, 2014. The statutory auditors of the Company have carried out a limited review of these results.

2. The Board declared an interim dividend @ 175% i.e. Rs 1.75 per equity share of Re 1/- each. The record date for the payment of interim dividend is November 05, 2014.

3. The Scheme of Amalgamation and Arrangement amongst Sterlite Energy Limited ('SEL'), Sterlite Industries

(India) Limited ('Sterlite'), Vedanta Aluminium Limited ('VAL'), Ekaterina Limited ('Ekaterina'), Madras Aluminium Company Limited ('Malco') and the Company (the "Scheme") had been sanctioned by the Honorable High Court of Madras and the Honorable High Court of Judicature of Bombay at Goa. The Scheme had been given effect to in the quarter ended September 30, 2013. Consequent to the effectiveness of the Scheme as above, the results for the quarter ended September 30, 2014 and the figures in respect of earnings per share, are not comparable with previous corresponding period presented. Subsequent to, the effectiveness of the Scheme, the Commissioner of income tax, Goa and the Ministry of Corporate Affairs have challenged the orders of the High Court of Judicature of Bombay at Goa by way of a Special Leave Petition before the Supreme Court. Further, a creditor and a shareholder have challenged the order of the High Court of Madras. The said petitions are pending admission/hearing.

4. (a) The Honorable Supreme Court vide its judgement dated April 21, 2014 lifted the ban on iron ore mining in the State of Goa, subject to certain conditions. In pursuance of the said judgement, the State Government of Goa has announced a policy on iron ore mining including procedures for mining lease and renewal.

(b) Based on a Writ petition filed by the Company and others, the Goa Bench of the Honorable High Court of Bombay vide its order dated August 13, 2014 directed the State Government to execute lease deeds in favour of lease holders who have already paid stamp duty and in cases where stamp duty has not been paid, to decide on renewal applications expeditiously within a period of three months from the date of receipt of copy of the order. In view of the above developments, the Company expects to restart mining activities shortly,

5. With regard to the alumina refinery expansion project at Lanjigarh, the Company's fresh application for environmental clearance is under process, post the completion of public hearing held on July 30, 2014. In the meantime the expansion project continues to be on hold.

6. Exceptional items for the quarter and half year ended September 30, 2014 include Rs. 2.43 Crore towards provision recognised in respect of investment in coal block allotted to the Company, due to cancellation of coal blocks by the Supreme Court of India.

7. Previous Period / Year figures have been regrouped / rearranged wherever necessary to conform to current period presentation.

8. Formulae for computation of ratios are as follows:
Debt equity ratio = Debt /(debt + paid up equity capital + reserves and surplus)
Debt service coverage ratio = Earnings before interest and tax /(interest expense + principal payments during the period for long term loans) Interest service coverage ratio = Earnings before interest and tax / interest expense

 

 

FIXED ASSETS

 

·        Mining Leases

·        Mining Concessions

·        Land Plots

·        Road and Bunders

·        Buildings

·        Plant and Equipment

·        Furniture and Fixtures

·        Vehicles

·        Office Equipment

·        Aircraft

·        River Fleet

·        Ship

·        Computer Software

 

CMT REPORT (Corruption, Money Laundering & Terrorism]

 

The Public Notice information has been collected from various sources including but not limited to: The Courts, 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 Decaration :

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.61.86

UK Pound

1

Rs.97.22

Euro

1

Rs.77.21

 

 

INFORMATION DETAILS

 

Information Gathered by :

HTL

 

 

Analysis done by :

KAR

 

 

Report Prepared by :

PNM

 

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

7

--PROFITABILIRY

1~10

7

--LIQUIDITY

1~10

7

--LEVERAGE

1~10

7

--RESERVES

1~10

7

--CREDIT LINES

1~10

7

--MARGINS

-5~5

---

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

YES

--LITIGATION

YES/NO

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

 

64

 

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.