MIRA
INFORM REPORT
|
Report Date : |
22.09.2014 |
IDENTIFICATION DETAILS
|
Name : |
SEAMEC LIMITED |
|
|
|
|
Registered
Office : |
9th Floor, A 901-905, 215 Atrium, |
|
|
|
|
Country : |
|
|
|
|
|
Financials (as
on) : |
31.03.2014 |
|
|
|
|
Date of
Incorporation : |
29.12.1986 |
|
|
|
|
Com. Reg. No.: |
11-154910 |
|
|
|
|
Capital
Investment / Paid-up Capital : |
Rs. 339.000 Millions |
|
|
|
|
CIN No.: [Company Identification
No.] |
L63032MH1986PLC154910 |
|
|
|
|
TAN No.: [Tax Deduction &
Collection Account No.] |
MUMS34230A |
|
|
|
|
PAN No.: [Permanent Account No.] |
AABCP8214H |
|
|
|
|
Legal Form : |
A Public Limited Liability Company. The Company’s Shares are Listed on
the Stock Exchanges. |
|
|
|
|
Line of Business
: |
Subject operates
Multi Support Vessels for providing support services including marine,
construction and diving services to offshore oilfields. |
|
|
|
|
No. of Employees
: |
Information declined by the management |
RATING & COMMENTS
|
MIRA’s Rating : |
Ba (52) |
|
RATING |
STATUS |
PROPOSED CREDIT LINE |
|
|
41-55 |
Ba |
Overall operation is considered normal. Capable to meet normal
commitments. |
Satisfactory |
|
Status : |
Good |
|
|
|
|
Payment Behaviour : |
Regular |
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|
|
|
Litigation : |
Clear |
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|
|
|
Comments : |
Subject is a well-established company having fine track record. Profit of the company has declined during financial year 2014. However, the rating takes into consideration company’s established
track record of business operations and decent liquidity 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.
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 willfully 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 = A |
|
Rating Explanation |
Adequate degree of safety and low credit
risk. |
|
Date |
August 08, 2014 |
|
Rating Agency Name |
CRISIL |
|
Rating |
Short term rating = A1 |
|
Rating Explanation |
Very high degree of safety and lowest credit
risk. |
|
Date |
August 08, 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 DECLINED
MANAGEMENT NON-COOPERATIVE
[CONTACT NO.: 91-22-66941800]
LOCATIONS
|
Registered / Corporate Office : |
9th Floor, A 901-905, 215 Atrium, Andheri Kurla Road, Andheri
(East), Mumbai - 400069, Maharashtra, India |
|
Tel. No.: |
91-22-66941800/ 33041800 |
|
Fax No.: |
91-22-66941818/ 33041818 |
|
E-Mail : |
|
|
Website : |
DIRECTORS
AS ON 31.03.2014
|
Name : |
Mr. Sanjeev Agrawal |
|
Designation : |
Chairman |
|
|
|
|
Name : |
Captain C. J. Rodricks |
|
Designation : |
Managing Director |
|
Date of Birth/Age : |
61 Years |
|
Qualification : |
Master – Marine Foreign going vessel |
|
Experience : |
42 Years |
|
|
|
|
Name : |
Mr. Surinder Singh Kohli |
|
Designation : |
Director |
|
|
|
|
Name : |
Mr. Amarjit Singh Soni |
|
Designation : |
Director |
|
|
|
|
Name : |
Mr. Jagdish Persad Suri |
|
Designation : |
Director |
|
|
|
|
Name : |
Mr. Shardul Thacker |
|
Designation : |
Director |
|
|
|
|
Name : |
Ms. Bhavna Doshi |
|
Designation : |
Director |
KEY EXECUTIVES
|
Name : |
Mr. S. S. Biswas |
|
Designation : |
Chief Financial Officer |
|
|
|
|
Name : |
Mr. S. N. Mohanty |
|
Designation : |
Chief Legal Officer and Company Secretary |
|
|
|
|
BOARD COMMITTEE |
|
|
Audit Committee : |
· Ms. Bhavna Doshi, Chairperson Mr. Shardul Thacker Mr. Jagdish Persad Suri |
|
|
|
|
Stake Holders Relationship Committee : |
· Mr. Shardul Thacker, Chairman Ms. Bhavna Doshi Captain C. J. Rodricks |
|
|
|
|
Management Committee : |
· Captain C. J. Rodricks Mr. Jagdish Persad Suri Mr. Rajeev Goel Mr. S. N. Mohanty Mr. S. S. Biswas Mr. Bryan D’sa Mr. K. T. Thomas |
MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN
AS ON 30.06.2014
|
Category
of Shareholder |
Total No. of Shares |
As a % |
|
(A)
Shareholding of Promoter and Promoter Group |
|
|
|
|
|
|
|
|
17289000 |
51.00 |
|
|
17289000 |
51.00 |
|
|
|
|
|
Total shareholding
of Promoter and Promoter Group (A) |
17289000 |
51.00 |
|
(B) Public
Shareholding |
|
|
|
|
|
|
|
|
505006 |
1.49 |
|
|
110295 |
0.33 |
|
|
5601 |
0.02 |
|
|
183471 |
0.54 |
|
|
804373 |
2.37 |
|
|
|
|
|
|
2030355 |
5.99 |
|
|
|
|
|
|
4072441 |
12.01 |
|
|
1221416 |
3.60 |
|
|
8482415 |
25.02 |
|
|
105014 |
0.31 |
|
|
8136300 |
24.00 |
|
|
236651 |
0.70 |
|
|
4450 |
0.01 |
|
|
15806627 |
46.63 |
|
Total Public
shareholding (B) |
16611000 |
49.00 |
|
Total (A)+(B) |
33900000 |
100.00 |
|
(C) Shares
held by Custodians and against which Depository Receipts have been issued |
|
|
|
|
0 |
0.00 |
|
|
0 |
0.00 |
|
|
0 |
0.00 |
|
Total
(A)+(B)+(C) |
33900000 |
100.00 |
(1) Indian
Bodies Corporate
Individual shareholders holding nominal
share capital up to Rs. 0.100 Million 
Shareholding of securities (including shares, warrants, convertible
securities) of persons belonging to the category Promoter and Promoter Group
|
Sl. No. |
Name of the
Shareholder |
Details of Shares held |
|
|
No. of Shares held |
As a % |
||
|
1 |
Hal Offshore Limited |
1,72,89,000 |
51.00 |
|
|
Total |
1,72,89,000 |
51.00 |
Shareholding of securities (including shares, warrants,
convertible securities) of persons belonging to the category Public and holding
more than 1% of the total number of shares
|
Sl. No. |
Name of the
Shareholders |
No. of Shares held |
Shares as % |
|
|
1 |
Coflexip Stena Offshore (Mauritius) Limited |
8136000 |
24.00 |
|
|
2 |
Sundaram Mutual Fund A/c Sundaram Smile Fund |
490000 |
1.45 |
|
|
|
Total |
8626000 |
25.45 |
|
Shareholding of securities (including shares, warrants,
convertible securities) of persons (together with PAC) belonging to the
category “Public” and holding more than 5% of the total number of shares of the
company
|
Sl. No. |
Name(s) of the
shareholder(s) and the Persons Acting in Concert (PAC) with them |
No. of Shares |
Shares as % |
|
|
1 |
Coflexip Stena Offshore (Mauritius) Limited |
8136000 |
24.00 |
|
|
|
Total |
8136000 |
24.00 |
|
BUSINESS DETAILS
|
Line of Business : |
Subject operates
Multi Support Vessels for providing support services including marine,
construction and diving services to offshore oilfields. |
GENERAL INFORMATION
|
No. of Employees : |
Information declined by the management |
|
|
|
|
Bankers : |
· IDBI Bank Limited BNP Paribas |
|
|
|
|
Banking
Relations : |
-- |
|
|
|
|
Auditors : |
|
|
Name : |
S. R. Batliboi and Company LLP Chartered Accountants |
|
Address : |
14th Floor, The Ruby, 29 Senapati Bapat Marg, Dadar
(West), Mumbai – 400028, Maharashtra, India |
|
|
|
|
Holding Company : |
Coflexip Stena Offshore (Mauritius) Limited |
|
|
|
|
Ultimate Holding
Company : |
Technip SA France |
|
|
|
|
Subsidiaries : |
Seamec International FZE |
CAPITAL STRUCTURE
AS ON 31.03.2014
Authorised Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
50,000,000 |
Equity Shares |
Rs. 10/- each |
Rs. 500.000 Millions |
|
|
|
|
|
Issued, Subscribed & Paid-up Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
33,900,000 |
Equity Shares |
Rs. 10/- each |
Rs. 339.000 Millions |
|
|
|
|
|
(a) Reconciliation of
the shares outstanding at the beginning and at the end of the reporting period
|
Equity shares |
As at 31.03.2014 |
|
|
|
No. million |
Rs. in millions |
|
At the beginning of the period |
33.90 |
339.000 |
|
Outstanding at the end of the period |
33.90 |
339.000 |
(b) Terms/ rights
attached to equity shares
The company has only one class of equity shares having par value of `10 per share. Each holder of equity shares is entitled to one vote per share. The company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing General Meeting.
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. The distribution will be in proportion to the number of equity shares held by the shareholders.
(c) Shares held by
holding company
Out of equity shares issued by the company, shares held by
its holding company are as below:
|
All nos. in
thousand |
As at 31.03.2014 Rs. in millions |
As at 31.03.2013 Rs. in millions |
|
|
|
|
|
Coflexip Stena Offshore (Mauritius) Limited 25,425 (31 March 2013: 25,425) equity shares of Rs.10 each
fully paid |
254.250 |
254.250 |
(d) Details of
shareholders holding more than 5% shares in the company
|
Name of the shareholder |
As at 31.03.2014 |
|
|
|
No. millions |
% holding in the class |
|
Coflexip Stena Offshore (Mauritius) Limited |
25.43 |
75% |
As per of the company, including its register of shareholders/
members and other declarations received from shareholders regarding beneficial
interest, the above shareholding represents both legal and beneficial
ownerships of shares.
FINANCIAL DATA
[all figures are
in Rupees Millions]
ABRIDGED BALANCE
SHEET
|
SOURCES OF FUNDS |
31.03.2014 |
31.03.2013 |
31.03.2012 |
|
I.
EQUITY AND LIABILITIES |
|
|
|
|
(1)Shareholders' Funds |
|
|
|
|
(a) Share Capital |
339.000 |
339.000 |
339.000 |
|
(b) Reserves & Surplus |
4379.270 |
4368.780 |
4027.840 |
|
(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) |
4718.270 |
4707.780 |
4366.840 |
|
|
|
|
|
|
(3) Non-Current Liabilities |
|
|
|
|
(a) long-term borrowings |
0.000 |
0.000 |
0.000 |
|
(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 |
5.530 |
8.000 |
10.450 |
|
Total Non-current
Liabilities (3) |
5.530 |
8.000 |
10.450 |
|
|
|
|
|
|
(4) Current Liabilities |
|
|
|
|
(a)
Short term borrowings |
0.000 |
0.000 |
0.000 |
|
(b)
Trade payables |
693.630 |
636.540 |
345.480 |
|
(c)
Other current liabilities |
41.590 |
56.260 |
51.650 |
|
(d) Short-term
provisions |
6.820 |
9.670 |
6.300 |
|
Total Current
Liabilities (4) |
742.040 |
702.470 |
403.430 |
|
|
|
|
|
|
TOTAL |
5465.840 |
5418.250 |
4780.720 |
|
|
|
|
|
|
II.
ASSETS |
|
|
|
|
(1) Non-current assets |
|
|
|
|
(a)
Fixed Assets |
|
|
|
|
(i)
Tangible assets |
1765.040 |
1966.680 |
2321.740 |
|
(ii)
Intangible Assets |
1.510 |
1.670 |
2.350 |
|
(iii)
Capital work-in-progress |
2.620 |
2.620 |
0.000 |
|
(iv)
Intangible assets under development |
0.000 |
0.000 |
0.000 |
|
(b) Non-current Investments |
25.680 |
25.680 |
25.680 |
|
(c) Deferred tax assets (net) |
0.000 |
0.000 |
0.000 |
|
(d) Long-term Loan and Advances |
543.830 |
602.290 |
639.220 |
|
(e) Other
Non-current assets |
191.900 |
183.250 |
0.000 |
|
Total Non-Current
Assets |
2530.580 |
2782.190 |
2988.990 |
|
|
|
|
|
|
(2) Current assets |
|
|
|
|
(a)
Current investments |
0.000 |
0.000 |
0.000 |
|
(b)
Inventories |
247.800 |
222.080 |
187.250 |
|
(c)
Trade receivables |
1486.860 |
1310.640 |
1014.240 |
|
(d) Cash
and cash equivalents |
1003.610 |
820.500 |
416.290 |
|
(e)
Short-term loans and advances |
161.640 |
196.500 |
111.720 |
|
(f)
Other current assets |
22.390 |
73.380 |
37.490 |
|
Total
Current Assets |
2922.300 |
2623.100 |
1766.990 |
|
|
|
|
|
|
FIXED ASSETS HELD FOR SALE |
12.960 |
12.960 |
24.740 |
|
|
|
|
|
|
TOTAL |
5465.840 |
5418.250 |
4780.720 |
PROFIT & LOSS
ACCOUNT
|
|
PARTICULARS |
31.03.2014 |
31.03.2013 |
31.03.2012 |
|
|
|
SALES |
|
|
|
|
|
|
|
Revenue from Operations |
4079.370 |
3373.310 |
1818.270 |
|
|
|
Other Income |
154.510 |
241.700 |
179.530 |
|
|
|
TOTAL (A) |
4233.880 |
3615.010 |
1997.800 |
|
|
|
|
|
|
|
|
Less |
EXPENSES |
|
|
|
|
|
|
|
Employees benefits expense |
837.080 |
716.720 |
620.940 |
|
|
|
Other expenses |
2965.750 |
2128.550 |
1124.510 |
|
|
|
TOTAL (B) |
3802.830 |
2845.270 |
1745.450 |
|
|
|
|
|
|
|
|
Less |
PROFIT/
[LOSS] BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C) |
431.050 |
769.740 |
252.350 |
|
|
|
|
|
|
|
|
|
Less |
FINANCIAL
EXPENSES (D) |
1.330 |
0.300 |
0.120 |
|
|
|
|
|
|
|
|
|
|
PROFIT/
[LOSS] BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E) |
429.720 |
769.440 |
252.230 |
|
|
|
|
|
|
|
|
|
Less/ Add |
DEPRECIATION/
AMORTISATION (F) |
378.460 |
369.250 |
310.720 |
|
|
|
|
|
|
|
|
|
|
PROFIT/ [LOSS]
BEFORE TAX (E-F) (G) |
51.260 |
400.190 |
(58.490) |
|
|
|
|
|
|
|
|
|
Less |
TAX (H) |
40.770 |
59.250 |
45.200 |
|
|
|
|
|
|
|
|
|
|
PROFIT/ [LOSS]
AFTER TAX (G-H) (I) |
10.490 |
340.940 |
(103.690) |
|
|
|
|
|
|
|
|
|
|
EARNINGS IN
FOREIGN CURRENCY |
|
|
|
|
|
|
|
Income from operations |
4035.040 |
2987.430 |
1461.000 |
|
|
|
Interest on loan |
32.070 |
33.960 |
13.340 |
|
|
TOTAL EARNINGS |
4067.110 |
3021.390 |
1474.340 |
|
|
|
|
|
|
|
|
|
|
IMPORTS |
|
|
|
|
|
|
|
Stores & Spares |
305.200 |
202.420 |
127.750 |
|
|
|
Capital Goods |
175.350 |
23.390 |
491.680 |
|
|
TOTAL IMPORTS |
480.550 |
225.810 |
619.430 |
|
|
|
|
|
|
|
|
|
|
Earnings/ [Loss]
Per Share (Rs.) |
0.31 |
10.06 |
(3.06) |
|
QUARTERLY RESULTS
|
PARTICULARS |
30.06.2014 |
|
Type |
1st
Quarter |
|
Net Sales |
1143.100 |
|
Total Expenditure |
847.700 |
|
PBIDT (Excl OI) |
295.400 |
|
Other Income |
45.800 |
|
Operating Profit |
341.200 |
|
Interest |
0.200 |
|
Exceptional Items |
0.000 |
|
PBDT |
341.000 |
|
Depreciation |
81.800 |
|
Profit Before Tax |
259.200 |
|
Tax |
10.300 |
|
Provisions and contingencies |
0.000 |
|
Profit After Tax |
248.900 |
|
Extraordinary Items |
0.000 |
|
Prior Period Expenses |
0.000 |
|
Other Adjustments |
0.000 |
|
Net Profit |
248.900 |
KEY RATIOS
|
PARTICULARS |
|
31.03.2014 |
31.03.2013 |
31.03.2012 |
|
PAT / Total Income |
(%) |
0.25 |
9.43 |
-5.19 |
|
|
|
|
|
|
|
Net Profit Margin (PBT/Sales) |
(%) |
1.26 |
11.86 |
-3.22 |
|
|
|
|
|
|
|
Return on Total Assets (PBT/Total Assets} |
(%) |
0.94 |
7.44 |
-1.24 |
|
|
|
|
|
|
|
Return on Investment (ROI) (PBT/Networth) |
|
0.01 |
0.09 |
-0.01 |
|
|
|
|
|
|
|
Debt Equity Ratio (Total Debt/Networth) |
|
0.00 |
0.00 |
0.00 |
|
|
|
|
|
|
|
Current Ratio (Current Asset/Current Liability) |
|
3.94 |
3.73 |
4.38 |
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 |
339.000 |
339.000 |
339.000 |
|
Reserves & Surplus |
4027.840 |
4368.780 |
4379.270 |
|
Net
worth |
4366.840 |
4707.780 |
4718.270 |
|
|
|
|
|
|
long-term borrowings |
0.000 |
0.000 |
0.000 |
|
Short term borrowings |
0.000 |
0.000 |
0.000 |
|
Total
borrowings |
0.000 |
0.000 |
0.000 |
|
Debt/Equity ratio |
0.000 |
0.000 |
0.000 |
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 |
1818.270 |
3373.310 |
4079.370 |
|
|
|
85.523 |
20.931 |
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 |
1818.270 |
3373.310 |
4079.370 |
|
Profit/ [Loss] |
(103.690) |
340.940 |
10.490 |
|
|
(5.70%) |
10.11% |
0.26% |
LOCAL AGENCY FURTHER INFORMATION
|
Sr. No. |
Check List by Info Agents |
Available in
Report (Yes / No) |
|
1] |
Year of Establishment |
Yes |
|
2] |
Locality of the firm |
Yes |
|
3] |
Constitutions of the firm |
Yes |
|
4] |
Premises details |
No |
|
5] |
Type of Business |
Yes |
|
6] |
Line of Business |
Yes |
|
7] |
Promoter's background |
Yes |
|
8] |
No. of employees |
No |
|
9] |
Name of person contacted |
No |
|
10] |
Designation of contact
person |
No |
|
11] |
Turnover of firm for last
three years |
Yes |
|
12] |
Profitability for last
three years |
Yes |
|
13] |
Reasons for variation
<> 20% |
-- |
|
14] |
Estimation for coming
financial year |
No |
|
15] |
Capital in the business |
Yes |
|
16] |
Details of sister
concerns |
Yes |
|
17] |
Major suppliers |
No |
|
18] |
Major customers |
No |
|
19] |
Payments terms |
No |
|
20] |
Export / Import details
(if applicable) |
No |
|
21] |
Market information |
-- |
|
22] |
Litigations that the firm
/ promoter involved in |
-- |
|
23] |
Banking Details |
Yes |
|
24] |
Banking facility details |
Yes |
|
25] |
Conduct of the banking
account |
-- |
|
26] |
Buyer visit details |
-- |
|
27] |
Financials, if provided |
Yes |
|
28] |
Incorporation details, if
applicable |
Yes |
|
29] |
Last accounts filed at
ROC |
Yes |
|
30] |
Major Shareholders, if
available |
Yes |
|
31] |
Date of Birth of
Proprietor/Partner/Director, if available |
Yes |
|
32] |
PAN of
Proprietor/Partner/Director, if available |
No |
|
33] |
Voter ID No of
Proprietor/Partner/Director, if available |
No |
|
34] |
External Agency Rating,
if available |
Yes |
CURRENT MATURITIES
OF LONG TERM DEBT: NOT AVAILABLE
INDEX OF CHARGES
|
S.NO. |
CHARGE ID |
DATE OF CHARGE CREATION/MODIFICATION |
CHARGE AMOUNT SECURED |
CHARGE HOLDER |
ADDRESS |
SERVICE REQUEST NUMBER (SRN) |
|
1 |
80001976 |
12/04/2006 * |
380,000,000.00 |
IDBI BANK LIMITED |
IDBI TOWER, WTC COMPLEX, CUFFE PARADE, MUMBAI, MAHARASHTRA - 400005, INDIA |
A00721290 |
* Date of charge modification
CORPORATE INFORMATION
Subject is a public
Company incorporated under the Companies Act, 1956. The Company operates Multi
Support Vessels for providing support services including marine, construction
and diving services to offshore oilfields.
DISINVESTMENT OF
SHARES BY CO-FLEXIP STENA OFFHSORE (MAURITIUS) LIMITED
Coflexip Stena Offshore (Mauritius) Limited, the Wholly Owned Subsidiary
of Technip SA, France, the Promoter of the Company entered into a Share
Purchase Agreement dated 22nd April, 2014 with HAL Offshore Limited (HAL) for
disinvestment of its holding between 51% and 75% in two tranches to HAL. First
Tranche of 1,72,89,000 shares representing 51% shares were transferred on 3rd
June, 2014 pursuant to compliance of terms under aforesaid Share Purchase
Agreement. As a compliance of regulatory requirement under Securities and
Exchange Board of India (SEBI), HAL is in the process of an open offer for
acquisition of shares up to 26% of shares to the Shareholders of Seamec
Limited. With effect from 3rd June, 2014, HAL has acquired the Management
Control of the Company and accordingly there has been a change in the
composition of Board of Directors of the Company.
FINANCIAL
HIGHLIGHTS
The financial year 2013-14 proved to be yet another challenging year for
the Shipping Industry, more specifically to the Company’s line of business. The
Company’s vessel deployments were in India and in some parts across globe viz,
Middle East, South East Asia, Egypt and West Africa. The earnings of the
Company were impacted by dry docking of vessels as well as economic and geo
political factors prevailing in the countries where vessels were deployed.
The Company’s strong management acumen focused on optimum deployment
days of vessel. This was complemented by financial conservatism and adherence
to stringent quality Standards which resulted in Company’s performance to a
level of satisfaction.
During the year, the Company’s total revenue was Rs.4234.000 millions as
against Rs.3614.000 millions in the previous year, an increase of about 17%.
Income from operations was Rs.4079.000 millions as against Rs.3373.000 millions
in the previous year, reflecting an increase of about 21%. Despite increase in
turnover, the Company earned a profit of Rs.10.000 millions which was
significantly lower than last years profit of Rs.341.000 millions. The
fundamental reason attributed to decline in profit was the dry dock expenses of
Rs.451 ml which has a double impact on loss of revenue and cost on account of
idling time. Besides above, one of the Company’s vessels was utilized for
lesser number of days during the year post completion of long term charter and
the vessel under Bare Boat was out of operation for about 120 days due to
unforeseen Thruster Problem. Revenue from operations from domestic sector was
Rs.2485.000 millions and from overseas sector was Rs.1594.000 millions.
On a consolidated basis, total revenue was Rs.4206.000 millions compared
to Rs.3587.000 millions of previous year. The consolidated profit arrived at
Rs.20.120 millions for the year ended 31st March, 2014.
The Company continues to retain its debt free status. Cash Balance at
the beginning of financial year was Rs.1004.000 millions. The balance at the
end of the year was Rs.1196.000 millions, an increase of 19% over last year.
As reported earlier, the Commissioner of Customs (Import) the
adjudicating authority confirmed the assessment made by Directorate of Revenue
Intelligence (DRI) for an aggregate amount of Rs.350.000 millions towards
Customs duty, Interest and Penalty in the matter of repairs / modifications
carried by Vessels outside India. Against the said order, the Company has
preferred a Stay and Appeal before H’ble Customs, Excise and Service Tax
Appellate Tribunal (CESTAT), who while granting the stay has admitted the
appeal.
In view of low profit earned and on considering the fact that the
company being a capital intensive Industry which requires replacement /
upgradation of assets, the Directors decided to conserve the surplus for future
growth of the Company. Therefore, the Directors have decided not to recommend
dividend distribution for the year.
From the Assessment year 2005-06 (relevant accounting year 2004-05) the
Company has come under Tonnage regime available for shipping Companies under
chapter XII – G of Income Tax Act, 1961. However, due to absence of profit,
there has been no Tonnage Tax Reserve created u/s 115V of Income Tax Act, 1961
during this Financial Year.
OPERATIONS
OFFSHORE
The Company owns and operates four multi support vessels. The Company operates
an additional vessel under Bareboat Charter from SEAMEC INTERNATIONAL FZE, the
Company’s Wholly Owned Subsidiary.
The Company improved its deployment for 4 nos of Vessel owned during the
year as it registered an increase by 10% as compared to previous year. However,
overall deployment has declined due to idling of Vessel under Bare Boat Charter
for about 120 days, besides three of Company’s own Vessels were in Dry Dock.
The Company’s Vessels during the year in general operated in India,
Middle East, South East Asia, Egypt and West Africa. One of the Company’s
Vessels continues on Long Term Charter and is deployed in Indian waters. Other
vessels had established a good deployment status. Another vessel completed Long
Term Charter in mid-year. Out of the total 1326 days of deployment, vessels
domestic operations registered 732 days and overseas operation was for 594
days. The Vessel owned by SEAMEC INTERNATIONAL FZE, taken under Bareboat
Charter, deployed in West Africa for a project with Technip, thereafter moved
to Egypt.
MANAGEMENT
DISCUSSION and ANALYSIS REPORT
OVERVIEW
The business environment relating to Oil and Gas Sector had a mixed
experience of considerable pressure as well as moderate improvements. Stabilization
of global economic conditions were witnessed especially in Middle East, South
East and Latin America. In the field of pipeline installation and deep water
activities there were visible movements.
Oil and Gas remain the main source of energy. 2013-14 witnessed global
exploration and production expenditure was for about US$ 723 billion, higher by
about US $ 41 billion compared to last year. Major contributors being Middle
East, Latin America, Russia, US and Europe.
SEAMEC continues to show an improved performance with the constant
endeavor and effort to grab opportunity. Its Vessels worked in South East Asia,
Middle East, Egypt and India during the year. Vessel utilization was 72%.
With global exploration and production is expected to rise, more so
change in geo political environment in vicinity of Middle East, fleet
utilization and day rates for Offshore Vessels are forecast to rise, but will
vary by age of asset and region. The outcome of the above will definitely cause
a positive impact on – SEAMEC’s line of business.
FINANCIAL RESULTS FOR THE THREE MONTHS AND PERIOD ENDED JUNE 30, 2014
[RS.
IN MILLIONS]
|
PARTICULARS |
For the Quarter
Ended |
|
|
30.06.2014 (Unaudited) |
|
Income from Operations |
|
|
Net Sales/Income from Operations |
1142.700 |
|
Other Operating Income |
0.400 |
|
Total Income from
operations (net) |
1143.100 |
|
|
|
|
Expenses |
|
|
(a) Consumption of raw material |
89.000 |
|
(b) Employee benefit expenses |
206.700 |
|
(c) Depreciation and
amortization expenses |
81.800 |
|
(d) Diving sub-contractor cost |
311.400 |
|
(e) Bare Bost Charter Expense |
106.900 |
|
(f) Other Expenses |
133.700 |
|
Total Expenses |
929.500 |
|
Profit from Operations
before Other Income, Finance costs and Exceptional item |
213.600 |
|
Other Income |
45.800 |
|
Profit/ Loss from
Ordinary Activities before Finance costs and Exceptional item |
259.400 |
|
Finance costs |
0.200 |
|
Profit/ Loss from Ordinary
Activities after Finance costs but Exceptional item |
259.200 |
|
Exceptional
item |
0.000 |
|
Profit/ Loss from Ordinary Activities
before tax |
259.200 |
|
Tax Expenses |
10.300 |
|
Net Profit/ Loss from Ordinary Activities
after tax |
248.900 |
|
Extraordinary
Items |
0.000 |
|
Net Profit for the period |
248.900 |
|
Paid- up
Equity Share Capital (Face value
of the share – Rs. 10) |
339.000 |
|
Reserves
excluding revaluation reserves as per balance sheet of Previous Accounting
Year |
-- |
|
Earnings per
share |
|
|
Basic and
diluted EPS before Extraordinary items for the period, for the year to date
and for the previous year [not to be annualized] |
7.34 |
|
Basic and
diluted EPS after Extraordinary items for the period, for the year to date and
for the previous year [not to be annualized] |
7.34 |
|
|
|
|
PARTICULARS OF SHAREHOLDING |
|
|
1. Public
shareholding |
|
|
Number of
Shares |
16611000 |
|
Percentage of Shareholding |
49% |
|
2. Promoters
and promoter group shareholding |
|
|
a) Pledged/Encumbered |
|
|
- Number of Shares |
0 |
|
- Percentage of Shares (as a % of the Total Shareholding
of promoter and promoter group) |
0 |
|
- Percentage of Shares (as a % of the Total Share Capital
of the Company) |
0 |
|
|
|
|
Non - encumbered |
|
|
- Number of
Shares |
17289000 |
|
- Percentage
of Shares (as a % of
the total shareholding of promoter and promoter
group) |
100% |
|
- Percentage
of Shares (as a % of
the total share capital of the company) |
51% |
NOTES:
1) During the quarter revenue has decreased compared to previous quarter, due to lower deployment days. One of the vessel is in routine dry dock and another one is in dock for up gradation to meet requirements of new contract, in the next quarter.
2)
During the year 2011 , the Directorate of
Revenue Intelligence (DRI) had instituted an enquiry in relation to payment of
customs duty towards repairs/drydock undertaken on Company's vessels SEAMEC-I,
SEAMEC-II and SEAMEC-III incurred outside India since 2002. The DRI
provisionally assessed customs duty of Rs 126.600 Millions, which the company
has paid under protest subject to adjudication in December 2011.
The Company has furnished bank guarantee of Rs 82.100 Millions and Bond of Rs
821.000 Millions as directed by the Hon'ble High Court, Bombay, vide order
dated January 17, 2012. Hon'ble High Court observed that no duty to be charged
on the acquisition cost as the vessel was originally imported prior to 2001
when import duty was not applicable on such vessel.
Commissioner of Customs has issued order dated March 28, 2013 received by Company on April 16, 2013 on the adjudication proceedings. The Commissioner of Customs, vide order dated March 28, 2013, made total claim to Company .including duty, penalty, interest and confiscation fine calculated to Rs 1197.000 Millions after adjustment of duty already paid by Company in Dec 2011 under protest.
The Company has since obtained stay from Hon'ble Customs, Excise and Service
Tax Appellate Tribunal, customs. (CESTATI against the order of commissioner of
customs for vessel SEAMEC-III, SEAMEC II and SEAMEC-I. Pursuant to order of
Hon'ble CESTAT, the company has submitted bank guarantee for Rs.6.000 Millions
and Rs.3.000 Millions.
The Company is of the view that it has a strong case on merit and is contesting the same. Hence no further provision made towards the claim made to the Company as stated in the order of The Commissioner of Customs.
3) Foreign Exchange violation case related to import of Land Drilling Rig continues to be pending before Hon'ble High Court at Mumbai .The Company believes there was no contravention of FERA, hence no provision has been made against the penalty of Rs.100.000 Millions imposed by Directorate of Enforcement.
4) Following Shareholders' approval, the Company sought approval of the Central Government for payment of excess remuneration of Rs 10.510 Millions to Managing Director for the year 2010-11, due to absence of profit. The Central Government had sanctioned Rs 7.626 Millions. The Company has made representation for review of partial sanction. Decision is awaited.
5) Coflexip Stena Offshore (Mauritius) Limited (CSOML), the erstwhile promoter entered into a share purchase agreement with HAL Offshore Limited (HAL) dated April 22, 2014 for disinvestment of it's holding between 51% to 75% to HAL in two tranches. Accordingly first tranch of 51% shares transferred on June 03, 2014, following which HAL become the promoter and acquired management control.
6. Segment Report
|
PARTICULARS |
Quarter ended
30.06.2014 |
|
|
Unaudited |
|
1. Segment Revenue |
|
|
a. Domestic |
713.400 |
|
b. Overseas |
429.700 |
|
Total |
1143.100 |
|
Less: Inter – segment revenue |
0.000 |
|
Total income from operations (net) |
1143.100 |
|
|
|
|
2. Segment Results |
|
|
Profit/ (loss) before tax and finance cost
from each segment |
|
|
a. Domestic |
127.400 |
|
b. Overseas |
100.500 |
|
Total |
227.900 |
|
Less: Finance Costs |
0.400 |
|
Other Income |
31.700 |
|
Total Profit Before Tax |
259.200 |
|
|
|
|
3. Capital Employed* |
4967.100 |
* Capital employed has not been identified with any of the reportable segments, as the assets used in the Company's business and the liabilities contracted are used interchangeably between segments.
7) The previous period figures have been regrouped / reclassified where
necessary.
8) The above results have been reviewed by the Audit Committee and approved and
taken on record by the Board of Directors at a meeting held on August 11, 2014.
Limited Review: The Limited Review by Statutory Auditors for the quarter as
required under clause 41 of the Listing Agreement has been completed and the
related Report is being forwarded to the Stock Exchanges. This Report does not
have any impact on the above results and notes which need to be explained.
CONTINGENT
LIABILITIES:
|
Particulars |
31.03.2014 (Rs.
In Millions) |
31.03.2013 (Rs.
In Millions) |
|
FERA Matter Refer note (a) |
100.000 |
100.000 |
|
Custom Duty payable as per order from Commissioner of
Customs(Import) Refer note (b) |
1197.000 |
1197.000 |
|
|
|
|
|
Total |
1297.000 |
1297.000 |
|
NOTES: a)
The case against the Company alleging violation of
Foreign Exchange Regulation Act (FERA), related to acquisition of Land
drilling Rig, is pending before the Hon’ble Mumbai High Court. The Company
has furnished a Bank Guarantee of Rs.100.000 millions to the Enforcement
Directorate, FERA, towards penalty imposed, as directed by the Hon’ble Mumbai
High Court. The bank guarantee is valid till March 31, 2014. No provision is
considered necessary in respect of the said penalty as the management
believes, based on legal opinion, that there has been no contravention to
FERA. b)
During the year 2011, the Directorate of Revenue
Intelligence (DRI) had instituted an enquiry in relation to payment of
customs duty towards repairs/drydock undertaken on Company’s vessels
SEAMEC-I, SEAMEC-II and SEAMEC-III incurred outside India since 2002. The DRI
provisionally assessed customs duty of Rs.126.600 millions, which the company
has paid under protest subject to adjudication in December 2011. The Company had also furnished a bank
Guarantee for Rs.82.100 millions and Bond for Rs.821.000 millions pursuant to
the order dated 17th January 2012 of Hon’ble High Court Bombay for
provisional release of its vessel SEAMEC II arrested by Customs. The above
order was subject to adjudication. Hon’ble High Court observed that no duty
to be charged on the acquisition cost as the vessel was originally imported
prior to 2001 when import duty was not applicable on such vessel. During July
– August 2012, DRI issued show cause notice, separately for each vessel and
gave the liberty to reply to Commissioner of customs (Import) as to why the
duty determined of aggregate value of Rs.285.260 millions, interest, penalty
etc. will not be levied on the company. The Company while preferring adjudication
have submitted replies to respective show cause notices, and hearing on
adjudication proceeding completed before the Commissioner of Customs (Import)
on 04-12-2012. Subsequent to above, the company has received 3 corrigendum to
the original show cause notices enhancing the claim of custom duty by
Rs.65.140 millions against the above claim. Commissioner of Customs has issued order
dated 28th March 2013 received by Company on 16th April 2013 on the
adjudication proceedings. Commissioner of Customs, in his order, imposed duty
Rs.350.000 millions, penalty for equivalent amount and interest and
appropriation of Rs.126.600 millions paid in Dec 2011. As per the order of
Commissioner of Customs, total claim to Company including duty, penalty,
interest and confiscation fine calculated to Rs.1197.000 millions after adjustment
of provisional duty already paid in Dec 2011 under protest. The Company has since obtained stay from
CESTA Appellate Tribunal, customs against the order of commissioner of
customs for vessel SEAMEC-III, SEAMEC II and SEAMEC-I. Pursuant to order the
company has submitted bank guarantee of Rs.6.000 millions and Rs.3.000
millions respectively. The matter is admitted for appeal, proceeding is under
process. The Company is of the view that it has a strong case on merit and is
contesting the same. Hence no further provision made towards additional
Customs Duty, Penalty and Confiscation redemption fine as stated in the order
of Commissioner of Customs. |
||
FIXED ASSETS:
·
Fleet and fleet equipment
Machinery
spares
Leasehold
improvement
Office
equipment
Vehicles
CMT REPORT (Corruption, Money Laundering & Terrorism]
The Public Notice information has been collected from various sources
including but not limited to: The Courts,
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. 60.81 |
|
|
1 |
Rs. 100.06 |
|
Euro |
1 |
Rs. 78.47 |
INFORMATION DETAILS
|
Information Gathered
by : |
HTL |
|
|
|
|
Analysis Done by
: |
KAR |
|
|
|
|
Report Prepared
by : |
BVA |
SCORE & RATING EXPLANATIONS
|
SCORE FACTORS |
RANGE |
POINTS |
|
HISTORY |
1~10 |
6 |
|
PAID-UP CAPITAL |
1~10 |
6 |
|
OPERATING SCALE |
1~10 |
6 |
|
FINANCIAL CONDITION |
|
|
|
--BUSINESS SCALE |
1~10 |
6 |
|
--PROFITABILIRY |
1~10 |
4 |
|
--LIQUIDITY |
1~10 |
6 |
|
--LEVERAGE |
1~10 |
6 |
|
--RESERVES |
1~10 |
6 |
|
--CREDIT LINES |
1~10 |
6 |
|
--MARGINS |
-5~5 |
-- |
|
DEMERIT POINTS |
|
|
|
--BANK CHARGES |
YES/NO |
YES |
|
--LITIGATION |
YES/NO |
NO |
|
--OTHER ADVERSE INFORMATION |
YES/NO |
NO |
|
MERIT POINTS |
|
|
|
--SOLE DISTRIBUTORSHIP |
YES/NO |
NO |
|
--EXPORT ACTIVITIES |
YES/NO |
NO |
|
--AFFILIATION |
YES/NO |
YES |
|
--LISTED |
YES/NO |
YES |
|
--OTHER MERIT FACTORS |
YES/NO |
YES |
|
DEFAULTERS |
|
|
|
--RBI |
YES/NO |
NO |
|
--EPF |
YES/NO |
NO |
|
TOTAL |
|
52 |
This score serves as a reference to assess SC’s credit risk and
to set the amount of credit to be extended. It is calculated from a composite
of weighted scores obtained from each of the major sections of this report. The
assessed factors and their relative weights (as indicated through %) are as
follows:
Financial
condition (40%) Ownership
background (20%) Payment
record (10%)
Credit history
(10%) Market trend
(10%) Operational
size (10%)
RATING EXPLANATIONS
|
RATING |
STATUS |
PROPOSED CREDIT LINE |
|
|
>86 |
Aaa |
Possesses an extremely sound financial base with the strongest
capability for timely payment of interest and principal sums |
Unlimited |
|
71-85 |
Aa |
Possesses adequate working capital. No caution needed for credit
transaction. It has above average (strong) capability for payment of interest
and principal sums |
Large |
|
56-70 |
A |
Financial & operational base are regarded healthy. General
unfavourable factors will not cause fatal effect. Satisfactory capability for
payment of interest and principal sums |
Fairly Large |
|
41-55 |
Ba |
Overall operation is considered normal. Capable to meet normal
commitments. |
Satisfactory |
|
26-40 |
B |
Capability to overcome financial difficulties seems comparatively below
average. |
Small |
|
11-25 |
Ca |
Adverse factors are apparent. Repayment of interest and principal sums
in default or expected to be in default upon maturity |
Limited with
full security |
|
<10 |
C |
Absolute credit risk exists. Caution needed to be exercised |
Credit not
recommended |
|
-- |
NB |
New Business |
-- |
This report is issued at your request without any
risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL)
or its officials.