MIRA INFORM REPORT

 

 

Report No. :

335587

Report Date :

08.08.2015

 

IDENTIFICATION DETAILS

 

Name :

NELCO LIMITED

 

 

Registered Office :

MIDC, Plot No. EL-6, TTC Industrial Area, Electronics Zone, Mahape, Navi Mumbai – 400710, Maharashtra

Tel. No.:

91-22-67399100

 

 

Country :

India

 

 

Financials (as on) :

30.09.2014

 

 

Date of Incorporation :

31.08.1940

 

 

Com. Reg. No.:

11-003164

 

 

Capital Investment / Paid-up Capital :

Rs.228.175 Million

 

 

CIN No.:

[Company Identification No.]

L32200MH1940PLC003164

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

MUMN09602F

MUMN13038E

 

 

PAN No.:

[Permanent Account No.]

AAACTI983C

 

 

Legal Form :

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

 

 

Line of Business :

Subject has two reportable segment viz.

(1) Network Systems consisting of VSAT services (including SATCOM) and Managed Services

 

(2) Automation and Control consisting of integrated Security and Surveillance Solutions (ISSS).

 

 

No. of Employees :

Information declined by the management

 

 

RATING & COMMENTS

 

MIRA’s Rating :

Ba (43)

 

RATING

STATUS

PROPOSED CREDIT LINE

41-55

Ba

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

Satisfactory

 

Status :

Satisfactory

 

 

Payment Behaviour :

Usually correct

 

 

Litigation :

Exist

 

 

Comments :

Nelco, established in 1940, is a subsidiary of “Tata Power”. Nelco provides electronic systems, solutions and services for the enterprise, infrastructure, and defence segment. It is established company having a satisfactory track record.

 

The ratings on Nelco Limited reflects the strong support that company receives from its parent. The Tata Power Company Limited and other Tata group companies. The ratings also factor in the moderate business risk profile of company’s network systems segment.

 

This rating strengths is partially offset by company’s weak financial risk profile, driven by low operating profitability, and its accumulated losses over the years.

 

However, trade relations are reported as fair. Business is active. Payment terms are reported to be usually correct.

 

In view of strong holding, the company can be considered normal for business dealings at usual trade terms and conditions.

 

NOTES :

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

 

EXTERNAL AGENCY RATING

 

Rating Agency Name

CRISIL

Rating

Long Term Bank Facilities A-

Rating Explanation

Adequate degree of safety and low credit risk

Date

February, 2015

 

Rating Agency Name

CRISIL

Rating

Short Term Bank Facilities A2+

Rating Explanation

Strong degree of safety and low credit risk

Date

February, 2015

 

 

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 31-03-2013.

 

 

INFORMATION DENIED BY

 

Name :

Mr. Uday Banerjee

Designation :

Chief Financial Officer

Contact No.:

91-22-67399100

Date :

05.08.2015

 

 

LOCATIONS

 

Registered Office/ Factory :

MIDC, Plot No. EL-6, TTC Industrial Area, Electronics Zone, Mahape, Navi Mumbai – 400710, Maharashtra, India

Tel. No.:

91-22-27681880 / 67399100

Fax No.:

91-22-27686797 / 67399561

E-mail:

services@nelco.com

services@nelcoin.com

v.rajgopalan@nelcoin.com

girish.kirkinde@nelcoin.com

Website:

www.nelcoin.com

www.nelco.in

 

 

Tel. No.:

91-22-27681880 / 67399100 / 55918728

 

 

BRANCHES:

 

Bangalore :

503, Barton Centre, 5th Floor 84, Mahatma Gandhi Road, Bengaluru 560 001.

Tel. No.:

91-80- 25320321

Fax No.:

91-80- 25580019

Email Id :

tsrdlbang@tsrdarashaw.com

 

 

Kolkata :

Tata Centre, 1st Floor, 43, Jawaharlal Nehru Road, Kolkata 700 071.

Tel. No.:

91-33-22883087

Fax No.:

91-33-22883062

 

 

Jamshedpur :

Bungalow No.1, ‘E’ Road, Northern Town, Bistupur, Jamshedpur 831 001.

Tel. No.:

91-657- 2426616

Fax No.:

91-657- 2426937

Email Id :

tsrdlbang@tsrdarashaw.com

 

 

Delhi Unit:

Plot No.2/42, Sant Vihar, Ansari Road, Darya Ganj, New Delhi 110 002, India

Tel. No.:

91-11-23271805

Fax No.:

91-11-23271802

 

 

DIRECTORS

 

As on 27.11.2014

 

Name :

Mr. R N Tata

Designation :

Chairman Emeritus

 

 

Name :

Mr. R R Bhinge

Designation :

Chairman

Date of Birth/Age :

29.05.1952

Qualification :

B. Tech. Hons. (Electrical) from IIT, Mumbai. Post-Graduation in Business Administration from IIM, Ahmedabad.

 

 

Name :

Mr. S Ramakrishnan

Designation :

Director

 

 

Name :

Mr. P K Ghose

Designation :

Director

 

 

Name :

Mr. V K Deshpande

Designation :

Director

 

 

Name :

Mr. Sanjay Dube

Designation :

Director

 

 

Name :

Mr. R. Savoor

Designation :

Director

 

 

Name :

Mr. K. Raghuraman

Designation :

Director

 

 

Name :

Mr. K. Ramachandran

Designation :

Director

 

 

Name :

Ms. Hema Hattangady (from 1st October, 2014)

Designation :

Director

 

 

Address :

Mr. P. J. Nath

Date of Birth/Age :

Executive Director

 

 

KEY EXECUTIVES

 

Name :

Mr. Uday Banerjee

Designation :

Chief Financial Officer

 

 

Name :

Mr. Girish V. Kirkinde

Designation :

Company Secretary

 

 

Name :

P. J. Nath

Designation :

Chief Executive Officer

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on 30.06.2015

 

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.gifBodies Corporate

11432590

50.10

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

11432590

50.10

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

 

 

Total shareholding of Promoter and Promoter Group (A)

11432590

50.10

(B) Public Shareholding

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

 

 

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

10850

0.05

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

66447

0.29

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

82162

0.36

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

870010

3.81

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

1029469

4.51

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

 

 

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

1710924

7.50

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

7127557

31.24

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

1517260

6.65

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

600

0.00

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

600

0.00

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

10356341

45.39

Total Public shareholding (B)

11385810

49.90

Total (A)+(B)

22818400

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

0

0.00

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

0

0.00

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

0

0.00

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

22818400

 0.00

 

 

 

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 % of grand total (A)+(B)+(C)

1

Tata Power Company Limited

1,10,99,630

48.64

2

Tata Sons Limited

2,150

0.01

3

Tata Hydro Electric Power Supply Company Limited

1,050

0.00

4

Tata Investment Corporation Limited

350

0.00

5

Titan Industries Limited

1,000

0.00

6

Aftaab Investment Company Limited

3,28,410

1.44

 

Total

1,14,32,590

50.10

 

 

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

 

Sl. No.

Name of the Shareholder

No. of Shares held

Shares as % of Total No. of Shares

1

Schlumberger Limited

866460

3.80

2

Hitesh Ramji Javeri

380000

1.67

 

Total

1246460

5.46

 

 

BUSINESS DETAILS

 

Line of Business :

Subject has two reportable segment viz.

(1) Network Systems consisting of VSAT services (including SATCOM) and Managed Services

 

(2) Automation and Control consisting of integrated Security and Surveillance Solutions (ISSS).

 

 

Products / Services :

Providing systems and solutions in the areas of VSAT connectivity and Managed Services. Solutions in the area of Integrated Security and Surveillance

 

 

Brand Names :

Not Divulged

 

 

Agencies Held :

Not Divulged

 

 

Exports :

Not Divulged

 

 

Imports :

Not Divulged

 

 

Terms :

Not Divulged

 

PRODUCTION STATUS NOT AVAILABLE

 

 

GENERAL INFORMATION

 

Suppliers :

Reference :

Not Divulged

Name of the Person :

Not Divulged

Contact No.:

Not Divulged

Since How Long Known :

Not Divulged

Maximum Limit Dealt :

Not Divulged

Experience :

Not Divulged

Remark:

Not Divulged

 

 

Customers :

Reference :

Not Divulged

Name of the Person :

Not Divulged

Contact No.:

Not Divulged

Since How Long Known :

Not Divulged

Maximum Limit Dealt :

Not Divulged

Experience :

Not Divulged

Remark:

Not Divulged

 

 

No. of Employees :

Information declined by the management

 

 

Bankers :

v  Bank of India

v  Union Bank of India

v  Axis Bank Limited

v  The Zoroastrian Co-Operative Bank Limited

v  ICICI Bank Limited

 

 

Facilities :

Secured Loan

30.09.2014

(Rs. in Million)

30.09.2013

(Rs. in Million)

Short-term borrowings

 

 

Term loan from Banks

34.691

22.151

Loans repayable on demand Cash credit from Banks -

30.478

3.689

 

 

 

Total

65.169

25.840

Note:

 

(i) Cash credit with banks are secured by hypothecation of all tangible moveable assets, including stocks of raw materials, finished goods, goods-in-process, book debts, monies receivable and a second charge on fixed assets of the Company.

 

(ii) Term Loans from The Zoroastrian Co-operative Bank Limited are secured by pari-passu first charge both on the present and future fixed assets, (all tangible moveable machinery and plant) of the company.

 

Statutory Auditors :

 

Name :

Deloitte Haskins and Sells LLP

Chartered Accountants

Address :

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

Tel. No.:

91-22-61854000

Fax No.:

91-22-61854501/4601

 

 

Solicitors :

Ø  Mulla and Mulla and Craigie

Ø  Blunt and Caroe

 

 

Memberships :

Not Available

 

 

Collaborators :

Not Available

 

 

Holding Company :

The Tata Power Company Limited

 

 

Subsidiary :

Tatanet Services Limited

 

 

Associate :

Nelito Systems Limited

 

CAPITAL STRUCTURE

 

As on 30.09.2014

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

25000000

Equity Shares

Rs.10/- each

Rs.250.000 Million

2500000

Redeemable Preference Shares

Rs.100/- each

Rs.250.000 Million

 

 

 

 

 

Total

 

Rs.500.000 Million

 

Issued Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

22818400

Equity Shares

Rs.10/- each

Rs.228.185 Million

 

 

 

 

 

Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

22817461

Equity Shares

Rs.10/- each

Rs.228.175 Million

 

 

 

 

 

 

NOTES:

 

Reconciliation of the number of shares and amount outstanding at the beginning and at the end of the reporting period:

 

Particulars

30.09.2014

 

Number of shares

Rs. In Million

Equity shares - Subscribed

 

 

Opening and Closing balance

22,817,461

228.175

 

 

Details of shares held by the holding company

 

Particulars

30.09.2014

 

Number of shares

Rs. In Million

Equity shares

 

 

The Tata Power Company Limited (48.65%) (Holding Company)

11,099,630

110.996

Aftaab Investment Company Limited (1.44%) (Subsidiary of Holding Company)

328,410

3.284

 

The company has issued only one class of equity shares having a par value of Rs.10 /- per share. Each holder of equity shares is entitled to one vote per share. The company declares and pays dividend in Indian Rupees. The dividend proposed by Board of Directors is subject to the approval of shareholders in the ensuing Annual General Meeting. In the event of liquidation of the company, the holder 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.

 

Details of shares held by each shareholder holding more than 5% shares:

 

Class of shares / Name of shareholder

30.09.2014

 

Number of shares

% holding in that class of shares

Equity shares with voting rights

 

 

The Tata Power Company Limited (48.65%) (Holding Company)

11,099,630

48.65%

 

 

 

 

 

Issued and subscribed equity shares include the following

 

Class of shares

30.09.2014

 

Number of shares

Rs. In Million

Otherwise than in cash pursuant to contracts dated 23rd October, 1940

5370

0.054

Issued to Shareholders of the erstwhile General Radio and Appliances Limited in terms of the Scheme of Amalgamation

316660

3.167

 

 

 

 

FINANCIAL DATA

[all figures are in Rupees Million]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

30.09.2014

30.09.2013

30.09.2012

 

 

 

 

I.              EQUITY AND LIABILITIES

 

 

 

(1)Shareholders' Funds

 

 

 

(a) Share Capital

228.175

228.175

228.175

(b) Reserves & Surplus

(124.515)

(137.377)

26.302

(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)

103.660

90.798

254.477

 

 

 

 

(3) Non-Current Liabilities

 

 

 

(a) long-term borrowings

4.881

7.129

12.090

(b) Deferred tax liabilities (Net)

0.000

0.000

0.000

(c) Other long term liabilities

9.588

14.306

32.066

(d) long-term provisions

50.465

51.728

57.833

Total Non-current Liabilities (3)

64.934

73.163

101.989

 

 

 

 

(4) Current Liabilities

 

 

 

(a) Short term borrowings

620.169

762.840

855.895

(b) Trade payables

332.051

414.817

362.740

(c) Other current liabilities

62.716

75.297

73.693

(d) Short-term provisions

43.713

47.055

59.141

Total Current Liabilities (4)

1058.649

1300.009

1351.469

 

 

 

 

TOTAL

1227.243

1463.970

1707.935

 

 

 

 

II.          ASSETS

 

 

 

(1) Non-current assets

 

 

 

(a) Fixed Assets

 

 

 

(i) Tangible assets

184.269

216.222

226.477

(ii) Intangible Assets

46.942

8.801

12.621

(iii) Capital work-in-progress

1.773

5.670

0.836

(iv) Intangible assets under development

0.000

0.000

0.000

(b) Non-current Investments

21.225

19.890

19.825

(c) Deferred tax assets (net)

0.000

0.000

0.000

(d)  Long-term Loan and Advances

260.127

283.019

270.943

(e) Other Non-current assets

0.000

0.000

0.000

Total Non-Current Assets

514.336

533.602

530.702

 

 

 

 

(2) Current assets

 

 

 

(a) Current investments

0.000

0.000

0.000

(b) Inventories

151.440

196.348

209.663

(c) Trade receivables

367.916

515.807

727.400

(d) Cash and cash equivalents

13.044

15.896

29.091

(e) Short-term loans and advances

61.413

52.307

99.323

(f) Other current assets

119.094

150.010

111.756

Total Current Assets

712.907

930.368

1177.233

 

 

 

 

TOTAL

1227.243

1463.970

1707.935

 

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

30.09.2014

30.09.2013

30.09.2012

 

SALES

 

 

 

 

Revenue from Operations

1027.645

1097.186

1391.113

 

Other Income

32.067

13.133

26.447

 

TOTAL (A)

1059.712

1110.319

1417.560

 

 

 

 

 

Less

EXPENSES

 

 

 

 

Cost of Materials Consumed

49.148

81.319

191.755

 

Purchases of Stock-in-Trade

325.449

456.141

555.938

 

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

54.767

5.033

(5.033)

 

Employees benefits expense

240.030

241.823

218.332

 

Exceptional Items

(124.090)

0.000

(26.789)

 

Other expenses

355.781

337.254

328.542

 

TOTAL (B)

901.085

1121.570

1262.745

 

 

 

 

 

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

158.627

(11.251)

154.815

 

 

 

 

 

Less

FINANCIAL EXPENSES (D)

88.691

95.491

88.111

 

 

 

 

 

 

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

69.936

(106.742)

66.704

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION (F)

57.074

56.937

55.801

 

 

 

 

 

 

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

12.862

(163.679)

10.903

 

 

 

 

 

Less

TAX (H)

 0.000

0.000 

 0.000

 

 

 

 

 

 

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

12.862

(163.679)

10.903

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD  (K)

(162.377)

1.302

 3.659

 

 

 

 

 

 

Balance Carried to the B/S (J+K+L-M)

(149.515)

(162.377)

14.562

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

Engineering / Software Services

14.590

18.540

16.936

 

Export of Goods calculated on FOB basis

4.446

2.505

18.064

 

TOTAL EARNINGS

19.036

21.045

35.000

 

 

 

 

 

 

IMPORTS

 

 

 

 

Raw Materials and Components

10.757

44.499

111.569

 

Finished Goods

156.850

166.508

310.212

 

Capital Goods

10.283

13.551

12.460

 

TOTAL IMPORTS

177.890

224.558

434.241

 

 

 

 

 

 

Earnings / (Loss) Per Share (Rs.)

0.56

(7.17)

0.48

 

 

CURRENT MATURITIES OF LONG TERM DEBT DETAILS

 

Particulars

 

30.09.2014

30.09.2013

30.09.2012

Current Maturities of Long term debt

2.248

5.456

11.180

Cash generated from operations

256.010

253.549

(246.783)

Net cash flow from operating activity

241.401

218.723

(287.098)

 

 

KEY RATIOS

 

PARTICULARS

 

 

30.09.2014

30.09.2013

30.09.2012

Net Profit Margin

(PAT / Sales)

(%)

1.25

(14.92)

0.78

 

 

 

 

 

Operating Profit Margin

(PBIDT/Sales)

(%)

15.44

(1.03)

11.13

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

1.07

(11.38)

0.65

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.12

(1.80)

0.04

 

 

 

 

 

Debt Equity Ratio

(Total Debt /Networth)

 

6.05

8.54

3.45

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

0.67

0.72

0.87

 

STOCK PRICES

 

Face Value

Rs.10.00/-

Market Value

Rs.76.85/-

 

 

FINANCIAL ANALYSIS

[all figures are in Rupees Million]

 

DEBT EQUITY RATIO

 

Particular

30.09.2012

30.09.2013

30.09.2014

 

(Rs. In Million)

(Rs. In Million)

(Rs. In Million)

Share Capital

228.175

228.175

228.175

Reserves & Surplus

26.302

(137.377)

(124.515)

Net worth

254.477

90.798

103.660

 

 

 

 

long-term borrowings

12.090

7.129

4.881

Short term borrowings

855.895

762.840

620.169

Current Maturities of Long-Term Debts

11.180

5.456

2.248

Total borrowings

879.165

775.425

627.298

Debt/Equity ratio

3.455

8.540

6.051

 

 

 

 

 

 

YEAR-ON-YEAR GROWTH

 

Year on Year Growth

30.09.2012

30.09.2013

30.09.2014

 

(Rs. In Million)

(Rs. In Million)

(Rs. In Million)

Sales

1391.113

1097.186

1027.645

 

 

(21.129)

(6.338)

 

 

 

NET PROFIT MARGIN

 

Net Profit Margin

30.09.2012

30.09.2013

30.09.2014

 

(Rs. In Million)

(Rs. In Million)

(Rs. In Million)

Sales

1391.113

1097.186

1027.645

Profit

10.903

(163.679)

12.862

 

0.78%

(14.92%)

1.25%

 

 

 

LOCAL AGENCY FURTHER INFORMATION

 

Sr. No.

Check list by info agents

Available in Report (Yes/No)

1

Year of establishment

Yes

2

Constitution of the entity -Incorporation details

Yes

3

Locality of the entity

Yes

4

Premises details

No

5

Buyer visit details

--

6

Contact numbers

Yes

7

Name of the person contacted

Yes

8

Designation of contact person

Yes

9

Promoter’s background

Yes

10

Date of Birth of Proprietor / Partners / Directors

Yes

11

Pan Card No. of Proprietor / Partners

No

12

Voter Id Card No. of Proprietor / Partners

No

13

Type of business

Yes

14

Line of Business

Yes

15

Export/import details (if applicable)

No

16

No. of employees

No

17

Details of sister concerns

Yes

18

Major suppliers

No

19

Major customers

No

20

Banking Details

Yes

21

Banking facility details

Yes

22

Conduct of the banking account

--

23

Financials, if provided

Yes

24

Capital in the business

Yes

25

Last accounts filed at ROC, if applicable

Yes

26

Turnover of firm for last three years

Yes

27

Reasons for variation <> 20%

--

28

Estimation for coming financial year

No

29

Profitability for last three years

Yes

30

Major shareholders, if available

Yes

31

External Agency Rating, if available

Yes

32

Litigations that the firm/promoter involved in

Yes

33

Market information

--

34

Payments terms

No

35

Negative Reporting by Auditors in the Annual Report

No

 

 

LITIGATION DETAILS

 

HIGH COURT OF BOMBAY

CASE DETAILS

BENCH: BOMBAY

Presentation Date:- 10.03.2014

                                 Lodging No.:- ITXAL/627/2014                           Filing Date:- 10/03/2014

Petitioner: THE COMMISSIONER OF INCOME TAX-8        Respondent:  NELCO LIMITED

 

Petn. Adv : ARVIND PINTO (I583)

 

District: MUMBAI

Bench: SINGLE

 

Status: Pre-Admission                                                     Category: TAX APPEAL

 

Last Date: 10.07.2014                                                     Stage: FOR REJECTION (ORIGINAL SIDE MATTERS)

 

Act:  Income Tax Act, 1961                          UNDER SECTION: 260A

 

 

BACKGROUND

 

The Company was formed in the year 1940 as National Ekco Radio and Engineering Company Limited (JV between E K Cole and Fazalbhoy). The Company became “Nelco Limited” in 1969. In 1969, the Company was pre-dominantly the manufacturer of audio-visual appliances like Television, calculator, Servo Voltage Stabilizers and such other office equipment. In late 90’s the Company entered in Automation business (SCADA, Traction and Drives), which was divested in 2010. In 1995 the Company through its subsidiary, Tatanet Services Limited (TNSL) first installed VSAT captive hub for Tata Group Companies connectivity and in 2003 it entered into the public domain in VSAT services.

 

Subject is today focused in providing systems and solutions in the areas of VSAT connectivity and Managed Services. It also provides solutions in the area of Integrated Security and Surveillance

 

The Company offers a range of innovative and customized solutions for businesses and government institutions under one roof.

 

The financial year of the Company is from 1st October -30th September.

 

 

FINANCIAL HIGHLIGHTS

 

During the period, the total income was Rs.1027.646 Million as against Rs. 1097.186 Million in the previous year. The Company reported a profit after tax of Rs.12.862 Million as against a loss after tax of Rs. 163.679 Million in the previous year.

 

The segment wise performance (Standalone) for the year was as follows:

 

Automation and Control earned total revenue of Rs. 243.000 Million (Rs 335.600 Million in previous year) and incurred a segment loss of Rs. 74.600 Million (loss of Rs. 116.400 Million in previous year). In order to reduce further losses, the Board had decided to explore various options of restructuring including restricting the operations of this Business Segment which comprises of Integrated Security and Surveillance Solutions (ISSS) and Unattended Ground Sensors (UGS) solutions for Defense.

 

Network Systems earned a total revenue of Rs. 782.100 Million (Rs.759.900 Million in previous year) and reported a segment profit of Rs. 154.700 Million (profit of Rs. 152.000 Million in previous year)

 

Interest amounted to Rs. 82.400 Million (Rs. 88.700 Million in previous year). Other un-allocable income (net of expenses) is Rs. 15.100 Million as against un-allocable expenses (net of income) of Rs. 110.600 Million in the previous year.

 

The Notes forming part of the Accounts referred to in Auditors’ Report of the Company are self-explanatory and, therefore, do not call for any further explanation under Section 217(3) of the Companies Act, 1956.

 

Subsidiary Company

 

Tatanet Services Limited. (TNSL) is a Wholly Owned Subsidiary of the Company. It holds the requisite licenses for providing the Shared Hub VSAT services. For the financial year ended 31st March, 2014, TNSL has posted revenue from operations of Rs.46263.900 Million as against Rs. 403.900 Million in the previous year and profit after Tax of Rs.8.345 Million as against loss after Tax of Rs.11.629 Million in the previous year.

 

Vide General Circular No.: 2/2011 dated 8th February, 2011, the Ministry of Corporate Affairs, Govt. of India has granted a general exemption to companies from attaching the Balance Sheet, the Statement of Profit and Loss and other documents referred to in Section 212 (1) of the Companies Act, 1956 in respect of its subsidiary companies, subject to fulfillment of the conditions mentioned therein.

 

Accordingly, the said documents are not being attached with the Balance Sheet of the Company. A gist of the financial performance of Tatanet Services Limited (“TNSL”), the subsidiary company is contained in the report. The Annual Accounts of TNSL are open for inspection by any Member / Investor and the Company will make available these documents / details upon request by any Member of the Company or to any Investor of TNSL who may be interested in obtaining the same. Further, the Annual Accounts of TNSL will be kept open for inspection by any investor at the Company’s Registered Office and that of the TNSL and would be posted on the website of the Company.

 

 

MANAGEMENT DISCUSSION AND ANALYSIS

 

The Company offers solutions and services mainly in the areas of VSAT communications, Managed Services and Integrated Security and Surveillance Systems in the B2B space, addressing Government as well as enterprise customers. Nelco has been driving continuous performance improvement through TL9000, ISO 20000 and ISO27001.

 

Industry structure and development

 

The Company has two reportable segments viz. (1) Network Systems consisting of VSAT services (including SATCOM) and Managed Services and (2) Automation and Control consisting of Integrated Security and Surveillance Solutions (ISSS). The company has a wholly owned subsidiary – Tatanet Services Limited., for delivering satellite bandwidth services through VSATs.

 

Network Systems

 

The VSAT service caters to Wide Area Networking requirements for B2B customers using satellite as the medium of transmission. These services are offered under a license held by the company’s subsidiary Tatanet Services Limited, from Department of Telecom, Government. of India. This industry is 24+ years old in India. These services are used mainly for data communication and to some extent voice communication in a Closed User Group (CUG). There are 5 main operators for this business in the country. The VSAT industry has grown primarily due to its ability to offer highly reliable services anywhere in the country, coupled with the trend of many businesses expanding into rural and remote areas. The operators lease satellite transponder space from Antrix Corporation Limited. (“Antrix”) (A Govt. of India Company under Dept. of Space), a part of ISRO. Transponder space is provided in satellites belonging to ISRO as well as foreign operators. The current regulations mandate VSAT service providers to buy transponder space through Antrix only. The VSAT service provider industry is currently growing at around 8% pa.

 

Managed Services cater to the remote monitoring of Security and Surveillance and Energy Management for a variety of market segments. The services are essentially meant for monitoring and management of non-IT devices. There has been significant growth of these service across the globe. However in India these services are still in their early stages, though the industry has high growth potential in the long run. The Company has been, focusing mainly on remote management for Safety, Security and Surveillance and Energy. A number of players from Telecom Services industry, Original Equipment Manufacturers (OEMs) as well as focused services companies are expanding in this space.

 

Automation and Control

 

The Integrated Security and Surveillance Solutions (ISSS) business caters to the System Integration of on premise Safety, Security and Surveillance infrastructure. This is a highly fragmented and extremely competitive market in India. There are a large number of OEMs selling various security and surveillance equipment as stand alone products in the country. There are also a number of comprehensive System Integrators who integrate multiple brand agnostic components to create an end-to-end solution for the customers. With increasing awareness of safety related challenges and threats to assets and human lives, the demand will grow in the long run for high–tech electronic security products like Access Control systems, CCTV Surveillance, Explosive Detection & Disposal, and Sensor Based Electronic Fence Solutions. A few customers in the private sector have started deploying these technologies for offices and factory premises based on their own perception of threats. However, the market for end-to-end system integration project encompassing multiple types of equipments is still limited. A substantial part of it comes from the Govt. which makes the demand lumpy in nature. Also, margins are low as preference is given for the lowest price.

 

SEGMENT WISE PERFORMANCE

 

Network Systems

 

VSAT Services:

 

During the period, the revenue for the VSAT business including SATCOM was Rs. 706.700 Million as against Rs 694.800 Million in the previous year. The VSAT installed base for the company is in excess of 35,000, which works out to a market share of around 18% of the overall installed base. The Company installed 7,404 VSATs during the year against 9,454 in the previous year. However, the revenue is higher due to higher value contracts during the year as compared to the previous year.

 

The Company has fared well in the Banking and Finance sector, by rolling out infrastructure for bank branches as well as ATMs. The Company has deployed VSATs in ATMs directly owned by the Banks as well as in ATMs out sourced to the major Brown Label ATM services providers. The Company strengthened its position in the niche segment of Oil exploration by signing up a large 5 year contract with a global leader in solutions for oil rigs, for providing the services to companies doing off-shore oil exploration in India. The Company also deployed VSATs for creating a critical infrastructure backbone for a Defense establishment.

 

Managed Services:

 

During the period, the revenue for the Managed Services business was Rs 78.000 Million as against Rs 66.700 Million in the previous year. The Company concentrated on one of the largest private sector banks in India for remotely managing the safety and security surveillance infrastructure of its branches spread across India.

 

Automation and Control

 

In view of losses incurred by ISSS and the Defense business of Unattended Ground Sensors (UGS) in the last few years, which led to substantial erosion of the Company’s net worth, the Board approved the restructuring of the business by restricting operations and reducing expenditure, with a view to minimize losses. During the period under review the revenue from this business was Rs. 243.000 Million as against Rs. 335.700 Million in the previous year. The Company managed to complete a large number of complex projects, including at one of the Zonal Railways.

 

OUTLOOK

 

Network Systems

 

The Company has strengthened its presence in the Banking and Finance segment by deploying a large number of VSATs for off-site ATMs and branches. The company had a 32% market share of the incremental VSAT deployment in off-site ATMs. The dominant position in providing infrastructure for Oil rigs has created potential for future growth, some of which could happen within a year’s time. There is momentum in the e-Governance segment, which is likely to lead to additional business in the coming years.

 

The Company, through its wholly owned subsidiary, Tatanet Services Limited, has already obtained frequency allocation for additional 36 MHz of Ku band satellite transponder space, which will get implemented in the current financial year through a new VSAT hub. This is likely to give a significant boost to the VSAT business of the Company for the coming years.

 

The availability of High Throughput Satellites (HTS) can give a significant impetus to the VSAT industry by increasing the applications where it will be able to provide services at a competitive price. HTS has already made a large impact for the VSAT industry in many other countries. It is expected that HTS would be available for India in the next 2 – 3 years.

 

The Managed Services offered by the Company are in the nascent stage in India. The various PSU banks have started adopting these services and this would result in a bigger market in the years to come. The other sectors like Retail, Warehouses, large Buildings, etc. have been evaluating these services but have not yet adopted them. The Company is focusing establishing itself as a quality service provider with a view to creating long term customer relationships.

 

Automation and Control

 

The Company expects the ISSS business to pick up momentum only in the medium term, when the new opportunities in the Government and Defense sectors are concretized as also the Govt. decision making process is streamlined for these projects. In the short run, the current challenges of the sector are likely to remain, mainly in terms of delayed decision making, low margins and lumpy demand. The uncertainty of demand for UGS in Defense is likely to continue. The Company will be able to leverage its expertise in executing projects in Railways, Oil PSUs and Defense sectors, for addressing these needs as and when they come up. In the short run, however, the Company is meeting its existing contractual obligations towards its customers and restricting its operations

 

 

UNSECURED LOAN

 

Unsecured Loan

30.09.2014

(Rs. in Million)

30.09.2013

(Rs. in Million)

Long-term Borrowings

 

 

Deferred Sales tax liability (Under the Sicom Incentive Scheme)

4.881

7.129

(Repayable in five equal annual instalments after ten years from the year of availment of respective loan.)

 

 

 

 

 

Short-term borrowings

 

 

Loans repayable on demand From Banks

125.000

150.000

Other loans and advances

 

 

Inter corporate deposits

 

 

from Holding Company

50.000

127.000

from others

380.000

460.000

Total

559.881

744.129

 

INDEX OF CHARGES

 

S.No.

Charge ID

Date of Charge Creation/Modification

Charge amount secured

Charge Holder

Address

Service Request Number (SRN)

1

10412163

07/03/2013

75,000,000.00

THE ZOROASTRIAN CO-OPERATIVE BANK LIMITED

LOKHANDWALA COMPLEX BRANCH, S 41, RNA SHOPPING, ARCADE, SWAMI SAMARTH NAGAR, ANDHERI (WEST),, MUMBAI, Maharashtra - 400053, INDIA

B70892054

2

10136514

16/12/2008

633,000,000.00

Axis Bank Limited

Universal Insurance Building, Ground Floor, Sir P.M. Road, Fort., Mumbai, Maharashtra - 400001, INDIA

A53766507

3

10301210

06/10/2008

27,500,000.00

THE ZOROASTRIAN CO-OPERATIVE BANK LIMITED

LOKHANDWALA COMPLEX BRANCH, S41, RNA SHOPPING, ARCADE, SWAMI SAMARTH NAGAR, ANDHERI (WEST),, MUMBAI, Maharashtra - 400053, INDIA

B10746055

4

90164489

18/09/2006 *

40,000,000.00

THE ZOROASTRIAN CO-OPERATIVE BANK LIMITED

LOKHANDWALA COMPLEX BR, S 41 RNA SHOPPING ARCADE,, 
SWAMI SAMARTH NAGAR, ANDHERI (WEST),, MUMBAI, Maharashtra - 400053, INDIA

-

5

90164308

11/12/2002

12,800,000.00

THE SOROASTRIAN CO-OP BANK LIMITED

LOKHANDWALA COMPLEX. BRANCH, ANDHERI (W0, MUMBAI, 
Maharashtra - 400053, INDIA

-

6

90164048

22/04/2002 *

18,000,000.00

THE ZOROSTRIAN CO-OP BANK LIMITED

LOKHANDWALA COMPLEX BRANCH S-41, S. S. NAGAR; ANDHERI(W), MUMBAI, Maharashtra - 400053, INDIA

-

7

90165328

18/05/1999

50,000,000.00

TATA FINANCE LIMITED

DEBENTURE TRUSTEES; JUUI HOUSE; 4TH FLOOR, DAMODA 
RDAS SUKHADWALA MARG; FORT, MUMBAI, Maharashtra - 
400001, INDIA

-

8

90163455

23/11/1996 *

196,300,000.00

BANQUE INDOSUEZ

RAMON HOUSE, 169; BACKBAY RECLAMATION, MUMBAI, Maharashtra - 400020, INDIA

-

9

90163360

17/01/2001 *

50,000,000.00

ICICI LIMITED

ICICI TOWER, BANDRA KURLA COMPLEX, MUMBAI, Maharashtra - 400051, INDIA

-

10

90163313

02/02/1996

16,700,000.00

UNION BANK OF INDIA

IF BRANCH; UNION BANK BHAVAN, 1ST FLOOR; 239 VIDHAN BHAVAN MARG; NARIMAN POINT, BOMBAY, Maharashtra 
- 400021, INDIA

-

 

 

STATEMENT OF STANDALONE UNAUDITED FINANCIAL RESULTS FOR THE QUARTER AND NINE MONTHS ENDED 30 JUNE, 2015

 

                                                                                                                                             (Rs. In Million)

 

 

Particulars

3 Months ended 30.06.2015

Preceding 3 Months ended 31.03.2015

9 Months ended 30.06.2015

1

 

Income from Operations

 

 

 

 

 

Sales/Income from Operations (Gross)

226.200

270.500

748.500

 

 

Less: Excise Duty

0.300

0.100

0.600

 

 

a) Net Sales/Income from Operations (net of excise duty)

225.900

270.400

747.900

 

 

b) Other Operating Income

0.000

2.000

2.000

 

Total Income from Operations (Net)

225.900

272.400

749.900

2

Expenses

 

 

 

 

a)

Cost of Materials consumed

2.400

4.400

19.200

 

b)

Purchase of stock in-trade

72.900

76.600

240.700

 

c)

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

(14.700)

22.400

0.000

 

d)

Employee benefit expenses

54.500

53.500

0.000

 

e)

Depreciation and amortization expense

15.900

17.700

69.100

 

f)

Provision for Foreseeable Losses

0.000

0.000

0.000

 

g)

Sub-Contracting Expenses

26.900

24.600

81.600

 

h)

Other expenses

70.900

63.900

192.800

 

Total Expenses

228.800

263.100

764.800

3

 

Profit /(Loss) from operations before other income, finance costs and exceptional items (1-2)

(2.900)

9.300

(14.900)

4

Other Income

7.000

5.500

17.500

5

 

Profit /(Loss) from ordinary activities before finance costs and exceptional items (3+4)

4.100

14.800

2.600

6

Finance Costs

20.700

21.400

62.200

7

 

Profit /(Loss) from ordinary activities after finance costs but before exceptional items (5-6)

(16.600)

(6.600)

(59.600)

8

Exceptional Items

0.000

0.000

0.000

9

Profit /(Loss) from ordinary activities before tax

(16.600)

(6.600)

(59.600)

10

Tax Expense

 

 

 

 

Current Tax

--

--

--

 

Deferred Tax

--

--

--

11

Net Profit /(Loss) from ordinary activities after tax (9-10)

(16.600)

(6.600)

(59.600)

12

Extraordinary items (net of tax expense)

--

--

--

13

Net Profit /(Loss) for the period (11-12)

(16.600)

(6.600)

(59.600)

13 A

From Continuing Operations (Net of Tax of Rs. Nil for quarter ended 30.06.2015)

(7.300)

1.300

(36.800)

13 B

From Discounting Operation (Net of Tax Rs. Nil)

(9.300)

(7.900)

(27.500)

14

Paid up equity share capital (Eq. shares of  Rs.10/- each)

2282

2282

2282

15

Reserve excluding revaluation reserves

 

 

 

16

 

Earnings per share (before/after extraordinary items) of  Rs.10/- each

(0.73)

(0.29)

(2.82)

 

 

Basic & Diluted

 

 

 

 

 

 

 

 

 

A

 

PARTICULARS OF SHAREHOLDING

 

 

 

1

 

Public Shareholding

 

 

 

 

 

- No. of Shares

11385810

11385810

11385810

 

 

- Percentage of Shareholding

49.90

49.90

49.90

2

 

Promoters and promoter group shareholding

--

--

--

 

 

a) Pledged/Encumbered

 

 

 

 

 

- Number of shares

--

--

--

 

 

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

--

--

--

 

 

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

--

--

--

 

 

b) Non- encumbered

 

 

 

 

 

- Number of shares

11432590

11432590

11432590

 

 

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

100

100

100

 

 

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

50.10

50.10

50.10

 

SEGMENTWISE REVENUE, RESULTS AND CAPITAL EMPLOYED FOR THE THIRD QUARTER AND NINE MONTHS' PERIOD ENDED 30TH JUNE, 2015

 

 

Particulars

3 Months ended 30.06.2015

Preceding 3 Months ended 31.03.2015

9 Months ended 30.06.2015

 

Segment Revenue (Sales and Other Operating Income)

 

 

 

a)

Automation and Controls

35.800

25.500

96.100

b)

Network System

190.400

245.00

652.400

 

Less: Excise Duty

0.300

0.100

0.600

 

TOTAL

225.900

270.400

747.900

 

Less: Inter-segment transfers

--

--

---

 

Net Sales / Income from operation

225.900

270.400

747.900

 

 

 

 

 

 

Segment Results: [Profit/ (Loss) before tax and interest from each segment]

 

 

 

a)

Automation and Controls

(14.900)

(25.100)

(72.900)

b)

Network System

48.300

63.800

149.300

 

TOTAL

33.400

38.700

76.400

 

Less: Interest Expenses 

--

--

--

 

Other un-allocable expenditure, net of un-allocable income

29.300

23.900

73.800

 

Total Profit/ Loss –before tax

(16.600)

(6.600)

(59.600)

 

 

 

 

 

 

Capital Employed:

 

 

 

a)

Automation and Controls

266.100

307.000

266.100

b)

Network System

188.600

209.500

188.600

 

TOTAL

454.700

516.500

454.700

 

Notes :

 

  1. The Company vide its letter dated 3rd April1 2014 had informed the stock exchange about the approval of the Board of Director to restructure the operations of Company’s Integrated Security and Surveillance Solution Business which inter alia, includes the business of Unattended Ground Sensors (UGS) and forms part of the Automation and Control Segment. As part of restructuring, the Board of Director of the company at its meeting held on 28th January 2015 accepted an “offer” made by The Tata Power Company Limited, (Parent Company) for its Strategic Engineering Division to purchase the business of UGS as a “going concern” on a “slump sale” basis at a consideration of Rs. 83.100 Million with effect from 1st October 2014. The shareholders by postal ballot on 25th June, 2015 have approved the transaction. This shall be subject to concluding a business transfer agreement and various approved and consents to be received.

 

The Assets attributable to the UGS business have been impaired in the three months ended 31st              December, 2014 to the tune of Rs. 16.600 Million and disclosed as part of Depreciation and Amortization expenses.

 

The financial parameters in respect of the ordinary attributable to the UGS business are as follows.

 

 

Particulars

3 Months ended 30.06.2015

Preceding 3 Months ended 31.03.2015

9 Months ended 30.06.2015

 

Net Sales – Income from Operations

2.300

5.500

13.800

 

Expenses

8.200

11.000

30.300

 

Expenses attributable

1.900

3.300

8.700

 

Pre-tax profit / (Loss)

(7.800)

(8.800)

(25.200)

 

Current Tax

--

--

--

 

The transfer being effective from 1st October 2014, the results of operation for the three months and nine months ended 30th June 2015 includes a portion attributable to the Tata Power Company Limited which will be given effect to on completion of transfer.

 

  1. Further, as part of restricting, the Board of Director of the Company at its meeting held on 18th March 2015 accepted the offer received from a company for the transfer of Managed Services business forming part of Network System segment as a “going concern” on a “slump sale” basis at a consideration of Rs. 21.000 Million with effect from 1st April 2015,. The Shareholders by postal ballot on 25 June 2015 have the transaction. This shall be subject to various approvals and consents to be obtained.

 

The financial parameters in respect of the ordinary activities attributable to the MS business are as follows

 

 

Particulars

3 Months ended 30.06.2015

Preceding 3 Months ended 31.03.2015

9 Months ended 30.06.2015

 

Net Sales – Income from Operations

9.700

23.500

48.800

 

Expenses

10.600

19.900

46.300

 

Expenses attributable

0.600

2.700

4.800

 

Pre-tax profit / (Loss)

(1.500)

0.900

(2.300)

 

Current Tax

--

--

--

 

The transfer being effective from 1st April 2015, the results of operation for the three months and nine months ended 30th June 2015, includes a portion attributable to the Purchaser, which will be given effect to on completion of transaction.

 

  1. The company has accumulated losses as at 30th June 2015, which has substantially eroded the Company’s net worth. Notwithstanding this, these unaudited financial results have been prepared on going concern basis in view of a support letter from the Parent Company.

 

  1. In the year 2006, the Company filed arbitration proceedings against Jawaharlal Nehru Port Trust (JNPT) for enforcement of its claim in respect of the additional work carried out, wrongful deduction of liquidated damages and encashment of bank guarantee by JNPT. The Arbitration award was passed in favour of the Company on February 06, 2012. The said award, however, was challenged by JNPT in the Hon'ble Bombay High Court which dismissed the plea on February 06, 2014 and awarded the claim to the Company, JNPT paid in June, 2014 Rs. 130.300 Million as decretal dues (including interest and costs) to the Company (of which Rs 6.200 Million is included in other income as provision no longer required written back).

 

  1. Pursuant to the enactment of the Companies Act 2013 (the ‘Act’), the Company has effective 1st October 2014, reviewed and revised the estimated useful lives of its fixed assets, in a accordance with the provisions of Schedule II to the Act. Consequently, the depreciation charge for the three months and nine months ended 30th June 2015 is higher by Rs. 5.500 Million and Rs. 18.900 Million respectively and Rs. 10.400 Million (net of Tax 4.700 Million) on account of transition provision has been adjusted to retained earning as on 1st October 2014.

 

6.      

 

Particulars

3 Months ended 30.06.2015

Preceding 3 Months ended 31.03.2015

9 Months ended 30.06.2015

 

Total Income from Operations

225.900

272.400

749.900

 

Profit / (Loss) before tax

(16.600)

(6.600)

(59.600)

 

Profit / (Loss) after tax

(16.600)

(6.600)

(64.300)

 

7. Due to the nature of project business, financial results for the quarter are not representative of the annual results,

 

8.   In order to be in compliance with the Companies Act 2013, the Board of Directors at its meeting held on 30th July has given its approval to extended the year ended of its financial statements from 30th September, 2015 to 31st March 2016, Subject to approval of the Registrar of Companies (ROC), the financial statements for the period 1st October, 2014 to 3st March, 2016 would be for 18 months.



9. Figures for the previous year/periods are re-classified / re-arranged / re-grouped, wherever considered necessary.



10. The above results were reviewed and recommended by the Audit Committee and were approved by the Board of Directors at its meeting held on July 30, 2014.

 

 

CONTINGENT LIABILITIES:

 

(Rs. in million)

PARTICULARS

31.03.2014

31.03.2013

Guarantees issued by the company on behalf of its subsidiary (amount of loan outstanding against this guarantee is Rs. 37.100 Million (Previous year: Rs. 33.570 Million)

200.000

200.000

Claims against the company not acknowledged as debt comprises of:

 

 

ii)Excise duty, sales tax and service tax claims disputed by the company relating to

issues of applicability and classification

65.477

36.246

ii) Custom duty (excluding claims where amounts are not ascertainable)

2.928

2.928

Taxation matters

 

 

Demand against the company not acknowledged as debt and not provided for, relating to issues of deductibility and taxability in respect of which company is in appeal

 

Future cash outflows in respect of the above matters are determinable only on receipt of judgments/decisions pending at various forums / authorities

63.133

0.000

 

 

FIXED ASSETS

 

Tangible Assets

 

  • Land-Leasehold
  • Building
  • Plant and Machinery
  • Electrical Machinery
  • Office equipment

Own

Given on Lease

Vehicles

 

Intangible Assets

 

  • Testing 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 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.63.76

UK Pound

1

Rs.99.60

Euro

1

Rs.69.70

 

 

INFORMATION DETAILS

 

Information Gathered by :

PRP

 

 

Analysis Done by :

KSH

 

 

Report Prepared by :

SUJ


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

6

PAID-UP CAPITAL

1~10

5

OPERATING SCALE

1~10

5

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

5

--PROFITABILITY

1~10

4

--LIQUIDITY

1~10

4

--LEVERAGE

1~10

5

--RESERVES

1~10

4

--CREDIT LINES

1~10

5

--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

 

43

 

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.