MIRA INFORM REPORT

Report No. :	353045
Report Date :	04.12.2015

IDENTIFICATION DETAILS

Name :	TRANSPEK INDUSTRY LIMITED
Registered Office :	6th Floor, Marble Arch, Race Course, Vadodara – 390007, Gujarat
Tel. No.:	91-265-2335444-47/ 23354141/ 2335757
Country :	India
Financials (as on) :	31.03.2015
Date of Incorporation :	06.10.1965
Com. Reg. No.:	04-001343
Capital Investment / Paid-up Capital :	Rs. 58.720 Million
CIN No.: [Company Identification No.]	L23205GJ1965PLC001343
IEC No.:	0888001843
TAN No.: [Tax Deduction & Collection Account No.]	BRDT00491B
PAN No.: [Permanent Account No.]	AAACT8639B
Legal Form :	A Public Limited Liability Company. The Company’s Shares are Listed on the Stock Exchanges.
Line of Business :	Manufacturing and Exporting of a range of Chemicals servicing the requirements of customers from a diverse range of industries Textiles, Pharmaceuticals, Agrochemicals, Advanced Polymers, etc. [Registered Activity]
No. of Employees :	559 (Approximately)

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
Litigation :	Exist
Comments :	Subject is a well-established company incorporated in the year 1965. For the financial year ended 2015, the company has healthy scale of operations marked by top line growth of 7.6% on revenue of Rs. 2593.495 Million as compared to Rs. 2409.422 Million that of previous year along with profitability margin of 4.2%. The company has long business track record backed by comfortable liquidity profile marked by increased in reserves position along with favorable gap between trade payables and receivables. Trade relations are fair. Business is active. Payments are regular and as per commitment. The company can be considered for business dealings at usual trade terms and conditions.

NOTES :

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

EXTERNAL AGENCY RATING

Rating Agency Name	CRISIL
Rating	Long term Bank facilities = BBB+
Rating Explanation	Moderate degree of safety and moderate credit risk.
Date	June 04, 2015

Rating Agency Name	CRISIL
Rating	Short term Bank facilities = A2
Rating Explanation	Strong degree of safety and low credit risk.
Date	June 04, 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 31-03-2015.

INFORMATION DECLINED BY

Name :	Mr. Ashok Shah
Designation :	Chief Financial Officer
Contact No.:	91-265-2335444
Date :	03.12.2015

LOCATIONS

Registered Office :	6th Floor, Marble Arch, Race Course, Vadodara – 390007, Gujarat, India
Tel. No.:	91-265-2335444-47/ 23354141/ 2335757
Fax No.:	91-265-2335758
E-Mail :	secretarial@transpek.com inquiry@transpek.com
Website :	http://www.transpek.com
Factory :	Village Ekalbara, Tal. Padra, District Vadodara – 391440, Gujarat, India
Tel. No.:	91-2662-244444/ 244318/ 244309
Fax No.:	91-2662-223439

DIRECTORS

AS ON 31.03.2015

Name :	A. C. Shroff
Designation :	Chairman
Name :	Mr. Atul G. Shroff
Designation :	Managing Director
Date of Birth/Age :	67 Years
Qualification :	S.S.C.
Experience :	47 Years
Name :	Mr. Bimal V. Mehta
Designation :	Executive Director
Date of Birth/Age :	27.09.1964
Qualification :	B. Com; Chartered Accountant
Experience :	28 Years
Expertise in Specific Functional Areas :	· Business Strategy and Growth Models including Mergers and Acquisitions. · Management of Manufacturing Organizations. · Project and Programme Management. · International Business Management, Marketing and Negotiation. · Team Management and Development · Six Sigma Deployment and Lean Manufacturing. · Financial Planning and Restructuring. · Information Technology specializing in Cyber Crime Prevention and Detection and IT Security Systems.
Date of Appointment :	09.04.2010
Name :	D. K. Shroff
Designation :	Director
Name :	Dr. Bernd Dill
Designation :	Director
Name :	Mr. Ravi A. Shroff
Designation :	Director
Name :	Ninad D. Gupte
Designation :	Director
Name :	Mr. Nimish U. Patel
Designation :	Director
Name :	Mrs. Geeta A. Goradia
Designation :	Director
Date of Appointment :	30.05.2014
Name :	Mr. Hemant J. Bhatt
Designation :	Director
Date of Appointment :	11.07.2014

KEY EXECUTIVES

Name :	Mr. Ashok Shah
Designation :	Chief Financial Officer

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 30.09.2015

Category of Shareholder	Total No. of Shares	As a %
(A) Shareholding of Promoter and Promoter Group
(1) Indian
Individuals / Hindu Undivided Family	986967	16.81
Bodies Corporate	1806831	30.77
Sub Total	2793798	47.58
(2) Foreign
Any Others (Specify)	11710	0.20
Directors/Promoters & their Relatives & Friends	11710	0.20
Sub Total	11710	0.20
Total shareholding of Promoter and Promoter Group (A)	2805508	47.78
(B) Public Shareholding
(1) Institutions
Mutual Funds / UTI	2900	0.05
Financial Institutions / Banks	2919	0.05
Insurance Companies	237165	4.04
Foreign Institutional Investors	260300	4.43
Foreign Venture Capital Investors	257436	4.38
Sub Total	760720	12.95
(2) Non-Institutions
Bodies Corporate	288290	4.91
Individuals
Individual shareholders holding nominal share capital up to Rs. 0.100 Million	1031457	17.57
Individual shareholders holding nominal share capital in excess of Rs. 0.100 Million	721008	12.28
Any Others (Specify)	265057	4.51
Clearing Members	9691	0.17
Others	3050	0.05
Overseas Corporate Bodies	120	0.00
Directors & their Relatives & Friends	124374	2.12
Others	75524	1.29
Others	105	0.00
Others	52193	0.89
Sub Total	2305812	39.27
Total Public shareholding (B)	3066532	52.22
Total (A)+(B)	5872040	100.00
(C) Shares held by Custodians and against which Depository Receipts have been issued
(1)	0	0.00
(2)	0	0.00
Sub Total	0	0.00
Total (A)+(B)+(C)	5872040	100.00

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

Sl. No.	Name of the Shareholders	Details of Shares held
		No. of Shares held	As a %
1	Kamaljyot Investments Limited	6,15,433	10.48
2	Shruti Atul Shroff	3,05,725	5.21
3	Utkarsh Global Holdings Private Limited	8,18,367	13.94
4	Atul Govindji Shroff	2,61,190	4.45
5	Chanda Kantisen Shroff	89,597	1.53
6	Tml Industries Limited	87,270	1.49
7	Vishwa Atul Shroff	78,386	1.33
8	Shrodip Investments Private Limited	72,000	1.23
9	Madison Investments Private Limited	73,193	1.25
10	Upl Limited	41,150	0.70
11	Kantisen Chaturbhuj Shroff	40,690	0.69
12	Hyderabad Chemical Products Limited	40,150	0.68
13	Chetna P Saraiya	38,966	0.66
14	Dipesh Kantisen Shroff	37,662	0.64
15	Shalil Shashikumar Shroff	30,867	0.53
16	Dipkanti Investments And Financing Private Limited	30,501	0.52
17	Pritami Investments Private Limited	27,004	0.46
18	Shaila Shashikumar Shroff	22,800	0.39
19	Anshul Amrish Bhatia	21,659	0.37
20	Dilipsinh G Bhatia	10,800	0.18
21	Hrishit Ashwin Shroff	7,086	0.12
22	Ravi Ashwin Shroff	7,086	0.12
23	Chaitanya Dipesh Shroff	6,746	0.11
24	Hiral Tushar Dayal	6,600	0.11
25	Chimayee Dipesh Shroff	6,278	0.11
26	Kantisen Chaturbhuj Shroff HUF	6,050	0.10
27	Usha Ashwin Shroff	5,532	0.09
28	Kirit Vidyasagar Dave	4,035	0.07
29	Tushar Charandas Dayal	5,005	0.09
30	Ashwin Champraj Shroff	3,919	0.07
31	Praful Manilal Saraiya	1,088	0.02
32	Vibrant Greentech India Private Limited	1,663	0.03
33	Sandra Rajju Shroff	910	0.02
34	Prakhyati Investments And Finance Private Limited	100	0.00
	Total	28,05,508	47.78

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	Orange Mauritius Investments Limited	260000	4.43
2	Patel Laxmikant C	244721	4.17
3	Sweta Hardit Patel	176197	3.00
4	Life Insurance Corporation of India	208415	3.55
5	Bharat Jayantilal Patel	244828	4.17
6	Hridaynath Consultancy Private Limited	175177	2.98
7	Tanvi Ruchit Patel	121753	2.07
	Total	1431091	24.37

BUSINESS DETAILS

Line of Business :	Manufacturing and Exporting of a range of Chemicals servicing the requirements of customers from a diverse range of industries Textiles, Pharmaceuticals, Agrochemicals, Advanced Polymers, etc. [Registered Activity]
Brand Names :	--
Agencies Held :	--
Exports :	Not Divulged
Imports :	Not Divulged
Terms :
Selling :	Not Divulged
Purchasing :	Not Divulged

PRODUCTION STATUS: NOT AVAILABLE

GENERAL INFORMATION

Suppliers :

Reference:	Not Divulged
Name of the Person (Designation):	Not Divulged
Contact Number:	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 (Designation):	Not Divulged
Contact Number:	Not Divulged
Since how long known:	Not Divulged
Maximum limit dealt:	Not Divulged
Experience:	Not Divulged
Remark	Not Divulged

No. of Employees :

559 (Approximately)

Bankers :

· State Bank of India

· Bank of Baroda

· Axis Bank Limited

· IDBI Bank Limited

Bank Name:	Not Divulged
Branch:	Not Divulged
Person Name (with Designation):	Not Divulged
Contact Number:	Not Divulged
Name of Account Holder:	Not Divulged
Account Number:	Not Divulged
Account Since (Date/ Year of A/c Opening):	Not Divulged
Average Balance Maintained (Optional):	Not Divulged
Credit Facilities Enjoyed (CC/OD/Term Loan):	Not Divulged
Account Operation:	Not Divulged
Remarks:	Not Divulged

Facilities :

SECURED LOANS	31.03.2015 (Rs. In Million)	31.03.2014 (Rs. In Million)
LONG-TERM BORROWINGS
Term Loans From Banks	138.915	31.160
SHORT TERM BORROWINGS
Loans repayable on demand from banks	326.922	310.160
Other Short Term Loan from bank	0.000	30.000
Acceptances from Bank	76.796	141.204
Total	542.633	512.524
SHORT TERM BORROWINGS 1) The above cash/Export credit facilities, short term loan and Buyers credit from Consortium bankers i.e. State Bank of India, Axis Bank Limited, Bank of Baroda and IDBI Bank Limited are secured by first charge by way of hypothecation of stocks of raw materials, packing materials, consumable stores, finished goods, semi-finished goods and book debts of the company, on pari passu basis. The aforesaid credit facilities are further secured by way of charge on the whole of the fixed assets of the company ranking second and subservient for the charges created in respect of borrowings obtained from them. The interest rate for the same ranges from 10.25 % to 13.50 %. 2) The Interest rate for short term unsecured public deposits is 10.00%. 3) Public deposit includes deposits from related parties amounting to Rs. Nil (P.Y. Rs. 6.100 Million).

Banking Relations :	--
Auditors :
Name :	CNK and Associates LLP Chartered Accountants
Memberships :	--
Collaborators :	--
Subsidiary Companies :	· Transpek Industry (Europe) Limited · Sam Fine O Chem Limited (Upto 3rd January 2015)
Enterprises owned or significantly influenced by Key Managerial Personnel or their relatives :	· Excel Industries Limited · Excel Crop Care Limited · TML Industries Limited · Shroffs Engineering Limited · Anshul Specialty Molecules Limited · Anshul Life Science · Madison Investments Private Limited · Agrocel Industries Limited · Transchem Agritech Limited · Hyderabad Chemical Products Limited · Kamaljyot Investments Limited · Shroffs Foundation Trust · C.C. Shroff Research Institute

CAPITAL STRUCTURE

AS ON 31.03.2015

Authorised Capital :

No. of Shares	Type	Value	Amount
7500000	Equity Shares	Rs. 10/- each	Rs. 75.000 Million
500000	Preference Shares	Rs. 100/- each	Rs. 50.000 Million
	Total		Rs. 125.000 Million

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
5872040	Equity Shares	Rs. 10/- each	Rs. 58.720 Million

Reconciliation of the Number of shares and amount outstanding at the beginning and at the end of the year:

Particulars	As at 31st March, 2015
	Number of shares	Amount in Million
Opening/closing balance of Equity shares with voting rights	58,72,040	58.720

The rights, preferences and restrictions attaching to each class of shares:

Equity shares with voting rights:

Each holder of equity shares is entitled to one vote per share. In the event of liquidation of the company, the holders of equity shares will be entitled to receive any remaining assets of the company, after distribution of all preferential amounts and repayment towards Preference share holders, if any.

Details of Shares held by each Share Holder Holding more than 5% Shares

Class of Shares/ Name of Shareholders	As at 31st March, 2015
	Number of shares	%
Equity shares with voting rights
Finquest Securities Private Limited	5,05,132	8.60%
Kamaljyot Investments Limited	6,15,433	10.48%
Shruti A. Shroff	3,05,725	5.21%
Utkarsh Global Holdings Private Limited	5,43,367	9.25%

FINANCIAL DATA

[all figures are in Rupees Million]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS	31.03.2015	31.03.2014	31.03.2013
I. EQUITY AND LIABILITIES
(1)Shareholders' Funds
(a) Share Capital	58.720	58.720	58.720
(b) Reserves & Surplus	688.954	613.604	558.804
(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)	747.674	672.324	617.524
(3) Non-Current Liabilities
(a) Long-term borrowings	296.602	89.515	264.469
(b) Deferred tax liabilities (Net)	156.928	137.369	91.760
(c) Other long term liabilities	0.000	0.000	0.000
(d) long-term provisions	22.125	16.970	17.742
Total Non-current Liabilities (3)	475.655	243.854	373.971
(4) Current Liabilities
(a) Short term borrowings	419.233	501.144	426.103
(b) Trade payables	455.986	443.484	283.956
(c) Other current liabilities	126.477	348.403	265.120
(d) Short-term provisions	60.861	37.399	37.560
Total Current Liabilities (4)	1062.557	1330.430	1012.739
TOTAL	2285.886	2246.608	2004.234
II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	922.704	929.706	944.411
(ii) Intangible Assets	0.556	1.790	2.150
(iii) Capital work-in-progress	47.503	44.755	16.489
(iv) Intangible assets under development	0.000	0.000	0.000
(b) Non-current Investments	52.788	94.483	139.483
(c) Deferred tax assets (net)	0.000	0.000	0.000
(d) Long-term Loan and Advances	85.117	107.739	78.206
(e) Other Non-current assets	0.000	0.000	0.000
Total Non-Current Assets	1108.668	1178.473	1180.739
(2) Current assets
(a) Current investments	0.000	0.000	0.000
(b) Inventories	273.650	279.277	244.532
(c) Trade receivables	816.521	682.873	512.802
(d) Cash and cash equivalents	23.596	26.071	27.614
(e) Short-term loans and advances	53.330	68.115	30.338
(f) Other current assets	10.121	11.799	8.209
Total Current Assets	1177.218	1068.135	823.495
TOTAL	2285.886	2246.608	2004.234

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2015	31.03.2014	31.03.2013
	SALES
		Revenue from Operations	2593.495	2409.422	2107.971
		Other Income	47.765	74.628	34.391
		TOTAL (A)	2641.260	2484.050	2142.362
Less	EXPENSES
		Cost of Materials Consumed	1263.407	1062.282	946.280
		Purchases of Stock-in-Trade	0.000	196.156	17.513
		Changes in inventories of finished goods, work-in-progress and Stock-in-Trade	32.044	(7.306)	23.474
		Employees benefits expense	282.031	243.973	221.923
		Other expenses	703.786	682.802	642.755
		TOTAL (B)	2281.268	2177.907	1851.945
	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		359.992	306.143	290.417
Less	FINANCIAL EXPENSES (D)		116.637	115.182	113.979
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		243.355	190.961	176.438
Less/ Add	DEPRECIATION/ AMORTISATION (F)		85.792	72.218	66.506
	PROFIT BEFORE TAX (E-F) (G)		157.563	118.743	109.932
Less	TAX (H)		46.983	46.768	7.584
	PROFIT AFTER TAX (G-H) (I)		110.580	71.975	102.348
	EARNINGS IN FOREIGN CURRENCY
		F.O.B. value of Exports	1582.995	1399.758	1286.367
	IMPORTS
		Raw Materials	616.775	491.986	405.291
		Stores & Spares	1.751	0.101	0.071
		Capital Goods	10.346	11.704	10.647
	TOTAL IMPORTS		628.872	503.791	416.009
	Earnings Per Share (Rs.)		18.83	12.26	17.43

CURRENT MATURITIES OF LONG TERM DEBT DETAILS

PARTICULARS	31.03.2015	31.03.2014	31.03.2013
Current Maturities of Long term debt	43.245	104.497	117.168
Cash generated from operations	107.160	221.701	188.401
Net cash from Operating Activities	96.972	192.318	187.914

QUARTERLY RESULTS

PARTICULARS	30.06.2015	30.09.2015
Type	1^st Quarter	2^nd Quarter
Net Sales	691.700	817.800
Total Expenditure	621.600	670.800
PBIDT (Excl OI)	70.100	147.000
Other Income	7.800	7.000
Operating Profit	77.900	154.000
Interest	25.900	28.500
Exceptional Items	0.000	0.000
PBDT	52.000	125.500
Depreciation	21.200	20.900
Profit Before Tax	30.800	104.600
Tax	10.000	33.700
Provisions and contingencies	0.000	0.000
Profit After Tax	20.800	70.900
Extraordinary Items	0.000	0.000
Prior Period Expenses	0.000	0.000
Other Adjustments	0.000	0.000
Net Profit	20.800	70.900

KEY RATIOS

PARTICULARS		31.03.2015	31.03.2014	31.03.2013
Net Profit Margin (PAT / Sales)	(%)	4.26	2.99	4.86
Operating Profit Margin (PBDIT/Sales)	(%)	13.88	12.71	13.78
Return on Total Assets (PBT/Total Assets}	(%)	7.21	5.63	5.95
Return on Investment (ROI) (PBT/Networth)		0.21	0.18	0.18
Debt Equity Ratio (Total Liability/Networth)		1.02	1.03	1.31
Current Ratio (Current Asset/Current Liability)		1.11	0.80	0.81

STOCK PRICES

Face Value	Rs.10.00/-
Market Value	Rs.375.00/-

FINANCIAL ANALYSIS

[all figures are in Rupees Million]

DEBT EQUITY RATIO

Particulars	31.03.2013	31.03.2014	31.03.2015
	(Rs. In Million)	(Rs. In Million)	(Rs. In Million)
Share Capital	58.720	58.720	58.720
Reserves & Surplus	558.804	613.604	688.954
Money received against share warrants	0.000	0.000	0.000
Share Application money pending allotment	0.000	0.000	0.000
Net worth	617.524	672.324	747.674
Long-term borrowings	264.469	89.515	296.602
Short term borrowings	426.103	501.144	419.233
CURRENT MATURITIES OF LONG-TERM DEBTS	117.168	104.497	43.245
Total borrowings	807.740	695.156	759.080
Debt/Equity ratio	1.308	1.034	1.015

YEAR-ON-YEAR GROWTH

Year on Year Growth	31.03.2013	31.03.2014	31.03.2015
	(Rs. In Million)	(Rs. In Million)	(Rs. In Million)
Sales	2107.971	2409.422	2593.495
		14.301	7.640

NET PROFIT MARGIN

Net Profit Margin	31.03.2013	31.03.2014	31.03.2015
	(Rs. In Million)	(Rs. In Million)	(Rs. In Million)
Sales	2107.971	2409.422	2593.495
Profit	102.348	71.975	110.580
	4.86%	2.99%	4.26%

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	Yes
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 GUJARAT

CAVEAT (SPECIAL CIVIL APPLICATION) No. 1750 of 2014

Status: INACTIVE CCIN No: 001025201401750

Last Listing Date: --

Coram: --

S.NO.

Name of the Petitioner

Advocate On Record

1

STATE LOAD DISPATCH CENTRE

MR PREMAL R JOSHI for: Caveator(s)  1

S.NO.

Name of the Respondant

Advocate On Record

1
2
3
4
5
6
7

8
9
10
11

TRANSPEK INDUSTRY LIMITED

UNITED PHOSPHORUS LTD

GUJARAT THEMIS BIOSYN LTD

D B ASHAR DIRECTOR – TECH

D B ASHAR DIRECTOR – TECH

N.R. AGARWAL IND. LTD.

RICHTER THEMIS MEDICARE (I) PVT LTD
RAMA PULP AND PAPERS LTD

ALOK INDUSTRIES LTD

JAY BHARAT METCAST PVT LTD

SHREE AJIT PULP AND PAPER LTD

more

Presented On	: 10/04/2014	Registered On	: -
Bench Category	: -	District	: VADODARA
Case Originated From	: THROUGH HIS/HER/THEIR ADVOCATE	Listed	: 0 times
Stage Name	: -

Office Details

S. No

Filing Date

Document Name

Advocate Name

Court Fee on Document

Document Details

1

11/04/2014

VAKALATNAMA

MR PR JOSHI ADVOCATE
for PETITIONER(s)  1

5

MR PR JOSHI(1229) for P:1

2

11/04/2014

VAKALATNAMA

MR PREMAL R JOSHI ADVOCATE
for PETITIONER(s)  1

5

MR PREMAL R JOSHI(1327) for P:1

3

11/04/2014

MEMO OF PETITION/APPEAL/SUIT

MR PR JOSHI ADVOCATE
for PETITIONER(s)  1

50

MR PR JOSHI(1229), for P:1

4

11/04/2014

MEMO OF PETITION/APPEAL/SUIT

MR PREMAL R JOSHI ADVOCATE
for PETITIONER(s)  1

50

MR PREMAL R JOSHI(1327), for P:1

INDEX OF CHARGES

S.NO.	CHARGE ID	DATE OF CHARGE CREATION/MODIFICATION	CHARGE AMOUNT SECURED	CHARGE HOLDER	ADDRESS	SERVICE REQUEST NUMBER (SRN)
1	10537780	20/12/2014	60,000,000.00	IDBI BANK LIMITED	SPECIALISED CORP. BRANCH 1ST FLOOR, GARG PLAZA, 4 6-A GAUTAM NAGAR, NR MGVCL BLDG RACE COURSE ROAD,  VADODARA, GUJARAT - 390007, INDIA	C37574712
2	10285720	18/10/2011 *	70,000,000.00	BANK OF BARODA	CORPORATE FINANCIAL SERVICES, R C DUTT ROAD, VADO  DARA, GUJARAT - 390007, INDIA	B23524515
3	80030773	25/02/2015 *	1,014,500,000.00	STATE BANK OF INDIA	1ST FLOOR, MARBLE ARCH, RACE COURSE, VADODARA, GUJARAT - 390007, INDIA	C47036744
4	80007927	25/03/2015 *	1,014,500,000.00	BANK OF BARODA	CORPORATE FINANCIAL SERVICES BRANCH, FIRST FLOOR,  BOB BLDG,OPP: PETROL PUMP, R.C.DUTT ROAD, ALKAPURI, VADODARA, GUJARAT - 390007, INDIA	C49405681

* Date of charge modification

UNSECURED LOANS

PARTICULARS	31.03.2015 (Rs. In Million)	31.03.2014 (Rs. In Million)
LONG-TERM BORROWINGS
Deposits	136.187	35.855
Inter Corporate Deposits	14.000	14.000
Deposits from Directors	6.000	7.000
Deposits from Relative of Director	1.500	1.500
SHORT TERM BORROWINGS
Public Deposits	14.515	19.780
Deposits from Directors	1.000	0.000
Total	173.202	78.135

NATURE OF OPERATIONS

Transpek Industry Limited (‘TIL’, ‘the Company’) is into the manufacturing and export of a range of chemicals servicing the requirements of customers from a diverse range of industries - Textiles, Pharmaceuticals, Agrochemicals, advanced Polymers, etc.

RESULTS OF OPERATIONS AND THE STATE OF COMPANY’S AFFAIRS

· The net sale of the Company for the year is Rs.2573.800 Million as compared to Rs.2339.600 Million in the previous year, an increase of 10.01%.

· Exports registered Rs.1615.000 Million (PY: Rs.1425.600 Million) an increase of 13.29%, and domestic sale registered Rs.958.800 Million (PY: Rs.913.900 Million).

· During the financial year 2014-2015, the Company registered net profit of Rs.110.500 Million as against net profit of Rs.72.000 Million in the previous year, an increase of 53%.

Performance in the year 2014-2015, improved over the previous year, due to the following key points:

1. Optimization of plant capacity utilization for major products in second half of the year.

2. Efforts to increase number of customers and spread of market resulted in higher sales.

3. Increase in market demand for few products.

OUTLOOK

The Company is focusing on increasing its market spread in terms of more customers and new products which are expected to result in higher sales volumes and profits. The margins are expected to remain stable barring any uncertainty of major foreign exchange fluctuations or economic conditions.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

INDUSTRY STRUCTURE AND DEVELOPMENTS

The Company’s product portfolio comprises of various products which are used in a very broad range of applications. Through Chlorination, the Company manufactures many Acid Chlorides and Alkyl Chlorides. These products have global market and many big multinational chemical companies use Acid Chlorides and Alkyl Chlorides in very large quantity.

The Industry segment in which the Company operates is vast and hence there is good potential for growth of business.

The products find application in agro-chemicals, polymers and plastics, pharmaceuticals, performance materials, organic peroxides, personal care and flavours and fragrances.

POLYMERS AND SPECIALITY PLASTICS AND PERFORMANCE MATERIALS

The market for Polymer and Specialty Plastics is continuously growing due to discovery of new applications of these materials. The Company makes basic but key products for manufacturing Polymers and Specialty Plastics. Many world leaders in high strength polymer products source their critical base products from the Company.

PHARMA PRODUCTS

Due to extremely high quality of the Acid Chlorides of the Company, many Pharmaceutical companies prefer to buy key raw materials from the Company. Many Indian Pharmaceutical giants are customers of the Company. In the coming period, this segment is expected to register significant growth for the Company.

OUTLOOK

The outlook for Company’s business is positive considering expected growth opportunities and Company’s readiness to capitalize on the potential that these opportunities offer.

STATEMENT OF STANDALONE UNAUDITED FINANCIAL RESULTS FOR THE QUARTER/ HALF YEAR ENDED 30^TH SEPTEMBER, 2015

[RS. IN MILLION]

Particulars	Quarter ended on 30.09.2015	Preceding quarter ended on 30.06.2015	Year to date figures for current period ended 30.09.2015
	(Unaudited)
Income from Operations
Net Sales/Income from Operations	804.900	680.500	1485.400
Other Operating Income	12.900	11.200	24.100
Total Income from operations (net)	817.800	691.700	1509.500
Expenses
(a) Cost of Material Consumed	372.000	390.200	762.200
(b) Purchase of stock in trade	0.000	0.000	0.000
(c) Changes in inventories of finished goods, work in progress and stock in trade	(24.900)	(37.700)	(62.600)
(d) Power and Fuel	53.500	45.200	98.700
(e) Employee benefit expenses	82.100	78.000	160.100
(f) Depreciation and amortization expenses	20.900	21.200	42.100
(g) Profit/ (Loss) on exchange fluctuation	(4.500)	(6.700)	(11.200)
(f) Other Expenses (Any item exceeding 10% of the total expenses relating to continuing operations to be shown separately)	188.000	146.000	334.000
Total Expenses	687.100	636.100	1323.200
Profit from Operations before Other Income, Finance costs and Exceptional item	130.700	55.600	186.300
Other Income	2.400	1.100	3.500
Profit/ Loss from Ordinary Activities before Finance costs and Exceptional item	133.100	56.700	189.800
Finance costs	28.500	26.000	54.500
Profit/ Loss from Ordinary Activities after Finance costs but Exceptional item	104.600	30.700	135.300
Exceptional item	0.000	0.000	0.000
Profit/ Loss from Ordinary Activities before tax	104.600	30.700	135.300
Tax Expenses
- Current Tax	32.000	9.500	41.500
- Deferred Tax Liability/ Assets	1.700	0.500	2.200
- Short/ Excess Provisions for Current Tax of earlier years	0.000	0.000	0.000
Net Profit/ Loss from Ordinary Activities after tax	70.900	20.700	91.600
Extraordinary Items	0.000	0.000	0.000
Net Profit for the period	70.900	20.700	91.600
Paid- up Equity Share Capital (Face value of the share – Rs. 10)	58.700	58.700	58.700
Reserves excluding revaluation reserves as per balance sheet of Previous Accounting Year	--	--	--
Earnings per share (before extraordinary items) (of Rs. 10/- each) (not annualized)
Basic and Diluted	12.05	3.54	15.59
Earnings per share (after extraordinary items) (of Rs. 10/- each) (not annualized)
Basic and Diluted	12.05	3.54	15.59
PARTICULARS OF SHAREHOLDING
1. Public shareholding
Number of Shares	3066532	3066191	3066532
Percentage of Shareholding	52.22	52.22	52.22
2. Promoters and promoter group shareholding
a) Pledged/Encumbered
- Number of Shares	--	--	--
- Percentage of Shares (as a % of the Total Shareholding of promoter and promoter group)	--	--	--
- Percentage of Shares (as a % of the Total Share Capital of the Company)	--	--	--
Non - encumbered
- Number of Shares	2805508	2805849	2805508
- Percentage of Shares (as a % of the total shareholding of promoter and promoter group)	100.00	100.00	100.00
- Percentage of Shares (as a % of the total share capital of the company)	47.78	47.78	47.78

	Particulars	Quarter Ended 30.09.2015
B	Investor complaints (Nos.)
	Pending at the beginning of the quarter	Nil
	Received during the quarter	Nil
	Disposed of during the quarter	Nil
	Remaining unresolved at the end of the quarter	Nil

STATEMENT OF ASSETS AND LIABILITIES

Particulars		Half year ended 30.09.2015
A. EQUITY AND LIABILITIES		Unaudited
1. Shareholders’ Funds
a] Share Capital		58.700
b] Reserves and Surplus		780.500
Sub-total – Shareholders’ funds		839.200
2. Non-current Liabilities
a] Long term Borrowings		270.100
b] Deferred Tax Liabilities		159.100
c] Other current liabilities		0.000
d] Long term provisions		24.400
Sub-total - Non-current Liabilities		453.600
3. Current Liabilities
a] Short term Borrowings		357.300
b] Trade Payables		458.400
c] Other Current Liabilities		204.700
d] Short Term Provision		38.100
Sub-total - Current Liabilities		1058.500
TOTAL - EQUITY AND LIABILITIES		2351.300
B ASSETS
1. Non-current assets
a] Fixed assets		979.900
b] Non-current investment		52.800
c] long Term loans and Advances		77.600
d] Other non-current assets		0.000
Sub-total – Non-current assets		1110.300
2. CURRENT ASSETS
	Current Investments	0.000
	Inventories	361.400
	Trade Receivables	794.200
	Cash & Bank Balances	23.300
	Short Term loans and advances	54.600
	Other Current Assets	7.500
Sub-total – Current Assets		1241.000
TOTAL - ASSETS		2351.300

NOTES:

1) The above results, as reviewed by the Audit Committee, have been approved at the meeting of the Board of Directors of the Company held on 3rd November, 2015.

2) The Statutory Auditors have carried out a "Limited Review" of the stand alone financial results for the second quarter / half year ended on 30th September, 2015.

3) The Company has only one segment of activity, namely "Chemicals".

4) Previous year's figures have been regrouped / re-arranged, wherever necessary.

CONTINGENT LIABILITIES:

Particulars	31.03.2015 (Rs. In Million)	31.03.2014 (Rs. In Million)
(i) Claims against the company not acknowledged as debts (on account of outstanding law suits)	26.425	26.425
(ii) Guarantees given by Banks to third parties on behalf of the company	2.615	4.083
No provision has been made for following demands raised by the authorities since the company has reason to believe that it would get relief at the appellate stage as the said demand are excessive and erroneous
(i) Disputed Income tax Liability - Against Which amount already paid Rs.15.405 Million (P.Y Rs.19.382 Million)	16.578	20.555
(ii) Disputed Sales tax Liability	3.951	3.951
(iii) Disputed Excise & Service Tax Liability - Against Which amount already paid Rs. 1.202 Million (P.Y Rs. Nil)	58.952	37.253
Total	108.521	92.267

FIXED ASSETS:

· Land

· Buildings

· Electric Installations

· Plant and Equipment

· Computer & Data Processing Machines

· Research and Development Equipment

· Furniture and Fixtures

· Vehicles

· Office equipment

· Technical Books

· Technical Know How

· REACH Product Registration

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. 66.75
UK Pound	1	Rs. 99.61
Euro	1	Rs. 70.67

INFORMATION DETAILS

Information Gathered by :	SVA
Analysis Done by :	TRI
Report Prepared by :	BVA

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	6
--PROFITABILIRY	1~10	6
--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	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		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	--

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.