MIRA INFORM REPORT

 

 

Report No. :

354368

Report Date :

14.12.2015

 

IDENTIFICATION DETAILS

 

Name :

PHOENIX LAMPS LIMITED

 

 

Registered Office :

59-A, NSEZ, Phase-II, Noida - 201305, Uttar Pradesh

Tel. No.:

91-120-4012222

 

 

Country :

India

 

 

Financials (as on) :

31.03.2015

 

 

Date of Incorporation :

26.03.1991

 

 

Com. Reg. No.:

20-012944

 

 

Capital Investment / Paid-up Capital :

Rs. 280.193 Million

 

 

CIN No.:

[Company Identification No.]

L31500UP1991PLC012944

 

 

IEC No.:

4199001476

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

Not Available

 

 

PAN No.:

[Permanent Account No.]

AABCP7718G

 

 

Legal Form :

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

 

 

Line of Business :

Manufacturing and Trading of Automotive Lamps. (Registered Activity)

 

 

No. of Employees :

927 (Approximately)

 

 

RATING & COMMENTS

 

MIRA’s Rating :

A (57)

 

RATING

STATUS

PROPOSED CREDIT LINE

56-70

A

Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums

Fairly Large

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear 

 

 

Comments :

Subject is an established company incorporated in the year 1991. It has satisfactory track. It is a market leader halogen lamps for the automobile industry with approximately 50% market share in passenger vehicle.

 

Suprajit Engineering Limited(SEL),  which  is  the  largest  manufacturer  of  automotive  cables  in  India, acquired 51% stake in shareholding of the subject on June 18, 2015 because of this  acquisition, Suprajit Engineering Limited has become holding company of the subject.

 

As per the available financials of the year 2015, the company has reported decrease in its sales turnover along with profit, however has maintained decent profit margin of nearly 10%.It has satisfactory capital structure marked by comfortable debt level in the year under consideration.

 

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

 

In view of aforesaid, the company can be considered for business dealings with usual trade terms and conditions.

 

NOTES :

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

ECGC Country Risk Classification List – March 31, 2015

 

Country Name

Previous Rating

(31.12.2014)

Current Rating

(31.03.2015)

India

A1

A1

 

Risk Category

ECGC Classification

Insignificant

 

A1

Low

 

A2

Moderate

 

B1

High

 

B2

Very High

 

C1

Restricted

 

C2

Off-credit

 

D

 

 

EXTERNAL AGENCY RATING

 

NOT AVAILABLE

 

 

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. Nikunj Bansal Finance

Designation :

Assistant Finance Manager

Contact No.:

91-120-4012222

Date :

09.12.2015

 

 

 

LOCATIONS

 

Registered Office/ Factory 1 :

59-A, NSEZ, Phase-II, Noida - 201305, Uttar Pradesh, India

Tel. No.:

91-120-4012222

Fax No.:

91-120-2562943

E-Mail :

gagandeep.singh@phoenixlamps.co.in

Website :

http://www.phoenixlamps.co.in

 

 

Factory 2 :

A-1, Phase II, Noida, Uttar Pradesh, India

Tel. No.:

91-120-2563145/143

Fax No.:

91-120-2460033

E-Mail :

phoenix@phoenixlamps.co.in

 

 

Factory 3 :

59-D, NSEZ, Phase-II, Noida- 201305, Uttar Pradesh, India

Tel. No.:

91-120-4012173/241

Fax No.:

91-120-2562943

E-Mail :

phoenix@phoenixlamps.co.in

 

 

DIRECTORS

 

AS ON 31.03.2015

 

Name :

Mr. Kula Ajith Kumar Rai

Designation :

Chairman

Qualification :

Graduate in Mechanical Engineering from Mysore University and Master of Science in Industrial Engineering from Canada

DIN No.:

01160327

 

 

Name :

Mr. Mohan Srinivasan Nagamangala

Designation :

Director and Chief Executive Officer

Qualification :

Graduate degree in Mechanical Engineering. He is a member of Institute of Cost and Works Accountants and he has a Diploma in Management

Experience :

28 years

DIN No.:

01916468

 

 

Name :

Mr. Suresh Shetty

Designation :

Director

Qualification :

Commerce Graduate and qualified Chartered Accountant and underwent management education programme (M.E.P.) in IIM Ahmedabad

DIN No.:

00316830

 

 

Name :

Ms. Sunita Mathur

Designation :

Director

Date of Birth :

57 years,

Qualification :

Bachelor of Commerce and Fellow member of the Institute of Company Secretaries of India.

DIN No.:

00008923

 

 

Name :

Mr. Ian Williamson

Designation :

Director

 

 

KEY EXECUTIVES

 

Name :

Mr. N. S. Mohan

Designation :

Chief Executive Officer

 

 

Name :

Mr. Gagandeep Singh

Designation :

Chief Financial Officer

 

 

Name :

Mr. Aditya Rungta

Designation :

Company Secretary

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

AS ON 30.09.2015

 

Category of Shareholders

No. of Shares

 

Percentage of Holding

(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

14304864

51.05

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

14304864

51.05

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

 

 

Total Shareholding of Promoter and Promoter Group (A)

14304864

51.05

(B) Public Shareholding

 

 

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

 

 

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

7816

0.03

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

18828

0.07

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

545932

1.95

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

45000

0.16

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

45000

0.16

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

617576

2.20

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

 

 

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

4506929

16.09

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

 

 

http://www.bseindia.com/include/images/clear.gifIndividual shareholders holding nominal share capital up to Rs. 0.100 Million

6305753

22.51

http://www.bseindia.com/include/images/clear.gifIndividual shareholders holding nominal share capital in excess of Rs. 0.100 Million

1690764

6.03

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

593414

2.12

http://www.bseindia.com/include/images/clear.gifNRIs/Foreign Individuals

593414

2.12

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

13096860

46.74

Total Public Shareholding (B)

13714436

48.95

Total (A)+(B)

28019300

100.00

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

 

 

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

0

0.00

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

0

0.00

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

0

0.00

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

28019300

100.00

 

 

 

 

BUSINESS DETAILS

 

Line of Business :

Manufacturing and Trading of Automotive Lamps. (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 :

927 (Approximately)

 

 

Bankers :

Bank Name:

Standard Chartered Bank

Branch:

Credit Risk Control, Narain Manzil, 23 Barakhamba Road, New Delhi - 110001, India

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)

SHORT TERM BORROWINGS

 

 

Working Capital facilities from banks

 

 

Cash credit facilities from banks

307.787

284.963

Bill discounting from a bank

44.830

0.000

 

 

 

Total

 

352.617

284.963

 

Banking Relations :

--

 

 

Auditors :

 

Name :

S.R. Batliboi and Co. LLP

Chartered Accountants

Address :

Golf View Corporate Tower B, Second Floor, Sector-42, Sector Road, Gurgaon - 122002, Haryana, India

 

 

Memberships :

--

 

 

Collaborators :

--

 

 

Subsidiaries :

·         Halonix Technologies Private Limited ("HTPL") (Formerly Halonix Technologies Limited) (Ceased to be a wholly owned subsidiary w.e.f. August 30, 2013)

·         International Lamps Holding Company S.A. (Wholly owned subsidiary)

·         Luxlite Lamps SARL Luxembourg ("Luxlite") (Downstream subsidiary)

·         Trifa Lamps Germany GmbH ("Trifa") (Downstream subsidiary)

 

 

Holding Company :

Argon India Limited ("Argon India")

 

 

Enterprises under Common Control (Fellow Subsidiary) :

·         Argon South Asia Limited ("Argon South")

·         Halonix Technologies Private Limited ("HTPL") (Formerly Halonix Technologies Limited) (w.e.f. August 31, 2013)

 

 

CAPITAL STRUCTURE

 

AFTER 21.07.2014

 

Authorised Capital : Rs. 700.000 Million

 

Issued, Subscribed & Paid-up Capital : Rs. 411.793 Million

 

AS ON 31.03.2015

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

41,000,000

Equity Shares

Rs. 10/- each

Rs. 410.000 Million

2,900,000

Preference Shares

Rs. 100/- each

Rs. 290.000 Million

 

Total

 

Rs. 700.000 Million

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

28,019,300

Equity Shares

Rs. 10/- each

Rs. 280.193 Million

 

 

 

 

 

Terms/ rights attached to equity shares:

The Parent Company has only one class of equity shares having par value of Rs. 10 per share. Each holder of equity shares is entitled to one vote per share. The Parent Company declares and pays dividends in Indian rupees. During the year ended March 31, 2015, the amount per share of dividend recognised as distribution to equity shareholders was Nil (March 31, 2014: Rs. 16 per share including Rs. 10 per share as special dividend).

 

In the event of liquidation of the Parent Company, the holders of equity shares will be entitled to receive remaining assets of the Parent Company, after distribution of all preferential amounts. This distribution will be in proportion to the number of equity shares held by the shareholder.

 

Terms/ rights attached to preference shares:

 

Holder of Redeemable Preference shares is entitled to one vote per share only on resolution placed before the Parent Company which directly affect the rights attached to Redeemable Preference shares.

 

As per the scheme of Arrangement of Share Capital u/s 391 of Companies Act, 1956 approved by Hon’ble Allahabad High Court vide order dated 22.02.2000 & 22.04.2002, the Parent Company had converted 13,160,000 equity shares of face value of Rs. 10/- each aggregating to Rs. 131.600 Million into 1,316,000 Redeemable Preference shares of Rs. 100/- each aggregating to Rs. 131.600 Million. Redeemable Preference shares do not carry any dividend rights. Out of 1,316,000 Redeemable Preference shares, 550,000 Redeemable Preference shares are redeemable at par after April 1, 2012 and 766,000 Redeemable Preference shares are redeemable at par after March 31, 2007 on such date as the Board of Directors may determine.

 

During the year, the Parent Company has redeemed 766,000 preference shares of Rs. 76.600 Million on 4th July, 2014 and 550,000 preference shares of Rs. 55.000 Million on 16th October, 2014 at par.

 

Reconciliation of the number of shares outstanding at the beginning and at the end of the reporting year

 

Equity Shares

Particulars

31.03.2015

 

No. of shares

In Million

At the beginning of the year

28,019,300

280.193

Outstanding at the end of the year

28,019,300

280.193

 

 

 

 

Preference Shares

Particulars

31.03.2015

 

No. of shares

In Million

At the beginning of the year

1,316,000

131.600

Less: Redeemed during the year

(1,316,000)

(131.600)

Outstanding at the end of the year

--

--

 

 

Shares held by Holding / Ultimate Holding Company and/or their Subsidiaries/Associates.

 

Particulars

In Million

Argon India Limited, the holding company 13,871,344

(March 31, 2014: 15,906,070) equity shares of Rs. 10 each fully paid up

138.713

 

 

Total

138.713

 

 

Details of shareholders holding more than 5% shares in the Parent Company

 

Particulars

31.03.2015

 

No. of shares

% holding in

the class

Equity shares of Rs. 10 each fully paid

 

 

Argon India Limited, Foreign Promoter and

Holding Company

13,871,344

49.51

Argon South Asia Limited, Foreign Promoter

3,465,811

12.37

 

As per of the Parent Company, including its register of shareholders/members and other declarations received from shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial ownerships of shares.


 

FINANCIAL DATA

[all figures are in Rupees 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

280.193

411.793

411.793

(b) Reserves & Surplus

1482.220

1207.443

830.295

(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)

1762.413

1619.236

1242.088

 

 

 

 

(3) Non-Current Liabilities

 

 

 

(a) Long-term borrowings

0.000

0.000

105.000

(b) Deferred tax liabilities (Net)

0.000

0.000

0.000

(c) Other long term liabilities

0.000

0.000

0.000

(d) Trade Payables

0.000

0.000

0.916

(e) long-term provisions

44.275

41.123

49.402

Total Non-current Liabilities (3)

44.275

41.123

155.318

 

 

 

 

(4) Current Liabilities

 

 

 

(a) Short term borrowings

352.617

284.963

1121.171

(b) Trade payables

310.415

347.253

730.117

(c) Other current liabilities

61.192

178.807

253.872

(d) Short-term provisions

24.467

385.056

158.576

Total Current Liabilities (4)

748.691

1196.079

2263.736

 

 

 

 

TOTAL

2555.379

2856.438

3661.142

 

 

 

 

II.            ASSETS

 

 

 

(1) Non-current assets

 

 

 

(a) Fixed Assets

 

 

 

(i) Tangible assets

270.508

312.164

890.488

(ii) Intangible Assets

3.433

1.747

17.992

(iii) Capital work-in-progress

3.835

0.593

0.000

(iv) Intangible assets under development

0.000

0.000

0.000

(b) Non-current Investments

792.668

792.668

2.869

(c) Deferred tax assets (net)

19.005

11.243

0.000

(d)  Long-term Loan and Advances

96.344

100.593

31.073

(e) Trade Receivables

0.000

0.000

5.113

(f) Other Non-current assets

0.364

0.000

10.204

Total Non-Current Assets

1186.157

1219.008

957.739

 

 

 

 

(2) Current assets

 

 

 

(a) Current investments

0.000

0.000

0.000

(b) Inventories

427.748

485.745

887.721

(c) Trade receivables

666.953

698.160

1632.226

(d) Cash and cash equivalents

22.091

196.063

69.665

(e) Short-term loans and advances

251.820

247.815

113.791

(f) Other current assets

0.610

9.647

0.000

Total Current Assets

1369.222

1637.430

2703.403

 

 

 

 

TOTAL

2555.379

2856.438

3661.142

 

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

 

31.03.2015

31.03.2014

31.03.2013

 

SALES

 

 

 

 

 

Revenue from Operations

2441.031

3708.826

4369.317

 

 

Other Income

19.113

201.164

43.841

 

 

TOTAL                                     (A)

2460.144

3909.990

4413.158

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Cost of Materials Consumed

1314.577

1883.738

2725.545

 

 

Purchases of Stock-in-Trade

7.269

166.606

223.480

 

 

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

23.620

111.145

47.223

 

 

Employees benefits expense

340.574

478.485

590.202

 

 

Exceptional Items

 0.000

(399.092)

0.000

 

 

Other expenses

305.771

454.682

570.661

 

 

TOTAL                                     (B)

1991.811

2695.564

4157.111

 

 

 

 

 

 

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

468.333

1214.426

256.047

 

 

 

 

 

Less

FINANCIAL EXPENSES                                    (D)

42.018

112.879

199.604

 

 

 

 

 

 

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

426.315

1101.547

56.443

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

62.879

93.090

141.988

 

 

 

 

 

 

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

363.436

1008.457

(85.545)

 

 

 

 

 

Less

TAX                                                                  (H)

88.659

106.810

0.000

 

 

 

 

 

 

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

274.777

901.647

(85.545)

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

 

FOB value of Exports

1089.549

1182.742

881.014

 

 

Freight Recovery

14.993

10.393

0.000

 

 

Reimbursement of finance cost

9.765

9.527

0.000

 

TOTAL EARNINGS

1114.307

1202.662

881.014

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Raw Materials

442.148

862.536

1082.809

 

 

Spare Parts/Consumable

9.591

20.077

13.877

 

 

Traded Goods

0.000

34.651

52.152

 

 

Capital Goods

15.278

0.000

0.000

 

TOTAL IMPORTS

467.017

917.264

1148.838

 

 

 

 

 

 

Earnings Per Share (Rs.)

9.81

32.18

(3.05)

 

 

CURRENT MATURITIES OF LONG TERM DEBT DETAILS

 

Particulars

 

31.03.2015

31.03.2014

31.03.2013

Current Maturities of Long term Borrowings

0.000

105.000

223.495

 

 

 

 

Cash Generated from Operations

507.797

1068.012

418.913

 

 

 

 

Net Cash Flow from used in Operating Activities

427.467

706.879

418.721

 

 

QUARTERLY RESULTS

 

PARTICULARS

 

30.06.2014

30.09.2014

Type

1st Quarter

2nd Quarter

Net Sales

499.690

530.950

Total Expenditure

434.210

465.750

PBIDT (Excl OI)

65.480

65.200

Other Income

20.760

12.880

Operating Profit

86.240

78.080

Interest

12.190

8.080

Exceptional Items

0.000

0.000

PBDT

74.050

70.000

Depreciation

23.820

11.590

Profit Before Tax

50.230

58.410

Tax

17.400

20.200

Provisions and contingencies

0.000

0.000

Profit After Tax

32.830

38.210

Extraordinary Items

0.000

0.000

Prior Period Expenses

0.000

0.000

Other Adjustments

0.000

0.000

Net Profit

32.830

38.210

 

 

KEY RATIOS

 

 

PARTICULARS

 

 

31.03.2015

31.03.2014

31.03.2013

Net Profit Margin

(PAT / Sales)

(%)

11.26

24.31

(1.96)

 

 

 

 

 

Operating Profit Margin

(PBDIT/Sales)

(%)

19.19

32.74

5.86

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

20.89

49.15

(2.34)

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.21

0.62

(0.07)

 

 

 

 

 

Debt Equity Ratio

(Total Debt/Networth)

 

0.20

0.24

0.99

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

1.83

1.37

1.19

 

 

STOCK PRICES

 

Face Value

Rs.10/-

 

 

Market Value

Rs.94.50 (BSE)

 


 

FINANCIAL ANALYSIS

[all figures are in Rupees Million]

 

DEBT EQUITY RATIO

 

Particular

31.03.2013

31.03.2014

31.03.2015

 

(Rs. In Million)

(Rs. In Million)

(Rs. In Million)

Share Capital

411.793

411.793

280.193

Reserves & Surplus

830.295

1207.443

1482.220

Money received against share warrants

0.000

0.000

0.000

Share Application money pending allotment

0.000

0.000

0.000

Net worth

1242.088

1619.236

1762.413

 

 

 

 

Long-term borrowings

105.000

0.000

0.000

Short term borrowings

1121.171

284.963

352.617

Current Maturities of Long-Term Borrowings

223.495

105.000

0.000

Total borrowings

1449.666

389.963

352.879

Debt/Equity ratio

1.167

0.241

0.200

 

 

 


 

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

4369.317

3708.826

2441.031

 

 

(15.117)

(34.183)

 

 

 


 

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

4369.317

3708.826

2441.031

Profit/ (Loss)

(85.545)

901.647

274.777

 

(1.96%)

24.31%

11.26%

 

 

 


 

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

No

32

Litigations that the firm/promoter involved in

--

33

Market information

--

34

Payments terms

No

35

Negative Reporting by Auditors in the Annual Report

No

 


 

INDEX OF CHARGES

 

S.NO.

CHARGE ID

DATE OF CHARGE CREATION/MODIFICATION

CHARGE AMOUNT SECURED

CHARGE HOLDER

ADDRESS

SERVICE REQUEST NUMBER (SRN)

1

10599655

28/10/2015

150,000,000.00

ST HELEN'S NOMINEES INDIA PRIVATE LIMITED

1ST FLOOR, CRESCENZO BUILDING, C-38/39,, "G" BLOCK, BANDRA KURLA COMPLEX,BANDRA (EAST), MUMBAI - 400051, MAHARASHTRA, INDIA

C68718519

2

10599642

15/10/2015

185,000,000.00

STANDARD CHARTERED BANK

CREDIT RISK CONTROL, NARAIN MANZIL, 23 BARAKHAMBA 
ROAD, NEW DELHI - 110001, INDIA

C68712454

3

10450214

30/08/2013

350,000,000.00

CORPORATION BANK CONNAUGHT CIRCUS BRANCH

M-41, CONNAUGHT CIRUCS, NEW DELHI - 110001, INDIA

B85444461

4

10384871

11/03/2015 *

200,000,000.00

AXIS BANK LIMITED

2ND FLOOR, STATESMAN HOUSE, 148, BARAKHAMBA ROAD, NEW DELHI - 110001, INDIA

C47665278

5

10368174

11/07/2012

150,000,000.00

SMALL INDUSTRIES DEVELOPMENT BANK OF INDIA

VIDEOCON TOWER, GROUND FLOOR, E-1, RANI JHANSI RO 
AD, JHANDEWALAN EXTENSION, DELHI - 110055, INDIA

B44730182

6

10309425

05/05/2015 *

1,177,000,000.00

CORPORATION BANK

M-41 CONNAUGHT CIRCUS, NEW DELHI - 110001, INDIA

C52898210

7

10214394

11/03/2015 *

425,000,000.00

AXIS BANK LIMITED

2ND FLOOR, STATESMAN HOUSE, 148, BARAKHAMBA ROAD, NEW DELHI - 110001, INDIA

C47666318

8

10130170

29/11/2011 *

126,000,000.00

STANDARD CHARTERED BANK

CREDIT DOCUMENTATION UNIT, NARAIN MANZIL, 23 BARA KHAMBA ROAD, NEW DELHI - 110001, INDIA

B29817707

9

10087163

15/10/2015 *

150,000,000.00

STANDARD CHARTERED BANK

CREDIT RISK CONTROL, NARAIN MANZIL, 23 BARAKHAMBA 
ROAD, NEW DELHI - 110001, INDIA

C68711084

 

* Date of charge modification

 

 

FINANCIAL AND OPERATIONAL PERFORMANCE

 

During the year, gross sales for the Automotive Business have increased from Rs. 2577.076 million in 2013-14 to Rs. 2613.721 million in 2014-15 i.e. an increase of 1.4% and the earnings before interest, depreciation and taxes has decreased from Rs. 743.427 million to Rs. 468.333 million over 2013-14. The reason for decrease is due to depreciation of Euro against Rupee and also as a result of this, exchange variation loss of Rs. 49.723 million in 2014-15 as against exchange gain of Rs. 171.453 million in 2013-14. The figures as at March 31, 2015 represent the full year results of automotive business only i.e. manufacturing and sale of halogen lamps. The figures as at March 31, 2014 includes gross sales amounting to Rs. 1284.439 million, earnings before interest, depreciation and tax amounting to Rs. 71.908 million pertaining to general lighting division which had been sold off on slump sale basis.

 

 

STATE OF THE COMPANY'S AFFAIRS

 

The Company is the market leader in automotive halogen bulbs in India with approximately 50% market share in passenger vehicle, 70% in commercial vehicles and 70%- 80% in two wheeler Original Equipment Manufacturers (OEMs). The Company is the largest manufacturer in India controlling 50-60% of total manufacturing capacity in the Country and among the top 5 globally with 20+ years of manufacturing excellence and institutionalized knowledge. The Company has well entrenched relationships with the leading Japanese, Korean, European and Indian OEMs. More than half of sales are under Company's own brands including India's oldest domestic aftermarket brand and 90 year old European brand for international markets.

 

 

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

 

INDUSTRY STRUCTURE AND DEVELOPMENT

 

The company retained its position as a market leader in Automotive Halogen Lamps in India with supplies to all major OEMs in Passenger Vehicle and Two Wheeler Industry. It is also a major exporter to developed countries. The long term outlook for the Indian automotive industry remains positive due to strong macroeconomic fundamentals, improving economic activity and easy availability of finance. With almost all the major automobile manufacturers setting up production bases in India, the Directors are looking at robust growth for the Company in the coming years.

 

 

OUTLOOK

 

Though the projection of Indian auto market indicates same growth levels as last year, the initiatives that have been planned in terms of quality improvement will help to gain market share for Phoenix Lamps Limited. Also the thrust on increasing distribution network will give boost to aftermarket sales. The Euro zone crisis continues to persist, however their initiatives to capture other markets will help in posting growth numbers in line with our plan.

 

 

PART I

 

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

 

 

Particulars

THREE MONTHS ENDED

Unaudited

HALF YEAR ENDING

Unaudited

 

 

30.09.2015

30.06.2015

30.09.2015

1.

Income from Operation

 

 

 

 

Gross Sales

578.767

542.055

1120.822

 

Less: Excise Duty

(47.820)

(42.367)

(90.187)

 

Net Sales

530.947

499.688

1030.635

 

(b) Other Operating Income

--

--

--

 

Total Income from Operations (Net) 

530.947

499.688

1030.635

 

 

 

 

 

2.

Expenses

 

 

 

 

a) Cost of materials consumed

299.116

266.698

565.814

 

b) Purchase of stock-in-trade

1.228

2.141

3.369

 

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

21.172

2.257

23.429

 

d) Employee benefits expense

79.259

81.508

160.767

 

e)  Depreciation and amortization expense 

11.588

23.815

35.403

 

f) Provision for doubtful debts/advances/ (Reversal) of provision (net of write off)

(0.079)

7.250

7.171

 

g) Foreign exchange variation (gain) / loss

(12.654)

(20.033)

(32.687)

 

h)  Provision for obsolete inventories/ (Reversal) of provision

--

(0.819)

(0.819)

 

i) Other expenses

65.055

75.182

140.237

 

TOTAL EXPENSES

464.685

437.999

902.684

 

 

 

 

 

3.

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

66.262

61.689

127.951

4.

Other Income

0.228

0.727

0.955

5.

Profit from ordinary activities before finance costs and exceptional Items (3+4)

66.490

62.416

128.906

6.

Finance costs

8.084

12.191

20.275

7.

Profit from ordinary activities after finance costs but before exceptional Items (5-6)

58.406

50.225

108.631

8.

Exceptional Items

--

--

--

9.

Profit/(Loss)  before tax (7+8)

58.406

50.225

108.631

10.

Tax charge/ (credit) (Net)

20.193

17.398

37.591

11.

Net Profit  / Loss after tax (9-10)

38.213

32.827

71.040

12.

Extraordinary items

--

--

--

13.

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

38.213

32.827

71.040

14.

Paid-up Equity Share Capital (Face value of Re. 1/- each))

280.193

280.193

280.193

15.

Reserves excluding revaluation  reserves

--

--

--

16.

Earnings per share  (of Rs. 10/- each)

 

 

 

 

- Basic and diluted

1.36

1.17

2.53

PART II

 

 

 

Select Information for the Quarter/ Half Year ended 30th September, 2015

A.

PARTICULARS OF SHAREHOLDING

 

 

 

1.

Public Shareholding

 

 

 

 

- Number of Shares

13714436

13729457

13714436

 

- Percentage of Shareholding

48.95

49.00

48.95

2.

Promoter and Promoter Group Shareholding

 

 

 

 

Pledged/Encumbered

 

 

 

 

No. of shares

Nil

Nil

Nil

 

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

Nil

Nil

Nil

 

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

Nil

Nil

Nil

 

 

 

 

 

 

Non-encumbered

 

 

 

 

No. of shares

14304864

14289843

14304864

 

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

100

100

100

 

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

51.05

51.00

51.05

 

 

INVESTOR COMPLAINTS

Three months ended 30.09.2015

 

 

Pending at the beginning of the quarter

1

 

Received during the quarter

2

 

Disposed during the quarter

3

 

Remaining unresolved at the end of quarter

Nil

 

 

 

Statement of Assets and Liabilities (Stand-alone)

      

Particulars

Period ended

 

30.09.2015

 

 

A. EQUITY AND LIABILITIES

 

1. Shareholders Funds

 

a] Share Capital

280.193

b] Reserves and Surplus

1553.261

Sub-total – Shareholders’ funds

1833.454

 

 

2. Non-current Liabilities

 

a] Long Term Borrowings

0.000

b] Deferred tax Liabilities (Net)

0.000

c] Long Term Provision

46.740

Sub-total - Non-current Liabilities

46.740

 

 

3. Current Liabilities

 

a] Short term Borrowings

180.521

b] Trade Payables

331.415

c] Other Current Liabilities

68.842

d] Short Term Provision

26.871

Sub-total -  Current Liabilities

607.649

TOTAL -  EQUITY AND LIABILITIES 

2487.843

 

 

B ASSETS

 

1. Non-current assets

 

a] Fixed assets and Capital work in progress

270.376

b] Goodwill on consolidation

0.000

c] Deferred tax assets (net)

27.647

d]  Non-current investments

792.668

e]   long Term loans and Advances

50.995

f]  Other non-current assets

0.434

Sub-total – Non- current assets

1142.120

 

 

2. CURRENT ASSETS

 

 

Inventories

404.116

 

Trade Receivables

679.679

 

Cash & Bank Balances

14.744

 

Short Term loans and advances

245.913

 

Other Current assets

1.271

  Sub-total – Current Assets

1345.723

 

 

TOTAL - ASSETS

2487.843

 


 

NOTES:

 

1. The above results have been reviewed by the audit committee and thereafter approved by the Board of Directors at theft meeting held on November 07, 2015. The statutory auditors have carried out limited review of standalone results only.


2. The promoters of Phoenix Lamps Ltd have been changed upon acquisition of 51 % stake by Suprajit Engineering Limited on June 18, 2015 and subsequently 0.05% through Open Offer. Consequent to this acquisition, Phoenix Lamps Limited has become subsidiary of Suprajit Engineering Limited. The promoters have further acquired 10.88% stake in Phoenix Lamps Limited on October 09, 2015 pursuant to share purchase agreement dated May 06, 2015.


3. The Company is operating in only one segment i.e. manufacture and sale of Auto Lamps.


4. The figures have been regrouped / re-arranged wherever considered necessary to conform to current period classification.

 

 

CONTINGENT LIABILITIES:

 

Particulars

31.03.2015

(Rs. In Million)

31.03.2014

(Rs. In Million)

Outstanding guarantees and counter guarantees to various banks, in respect of the guarantees given by those banks in favour of various government authorities and others.

0.000

0.154

Demands from the Indian tax authorities for disputed demands of income tax. The said amount includes mainly addition in sales, disallowance of purchases, other expenses and benefits and TDS for the Assessment Years 2005-06, 2009-10 to 2014-15*

860.994

531.076

VAT/Sales Tax demands*

1.603

.193

Excise duty paid under Protest*

6.618

6.618

Penalty against service tax demand*

1.027

1.027

Claims also includes suspension period wages*

8.902

13.229

Claims against the Group not acknowledged as debts*

0.000

51.189

NOTE:

 

·         * Based on favourable decision in similar cases, discussions with the advocate etc, the Group believes that there is fair chance of decision in its favour and hence no provision is considered necessary against the same.

 

·         The Contingent Liabilities disclosed above exclude liabilities pertaining to General Lighting business which are to be borne by Halonix Technologies Private Limited (“HTPL”) to whom the business has been transferred, in accordance with Business Transfer Agreement signed by the Parent Company with HTPL.



 

FIXED ASSETS:

 

·         Lease hold Land

·         Buildings

·         Plant and Machinery

·         Furniture and Fixtures

·         Leased hold Improvement

·         Office Equipment

·         Computers

·         Vehicles

 

 

PRESS RELEASE

 

Suprajit Engineering to acquire Phoenix Automotive Lamps

 

Mumbai:Auto cable manufacturer Suprajit Engineering Limited on Wednesday said it will buy 51-61.88% in Phoenix Lamps Limited from Argon India Limited Mauritius and Argon South Asia Limited, Mauritius, at Rs.89 a share that has a face value of Rs.10.

 

Phoenix Lamps makes automotive lighting for Indian and foreign auto firms, and has a strong presence in the aftermarket segment.

 

The Bengaluru-based company has also announced an open offer to Phoenix shareholders at Rs.100 per share. This is the fourth acquisition by Suprajit, India’s largest automotive cable manufacturer, in the recent past.

 

It earlier acquired Shah Concabs Private Limited, CTP Gills Cables Limited, UK, and the automotive cable division of Pricol.

“Phoenix finds a strategic fit in Suprajit’s plan to diversify beyond cables, while retaining our core competence in cables and our focus on automotive component industry,” said Ajith Kumar Rai, chairman and managing director at Suprajit Engineering, in a statement.

 

Grant Thornton India was the financial advisor for the deal and Ernst and Young was exclusive financial advisor for the Argon entities.

 

At 3.17pm, shares of Suprajit Engineering Limited were up 0.25% to Rs.120.90, while Phoenix Lamps rose 3.74% to Rs.109.50. India’s benchmark BSE Sensex fell 2.6% to 26626.35 points

 


 

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 records exist designating subject or any of its beneficial owners, controlling shareholders or senior officers as terrorist or terrorist organization or whom notice had been received that all financial transactions involving their assets have been blocked or convicted, found guilty or against whom a judgement or order had been entered in a proceedings for violating money-laundering, anti-corruption or bribery or international economic or anti-terrorism sanction laws or whose assets were seized, blocked, frozen or ordered forfeited for violation of money laundering or international anti-terrorism laws.

 

2]         Court Declaration :

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

 

3]         Asset Declaration :

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

 

4]         Record on Financial Crime :

            Charges or conviction registered against subject:                                                           None

 

5]         Records on Violation of Anti-Corruption Laws :

            Charges or investigation registered against subject:                                                        None

 

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

            Charges or investigation registered against subject:                                                        None

 

7]         Criminal Records

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

 

8]         Affiliation with Government :

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

 

9]         Compensation Package :

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

 

10]        Press Report :

            No press reports / filings exists on the subject.

 

CORPORATE GOVERNANCE

 

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

 

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

 

 

CONTRAVENTION

 

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

 

 

FOREIGN EXCHANGE RATES

 

Currency

 

Unit

Indian Rupees

US Dollar

1

Rs.66.79

UK Pound

1

Rs.101.10

Euro

1

Rs.73.10

 

 

INFORMATION DETAILS

 

Information Gathered by :

NYA

 

 

Analysis Done by :

KIN

 

 

Report Prepared by :

ARC

 


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

7

PAID-UP CAPITAL

1~10

6

OPERATING SCALE

1~10

7

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

6

--PROFITABILIRY

1~10

7

--LIQUIDITY

1~10

6

--LEVERAGE

1~10

6

--RESERVES

1~10

6

--CREDIT LINES

1~10

6

--MARGINS

-5~5

--

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

YES

--LITIGATION

YES/NO

NO

--OTHER ADVERSE INFORMATION

YES/NO

NO

MERIT POINTS

 

 

--SOLE DISTRIBUTORSHIP

YES/NO

NO

--EXPORT ACTIVITIES

YES/NO

NO

--AFFILIATION

YES/NO

YES

--LISTED

YES/NO

YES

--OTHER MERIT FACTORS

YES/NO

YES

DEFAULTER

 

 

--RBI

YES/NO

NO

--EPF

YES/NO

NO

TOTAL

 

57

 

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.