MIRA INFORM REPORT
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Report No. : |
354346 |
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Report Date : |
16.12.2015 |
IDENTIFICATION DETAILS
|
Name : |
GUJARAT GAS LIMITED |
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|
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Formerly Known
As : |
GSPC
DISTRIBUTION NETWORKS LIMITED |
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Registered
Office : |
Block No. 15, 3rd Floor,
Udyog Bhavan, Sector-11, Gandhinagar-382001, Gujarat |
|
Tel. No.: |
91-79-26462980/
26460095 |
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Country : |
India |
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Financials (as
on) : |
31.03.2015 |
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Date of
Incorporation : |
21.02.2012 |
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Com. Reg. No.: |
04-069118 |
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Capital
Investment / Paid-up Capital : |
Rs. 1376.800 Million |
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CIN No.: [Company Identification
No.] |
U40200GJ2012SGC069118 |
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IEC No.: |
Not Divulged |
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TAN No.: [Tax Deduction &
Collection Account No.] |
AHMG05349B |
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PAN No.: [Permanent Account No.] |
AAECG8093Q |
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Legal Form : |
A Public Limited Liability Company. The Company’s Shares are Listed on
the Stock Exchanges. |
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Line of Business
: |
Subject is engaged in Natural Gas
Business involves distribution of gas from sources of supply to centres of
demand and to the end customers. (Registered Activity) |
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No. of Employees
: |
1083 (Approximately) |
RATING & COMMENTS
|
MIRA’s Rating : |
Aa (72) |
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RATING |
STATUS |
PROPOSED CREDIT LINE |
|
|
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 |
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Status : |
Good |
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Payment Behaviour : |
Regular |
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Litigation : |
Clear |
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Comments : |
Subject in India’s largest natural gas distribution company, with operations
concentrated in Gujarat. It has been formed by the amalgamation of GSPC Gas
Company Limited (GCPC Gas), Gujarat Gas Company Limited (GGCL), Gujarat Gas
Financial Services Limited, and Gujarat Gas Trading Company Limited with GSPC
Distribution Networks Limited. High court approved scheme on March 31, 2015.
After that, name of GSPC Distribution Networks Limited has been changed to
Gujarat Gas Limited (GGL) from May, 2015. GGL has been listed on stock
exchange on September 15, 2015. The company has strong and established market position in the CGD
industry in India is marked by its industry-leading presence in 19 districts
across Gujarat, Dadra and Nagar Haveli and Maharashtra. The company has a user base of over 1 million domestic households, 2750
industrial units, over 11,000 commercial customers, and 230 CNG stations, as
on May 31, 2015, providing strong revenue diversity. Rating takes into consideration company’s sizeable scale of operations
as the largest city gas distribution (CGD) entity in India supported by its
diversified customer profile along with above-average financial profile,
strong cash accrual and moderate debt protection metrics. Rating also takes into account of credit enhancement in the form of
unconditional and irrevocable corporate guarantee issued by Gujarat State
Petronet Limited. Rating strengths is partially offset by susceptibility to volatility
in re-gasified liquefied natural gas (R-LNG) prices, large capital
expenditure (capex) plans for the medium term and exposure to risks relating
to unfavorable regulatory changes. Trade relations are reported as fair. Payments are reported to be
regular and as per commitment. In view of aforesaid, the company can be considered good for normal
business dealings at usual trade terms and conditions. |
NOTES :
Any query related to this report can be made
on e-mail : infodept@mirainform.com
while quoting report number, name and date.
ECGC Country Risk Classification List – 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 |
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Restricted |
C2 |
|
Off-credit |
D |
EXTERNAL AGENCY RATING
|
Rating Agency Name |
CARE |
|
Rating |
Non-Convertible Debentures (NCD) Issue=AA+
(S0) |
|
Rating Explanation |
High degree of safety and very low credit
risk |
|
Date |
26.10.2015 |
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
MANAGEMENT NON-COOPERATIVE
(Contact No: 91-79-26460095 (91-40211500/ 01/ 02 Ringing)
LOCATIONS
|
Registered Office : |
Block No. 15, 3rd Floor, Udyog
Bhavan, Sector-11, Gandhinagar-382001, Gujarat, India |
|
Tel. No.: |
91-79-26462980/
26460095 |
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Fax No.: |
91-79-26466249 |
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E-Mail : |
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Website : |
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Gujarat Gas Offices :
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Opposite Raiya Telephone Exchange, Near State Bank of India, 150 Feet Ring
Road, Rajkot-360007, Gujarat, India |
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Other Gujarat Gas Offices :
|
· Gandhinagar ·
Surat ·
Chandkheda-Motera ·
Bharuch ·
Ankleshwar ·
Navsari ·
Valsad ·
Vapi ·
Bhavnagar ·
Bilimora ·
Halol ·
Surendranagar ·
Sarigam and Bhilad ·
Mahudha ·
Umargaon ·
Dharampur ·
Pardi ·
Jamnagar ·
Limbdi ·
Kheda and Matar ·
Thangadh ·
Bhuj ·
Hazira ·
Khambhat ·
Morbi - 2 ·
Vaso ·
Mahemadabad ·
Morbi - 1 ·
Nadiad ·
Petlad |
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|
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Corporate Office 1 :
|
2, Shanti Sadan Society, Near Parimal Garden, Ellisbridge, Ahmedabad –
380006, Gujarat, India |
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Tel. No.: |
91-79-26462980/ 26460095 |
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Fax No.: |
91-79-26466249 |
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Corporate Office – Gandhinagar 2 :
|
Unit No. 301 to
304, 3rd Floor IT Tower - 1st, Infocity Gandhinagar – 382009, Gujarat, India |
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Tel. No.: |
91-79-66737400 |
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Fax No.: |
91-79-66737456 |
DIRECTORS
AS ON 31.03.2015
|
Name : |
Mr.
G.R. Aloria |
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Designation : |
Chairman |
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Date of Birth/Age : |
06.071956 |
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Qualification : |
He
is a Graduate in Economics and Law. |
|
Nature
of Expertise / Experience : |
Mr. Aloria has wide
experience in public administration. He has served as Additional Chief
Secretary Home, Principal Secretary, Urban Development, Vice Chairman and
Managing Director of State Road Transport Corporation; Joint Managing
Director, Sardar Sarovar Narmada Nigam Limited etc. amongst many other
important assignments. He is presently Chief Secretary, Government of
Gujarat. |
|
Date of Appointment : |
13.08.2015 |
|
|
|
|
Name : |
Mr.
Atanu Chakraborty |
|
Designation : |
Director |
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Date of Birth/Age : |
05.04.1960 |
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Qualification : |
Mr. Atanu Chakraborty,
IAS, is an Engineering Graduate with specialization in Electronics and
Communication and has done his Post Graduate Diploma in Business Finance and
subsequently MBA from UK (Business Administration) |
|
Nature
of Expertise / Experience : |
He has wide experience of
working in various State as well as Central Government Departments and Public
Sector Undertakings. Mr. Atanu Chakraborty, IAS has served in the districts
of Vadodara, Sabarkantha and was Collector of Amreli district. At
Gandhinagar, he has served in Finance, Home, Tribal Development and Labour
Departments. Mr. Atanu Chakraborty,
IAS has also worked as Principal Secretary, (Economic Affairs), Finance
Department, Govt. of Gujarat. Mr. Atanu Chakraborty, IAS has also served as
Managing Director, Gujarat State Financial Services Limited, Chief Executive
Officer, Gujarat Infrastructure Development Board, CEO of Gujarat Maritime
Board and Executive Director, Gujarat State Fertilizers and Chemicals Limited In the Central
Government, he served as Joint Secretary, Ministry of Finance. Mr. Atanu Chakraborty,
IAS has been contributing Articles on issues relating to PPP and Natural Gas
transportation etc. Mr. Atanu Chakraborty, IAS is a voracious reader and
areas of his interest includes subjects such as Finance, Economics,
Infrastructure, etc. |
|
Date of Appointment : |
16.04.2015 |
|
|
|
|
Name : |
Mr.
L. Chuaungo |
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Designation : |
Director |
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Date of Birth/Age : |
01.03.1962 |
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Qualification : |
Mr. L. Chuaungo, IAS, has
done B.A.(Hons.) (History / Pol.Sci.) and is an IAS Officer of the 1987
batch. |
|
Nature
of Expertise / Experience : |
He has wide experience of
working in various Government Departments and Public Sector Undertakings and
has significant exposure to Power Sector. He has also worked as Collector and
District Magistrate, Valsad, Member (Admin.) of Gujarat Electricity Board
(GEB), Principal Secretary, Finance Department (Expenditure). At present he is
Principal Secretary, Energy and Petrochemicals Department and holds position
as Managing Director of GUVNL and Chairman of GIPCL. |
|
Date of Appointment : |
21.04.2015 |
|
|
|
|
Name : |
Mr.
Sanjeev Kumar |
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Designation : |
Director |
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Date of Birth/Age : |
24.08.1970 |
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Qualification : |
Mr. Sanjeev Kumar, IAS
holds degree of B. Tech. (Civil) Engineering Graduate from Indian Institute
of Technology, Kharagpur. He is an IAS Officer having rich experience and
wide exposure. |
|
Nature
of Expertise / Experience : |
Presently, he is a
Secretary to Government of Gujarat, Finance Department (Expenditure). Mr.
Sanjeev Kumar is a member on the Board of Directors of GSPC LNG Limited, GSPC
Pipavav Power Company Limited, Gujarat Industries Power Company Limited,
Gujarat Urja Vikas Nigam Limited, Gujarat Energy Transmission Corporation
Limited. |
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Date of Appointment : |
21.04.2015 |
|
|
|
|
Name : |
Mr.
Mukesh Kumar |
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Designation : |
Director |
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Date of Birth/Age : |
08.07.1970 |
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Qualification : |
Mr.
Mukesh Kumar, IAS is a B. Tech with specialization in Electrical Engineering from
Indian Institute of Technology, Kanpur and has done his Executive Masters in
Public Administration from Syracuse University, USA. |
|
Nature
of Expertise / Experience : |
Mr. Mukesh Kumar, IAS has
served as Collector in the Dang District and as Municipal Commissioner at
Rajkot and Bhavnagar. Mr. Mukesh Kumar has also worked as Managing Director,
Industrial Extension Bureau (INDEXTB), Industries Dept, Govternment of
Gujarat. |
|
Date of Appointment : |
21.04.2015 |
|
|
|
|
Name : |
Mr.
K.D. Chatterjee |
|
Designation : |
Director |
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Date of Birth/Age : |
08.11.1941 |
|
Qualification : |
He has done a B.Sc. from
University of Calcutta in 1959 and is a member of the Institute of Cost and
Works Accountants of India (ICWAI). He was awarded the V. Srinivasan Memorial
Gold Medal |
|
Nature
of Expertise / Experience : |
He had worked with Dunlop
India Limited and Gujarat State Fertilizers and Chemicals Limited. He was Executive
Director (Finance) of Gujarat Narmada Valley Fertilizers Company Limited. He
has rich experience in the field of Finance, Human Resources Development,
Marketing, Information Systems and Administration functions. |
|
Date of Appointment : |
21.04.2015 |
|
|
|
|
Name : |
Mr.
Jal Patel |
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Designation : |
Director |
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Date of Birth/Age : |
17.09.1937 |
|
Qualification : |
Associate member of
Institute of Chartered Accountants of India (ICAI), Associate member of Institute
of Company Secretary of India (ICSI). |
|
Nature
of Expertise / Experience : |
He was associated with
the German FAG group of Bearing companies since 1962 where he handled various
managerial functions. In 1977, he took over as the Managing Director of the
company. Subsequently, he was promoted as the Vice Chairman and Managing
Director before retiring in 2000. His areas of expertise include Finance,
Accounts and Administration. He is also actively involved with various social
and welfare associations and federations as well as various trusts. |
|
Date of Appointment : |
21.04.2015 |
|
|
|
|
Name : |
Prof
Pradip Khandwalla |
|
Designation : |
Director |
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Date of Birth/Age : |
18.02.1940 |
|
Qualification : |
Associate member of
Institute of Chartered Accountants of India (ICAI), M.B.A. from
Wharton, Pennsylvania and Ph.D from Carnegie-Mellon, USA. |
|
Nature
of Expertise / Experience : |
Prof. Khandwalla's research
and teaching contributions have been in organisational theory and design and
restructuring of organisations for management of excellence, innovative
turnaround management, effective management of public enterprises and
governmental organisations, and creativity and innovation. He taught at
McGill University, Canada for several years. He was associated with the
Indian Institute of Management, Ahmedabad as a professor from 1975 to 2002.
He was L&T Chair Professor of Organisational Behaviour at IIMA from 1985
to 1991 and then the Director of IIMA till 1996. He has made excellent
contribution in the areas of management, organisational sciences etc. by
authoring over a dozen books and 80 papers and articles in Indian and foreign
journals and learned anthologies. He has served on the editorial/ advisory
boards of several Indian and international journals. He has won the 'Lifetime
Achievement Award in the field of HR' by the World HRD Congress for his
immense contributions in enriching the field of management, science,
organisational behaviour and leadership. He has served on the
Boards of numerous companies and on the governing councils of several
institutions. He has served as a member of Government of India's National
Renewal Fund and as trustee of India Brand Equity Fund Trust. He has won many
international and Indian awards. Several international 'Who's Who' carry his
biographical entry. |
|
Date of Appointment : |
21.04.2015 |
|
|
|
|
Name : |
Mr.
Ajit Kapadia |
|
Designation : |
Director |
|
Date of Birth/Age : |
04.01.1942 |
|
Qualification : |
B.Sc
(Hons.) M. Che. (Chemical Engineering) |
|
Nature
of Expertise / Experience : |
He has worked with
Girdler Corporation of Louisville and Engineers India Limited (EIL). At EIL, Mr
Kapadia had full involvement with Bombay High's development plan and
especially with natural gas processing and transportation. In 1982, he was appointed
as the head of the Gas Task Force, a group formed by the Petroleum Ministry
to review the entire country's natural gas availability and utilization
pattern. In 1984, Mr Kapadia was appointed as the first Director (Planning) with Gas
Authority of India Limited (GAIL). After three years at
GAIL, he joined Hindustan Oil and Exploration Company Limited (HOEC) as the
first employee and was soon invited to join the Board as the Managing
Director. He has spent 17 years establishing HOEC as the first private sector
oil company in India. |
|
Date of Appointment : |
21.04.2015 |
|
|
|
|
Name : |
Mrs. Manjula
Shroff |
|
Designation : |
Director |
|
Date of Birth/Age : |
27.02.1964 |
|
Qualification : |
She is a postgraduate
from York University and executive alumni from London School of Economics.
Holding a post-graduate degree from Utkal University and is
a Graduate of Management Education Programme IIM, Ahmedabad. |
|
Nature
of Expertise / Experience : |
Ms. Manjula Devi Shroff
is a social entrepreneur and founder of the Delhi Public School (Ahmedabad), Prerna,
Visamo Kids, Mundra and Rajula. Besides being known as a visionary and an
educationist in Gujarat |
|
Date of Appointment : |
21.04.2015 |
KEY EXECUTIVES
|
Name : |
Mr.
PPG Sarma |
|
Designation : |
Chief Executive Officer |
|
Date of Appointment : |
25.05.2015 |
|
|
|
|
Name : |
Ms.
Rajeshwari Sharma |
|
Designation : |
Company
Secretary |
|
Date of Appointment : |
25.05.2015 |
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 |
|
|
|
|
|
|
|
|
8995462 |
6.53 |
|
|
74841246 |
54.36 |
|
|
83836708 |
60.89 |
|
|
|
|
|
Total shareholding of Promoter and Promoter
Group (A) |
83836708 |
60.89 |
|
(B) Public Shareholding |
|
|
|
|
|
|
|
|
4451007 |
3.23 |
|
|
132865 |
0.10 |
|
|
2371946 |
1.72 |
|
|
16814633 |
12.21 |
|
|
23770451 |
17.27 |
|
|
|
|
|
|
15908058 |
11.55 |
|
|
|
|
|
|
7906610 |
5.74 |
|
|
513609 |
0.37 |
|
|
5742589 |
4.17 |
|
|
172780 |
0.13 |
|
|
6 |
0.00 |
|
|
5328947 |
3.87 |
|
|
65509 |
0.05 |
|
|
159747 |
0.12 |
|
|
4000 |
0.00 |
|
|
3600 |
0.00 |
|
|
8000 |
0.01 |
|
|
30070866 |
21.84 |
|
Total Public shareholding (B) |
53841317 |
39.11 |
|
Total (A)+(B) |
137678025 |
100.00 |
|
(C) Shares held by Custodians and against
which Depository Receipts have been issued |
|
|
|
|
0 |
0.00 |
|
|
0 |
0.00 |
|
|
0 |
0.00 |
|
Total (A)+(B)+(C) |
137678025 |
10.00 |
BUSINESS DETAILS
|
Line of Business : |
Subject is
engaged in Natural Gas Business involves distribution of gas from sources of
supply to centres of demand and to the end customers. (Registered Activity) |
|
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Brand Names : |
-- |
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Agencies Held : |
-- |
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Exports : |
Not Divulged |
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Imports : |
Not Divulged |
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Terms : |
Not Divulged |
PRODUCTION STATUS: NOT AVAILABLE
GENERAL INFORMATION
|
Suppliers : |
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Customers : |
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No. of Employees : |
1083 (Approximately) |
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Bankers : |
·
Oriental Bank of Commerce ·
The Kalupur Commercial Co-Operative Bank ·
Bank of Maharashtra ·
Corporation Bank ·
UCO Bank ·
Dena Bank ·
Bank of Baroda ·
State Bank of India ·
IDBI Bank ·
HDFC Bank ·
ICICI Bank ·
Axis Bank ·
YES Bank ·
IndusInd Bank · Kotak Mahindra Bank Limited |
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|
Facilities : |
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Banking
Relations : |
-- |
|
|
|
|
Financial Institutions : |
·
Gujarat State Financial Services Limited · Housing and Urban Development Corporation Limited |
|
|
|
|
Statutory
Auditors : |
|
|
Name : |
Manubhai
and Shah Chartered Accountants |
|
Address : |
2nd Floor, ‘B’ Wing,
Premium House, Near Gandhigram Railway Station, Navrangpura, Ahmedabad - 380
009. Gujarat, India |
|
Tel. No.: |
91-79-26580956/ 26580966/ 26582484/ 26585064 |
|
Fax No.: |
91-79-26583573 |
|
E-Mail : |
|
|
|
|
|
Cost
Auditors : |
|
|
Name : |
N
D Birla and Company Cost Accountants |
|
Address : |
A-3, Nirant Appartment, Opposite-Townhall,
Near Karnavati Hospital, Ellis Bridge, Ahmedabad-380006, Gujarat, India |
|
|
|
|
Internal
Auditors : |
Ernst
and Young |
|
|
|
|
Memberships : |
-- |
|
|
|
|
Collaborators : |
-- |
|
|
|
|
Holding Company : |
Gujarat State Petroleum Corporation Limited – GSPC |
|
|
|
|
Subsidiary of Holding Company : |
·
Gujarat State Petronet Limited – GSPL ·
GSPC Pipavav Power Company Limited – GPPC ·
GSPC LNG Limited – GLL ·
Guj Info Petro Limited – GIPL · GSPC JPDA Limited |
|
|
|
|
Associate of Holding Company : |
·
Gujarat State Energy Generation Limited –
GSEG · Sabarmati Gas Limited – SGL |
|
|
|
|
Enterprise controlled by the Entity : |
·
Gujarat Gas Company Limited Employee ·
Stock Option Welfare Trust ·
Gujarat Gas Company Limited Employees
Gratuity Trust Fund · GSPC GAS Company Limited Employees Gratuity Trust Fund |
CAPITAL STRUCTURE
AS ON 31.03.2015
Authorised Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
1,735,100,000 |
Equity Shares |
Rs. 10/- each |
Rs. 17351.000 Million |
|
17,000,000 |
7.5%
Redeemable preference Shares of Rs.10 each |
Rs. 10/- each |
Rs. 170.000 Million |
|
5,000,000 |
Preference
shares |
Rs. 10/- each |
Rs. 50.000 Million |
|
|
Total |
|
Rs. 17571.000
Million |
Issued, Subscribed & Paid-up Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
137,678,025 |
Equity Shares |
Rs. 10/- each |
Rs. 1376.800
Million |
|
|
|
|
|
Note
1: Out of the above, 12,45,20,130
Equity Shares of Rs. 10 each have been allotted as fully paid pursuant to the
Scheme of Amalgamation without payments being received in cash.
Note 2: Pursuant to the scheme, the
authorized share capital of the Company on the effective date has automatically
stand increased by merging the authorized share capital of transferor Company
with transferee Company without any further act or deed on the part of the
transferee Company, including payment of stamp duty and Registrar of Companies
fees, for the authorized share capital of transferor Company.
b)
Reconciliation of Shares Outstanding at the beginning and at the end of the
reporting period
|
Particulars |
31.03.2015 |
|
|
|
No. of Share |
Amount |
|
Shares outstanding at the
beginning of the year |
137,678,025 |
1376.800 |
|
Add: Shares issued during
the year for cash |
-- |
-- |
|
Add: Shares issued during
the year pursuant to the scheme of amalgamation and arrangement |
-- |
-- |
|
Add: Shares bought back
during the year |
-- |
-- |
|
Less: on account of
capital reduction |
-- |
-- |
|
Less:
Shares cancelled pursuant to the scheme of amalgamation |
-- |
-- |
|
Shares outstanding at the
end of the year |
137,678,025 |
1376.800 |
During previous year, pursuant
to the scheme of amalgamation and arrangement 12,45,20,130 equity shares of Rs.
10 each were issued at face value to the transferor companies for transfer of
the assets and liabilities determined by the management as on the appointed
date. Further, the shares issued to GSPC Gas Company Limited during the year
2013–14 have been cancelled and the resultant share capital was subsequently
reduced in line with the capital reduction as per the scheme of amalgamation
and arrangement.
The reduction in the share
capital of the Company has been effected as an integral part of the Scheme in
accordance with the provisions of Sections 100 to 103 of the Act and the order
of the High Court sanctioning the Scheme has been deemed to be also the order
under Section 102 of the Act for the purpose of confirming the reduction.
c) Terms/
Rights attached to equity shares
The Company has only one
class of equity shares having a face value of Rs. 10 per share. Each holder of
equity shares is entitled to one vote per share. The company declares and pays
dividends in Indian rupees. The dividend proposed by the Board of Directors is
subject to the approval of the shareholders in the ensuing Annual General
Meeting.
In the event of liquidation
of the company, the holders of equity shares will be entitled to receive
residual assets of the company. The distribution will be in proportion to the
number of equity shares held by the shareholders.
d)
Share Holding by Prescribed Entities
Out of Equity shares issued
by the company, shares held by its holding company and their subsidiaries and
associates are as under :
|
Share Holder (Nature of
Relationship) |
31.03.2015 |
|
|
|
No. of Equity Shares of
Rs. 10 each fully paid |
Amount |
|
Gujarat State Petroleum Corporation
Limited (Holding Company) |
39,106,328 |
391.100 |
|
Gujarat State Petronet
Limited (Subsidiary of Holding Company and Entity having significant
influence) |
35,468,472 |
354.700 |
|
Gujarat State Energy Generation
Limited (Associate of Holding company) |
266,447 |
2.700 |
e) Shareholders Holding more
than 5% of total share capital
|
Name of Shareholders |
31.03.2015 |
|
|
|
No. of shares held |
%
of Holding |
|
Equity
Shares of Rs. 10 each fully paid |
|
|
|
Gujarat
State Petroleum Corporation Limited |
39,106,328 |
28.40 |
|
Gujarat
State Petronet Limited |
35,468,472 |
25.76 |
|
Aberdeen
Global Indian Equity (Mauritius) Limited |
7,362,972 |
5.35 |
|
Gujarat
State Fertilizers and Chemicals Limited |
9,382,895 |
6.82 |
|
Government of Gujarat |
8,995,462 |
6.53 |
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 |
1376.800 |
1376.800 |
0.500 |
|
(b) Reserves & Surplus |
18532.300 |
14981.200 |
-38.700 |
|
(c) Money received against share warrants |
0.000 |
0.000 |
0.000 |
|
|
|
|
|
|
(2) Share Application
money pending allotment |
0.000 |
0.000 |
3480.000 |
|
Total
Shareholders’ Funds (1) + (2) |
19909.100 |
16358.000 |
3441.800 |
|
|
|
|
|
|
(3)
Non-Current Liabilities |
|
|
|
|
(a) Long-term borrowings |
14907.800 |
15924.300 |
15000.000 |
|
(b) Deferred tax liabilities (Net) |
3527.700 |
2892.300 |
0.000 |
|
(c)
Other long term liabilities |
5614.400 |
5225.300 |
31.900 |
|
(d)
long-term provisions |
219.000 |
98.500 |
0.000 |
|
Total
Non-current Liabilities (3) |
24268.900 |
24140.400 |
15031.900 |
|
|
|
|
|
|
(4) Current Liabilities |
|
|
|
|
(a)
Short term borrowings |
0.000 |
36.900 |
0.000 |
|
(b)
Trade payables |
4262.400 |
5260.400 |
20.500 |
|
(c)
Other current liabilities |
19630.700 |
20737.300 |
0.000 |
|
(d)
Short-term provisions |
855.000 |
6.000 |
7.400 |
|
Total
Current Liabilities (4) |
24748.100 |
26040.600 |
27.900 |
|
|
|
|
|
|
TOTAL |
68926.100 |
66539.000 |
18501.600 |
|
|
|
|
|
|
II.
ASSETS |
|
|
|
|
(1) Non-current assets |
|
|
|
|
(a)
Fixed Assets |
|
|
|
|
(i)
Tangible assets |
43208.700 |
43279.100 |
0.000 |
|
(ii)
Intangible Assets |
1657.900 |
1455.300 |
0.000 |
|
(iii)
Capital work-in-progress |
3571.900 |
2698.700 |
0.000 |
|
(iv) Intangible assets under development |
2.000 |
2.000 |
0.000 |
|
(b) Non-current
Investments |
1620.300 |
1621.100 |
3476.800 |
|
(c) Deferred tax assets
(net) |
0.000 |
0.000 |
0.000 |
|
(d) Long-term Loan
and Advances |
673.100 |
358.000 |
0.000 |
|
(e)
Other Non-current assets |
0.100 |
75.100 |
0.000 |
|
Total
Non-Current Assets |
50734.000 |
49489.300 |
3476.800 |
|
|
|
|
|
|
(2) Current assets |
|
|
|
|
(a)
Current investments |
9369.900 |
6788.800 |
14999.100 |
|
(b)
Inventories |
410.900 |
375.400 |
0.000 |
|
(c)
Trade receivables |
3606.000 |
5451.300 |
0.000 |
|
(d)
Cash and cash equivalents |
2377.900 |
2115.800 |
0.600 |
|
(e)
Short-term loans and advances |
2020.900 |
1875.300 |
2.400 |
|
(f)
Other current assets |
406.500 |
443.100 |
22.700 |
|
Total
Current Assets |
18192.100 |
17049.700 |
15024.800 |
|
|
|
|
|
|
TOTAL |
68926.100 |
66539.000 |
18501.600 |
PROFIT
& LOSS ACCOUNT
|
|
PARTICULARS |
31.03.2015 |
31.03.2014 |
31.03.2013 |
|
|
|
SALES |
|
|
|
|
|
|
|
Revenue from Operation |
90062.600 |
77974.200 |
0.000 |
|
|
|
Other Income |
1071.400 |
1100.800 |
22.700 |
|
|
|
TOTAL (A) |
91134.000 |
79075.000 |
22.700 |
|
|
|
|
|
|
|
|
Less |
EXPENSES |
|
|
|
|
|
|
|
Cost of Materials Consumed |
74491.400 |
67741.700 |
0.000 |
|
|
|
Purchases of Stock-in-Trade |
283.700 |
343.000 |
0.000 |
|
|
|
Changes in inventories of finished goods, work-in-progress
and Stock-in-Trade |
5.600 |
(7.600) |
0.000 |
|
|
|
Employees benefits expense |
1134.100 |
994.500 |
0.000 |
|
|
|
Other expenses |
3086.400 |
3161.700 |
22.100 |
|
|
|
Prior period items (Net) |
1.600 |
18.700 |
0.000 |
|
|
|
Exceptional items |
8.200 |
71.600 |
0.000 |
|
|
|
TOTAL (B) |
79011.000 |
72323.600 |
22.100 |
|
|
|
|
|
|
|
|
|
PROFIT
BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C) |
12123.000 |
6751.400 |
0.600 |
|
|
|
|
|
|
|
|
|
Less |
FINANCIAL
EXPENSES (D) |
3331.800 |
3003.000 |
32.400 |
|
|
|
|
|
|
|
|
|
|
PROFIT
BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E) |
8791.200 |
3748.400 |
(31.800) |
|
|
|
|
|
|
|
|
|
Less/ Add |
DEPRECIATION/
AMORTISATION (F) |
2376.800 |
2826.400 |
0.000 |
|
|
|
|
|
|
|
|
|
|
PROFIT BEFORE
TAX (E-F) (G) |
6414.400 |
922.000 |
(31.800) |
|
|
|
|
|
|
|
|
|
Less |
TAX (H) |
1978.600 |
637.700 |
6.900 |
|
|
|
|
|
|
|
|
|
|
PROFIT AFTER TAX
(G-H) (I) |
4435.800 |
284.300 |
(38.700) |
|
|
|
|
|
|
|
|
|
|
IMPORTS |
|
|
|
|
|
|
|
Components
and Spare Parts |
2.200 |
6.400 |
0.000 |
|
|
|
Capital Goods |
45.900 |
119.100 |
0.000 |
|
|
TOTAL IMPORTS |
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings Per
Share (Rs.) |
|
|
|
|
|
|
Basic |
32.22 |
2.06 |
(1106.21) |
|
|
|
Diluted |
32.22 |
2.06 |
(1.18) |
|
CURRENT MATURITIES
OF LONG TERM DEBT DETAILS
|
Particulars |
31.03.2015 |
31.03.2014 |
31.03.2013 |
|
Current
Maturities of Long term debt |
|
|
|
|
From Banks |
1516.100 |
718.800 |
0.000 |
|
From
Other Parties |
15833.300 |
16333.300 |
0.000 |
|
Total |
17349.400 |
17052.100 |
0.000 |
|
|
|
|
|
|
Cash Generated from Operations |
13259.400 |
5717.000 |
(4.000) |
|
|
|
|
|
|
Net Cash from Operating Activities |
11798.100 |
4118.500 |
(4.000) |
KEY
RATIOS
|
PARTICULARS |
|
31.03.2015 |
31.03.2014 |
31.03.2013 |
|
Net Profit Margin (PAT / Sales) |
(%) |
4.93 |
0.36 |
0.00 |
|
|
|
|
|
|
|
Operating Profit Margin (PBDIT/Sales) |
(%) |
13.46 |
8.66 |
0.00 |
|
|
|
|
|
|
|
Return on Total Assets (PBT/Total Assets} |
(%) |
10.06 |
1.48 |
(0.21) |
|
|
|
|
|
|
|
Return on Investment (ROI) (PBT/Networth) |
|
0.32 |
0.06 |
(0.01) |
|
|
|
|
|
|
|
Debt Equity Ratio (Total Debt/Networth) |
|
1.62 |
2.02 |
4.36 |
|
|
|
|
|
|
|
Current Ratio (Current Asset/Current Liability) |
|
0.74 |
0.65 |
538.52 |
STOCK
PRICES
|
Face Value |
Rs.10.00/- |
|
|
|
|
Market Value |
Rs.549.10/- |
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 |
0.500 |
1376.800 |
1376.800 |
|
Reserves & Surplus |
(38.700) |
14981.200 |
18532.300 |
|
Money received against share warrants |
0.000 |
0.000 |
0.000 |
|
Share Application money
pending allotment |
3480.000 |
0.000 |
0.000 |
|
Net
worth |
3441.800 |
16358.000 |
19909.100 |
|
|
|
|
|
|
Long-term borrowings |
15000.000 |
15924.300 |
14907.800 |
|
Short term borrowings |
0.000 |
36.900 |
0.000 |
|
CURRENT MATURITIES OF
LONG-TERM DEBTS |
0.000 |
17052.100 |
17349.400 |
|
Total
borrowings |
15000.000 |
33013.300 |
32257.200 |
|
Debt/Equity
ratio |
4.358 |
2.018 |
1.620 |
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 |
0.000 |
77974.200 |
90062.600 |
|
|
|
|
15.503 |
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 |
0.000 |
77974.200 |
90062.600 |
|
Profit |
(38.700) |
284.300 |
4435.800 |
|
|
|
0.36% |
4.93% |
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 |
No |
|
8 |
Designation of contact person |
No |
|
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 |
No |
|
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 |
-- |
|
33 |
Market information |
-- |
|
34 |
Payments terms |
No |
|
35 |
Negative Reporting by Auditors in the
Annual Report |
No |
INDEX OF CHARGES: NO
CHARGES EXIST FOR COMPANY
UNSECURED LOANS
|
PARTICULARS |
31.03.2015 (Rs.
In Million) |
31.03.2014 (Rs.
In Million) |
|
LONG-TERM BORROWINGS |
|
|
|
from
other parties |
0.000 |
833.300 |
|
Redeemable,
Unlisted, and Non–Convertible Debentures – NCD The
company does not have any continuing defaults in repayment of loans and
interest as at the reporting date. |
5000.000 |
5000.000 |
|
|
|
|
|
SHORT TERM BORROWINGS |
|
|
|
Loans
repayable on demand |
|
|
|
from
banks |
0.000 |
36.900 |
|
|
|
|
|
Total |
5000.000 |
5870.200 |
COMPOSITE SCHEME OF
AMALAGAMATION
The Board of Directors at
its meeting dated 24th February 2014, granted its "in-principle" approval
to the consolidation by way of amalgamation to Gujarat Gas Limited ["the
Company" (Formerly known as GSPC Distribtion Networks Limited)] of
erstwhile GSPC Gas Company Limited ("GSPC Gas"), erstwhile Gujarat
Gas Company Limited ("GGCL"), erstwhile Gujarat Gas Financial
Services Limited ("GFSL") and erstwhile Gujarat Gas Trading Company
Limited ("GTCL") through a High Court approved Composite Scheme of
Amalgamation and Arrangement (Scheme). The Board at its meeting held on 21st April
2014 approved
the Scheme of Amalgamation
and Arrangement. In consideration of the amalgamation, the Company has issued
and allotted the shares, as per the following swap ratio:
a. 1 (one) equity share of
Rs.10/- each, credited as fully-paid up of GGL, for every 1 (one) equity share
of Rs. 2/- each held by equity shareholders of the GGCL;
b. 1 (one) equity share of
Rs.10/- each, credited as fully-paid up of GGL, for every 1 (one) equity share
of Rs. 10/- each held by equity shareholders of GFSL;
c. 81 (eighty one) equity
shares of Rs.10/- each, credited as fully-paid up of GGL, for every 76 (seventy
six) equity shares of Rs.10/- each held by equity shareholders of GSPC Gas;
The Company had initiated
the process of Amalgamation as per the relevant provisions of Companies Act
1956/ or Companies Act 2013, the SEBI requirements including the provisions
under the listing agreements with the stock exchanges.
As mentioned above, the
Honorable High Court of Gujarat at Ahmedabad had sanctioned the Scheme vide
common oral order dated 30th March 2015 (certified copy received by the Company
on 18th April 2015). A copy of the authenticated/certified Order had been filed
with the office of the Registrar of Companies Ahmedabad on 14th May 2015.
Accordingly, the Effective Date for the Scheme is 14th May 2015 with an
appointed date of 1st April, 2013. Subsequently, the company's name has been
changed from GSPC Distribution Networks Limited to Gujarat Gas Limited (GGL)
with effect from 15th May 2015. As per the Scheme, the CGD Business of erstwhile
GSPC Gas, erstwhile GGCL, erstwhile GFSL and erstwhile GTCL was transferred and
vested in Gujarat Gas Limited.
The erstwhile GGCL was
listed on BSE, NSE, ASE and VSE and hence as per the requirement of SEBI
Circular No. CIR/CFD/DIL/ 5/2013 dated 4th February 2013, GGCL obtained the
Observation from the NSE, BSE, ASE and VSE vide their letters dated 5 November
2014, 7 November 2014, 10 November 2014 and 11 November 2014, respectively.
Further, the Scheme was approved by an overwhelming majority of its
Shareholders and Creditors at their meetings held on 5th January 2015 and 6th
January, 2015 respectivelly. As per the Scheme, all assets, debts, liabilities,
duties and obligations of every kind pertaining to CGD of the Transferor Companies
have vested in Gujarat Gas Limited, being the Transferee Company with an
appointed date of 1st April, 2013. The following have been effected as per the
Scheme:
1. ALTERATION TO MEMORANDUM
OF ASSOCIATION AND ARTICLES OF ASSOCIATION
A. Transfer of the
Consolidated Authorised Share Capital of Transferor Companies
As per the Scheme of
Amalgamation and Arrangement, the authorised share capital of the Transferor
Companies aggregating to 235,100,000 shares of Rs 10 each stood transferred to
and combined with the authorised share capital of the Company and was
re-classified without any further act or deed. Hence, Clause V of the
Memorandum of Association of the Company and clause 4 of Article of Association
of the Company relating to authorised share capital of the Company stands
replaced with the following clause:
i. Clause V of Memorandum
of Association
The Authorised Share
capital of the company is Rs. 17571.000 Million divided into 1735.100 Equity shares of Rs. 10/- each, 17,000,000
(Seventeen million only) 7.5% Redeemable Preference shares of Rs. 10/- each and
5,000,000 (Five million only) Preference shares of Rs. 10/- each.
ii. Clause 4 of Articles of
Association
The Authorised Share capital
of the company is Rs. 17,571.000,Million divided into 1735.100 Million Equity
shares of Rs. 10/- each, 17.000 Million 7.5% Redeemable Preference shares of
Rs. 10/- each and 5.000 Million Preference shares of Rs. 10/- each.
B. Amendment to Object Clause
of the Company
Upon the Scheme becoming
effective, the following clauses stand inserted in the Main Objects clause
after clause 5 of the Memorandum of Association:
6. To carry on business of
dealing with all aspects of negotiations, procurement, imports, storage,
handling processing, distribution and transportation of Natural Gas, Liquefied
Natural Gas ("LNG"), Coal Bed Methane ("CBM"), Naphtha,
Fuel Oils, Crude Oil & other Petroleum Products, coal and any other fuels
and utilization thereof.
7. To administer fuel
supply and purchase contracts on behalf of State Government and promoter
Companies.
8. To develop expertise,
provide consultation and render advisory services for various technical, legal
and commercial aspects of Fuel Supply Management business and facilitating
implementation of Natural Gas, LNG, CBM, Naphtha, Fuel Oils, Crude Oil &
Petroleum Products, Coal and any other fuel projects.
9. To act as an advisory
body to the Government / any other agency appointed by State Government for all
aspects related to Policy and regulation of Natural Gas, LNG, CBM, Naphtha,
Fuel Oils, Crude Oil and Petroleum Products, Coal and any other fuels import /
utilization.
10.To
promote and make strategic investment in infrastructure projects and facilities
meant for augmenting fuel supply.
C. Alteration to the Name
Clause
Upon the Scheme becoming
effective, the name of GSPC Distribution Networks Limited was changed to
Gujarat Gas Limited vide the fresh certificate of incorporation dated 15th May
2015 granted by Registrar of Companies, Ahmedabad to the Company, pursuant to
change of name as per the Scheme of Amalgamation and Arrangement
GENERAL INFORMATION
a) Subject formerly known
as GSPC Distribution Networks Limited (GDNL) is engaged in Natural Gas Business
in Gujarat. Natural gas business involves distribution of gas from sources of
supply to centres of demand and to the end customers.
b) The scheme of
amalgamation and arrangement was sanctioned by the Hon'ble Gujarat High Court
at Ahmedabad vide its order dated 30th March 2015 between the following
transferors companies -
1. GSPC Gas Company Limited
(GSPC Gas)
2. Gujarat Gas Company
Limited (GGCL)
3. Gujarat Gas Financial
Services Limited (GFSL)
4. Gujaratgas Trading Company
Limited (GTCL) (Collectively called Transferor Companies)
with Gujarat Gas Limited
(formerly known as GSPC Distribution Networks Limited-GDNL) (the transferee)
under the Scheme of Amalgamation and Arrangement with appointed date as 1st
April, 2013. The certified copy of order was received on 18th April, 2015 and
filed with Registrar of Companies (ROC) at Ahmedabad on 14th May, 2015. The
Scheme of Amalgamation became effective on 14th May, 2015 with an appointed
date of 1st April, 2013. Subsequently, the company's name has been changed from
GSPC Distribution Networks Limited to Gujarat Gas Limited (GGL) with effect
from 15th May, 2015.
LISTING OF SHARES
The Company's equity shares
have been listed and traded on BSE Limited (BSE), National Stock Exchange of
India Limited (NSE), Ahmedabad Stock Exchange Limited (ASE) and Vadodara Stock
Exchange (VSE) with effect from 15th September, 2015. The ISIN of Equity Shares
is INE844O01022.
PERFORMANCE HIGHLIGHTS
The Company is serving over
10 lakh residential customers, dispensing CNG through a network of 234 CNG
stations and providing clean energy solutions to over 2750 industrial units in
Gujarat with a pipeline network of over 15,000 kilometres. The Company through
its aggressive expansion plans is committed to reach out to every possible
natural gas user in its expanded geographical area, which now comprises of
close to 19 districts. Recently, your Company has won the bids for developing
gas distribution network in Thane GA and Dadara and Nagar Haveli and also
commissioned Jamnagar and Bhavnagar GA.
The net profit after tax
for the year increased to Rs. 4435.800 Million from Rs. 284.300 Million in the
previous year. The Company had healthy net cashflows from operations of Rs.
11798.100 Million during the year. Investments were made in extension of
pipeline network to reach new areas and in reinforcements and upgradation of
existing network as required. Investments were also made to connect residential
customers and augmenting the CNG infrastructure. Investments were also made to
upgrade the IT infrastructure of your Company to enhance reliability and enable
scalability. Appropriate provisions have been made in the accounts wherever
necessary for contingencies, bad debts and diminution in value of investments.
No amount has been transferred to the General Reserve during the year.
As on 31st March 2015, the
Company had long term borrowings of Rs. 14907.800 Million and current
maturities of long term debt were Rs. 17349.400 Million.
MANAGEMENT DISCUSSION AND
ANALYSIS
INDUSTRY STRUCTURE AND
DEVELOPMENT
Natural Gas is been used as
a fuel since more than a century, but the emergence of Natural Gas as a
preferred, clean and safe energy solution has been prevalent only in the last
couple of decades. This year Gujarat Gas Limited (GGL or the Company) faced
major challenges due to the increasing volatility in the global crude oil
prices. The crude oil price (Indian Basket)1 has fallen by around 50% since the
beginning of the year, when it was around $100+ a barrel. This comes after
nearly five years of stability. The oil price is partly determined by actual
supply and demand, and partly by expectation.
Even though this global
volatility of crude created competition for Natural Gas from polluting fuels, however
Natural Gas continues to emerge preferred fuel and remain a vital energy source
amongst various available resources in world's energy consumption and by most
of the Company's environment conscious customers. It is one of the cleanest
conventional fuels with very low level of greenhouse gas emissions in
comparison to other conventional sources. Natural gas is traditionally consumed
in the residential, commercial sectors, mostly for heating in the transport
sector and in the industrial sector - sometimes industrials such as fertilizer
producers use Natural Gas as raw material, and in the power sector.
The Petroleum and Natural
Gas Regulatory Board (PNGRB) which governs and regulates the downstream gas
industry is actively contributing in the growth of City or Local Natural Gas
Distribution (CGD) sector by awarding licenses to lay, build, operate and
expand CGD business in new geographies including Bhavnagar, Jamnagar, Kutch
(East and West) for the round - 3 of CGD bidding and nine new geographies in the
round - 4 of CGD bidding including Amritsar, Bengaluru Rural and Urban
Districts, UT of Dadra and Nagar Haveli, UT of Daman, Ernakulam, Panipat,
Raigarh, Thane and Pune. Continuing its endeavor for developing more CGDs to
foster growth and development of the sector, the PNGRB has been inviting
competitive bids for developing gas infrastructure including development of new
cross country pipelines and CGD networks in the country. With the expected
spurt in the expansion of Natural Gas infrastructure in coming years including
additional Regasification terminals being erected and commissioned, nationwide
cross country pipeline grid being laid and new CGD licenses being issued the
reliance of Natural Gas as a primary source of energy in the overall energy basket
is envisaged to increase drastically by the end of the current decade and
thereafter.
FUTURE OUTLOOK
The demand for Natural Gas
is expected to increase going forward to satiate the ever increasing energy
needs in the country. Natural Gas having the merits of being a preferred fuel
over the conventional polluting fuel due to its efficiencies and economies
coupled with the advantage of the boost from the policy directive is expected
to impact the demand of the sector positively. The emphasis on infrastructure
development through aggressive roll out by the Regulatory body gives further
impetus for the growth of the sector. The global volatility in crude prices is
expected to settle down sooner than later to further add to the demand in near
future. The Company would continue its focused efforts on growth of volume
across its segments of residential, commercial, transport and more specifically
in industrial segment through expanding further in the existing areas of
operations as well as in the green field opportunities secured through
competitive bidding.
PART I
STATEMENT OF UNAUDITED FINANCIAL RESULTS (STAND - ALONE)
FOR THE PERIOD ENDED 30TH SEPTEMBER 2015
(Rs.
In million)
|
Particulars |
3 months ended
on |
3 months ended
on |
6 months ended
on |
|
|
30.09.2015 |
30.06.2015 |
30.09.2015 |
|
|
(Unaudited) |
(Unaudited) |
(Unaudited) |
|
Income from operation |
|
|
|
|
(a) Net Sales- (Net of excise
duty) |
15609.700 |
16581.100 |
32190.800 |
|
(b) Other Operating Income |
112.700 |
128.000 |
240.700 |
|
Total Income from operations (net) |
15722.400 |
16709.100 |
32431.500 |
|
Expenses |
|
|
|
|
a. Cost of Material Consumed |
13199.200 |
13573.000 |
26772.200 |
|
b. Purchase of Stock-in-Trade |
2.400 |
41.500 |
43.900 |
|
b. Change in inventories |
(1.400) |
3.600 |
2.200 |
|
c. Employee benefits expense |
282.500 |
281.200 |
563.700 |
|
d. Depreciation and amortization |
583.100 |
597.800 |
1180.900 |
|
e. Other expenses |
772.500 |
808.000 |
1580.500 |
|
Total expenses |
14838.300 |
15305.100 |
30143.400 |
|
Profit/ Loss from Operations before other Income, finance costs & Exceptional
Item(1-2) |
884.100 |
1404.000 |
2288.100 |
|
Other Income |
109.900 |
200.3000 |
310.200 |
|
Profit/ Loss before finance costs and Exceptional Item (3+4) |
994.000 |
1604.300 |
2598.300 |
|
Finance Costs |
560.700 |
768.100 |
1328.800 |
|
Profit/ Loss after finance costs but before Exceptional Item (5-6) |
433.300 |
836.200 |
1269.500 |
|
Exceptional Items |
-- |
-- |
-- |
|
Profit/
Loss from ordinary activities before Tax (7-8) |
433.300 |
836.200 |
1269.500 |
|
Tax Expenses |
205.500 |
316.500 |
522.000 |
|
Net Profit/ Loss
from Ordinary Activities after tax (9-10) |
227.800 |
519.700 |
747.500 |
|
Extraordinary Items [net of tax expense] |
-- |
-- |
-- |
|
Net Profit for
the period (11-12) |
227.800 |
519.700 |
747.500 |
|
Paid Up Equity Share Capital (Face Value of Rs.10 Per Share) |
137.68 |
137.68 |
137.68 |
|
Reserves excluding Revaluation Reserves |
-- |
-- |
-- |
|
Basic and diluted earnings Per Share in Rs. (before extraordinary items)
(Face value Rs. 10 each) (not annualized) |
1.65 |
3.77 |
5.43 |
|
Basic and diluted earnings Per Share in Rs. (after extraordinary
items) (Face value Rs. 10 each) (not annualized) |
1.65 |
3.77 |
5.43 |
NOTES:
1. The above results were reviewed by Audit
Committee and approved by the Board of Directors in the meeting held on 05
November 2015 at Gandhinagar,
2. The Company primarily operates in the segment
of Natural Gas Business. Accordingly, disclosures relating to primary and
secondary business segments under the Accounting Standard 17 on Segment
Reporting specified under section 133 of the Companies Act, 2013 read with Rule
7 of the Companies (Accounts) Rules, 2014 are not relevant to the Company.
3. Composite Scheme of Amalgamation and
Arrangement, with appointed date as 1 April, 2013, between GSPC Gas Company
Limited (‘’GSPC Gas’’), Gujarat Gas Company Limited (‘’GGCL’’), Gujarat Gas
Financial Services Limited (‘’’GPSL’’), Gujarat Gas Trading Company Limited
(‘’GTCL’’) and GSPC Distribution Networks Limited (‘’GDNL’’) was approved by
Hon’ble Gujarat High Court vide its order dated 30 March 2015. The certified
copy of order is received on 18 April 2015. The order was filed with ROC on 14
May 2015 and Company is renamed as Gujarat Gas Limited (GCL) vide ROC
certificate dated 15 May 2015. Consequently the effect of the scheme is given
in the accounts for the Financial Year 2013-14 which were reopened and revised
vide order of the Hon’ble Highcourt of Gujarat dated 06 July 2015.
4. As per the Scheme, with effect from 14th
May 2015 (the Effective Date), CGL has reduced its Equity Share Capital from
Rs. 900.500 Million to Rs. 131.579 Million after cancellation of investment of
Rs. 4005.000 Million dividend into
400050000 shares of Rs. 10 each held by erstwhile GSPC Gas Company limited (one
of the transfer company) and has reduced its remaining fully paid up equity share capital from Rs.
5000000000 dividend into 500000000 shares of Rs. 10 each to Rs. 131.579 Million
dividend into 13157895 shares of Rs. 10 each.
Further, the Committee of the Board of
Directors at its meeting held on 2nd June 2015 allotted 124520130
fully paid up Equity Shares of rs. 10/- each aggregating to Rs. 1245.201
Million pursuant to the said scheme.
Pursuant to aforesaid allotment the Issued,
Subscribed and Paid up Equity Share Capital as on 30th June 2015 is
Rs. 1376.780 Million being the value of 137678025 Equity Shares of Rs. 10/-
each.
5. The Statutory auditors have carried out a
limited review of the financial results for the quarter ended 30 September
2015.
6. The Company’s Equity Shares have been
listed with stock exchange from 15 September 2015. The unaudited financial results
for the quarter ended on 30th September, 2015 are drawn for the
first time in accordance with clause 41 of the equity listing agreement and
hence the comparative figures for the quarter and half year ended on 30th
September 2014 have not been given.
7. Previous period figures have been
reclassified/ regrouped wherever considered necessary to confirm to the current
period figures.
Statement of Assets and
Liabilities (Stand-alone)
|
Standalone
Statement of Assets and Liabilities Particulars |
As at |
|
|
|
30.09.2015 |
|
|
|
Unaudited |
|
|
A. EQUITY AND LIABILITIES |
|
|
|
1.
Shareholders Funds |
|
|
|
a] Share Capital |
1376.800 |
|
|
b] Reserves and Surplus |
19281.100 |
|
|
Sub-total –
Shareholders’ funds |
20657.900 |
|
|
|
|
|
|
2. Non-current Liabilities |
|
|
|
a] Long term Borrowings |
9505.500 |
|
|
b] Deferred tax liabilities (net) |
3745.300 |
|
|
c] Other Long Term Liabilities |
5775.300 |
|
|
d] Long Term Provision |
249.500 |
|
|
Sub-total -
Non-current Liabilities |
19275.600 |
|
|
|
|
|
|
3. Current Liabilities |
|
|
|
a] Short term Borrowings |
0.000 |
|
|
b] Trade Payables |
3073.100 |
|
|
c] Other Current Liabilities |
17107.200 |
|
|
d] Short Term Provision |
873.100 |
|
|
Sub-total - Current Liabilities |
21053.400 |
|
|
TOTAL - EQUITY
AND LIABILITIES |
60986.900 |
|
|
|
|
|
|
B ASSETS |
|
|
|
1. Non-current assets |
|
|
|
a] Fixed assets |
50094.300 |
|
|
b] Capital work in progress |
0.000 |
|
|
c]
Non-current investments |
1620.300 |
|
|
d] long Term loans and Advances |
2649.100 |
|
|
e] Other non-current assets |
0.100 |
|
|
Sub-total – Non- current assets |
54364.400 |
|
|
|
|
|
|
2.
CURRENT ASSETS |
|
|
|
|
Inventories |
386.500
|
|
|
Trade Receivables |
2765.200
|
|
|
Cash & Bank Balances |
2832.300
|
|
|
Short Term loans and advances |
129.700
|
|
|
Other Current Assets |
508.800
|
|
Sub-total – Current Assets |
6622.500
|
|
|
|
|
|
|
TOTAL - ASSETS |
60986.900 |
|
|
PART II |
|||
|
SELECT INFORMATION FOR THE PERIOD ENDED 30TH
SEPT 2015 |
|||
|
Particulars |
3 months ended
on |
3 months ended
on |
6 months ended
on |
|
|
30.09.2015 |
30.06.2015 |
30.09.2015 |
|
PARTICULARS
OF SHAREHOLDING |
|
|
|
|
Public
Shareholding |
|
|
|
|
-
Number of Shares |
53841317 |
53841317 |
53841317 |
|
-
Percentage of Shareholding |
39.11% |
39.11% |
39.11% |
|
Promoter
and Promoter Group Shareholding |
|
|
|
|
a)
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 |
|
b)
Non-encumbered |
|
|
|
|
No.
of shares |
83836708 |
83836708 |
83836708 |
|
-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) |
60.89% |
60.89% |
60.89% |
|
INVESTOR COMPLAINTS |
3 months ended 30.09.2015 |
|
Pending at the beginning of the quarter |
-- |
|
Received during the quarter |
441 |
|
Disposed of during the quarter |
441 |
|
Remaining unsolved at the end of the quarter |
-- |
CONTINGENT
LIABILITIES:
|
Particulars |
31.03.2015 (Rs.
In Million) |
31.03.2014 (Rs.
In Million) |
|
(a)
Claims against the company not acknowledged as debt |
472.400 |
54.900 |
|
(b)
Other Contingent Liabilities - Statutory claims |
1531.200 |
1685.300 |
|
(c)
Other Contingent Liabilities – Stamp duty on amalgamation |
250.000 |
250.000 |
|
|
|
|
|
Total |
2253.600 |
1990.200 |
FIXED ASSETS:
Tangible Assets
·
Land
·
Buildings
·
Plant and Equipment
·
Furniture and Fixtures
·
Vehicles
·
Office Equipment
·
Computer Equipments
· Leasehold Improvements
CMT REPORT (Corruption, Money Laundering & Terrorism]
The Public Notice information has been collected from various sources
including but not limited to: The Courts,
1] INFORMATION ON
DESIGNATED PARTY
No exist designating subject or any of its beneficial owners,
controlling shareholders or senior officers as terrorist or terrorist
organization or whom notice had been received that all financial transactions
involving their assets have been blocked or convicted, found guilty or against
whom a judgement or order had been entered in a proceedings for violating
money-laundering, anti-corruption or bribery or international economic or
anti-terrorism sanction laws or whose assets were seized, blocked, frozen or
ordered forfeited for violation of money laundering or international
anti-terrorism laws.
2] Court Declaration :
No 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. 67.04 |
|
|
1 |
Rs. 101.67 |
|
Euro |
1 |
Rs. 73.93 |
INFORMATION DETAILS
|
Information Gathered
by : |
KMN |
|
|
|
|
Analysis Done by
: |
KAR |
|
|
|
|
Report Prepared
by : |
IND |
SCORE & RATING EXPLANATIONS
|
SCORE FACTORS |
RANGE |
POINTS |
|
HISTORY |
1~10 |
7 |
|
PAID-UP CAPITAL |
1~10 |
8 |
|
OPERATING SCALE |
1~10 |
9 |
|
FINANCIAL CONDITION |
|
|
|
--BUSINESS SCALE |
1~10 |
8 |
|
--PROFITABILIRY |
1~10 |
8 |
|
--LIQUIDITY |
1~10 |
8 |
|
--LEVERAGE |
1~10 |
8 |
|
--RESERVES |
1~10 |
8 |
|
--CREDIT LINES |
1~10 |
8 |
|
--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 |
|
72 |
This score serves as a reference to assess
SC’s credit risk and to set the amount of credit to be extended. It is calculated
from a composite of weighted scores obtained from each of the major sections of
this report. The assessed factors and their relative weights (as indicated
through %) are as follows:
Financial
condition (40%) Ownership
background (20%) Payment record
(10%)
Credit history
(10%) Market trend (10%) Operational size
(10%)
RATING EXPLANATIONS
|
RATING |
STATUS |
PROPOSED CREDIT LINE |
|
|
>86 |
Aaa |
Possesses an extremely sound financial base with the strongest capability
for timely payment of interest and principal sums |
Unlimited |
|
71-85 |
Aa |
Possesses adequate working capital. No caution needed for credit
transaction. It has above average (strong) capability for payment of interest
and principal sums |
Large |
|
56-70 |
A |
Financial & operational base are regarded healthy. General
unfavourable factors will not cause fatal effect. Satisfactory capability for
payment of interest and principal sums |
Fairly Large |
|
41-55 |
Ba |
Overall operation is considered normal. Capable to meet normal
commitments. |
Satisfactory |
|
26-40 |
B |
Capability to overcome financial difficulties seems comparatively
below average. |
Small |
|
11-25 |
Ca |
Adverse factors are apparent. Repayment of interest and principal sums
in default or expected to be in default upon maturity |
Limited with
full security |
|
<10 |
C |
Absolute credit risk exists. Caution needed to be exercised |
Credit not
recommended |
|
-- |
NB |
New Business |
-- |
This report is issued at your request without any
risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL)
or its officials.