MIRA INFORM REPORT

 

 

Report No. :

357254

Report Date :

31.12.2015

 

IDENTIFICATION DETAILS

 

Name :

ZUARI GLOBAL LIMITED (w.e.f. 26.06.2012)

 

 

Formerly Known As :

ZUARI INDUSTRIES LIMITED

 

 

Registered Office :

Jai Kisaan Bhawan, Zuarinagar-403726, Goa

Tel. No.:

91-832-2592509

 

 

Country :

India

 

 

Financials (as on) :

31.03.2015

 

 

Date of Incorporation :

12.05.1967

 

 

Com. Reg. No.:

24-000157

 

 

Capital Investment / Paid-up Capital :

Rs. 294.411 Million

 

 

CIN No.:

[Company Identification No.]

L65921GA1967PLC000157

 

 

IEC No.:

Not Divulged

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

Not Available

 

 

PAN No.:

[Permanent Account No.]

Not Available

 

 

Legal Form :

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

 

 

Line of Business :

Subject is engaged in the business of Trading of Pesticides and Complex  Fertilisers. (Registered Activity)

 

 

No. of Employees :

Not Available

 

 

RATING & COMMENTS

 

MIRA’s Rating :

Ba (54)

 

RATING

STATUS

PROPOSED CREDIT LINE

41-55

Ba

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

Satisfactory

 

Maximum Credit Limit :

USD 18389000

 

 

Status :

Good 

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is an established company incorporated in the year 1967 having good track.

 

Turnover of the company has sharply declined during FY 2015. However, company has able to maintain a strong profit margin.

 

The rating further takes into consideration sound net worth base and decent liquidity position of the company.

 

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

 

In view of long track record and sound financial base, the company can be considered normal for business dealings at usual trade terms and conditions.

 

NOTES :

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

 

 

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.

 

 

LOCATIONS

 

Registered Office :

Jai Kisaan Bhawan, Zuarinagar-403726, Goa, India

Tel. No.:

91-832-2592509

Fax No.:

91-832-2555279

E-Mail :

shares@adventz.com

investor_relations@adventz.com

Website :

http://www.adventz.com

 

 

DIRECTORS

 

AS ON 31.03.2015

 

Name :

Mr. Saroj Kumar Poddar

Designation :

Chairman

 

 

Name :

Mr. N. Suresh Krishnan

Designation :

Managing Director (

Date of Birth/Age :

50 Years

Date of Appointment :

01.04.2015

 

 

Name :

Mr. D. B. Engineer

Designation :

Director

 

 

Name :

Mr. J. N. Godbole

Designation :

Director

 

 

Name :

Mrs. Jyotsna Poddar

Designation :

Whole time Director

Date of Birth/Age :

65 Years

Qualification :

Is a Psychology Honors student from Loreto House, Kolkata

 

 

Name :

Mr. K. K. Gupta

Designation :

Director

Date of Birth/Age :

76 Years

Qualification :

Is a B.Sc. Engg. (Mech.) Graduate from Punjab University, India. He also holds an M.S. (Ind. Engg.) Degree from University of California, Berkeley, U.S.A.

Experience :

51 Years

 

 

Name :

Mr. Marco Wadia

Designation :

Director

 

 

KEY EXECUTIVES

 

Name :

Mr. K. G. Prabhu

Designation :

Company Secretary

 

 

Legal Advisers :

Khaitan and Company, Kolkata

 

 

 

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.gifIndividuals / Hindu Undivided Family

1561029

5.30

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

10072903

34.21

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

11633932

39.52

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

 

 

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

7491750

25.45

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

7491750

25.45

Total shareholding of Promoter and Promoter Group (A)

19125682

64.96

(B) Public Shareholding

 

 

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

 

 

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

1600100

5.44

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

3840

0.01

http://www.bseindia.com/include/images/clear.gifInsurance Companies

2362708

8.03

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

168731

0.57

http://www.bseindia.com/include/images/clear.gifQualified Foreign Investor

899027

3.05

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

217

0.00

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

217

0.00

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

5034623

17.10

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

 

 

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

1122909

3.81

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

2782580

9.45

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

1005461

3.42

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

369349

1.25

http://www.bseindia.com/include/images/clear.gifClearing Members

41147

0.14

http://www.bseindia.com/include/images/clear.gifNon Resident Indians

85141

0.29

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

450

0.00

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

943

0.00

http://www.bseindia.com/include/images/clear.gifHindu Undivided Families

241668

0.82

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

5280299

17.94

Total Public shareholding (B)

10314922

35.04

Total (A)+(B)

29440604

100.00

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

 

 

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

0

0.00

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

0

0.00

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

0

0.00

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

29440604

100.00

 

 

 

BUSINESS DETAILS

 

Line of Business :

Subject is engaged in the business of Trading of Pesticides and Complex  Fertilisers. (Registered Activity)

 

 

Brand Names :

--

 

 

Agencies Held :

--

 

 

Exports :

Not Available

 

 

Imports :

Not Available

 

 

Terms :

Not Available

 

 

PRODUCTION STATUS: NOT AVAILABLE

 

 

GENERAL INFORMATION

 

Suppliers :

Reference:

Not Available

Name of the Person (Designation):

Not Available

Contact Number:

Not Available

Since how long known:

Not Available

Maximum limit dealt:

Not Available

Experience:

Not Available

Remark

Not Available

 

 

Customers :

Reference:

Not Available

Name of the Person (Designation):

Not Available

Contact Number:

Not Available

Since how long known:

Not Available

Maximum limit dealt:

Not Available

Experience:

Not Available

Remark

Not Available

 

 

No. of Employees :

Not Available

 

 

Bankers :

Bank Name:

State Bank of India

Branch:

Not Available

Person Name (with Designation):

Not Available

Contact Number:

Not Available

Name of Account Holder:

Not Available

Account Number:

Not Available

Account Since (Date/ Year of A/c Opening):

Not Available

Average Balance Maintained (Optional):

Not Available

Credit Facilities Enjoyed (CC/OD/Term Loan):

Not Available

Account Operation:

Not Available

Remarks:

Not Available

 

·         HDFC Bank Limited

 

 

Facilities :

SECURED LOANS

31.03.2015

(Rs. In Million)

31.03.2014

(Rs. In Million)

LONG-TERM BORROWINGS

 

 

Loan from others

12.40% loan from Rabo India Finance Limited (Repayable after 3 years from date of availment i.e 25.03.2014)

800.000

800.000

 

 

 

Total

800.000

800.000

 

NOTE:

 

LONG-TERM BORROWINGS

 

(i) The loan is secured by the first exclusive charge on specific immovable property (shown as inventories) of the Company.

 

(ii) The Company has undertaken that during the term of the loan, it shall continue to hold and it shall not enter into a transaction to encumber any of the following equity shares which are currently directly or indirectly held by it:

 

(a) 10% equity shares in the total equity share capital of Gulbarga Cement Limited unless diluted by an increase in shareholding by other entities / shareholders. During the year, the Company has sold its share held in Gulbarga Cement Limited to an affiliate of Zuari Cement Limited and is in the process of discussion with Rabo India Finance Limited to prepay part of the loan out of the proceeds.

 

(b) 100% equity shares in the total equity share capital of Zuari Investments Limited (ZIL).

 

(c) 30% equity shares in the total equity share capital of Zuari Agro Chemicals Limited (ZACL).

 

(d) 12% equity shares in the total equity share capital of Chambal Fertilisers and Chemicals Limited (CFCL).

 

(e) 25% equity shares in the total equity share capital of Gobind Sugar Mills Limited (GSML).

 

(iii) Promoter group shall continue to have management control of the Company and ZIL (Subsidiary Company) and hold majority ownership (atleast 51% of the total equity share capital without any encumbrance) in the Company including the ability to appoint majority Directors of the Board of the Company and ZIL.

 

Financial Institution :

·         Rabo India Finance Limited

GF/A - 03B, Building 9, Tower A, DLF Cyber City,  Phase III, Gurgaon-122002, Haryana, India

 

 

Auditors :

 

Name :

S. R. Batliboi and Company LLP

Chartered Accountants

Address :

Gurgaon, Haryana, India

 

 

Memberships :

--

 

 

Collaborators :

--

 

 

Subsidiaries Companies :

·         Indian Furniture Products Limited

·         Soundaryaa IFPL Interiors Limited (subsidiary of Indian Furniture Products Limited w.e.f 04/12/2014)

·         Simon India Limited

·         Zuari Management Services Limited

·         Zuari Infraworld India Limited

·         Zuari Infra Middle East Limited (subsidiary of Zuari Infraworld India Limited w.e.f 10/09/2014)

·         Globex Limited

·          Zuari Financial Services Limited (w.e.f 15/01/2015) (earlier subsidiary of Zuari Investments Limited)

·          Zuari Investments Limited

·         Zuari Insurance Brokers Limited – Subsidiary of Zuari Investments Limited

·         Zuari Commodity Trading Limited – Subsidiary of Zuari Investments Limited

·         Gobind Sugar Mills Limited (subsidiary of Zuari Investments Limited w.e.f 25/08/2014)

 

 

Joint Ventures :

·         Zuari Indian Oiltanking Limited

·         Gulbarga Cement Limited (upto 12/01/2015)

·         MCA Phosphates Pte. Limited (upto 27/03/2014 and thereafter as associate)

 

 

Associates of the Company* :

·         Zuari Agro Chemicals Limited

·         Zuari Agri Science Limited (formerly known as Zuari Seeds Limited)– Subsidiary of Zuari Agro Chemicals Limited

·         Zuari Fertlisers and Chemicals Limited – Subsidiary of Zuari Agro Chemicals Limited

·         Zuari Rotem Speciality Fertilizer Limited – Joint Venture of Zuari Agro Chemicals Limited

·         Zuari Maroc Phosphates Private Limited (formerly known as Zuari Maroc Phosphates Limited) – Joint Venture of Zuari Agro Chemicals Limited

·         Paradeep Phosphates Limited– Subsidiary of Zuari Maroc Phosphates Private Limited (formerly known as Zuari Maroc Phosphates Limited)

·         Gobind Sugar Mills Limited – Associate of Zuari Investments Limited (upto 24/08/2014 and thereafter as subsidiary)

·         New Eros Tradecom Limited–Associate of Zuari Investments Limited

·         (subsidiary of Gobind Sugar Mills Limited upto 31/08/2014)

·         MCA Phosphates Pte. Limited (Joint Venture of Zuari Agro Chemicals Limited)

 

 

Enterprises having significant influence :

Globalware Trading and Holdings Limited

 

* The Company and its subsidiary Company hold more than 20% of the voting power of bodies corporate. The Company has been legally advised that it does not have any “significant influence” in the said bodies corporate as defined in Accounting Standard 18 “Related Party Disclosures” and accordingly has not considered the above investees as related party under AS-18 for the above disclosure.

 

 

CAPITAL STRUCTURE

 

AS ON 31.03.2015

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

11,50,00,000

Equity Shares

Rs. 10/- each

Rs. 1150.000 Million

20,75,000

Redeemable Cumulative Preference

shares

Rs. 10/- each

Rs. 207.500  Million

 

Total

 

Rs. 1357.500  Million

 

Issued Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

2 ,94,48,655

Equity Shares

Rs. 10/- each

Rs. 294.487  Million

 

 

 

 

 

Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

2,94,40,604

Equity Shares

Rs. 10/- each

Rs. 294.406 Million

1,100

Add : Forfeited Shares (amount paid-up) fully paid-up

 

Rs. 0.005 Million

 

Total

 

Rs. 294.411 Million

 

a. Reconciliation of Shares Outstanding at the beginning and end of the reporting year

 

Equity Shares

31st March, 2015

 

in Numbers

Rs. Million

At the beginning of the year

2,94,40,604

294.406

Issued during the year

–

--

Outstanding at the end of the year

2,94,40,604

294.406

 

b. Terms/Rights attached to equity shares

 

The Company has only one class of equity shares having a par value of Re. 10/– Share. Each shareholder of equity shares is entitled to one vote per share.

 

The Company declares and pay dividends in Indian rupees. The dividend proposed by Board of Directors is subject to the approval of shareholders in the ensuing Annual General Meeting. For the year ended 31st March, 2015, the amount of per share dividend recognised as distribution to equity shareholders was Re. 1/– (31st March, 2014:: Re. 1/–), subject to approval of shareholders.

 

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

 

c. Details of Shareholders holding more than 5% of shares in the Company

 

Name of Shareholder

31st March, 2015

 

No. of Shares held

% Holding in Class

Globalware Trading and Holdings Limited

70,12,000

23.82

SIL Investment Limited

32,08,000

10.90

 

 

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

294.411

294.411

294.411

(b) Reserves & Surplus

6141.771

5909.378

5682.428

(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)

6436.182

6203.789

5976.839

 

 

 

 

(3) Non-Current Liabilities

 

 

 

(a) Long-term borrowings

800.000

800.000

0.000

(b) Deferred tax liabilities (Net)

5.734

2.467

5.176

(c) Other long term liabilities

0.000

0.000

0.000

(d) long-term provisions

4.270

6.242

0.000

Total Non-current Liabilities (3)

810.004

808.709

5.176

 

 

 

 

(4) Current Liabilities

 

 

 

(a) Short term borrowings

0.000

300.000

0.000

(b) Trade payables

9.433

1087.133

149.251

(c) Other current liabilities

1354.262

278.147

870.535

(d) Short-term provisions

48.505

77.052

273.785

Total Current Liabilities (4)

1412.200

1742.332

1293.571

 

 

 

 

TOTAL

8658.386

8754.830

7275.586

 

 

 

 

II.            ASSETS

 

 

 

(1) Non-current assets

 

 

 

(a) Fixed Assets

 

 

 

(i) Tangible assets

138.609

133.698

134.884

(ii) Intangible Assets

0.000

0.000

0.000

(iii) Capital work-in-progress

0.000

0.000

0.000

(iv) Intangible assets under development

0.000

0.000

0.000

(b) Non-current Investments

3919.626

4131.392

3954.401

(c) Deferred tax assets (net)

0.000

0.000

0.000

(d)  Long-term Loan and Advances

447.040

1179.522

523.164

(e) Other Non-current assets

0.076

54.919

31.656

Total Non-Current Assets

4505.351

5499.531

4644.105

 

 

 

 

(2) Current assets

 

 

 

(a) Current investments

435.051

223.512

1079.605

(b) Inventories

2054.964

1948.067

142.296

(c) Trade receivables

2.272

467.994

279.322

(d) Cash and cash equivalents

40.978

68.088

111.527

(e) Short-term loans and advances

1594.241

507.884

1011.061

(f) Other current assets

25.529

39.754

7.670

Total Current Assets

4153.035

3255.299

2631.481

 

 

 

 

TOTAL

8658.386

8754.830

7275.586

 

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

 

31.03.2015

31.03.2014

31.03.2013

 

SALES

 

 

 

 

 

Income

395.177

1698.215

995.405

 

 

Other Income

407.675

425.807

462.900

 

 

TOTAL                                     (A)

802.852

2124.022

1458.305

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Cost of Materials Consumed

0.000

1.784

5.386

 

 

Purchases of Stock-in-Trade

370.818

1428.104

726.220

 

 

Land Purchase Cost

0.000

1947.931

0.000

 

 

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

(106.898)

(1815.171)

172.616

 

 

Employees benefits expense

17.398

51.460

80.862

 

 

Other expenses

67.073

84.158

130.762

 

 

Exceptional Items

0.000

(152.431)

0.000

 

 

TOTAL                                     (B)

348.391

1545.835

1115.846

 

 

 

 

 

 

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

454.461

578.187

342.459

 

 

 

 

 

Less

FINANCIAL EXPENSES                                    (D)

112.274

18.657

8.342

 

 

 

 

 

 

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

342.187

559.530

334.117

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

2.259

1.181

1.181

 

 

 

 

 

 

PROFIT BEFORE TAX (E-F)                              (G)

339.928

558.349

332.936

 

 

 

 

 

Less

TAX                                                                  (H)

72.101

296.955

63.404

 

 

 

 

 

 

PROFIT AFTER TAX (G-H)                                (I)

267.827

261.394

269.532

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Traded goods

373.954

975.728

0.000

 

TOTAL IMPORTS

373.954

975.728

0.000

 

 

 

 

 

 

Earnings Per Share (Rs.)

9.10

8.88

9.16

 

 

CURRENT MATURITIES OF LONG TERM DEBT DETAILS

 

Particulars

 

31.03.2015

31.03.2014

31.03.2013

Current Maturities of Long term debt

NA

NA

NA

 

 

 

 

Cash generated from / (used in) Operations

(721.723)

(695.937)

260.217

 

 

 

 

Net Cash flow (used in) Operating Activities

(835.099)

(1271.476)

144.215

 

 

KEY RATIOS

 

 

PARTICULARS

 

 

31.03.2015

31.03.2014

31.03.2013

Net Profit Margin

(PAT / Sales)

(%)

67.77

15.39

27.08

 

 

 

 

 

Operating Profit Margin

(PBDIT/Sales)

(%)

115.00

34.05

34.40

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

7.17

12.08

10.02

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.05

0.09

0.06

 

 

 

 

 

Debt Equity Ratio

(Total Debt/Networth)

 

0.12

0.18

0.00

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

2.94

1.87

2.03

 

 

STOCK PRICES

 

Face Value

Rs. 10.00/-

 

 

Market Value

Rs. 101.10/-

 

 

 

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

294.411

294.411

294.411

Reserves & Surplus

5682.428

5909.378

6141.771

Money received against share warrants

0.000

0.000

0.000

Share Application money pending allotment

0.000

0.000

0.000

Net worth

5976.839

6203.789

6436.182

 

 

 

 

Long-term borrowings

0.000

800.000

800.000

Short term borrowings

0.000

300.000

0.000

Total borrowings

0.000

1100.000

800.000

Debt/Equity ratio

0.000

0.177

0.124

 

 

 

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

995.405

1698.215

395.177

 

 

70.605

(76.730)

 

 

 

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

995.405

1698.215

395.177

Profit

269.532

261.394

267.827

 

27.08%

15.39%

67.77%

 

 

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

No

17

Details of sister concerns

Yes

18

Major suppliers

No

19

Major customers

No

20

Banking Details

Yes

21

Banking facility details

Yes

22

Conduct of the banking account

--

23

Financials, if provided

Yes

24

Capital in the business

Yes

25

Last accounts filed at ROC, if applicable

Yes

26

Turnover of firm for last three years

Yes

27

Reasons for variation <> 20%

--

28

Estimation for coming financial year

No

29

Profitability for last three years

Yes

30

Major shareholders, if available

Yes

31

External Agency Rating, if available

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

10521077

19/09/2014

800,000,000.00

RABO INDIA FINANCE LIMITED

GF/A - 03B, BUILDING 9, TOWER A, DLF CYBER CITY, 
PHASE III,, GURGAON- 122002, HARYANA, INDIA

C21618657

 

 

UNSECURED LOANS

 

PARTICULARS

31.03.2015

(Rs. In Million)

31.03.2014

(Rs. In Million)

SHORT TERM BORROWINGS

 

 

Short term loan from bank 11.50% loan from HDFC Bank (Repaid within 30-60 days from the date of availment)

0.000

300.000

 

 

 

Total

0.000

300.000

 

 

CORPORATE INFORMATION

 

The Company is a public Company domiciled in India. The Company is in the business of trading of pesticides and complex fertilisers. The Company caters to the demand of the farmers all over the country. During the previous year, the Company has acquired lands with the objective of granting rights to other parties to develop the land under joint development agreement.

 

 

REVIEW OF OPERATIONS:

 

The revenue from the operations (Standalone) for the year ended 31st March, 2015 was Rs. 395.177 Million as compared to Rs. 1698.215 Million for the previous year.

 

The Profit before tax for the year ended 31st March, 2015 was Rs. 339.928 Million as compared to Rs. 558.349 Million for the year ending 31st March, 2014. The Profit after Tax stood at Rs. 267.827 Million for the year ending 31st March, 2015 as compared to Rs. 261.394 Million for the previous year ending 31st March, 2014.

 

The revenue from operations (Consolidated) for the year ended 31st March, 2015 was Rs. 5345.368 Million as compared to Rs. 6505.576 Million for the previous year.

 

The Consolidated Loss before tax for the year ended 31st March, 2015 was Rs. 188.165 Million as compared to a profit of Rs. 429.661 Million for the year ending 31st March, 2014. The Loss after Tax stood at Rs. ,96.044 Million for the year ending 31st March, 2015 as compared to profit of Rs. 98.311 Million for the previous year.

 

There were no material changes and commitments affecting the financial position of the Company from the end of the financial year till the date of the Directors’ Report.

 

Management Discussion and Analysis

 

GLOBAL OUTLOOK

 

The global economy in 2014 continued to grind on a slow momentum, recording a growth of 3.4% over the previous year, with marked growth divergences among major economies. While the United States continued to register a stronger growth, many advanced economies like Japan and the Euro zone worked out course corrections to negate the cumulative legacies of the past global financial crisis. Contrary to expectations, emerging markets and developing economies, especially the BRIC, also displayed mixed prospects. While the slump in global crude oil prices is expected to provide a window of opportunity for oil- importing countries like India and China, they could dampen the prospects for some large emerging market economies and oil-exporting countries. Overall global growth in 2015 will not gain much traction and is projected at 3.5 percent according to World Economic Outlook (WEO).

 

INDIAN ECONOMY

 

After a 3 year hiatus, the Indian economy displayed a sense of buoyancy, riding on the pro-growth agenda of the new government. The revival of growth gained momentum in 2014-15 with the sharp decline in crude oil prices, the funds flow from strong investor sentiment and the reform initiatives of the new government at the Centre with its thrust on consolidation and fiscal stability. Despite the lukewarm growth in foreign trade, the strong domestic demand kept the growth momentum on an upward trajectory. IMF and the World Bank have pegged an optimistic real GDP growth of 6.4% for India, for the year 2015, as against 5.6% in 2014.

 

A) New Initiatives

 

The Company, armed with its land bank, is enthusiastic about unlocking the tremendous opportunity available for the growth of realty and infrastructure in India and has set its sights on building up fast in a growing market. The Company, through its wholly-owned subsidiary, Zuari Infraworld India Limited, is strengthening its pan-India presence, leveraging its real estate capabilities to execute integrated development projects in strategic locations. With an amply demonstrated success in execution of its current projects, the Company is best placed to capitalize on positive market conditions and aims to transform living experiences through uncompromising quality, architectural excellence and intelligent design.

 

B) Subsidiaries

 

Diversity enriches, insulates and encompasses multiple hues of our business spectrum. With the objective of providing consumers with a comprehensive range of world-class products, the Company continues to strengthen its diverse product portfolio through its subsidiaries in the sugar, financial services, engineering services and furniture sectors, which are leading the Company to become a vibrant, multi brand enterprise.

 

 

 

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



PART I

(Rs. in Million)

 

Particulars

Quarter ended

Half year ended

 

 

Unaudited

30.09.2015

Unaudited

30.06.2015

Unaudited

30.09.2015

1.

Income from operations

 

 

 

 

a) Net sales/Income from operations (net of excise duty)

0.000

0.000

0.000

 

b) Other operating income

8.500

5.800

14.300

 

Total Income from Operations (net)

8.500

5.800

14.300

 

 

 

 

 

2.

Expenses

 

 

 

 

a) Cost of Materials Consumed

0.000

0.000

0.000

 

b) Purchase of traded goods

0.000

0.000

0.000

 

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

(25.000)

(24.700)

(49.700)

 

d) Employee benefits expense

14.200

10.800

25.000

 

e) Consultancy charges

3.400

2.300

5.700

 

f) Premium of Forward Contracts amortised

0.000

0.000

0.000

 

g Depreciation and amortisation expense

0.600

0.500

1.100

 

h) Corporate Social Responsibility

5.300

0.000

5.300

 

i) Other expenses

8.600

3.800

12.400

 

Total Expenses

7.100

(7.300)

(0.200)

 

 

 

 

 

3.

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

1.400

13.100

14.500

4.

Other Income

192.700

58.600

251.300

5.

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

194.100

71.700

265.800

6.

Finance costs

25.100

24.700

49.800

7.

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

169.000

47.000

216.000

8.

Exceptional Items-income/ expenses

0.000

0.000

0.000

9.

Profit/(Loss)  from ordinary activities before tax (7+8)

169.000

47.000

216.000

10.

Tax expense 

0.000

23.600

23.600

11.

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

169.000

23.400

192.400

12.

Extraordinary items (Net of tax expenses)

0.000

0.000

0.000

14.

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

169.000

23.400

192.400

15.

Paid-up Eq. Share Capital (Face Value: Rs.10/- each)

294.400

294.400

294.400

16.

Reserves excluding Revaluation Reserve as per balance sheet of previous accounting year

--

--

--

17.

Earnings Per Share (before Extraordinary Items) (of Rs. 10/- each) (not annualised)

 

 

 

 

a)     Basic

5.74

0.79

6.54

 

b)    Diluted

5.74

0.79

6.54

PART II

 

SELECT INFORMATION FOR THE QUARTER ENDED 30.09.2015

 

 

Particulars

Quarter ended

Half year ended

 

 

Unaudited

30.09.2015

Unaudited

30.06.2015

Unaudited

30.09.2015

1.

Public Shareholding

 

 

 

 

- Number of Shares

10314922

10314922

10314922

 

- Percentage of Shareholding

35.04%

35.04%

35.04%

2.

Promoter and Promoter Group Shareholding

19125682

19125682

19125682

 

a) Pledged/Encumbered

 

 

 

 

- Number of Shares

1920000

2335000

1920000

 

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

10.04

12.21

10.04

 

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

6.52

7.93

6.52

 

b) Non-Encumbered

 

 

 

 

- Number of Shares

17205682

16790682

17205682

 

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

89.96%

87.79%

89.96%

 

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

58.44%

57.03%

58.44%

 

 

 

 

Particulars

 

 

Quarter Ended

30.09.2015

 

B.

INVESTOR COMPLAINTS

 

 

 

 

Pending at the beginning of the quarter

 

 

0

 

Received during the quarter

 

 

46

 

Disposed of during the quarter

 

 

46

 

Remaining unresolved at the end of the quarter

 

 

0

 

STATEMENT OF ASSETS AND LIABILITIES AS AT 30.09.2015

(in Million)

Particulars

30.09.2015

A)    EQUITY AND LIABILITIES

 

Unaudited
  1. Shareholders' Funds

 

(a) Share Capital

294.400

(b) Reserves & Surplus

6334.200

Sub Total Shareholders’ Funds

6628.600
  1. Share Application money pending allotment

0.000
  1. Minority Interest

0.000
  1. Non-Current Liabilities

 

(a) long-term borrowings

800.000

(b) Deferred tax liabilities (Net)

4.200

(c) Other long term liabilities

0.000

(d) long-term provisions

3.300

Sub Total Non-current Liabilities

807.500
  1. Current Liabilities

 

(a) Short term borrowings

0.000

(b) Trade payables

12.200

(c) Other current liabilities

1365.800

(d) Short-term provisions

22.500

Sub Total Current Liabilities

1400.500

TOTAL EQUITY AND LIABILITIES

8836.600

B.           ASSETS

 
  1. Non-current assets

 

(a) Fixed Assets

137.500

(b) Goodwill on Consolidation

0.000

(c) Non-current Investments

3919.600

(d) Deferred tax assets (net)

0.000

(e)  Long-term Loan and Advances

333.100

(f) Other Non-current assets

1.000

Sub Total Non-Current Assets

 
  1. Current assets

 

(a) Current investments

513.200

(b) Inventories

2104.700

(c) Trade receivables

2.000

(d) Cash and cash equivalents

13.200

(e) Short-term loans and advances

1708.500

(f) Other current assets

103.800

Sub Total Current Assets

4445.400

TOTAL ASSETS

8836.600

 

 

NOTE:

 

1. Segment disclosures are given as per the Accounting Standard (AS) 17 issued by the Institute of Chartered Accountants of India.


2. Tax expense is net / inclusive of deferred tax effects, MAT credit entitlement and tax adjustment for earlier years.

3. The auditors of the Company in their audit report on the standalone financial statement for the year ended March 31, 2015, have invited attention to non provision for diminution in the value of investment in equity shares of Nagarjuna Oil Refinery Limited, whose present market value as on September 30, 2015 was Rs. 13.49 crores (March 31, 2015 was Rs.12.05 crores) as against the cost of Rs. 69.44 crores. This being a long term investment in the said company, no provision is required there against. These shares were allotted to the Company consequent to the demerger of the fertiliser business of Nagarjuna Fertiliser and Chemicals Limited (NFCL), The demerged fertiliser business is now in the resulting company (erstwhile Kakinada Fertilisers Limited) which has now been renamed as Nagarjuna Fertilisers and Chemicals Limited(NFCL). The Company holds 3,22,67,741 equity shares in NFCL which are yet to be listed on the stock exchange pending receipt of permission from Securities Exchange Board of India. These shares are carried at a value of Rs.21.15 crores, SEBI had applied to High Court of Mumbai to set aside the High Court's earlier order sanctioning the scheme of arrangement and amalgamation relating to IKisan and NFCL. During the quarter, the High Court of Mumbai has dismissed the application of SEBI to set aside the High Court's earlier order.


4. The auditors have conducted limited review of the financial results for the quarter ended September 30, 2015. The un-audited financial results have been recommended by the Audit Committee at its meeting held on 30th October, 2015 and approved by the Board of Directors at its meeting held on 30th October, 2015.

5. Previous period's/year's figures have been regrouped wherever necessary.

 

 

CONTINGENT LIABILITIES:

 

Particulars

31.03.2015

(Rs. In Million)

31.03.2014

(Rs. In Million)

Demand Notices received from Income Tax Authorities*

Demand in respect of Assessment Year 2007-2008 for which an appeal is

pending with CIT (Appeals)

25.447

0.000

In respect of Assessment year 2011-12, certain adjustments have been proposed to be made to the transaction value by the tax authorities based on arm’s length price of international transaction with associated enterprise and other adjustments. The Company is yet to receive final order. The amount of tax is excluding interest and penalty. The Company has filed application before Dispute Redressal Panel (DRP), which is pending.

171.877

0.000

Demand in respect of Assessment year 2012-13 for which an appeal is pending with CIT (Appeals)

126.350

0.000

Demand in respect of Wealth Tax for Assessment Years 2006-07 to 2010-11 for which the Company has filed appeals with Commissioner of Wealth Tax (Appeals). The Company has deposited Rs. 28.289 Million under protest.

56.578

56.578

 

 

 

Total

380.252

56.578

 

* Based on discussions with the solicitors/ favorable decisions in similar cases, the management believes that the Company had a good chance of success in above mentioned cases and hence, no provision there against was considered necessary.

 

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, India Prisons Service, Interpol, etc.

 

1]         INFORMATION ON DESIGNATED PARTY

No exist designating subject or any of its beneficial owners, controlling shareholders or senior officers as terrorist or terrorist organization or whom notice had been received that all financial transactions involving their assets have been blocked or convicted, found guilty or against whom a judgement or order had been entered in a proceedings for violating money-laundering, anti-corruption or bribery or international economic or anti-terrorism sanction laws or whose assets were seized, blocked, frozen or ordered forfeited for violation of money laundering or international anti-terrorism laws.

 

2]         Court Declaration :

No 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. 66.42

UK Pound

1

Rs. 98.55

Euro

1

Rs. 72.60

 

 

INFORMATION DETAILS

 

Analysis Done by :

DIV

 

 

Report Prepared by :

IND

 

 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

7

PAID-UP CAPITAL

1~10

6

OPERATING SCALE

1~10

5

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

6

--PROFITABILIRY

1~10

6

--LIQUIDITY

1~10

6

--LEVERAGE

1~10

6

--RESERVES

1~10

6

--CREDIT LINES

1~10

6

--MARGINS

-5~5

--

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

YES

--LITIGATION

YES/NO

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

 

54

 

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.