MIRA INFORM REPORT
|
Report No. : |
300894 |
|
Report Date : |
10.01.2015 |
IDENTIFICATION DETAILS
|
Name : |
GONTERMANN – PEIPERS (INDIA) LIMITED |
|
|
|
|
Registered
Office : |
Diamond Harbour Road, Post-Pailan, 24 PAGS(S), Kolkata – 743512, West
Bengal |
|
|
|
|
Country : |
India |
|
|
|
|
Financials (as
on) : |
31.03.2014 |
|
|
|
|
Date of
Incorporation : |
27.12.1966 |
|
|
|
|
Com. Reg. No.: |
21-101410 |
|
|
|
|
Capital
Investment / Paid-up Capital : |
Rs. 148.337 Millions |
|
|
|
|
CIN No.: [Company Identification
No.] |
L27106WB1966PLC101410 |
|
|
|
|
IEC No.: |
Not Available |
|
|
|
|
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
: |
Manufacturer of Iron and Steel Rolls for Rolling Mills. |
|
|
|
|
No. of Employees
: |
693 (Approximately) |
RATING & COMMENTS
|
MIRA’s Rating : |
Ca (15) |
|
RATING |
STATUS |
PROPOSED CREDIT LINE |
|
|
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 |
|
Status : |
Moderate |
|
|
|
|
Payment Behaviour : |
Slow |
|
|
|
|
Litigation : |
Clear |
|
|
|
|
Comments : |
Subject is an established company having moderate track. The company possesses a weak financial profile marked by consecutive
losses leading to heavy deterioration in its position of reserves during
financial year 2014. Moreover, the management due to high raw material costs and slowdown
in economy is facing some liquidity issues as a result of which the company
is under purview of CDR scheme and is implementing the measures as laid down
in the scheme. However, business is active. Payment terms are reported as slow. In view of business and financial issues, the company can be
considered for business dealings on a safe and secured 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 – September 30, 2014
|
Country Name |
Previous Rating (30.06.2014) |
Current Rating (30.09.2014) |
|
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
|
Rating Agency Name |
INDIA RATING |
|
Rating |
Long Term Rating = “D” Suspended |
|
Rating Explanation |
Lowest credit quality and very low prospectus of recovery. |
|
Date |
April 30, 2014 |
|
Rating Agency Name |
INDIA RATING |
|
Rating |
Short Term Rating = “D” Suspended |
|
Rating Explanation |
Lowest credit quality and very low prospectus of recovery |
|
Date |
April 30, 2014 |
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
31-03-2014.
INFORMATION DENIED
Management non cooperative (Tel No.: 91-33-24532455)
LOCATIONS
|
Registered Office/ Works : |
Diamond Harbour Road, Post-Pailan, 24 PAGS(S), Kolkata – 743512, West
Bengal, India |
|
Tel. No.: |
91-33-24532455/ 56/ 24978183 |
|
Fax No.: |
91-33-24978313/ 8547/ 8686 |
|
E-Mail : |
|
|
Website : |
DIRECTORS
AS ON 31.03.2014
|
Name : |
Mr. Mahesh Trivedi |
|
Designation : |
Non-Executive Director |
|
|
|
|
Name : |
Prof. Mahesh Kumar Mitra |
|
Designation : |
Non-Executive Director |
|
|
|
|
Name : |
Dr. Shekhar Chaudhuri |
|
Designation : |
Non-Executive Director |
|
|
|
|
Name : |
Prof. Binay Bhushan Chakrabarti |
|
Designation : |
Non-Executive Director |
|
|
|
|
Name : |
Shristi Mittal |
|
Designation : |
Non-Executive Director |
|
|
|
|
Name : |
Anil Surekha |
|
Designation : |
Non-Executive Director |
|
|
|
|
Name : |
Susanta Ghosh |
|
Designation : |
Managing Director |
KEY EXECUTIVES
|
Name : |
Susanta Ghosh |
|
Designation : |
Managing Director and Chief Executive Officer |
|
|
|
|
Name : |
Shabnum Zaman |
|
Designation : |
Company Secretary |
|
|
|
|
Name : |
R K Banthia |
|
Designation : |
Assistant and Company Secretary |
|
|
|
|
Name : |
Sandip Gupta |
|
Designation : |
Chief Financial Officer |
SHAREHOLDING PATTERN
AS ON 30.09.2014
|
Category of
Shareholder |
No. of Shares |
% of holdings |
|
(A) Shareholding
of Promoter and Promoter Group |
||
|
|
|
|
|
|
263481 |
1.18 |
|
|
13329496 |
59.95 |
|
|
13592977 |
61.13 |
|
|
|
|
|
|
2538096 |
11.41 |
|
|
2538096 |
11.41 |
|
Total
shareholding of Promoter and Promoter Group (A) |
16131073 |
72.55 |
|
(B) Public
Shareholding |
||
|
|
|
|
|
|
17 |
0.00 |
|
|
29010 |
0.13 |
|
|
29027 |
0.13 |
|
|
|
|
|
|
2819058 |
12.68 |
|
|
|
|
|
|
2115995 |
9.52 |
|
|
993376 |
4.47 |
|
|
146471 |
0.66 |
|
|
146471 |
0.66 |
|
|
6074900 |
27.32 |
|
Total Public
shareholding (B) |
6103927 |
27.45 |
|
Total (A)+(B) |
22235000 |
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) |
22235000 |
100.00 |
%20LIMITED%20-%20300894%2010-Jan-2015_files/image016.gif){kind=small}
%20LIMITED%20-%20300894%2010-Jan-2015_files/image017.gif){kind=small}
%20LIMITED%20-%20300894%2010-Jan-2015_files/image018.gif){kind=small}
%20LIMITED%20-%20300894%2010-Jan-2015_files/image020.gif)
BUSINESS DETAILS
|
Line of Business : |
Manufacturer of Iron and Steel Rolls for Rolling Mills. |
|
|
|
|
Products : |
Not Available |
|
|
|
|
Brand Names : |
Not Available |
|
|
|
|
Agencies Held : |
Not Available |
|
|
|
|
Exports : |
Not Divulged |
|
|
|
|
Imports : |
Not Divulged |
|
|
|
|
Terms : |
Not Available |
GENERAL INFORMATION
|
Suppliers : |
|
||||||||||||||||||||||||||||||
|
|
|
||||||||||||||||||||||||||||||
|
Customers : |
|
||||||||||||||||||||||||||||||
|
|
|
||||||||||||||||||||||||||||||
|
No. of Employees : |
693 (Approximately) |
||||||||||||||||||||||||||||||
|
|
|
||||||||||||||||||||||||||||||
|
Bankers : |
|
||||||||||||||||||||||||||||||
|
|
|
||||||||||||||||||||||||||||||
|
Facilities : |
NOTE: SHORT TERM
BORROWINGS Working capital loans from banks include Rs. 85.442 Millions continuing
default towards repayment of working capital facilities (include interest
default of Rs. 5.804 Millions) (Period of default 34 days). |
|
|
|
|
Statutory Auditors : |
|
|
Name : |
V Malik and Associates Chartered Accountants |
|
|
|
|
Internal
Auditors : |
|
|
Name : |
Das and Prasad Chartered Accountant |
|
|
|
|
Memberships : |
Not Available |
|
|
|
|
Collaborators : |
Not Available |
|
|
|
|
Enterprises over which Key Management Personnel / Shareholders / Relatives
have Significant influence : |
|
CAPITAL STRUCTURE
After 10.09.2014
Authorised Capital : Rs. 300.000 Millions
Issued, Subscribed & Paid-up Capital : Rs. 228.954
Millions
AS ON 31.03.2014
Authorised Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
2,50,00,000 |
Equity Shares |
Rs. 10/- each |
Rs. 250.000 Millions |
|
50,00,000 |
Preference Shares |
Rs. 10/- each |
Rs. 50.000 Millions |
|
|
|
|
|
|
|
Total |
|
Rs. 300.000
Millions |
Issued, Subscribed & Paid-up Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
1,39,15,000 |
Equity Shares |
Rs. 10/-
each |
Rs. 139.150
Millions |
|
9,18,700 |
6% Cumumlative Optionally Covertible
Redeemable Preference Shares |
Rs. 10/-
each |
Rs. 9.187
Millions |
|
|
|
|
|
|
|
Total |
|
Rs. 148.337 Millions |
Reconciliation of Number of shares
|
Particulars |
31.03.2014 |
|
|
No. of Shares |
Rs. in millions |
|
|
Equity Shares |
|
|
|
At the beginning of the year |
1,39,15,000 |
139.150 |
|
Issued during the year |
-- |
-- |
|
At the end of the year |
1,39,15,000 |
139.150 |
|
Preference Shares |
|
|
|
At the beginning of the year |
13,18,700 |
13.187 |
|
Issued during the year |
-- |
-- |
|
Less : Redeemed during the year |
4,00,000 |
4.00 |
|
At the end of the year |
9,18,700 |
9.187 |
The company has one class of Equity shares having a par value of Rs. 10 per share. Each shareholder is eligible for one vote per share held. The dividend as and when proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the company after distribution of all preferential amounts, in proportion to their shareholding.
6% Cumulative Optionally Convertible Redeemable Preference Shares (COCRPS) 13,18,700 of Rs 10/- each fully paid up were issued to Export Import Bank of India and are redeemable at par in two equal annual instalments commencing from 2013. Out of this 4,00,000 Preference Shares has been redeemed during the year and the balance will be redeemed in the financial year 2014-15.
Details of shares
held by shareholders holding more than 5% of aggregate shares in the company
|
Name of
Shareholders |
31.03.2014 |
|
|
No of Shares |
% of holdings |
|
|
Glodline Tracom Private Limited |
32,09,625 |
23.07 |
|
Securex Holding Limited |
12,15,102 |
8.73 |
|
Navdisha Real Estate Private Limited |
7,57,054 |
5.44 |
FINANCIAL DATA
[all figures are
in Rupees Millions]
ABRIDGED BALANCE
SHEET
|
SOURCES OF FUNDS |
31.03.2014 |
31.03.2013 |
31.03.2012 |
|
I.
EQUITY
AND LIABILITIES |
|
|
|
|
(1)Shareholders' Funds |
|
|
|
|
(a) Share Capital |
148.337 |
152.337 |
152.337 |
|
(b) Reserves & Surplus |
303.248 |
473.289 |
720.651 |
|
(c) Money
received against share warrants |
0.000 |
0.000 |
0.000 |
|
|
|
|
|
|
(2) Share Application money pending
allotment |
122.734 |
142.459 |
0.000 |
|
Total
Shareholders’ Funds (1) + (2) |
574.319 |
768.085 |
872.988 |
|
|
|
|
|
|
(3)
Non-Current Liabilities |
|
|
|
|
(a) long-term borrowings |
910.089 |
909.882 |
376.203 |
|
(b) Deferred tax liabilities (Net) |
0.000 |
0.000 |
0.000 |
|
(c) Other long term
liabilities |
11.998 |
18.853 |
0.000 |
|
(d) long-term
provisions |
22.642 |
23.772 |
7.656 |
|
Total Non-current
Liabilities (3) |
944.729 |
952.507 |
383.859 |
|
|
|
|
|
|
(4)
Current Liabilities |
|
|
|
|
(a) Short
term borrowings |
552.555 |
361.387 |
816.549 |
|
(b) Trade
payables |
417.913 |
349.921 |
336.427 |
|
(c) Other
current liabilities |
184.951 |
126.060 |
286.141 |
|
(d) Short-term
provisions |
22.436 |
24.087 |
36.648 |
|
Total Current
Liabilities (4) |
1177.855 |
861.455 |
1475.765 |
|
|
|
|
|
|
TOTAL |
2696.903 |
2582.047 |
2732.612 |
|
|
|
|
|
|
II.
ASSETS |
|
|
|
|
(1)
Non-current assets |
|
|
|
|
(a) Fixed
Assets |
|
|
|
|
(i)
Tangible assets |
1090.897 |
1181.725 |
1286.819 |
|
(ii)
Intangible Assets |
4.299 |
10.982 |
23.085 |
|
(iii)
Capital work-in-progress |
206.815 |
205.594 |
212.445 |
|
(iv)
Intangible assets under development |
0.000 |
0.000 |
0.000 |
|
(b) Non-current Investments |
12.796 |
6.666 |
11.108 |
|
(c) Deferred tax assets (net) |
144.582 |
146.315 |
35.094 |
|
(d) Long-term Loan and Advances |
117.100 |
135.100 |
138.623 |
|
(e) Other
Non-current assets |
0.000 |
0.000 |
0.000 |
|
Total Non-Current
Assets |
1576.489 |
1686.382 |
1707.174 |
|
|
|
|
|
|
(2)
Current assets |
|
|
|
|
(a)
Current investments |
0.000 |
0.000 |
0.000 |
|
(b)
Inventories |
558.923 |
377.852 |
424.557 |
|
(c) Trade
receivables |
385.022 |
323.726 |
433.676 |
|
(d) Cash
and cash equivalents |
25.429 |
59.746 |
42.047 |
|
(e)
Short-term loans and advances |
121.461 |
109.560 |
96.564 |
|
(f) Other
current assets |
29.579 |
24.781 |
28.594 |
|
Total
Current Assets |
1120.414 |
895.665 |
1025.438 |
|
|
|
|
|
|
TOTAL |
2696.903 |
2582.047 |
2732.612 |
PROFIT & LOSS
ACCOUNT
|
|
PARTICULARS |
31.03.2014 |
31.03.2013 |
31.03.2012 |
|
|
|
SALES |
|
|
|
|
|
|
|
Income |
1543.935 |
1240.551 |
1243.507 |
|
|
|
Other Income |
23.996 |
11.263 |
23.115 |
|
|
|
TOTAL |
1567.931 |
1251.814 |
1266.622 |
|
|
|
|
|
|
|
|
Less |
EXPENSES |
|
|
|
|
|
|
|
Cost of Materials Consumed |
655.307 |
501.857 |
515.029 |
|
|
|
Changes in inventories of
finished goods, work-in-progress and Stock-in-Trade |
(46.547) |
33.737 |
(10.309) |
|
|
|
Employees benefits expense |
254.120 |
237.193 |
234.410 |
|
|
|
Other expenses |
587.787 |
553.087 |
503.468 |
|
|
|
TOTAL |
1450.667 |
1325.874 |
1242.598 |
|
|
|
|
|
|
|
|
|
PROFIT/
(LOSS) BEFORE INTEREST, TAX,
DEPRECIATION AND AMORTISATION |
117.264 |
(74.060) |
24.024 |
|
|
|
|
|
|
|
|
|
Less |
FINANCIAL
EXPENSES |
176.632 |
168.407 |
210.276 |
|
|
|
|
|
|
|
|
|
|
PROFIT
/ (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION |
(59.368) |
(242.467) |
(186.252) |
|
|
|
|
|
|
|
|
|
Less/ Add |
DEPRECIATION/
AMORTISATION |
91.116 |
102.787 |
95.170 |
|
|
|
|
|
|
|
|
|
Less/ Add |
EXCEPTIONAL
ITEMS |
1.621 |
(5.754) |
(5.219) |
|
|
|
|
|
|
|
|
|
Less/ Add |
EXTRAORDINARY
ITEMS |
0.000 |
2.563 |
18.277 |
|
|
|
|
|
|
|
|
|
|
PROFIT/
(LOSS) BEFORE TAX |
(152.105) |
(342.063) |
(294.480) |
|
|
|
|
|
|
|
|
|
Less |
TAX |
1.733 |
(111.180) |
(100.028) |
|
|
|
|
|
|
|
|
|
|
PROFIT/
(LOSS) AFTER TAX |
(153.838) |
(230.883) |
(194.452) |
|
|
|
|
|
|
|
|
|
|
IMPORTS |
|
|
|
|
|
|
|
Raw Materials |
80.567 |
20.405 |
100.748 |
|
|
|
Stores & Spares |
0.861 |
4.614 |
9.740 |
|
|
|
Capital Goods |
6.240 |
1.529 |
0.733 |
|
|
TOTAL IMPORTS |
87.668 |
26.548 |
111.221 |
|
|
|
|
|
|
|
|
|
|
Earnings /
(Loss) Per Share (Rs.) |
(10.37) |
(15.56) |
(13.11) |
|
QUARTERLY RESULTS
(Rs.
In Millions)
|
PARTICULARS |
30.06.2014 |
30.09.2014 |
|
1st
Quarter Unaudited |
2nd
Quarter Unaudited |
|
|
Net Sales |
420.400 |
426.400 |
|
Total Expenditure |
419.400 |
446.000 |
|
PBIDT (Excl OI) |
1.100 |
(19.500) |
|
Other Income |
0.000 |
0.000 |
|
Operating Profit |
1.100 |
(19.500) |
|
Interest |
45.600 |
49.000 |
|
Exceptional Items |
(0.100) |
0.000 |
|
PBDT |
(44.600) |
(68.600) |
|
Depreciation |
25.800 |
25.500 |
|
Profit Before Tax |
(70.400) |
(94.100) |
|
Tax |
(41.700) |
(57.400) |
|
Provisions and contingencies |
0.000 |
0.000 |
|
Profit After Tax |
(28.800) |
(36.600) |
|
Extraordinary Items |
4.800 |
0.000 |
|
Prior Period Expenses |
0.000 |
0.000 |
|
Other Adjustments |
0.000 |
0.000 |
|
Net Profit |
(24.000) |
(36.600) |
KEY RATIOS
|
PARTICULARS |
|
31.03.2014 |
31.03.2013 |
31.03.2012 |
|
|
|
|
|
|
|
Net Profit Margin PAT / Sales |
(%) |
(9.96)
|
(18.61) |
(15.64) |
|
|
|
|
|
|
|
Operating Profit Margin (PBDIT/Sales) |
(%) |
7.60
|
(5.97) |
1.93 |
|
|
|
|
|
|
|
Return on Total Assets (PBT/Total Assets} |
(%) |
(6.52) |
(15.38) |
(11.90) |
|
|
|
|
|
|
|
Return on Investment (ROI) (PBT/Networth) |
|
(0.26) |
(0.45) |
(0.34) |
|
|
|
|
|
|
|
Debt Equity Ratio (Total Debt/Networth) |
|
2.55 |
1.66 |
1.37 |
|
|
|
|
|
|
|
Current Ratio (Current Asset/Current Liability) |
|
0.95 |
1.04 |
0.69 |
FINANCIAL ANALYSIS
[all figures are
in Rupees Millions]
DEBT EQUITY RATIO
|
Particular |
31.03.2012 |
31.03.2013 |
31.03.2014 |
|
|
(Rs.
In Millions) |
(Rs.
In Millions) |
(Rs.
In Millions) |
|
Share Capital |
152.337 |
152.337 |
148.337 |
|
Reserves & Surplus |
720.651 |
473.289 |
303.248 |
|
Share Application money
pending allotment |
0.000 |
142.459 |
122.734 |
|
Net
worth |
872.988 |
768.085 |
574.319 |
|
|
|
|
|
|
long-term borrowings |
376.303 |
909.882 |
910.089 |
|
Short term borrowings |
816.549 |
361.387 |
552.555 |
|
Total
borrowings |
1192.852 |
1271.269 |
1462.644 |
|
Debt/Equity
ratio |
1.366 |
1.655 |
2.547 |
%20LIMITED%20-%20300894%2010-Jan-2015_files/image022.gif)
YEAR-ON-YEAR GROWTH
|
Year
on Year Growth |
31.03.2012 |
31.03.2013 |
31.03.2014 |
|
|
(Rs.
In Millions) |
(Rs.
In Millions) |
(Rs.
In Millions) |
|
Sales |
1243.507 |
1240.551 |
1543.935 |
|
|
|
(0.238) |
24.456 |
%20LIMITED%20-%20300894%2010-Jan-2015_files/image024.gif)
NET PROFIT MARGIN
|
Net
Profit Margin |
31.03.2012 |
31.03.2013 |
31.03.2014 |
|
|
(Rs.
In Millions) |
(Rs.
In Millions) |
(Rs.
In Millions) |
|
Sales |
1243.507 |
1240.551 |
1543.935 |
|
Profit |
(194.452) |
(230.883) |
(153.838) |
|
|
(15.64%) |
(18.61%) |
(9.96%) |
%20LIMITED%20-%20300894%2010-Jan-2015_files/image026.gif)
LOCAL AGENCY FURTHER INFORMATION
|
Sr. No. |
Check
List by Info Agents |
Available in Report (Yes / No) |
|
1] |
Year
of Establishment |
Yes |
|
2] |
Locality
of the firm |
Yes |
|
3] |
Constitutions
of the firm |
Yes |
|
4] |
Premises
details |
No |
|
5] |
Type
of Business |
Yes |
|
6] |
Line
of Business |
Yes |
|
7] |
Promoter's
background |
Yes |
|
8] |
No.
of employees |
Yes |
|
9] |
Name
of person contacted |
No |
|
10] |
Designation
of contact person |
No |
|
11] |
Turnover
of firm for last three years |
Yes |
|
12] |
Profitability
for last three years |
Yes |
|
13] |
Reasons
for variation <> 20% |
---------------- |
|
14] |
Estimation
for coming financial year |
No |
|
15] |
Capital
in the business |
Yes |
|
16] |
Details
of sister concerns |
Yes |
|
17] |
Major
suppliers |
No |
|
18] |
Major
customers |
No |
|
19] |
Payments
terms |
No |
|
20] |
Export
/ Import details (if applicable) |
No |
|
21] |
Market
information |
---------------- |
|
22] |
Litigations
that the firm / promoter involved in |
---------------- |
|
23] |
Banking
Details |
Yes |
|
24] |
Banking
facility details |
Yes |
|
25] |
Conduct
of the banking account |
--------------- |
|
26] |
Buyer
visit details |
--------------- |
|
27] |
Financials,
if provided |
Yes |
|
28] |
Incorporation
details, if applicable |
Yes |
|
29] |
Last
accounts filed at ROC |
Yes |
|
30] |
Major
Shareholders, if available |
Yes |
|
31] |
Date
of Birth of Proprietor/Partner/Director, if available |
No |
|
32] |
PAN
of Proprietor/Partner/Director, if available |
No |
|
33] |
Voter
ID No of Proprietor/Partner/Director, if available |
No |
|
34] |
External
Agency Rating, if available |
Yes |
PERFORMANCE
CAST
ROLL DIVISION
Production during the year increased to 9824 MT as against 7296 MT during 2012-13. Sales increased to 10030 MT as against 8264 MT in the year 2012-13. Consequently, the total revenue from the Cast Roll division increased to Rs. 13,156.87 Lacs as compared to Rs. 1006.104 Millions in the previous year.
FORGED
ROLL DIVISION
Production during the year decreased to 855 MT as against 945 MT during the previous year. Forged Roll sales decreased to 850 MT against 1005 MT in the year 2012-13. Consequently, the total revenue from the Forged roll division was Rs. 178.503 Millions compared to Rs. 209.520 Millions in the previous year which reflects a marginal fall.
SCHEME OF
AMALGAMATION
The Directors at their meeting held on 29th May, 2014, have considered and approved a Scheme of Amalgamation of Geetapuram Port Services Limited (GPSL or the Transferee Company) and its wholly owned subsidiary North East Natural Resources Private Limited (NENRPL or the Transferee Company) with the Company under Sections 391-394 of the Companies Act, 1956 and other applicable provisions of the Companies Act, 1956 as amended and the corresponding provisions of the Companies Act, 2013 upon their notification (including any statutory modifications(s) or re-enactment(s) thereof) (the Scheme).The Board has approved the share swap ratio of 1:40, meaning thereby that every shareholder of GPSL holding 1 (One) fully paid Equity Shares of Rs.10/- each shall be entitled to receive 40 (Forty) fully paid-up Equity Shares of Rs.10/- each in the Company. Such swap ratio is based upon the report by an independent valuer and the fairness of the same has been confirmed by an independent merchant banker. The Appointed Date for the amalgamation shall be 1st April, 2013. Equity shares issued by the Company to the shareholders of GPSL pursuant to the Scheme would be listed on BSE Limited and The Calcutta Stock Exchange Limited.
The Directors noted that merger of GPSL and NENPRL with the Company will result into:
- Restructuring, expansion and diversification into new business activities which would enable the amalgamated entity to have access to better financial resources as well as to enable them to manage their business more efficiently, which would result in maximizing overall stakeholders' value.
- Improved organizational capability and leadership, arising from the pooling of human resources who have the diverse skills, talent and vast experience to conduct business.
- Greater efficiency in cash management of the amalgamated entity.
- Strengthening the financials of the Company facilitating effective implementation of the CDR Scheme. The cascading effect shall ensure faster revival of the company.
The Scheme has been approved by the Board subject to the requisite approval of the members of the Company as may be directed by the Hon'ble High Court Calcutta and High Court of Judicature at Bombay and subject to all such requisite approvals from the relevant regulatory authorities and sanction of the High Courts.
MANAGEMENT DISCUSSION & ANALYSIS REPORT
OVERVIEW
After witnessing double-dip recession (2008 - 2013), world economy is gradually moving towards an improved scenario. Emerging economies are spearheading the growth. Accordingly to the International Monetary Fund (IMF), while the global growth expanded by 3 percent in 2013, rate of growth was slow compared to 3.2 percent in 2012. The growth was more robust in the second half of 2013. Global GDP is projected to strengthen to 3.6 percent in 2014 and then to increase further to 3.9 percent in 2015. While in advanced economies, growth is expected to increase to about 2Ľ percent in 2014-15, an improvement of about 1 percentage point compared with 2013. Growth will be strongest in the United States at about 2ľ percent owing to healthy housing sales, construction, spending and declining unemployment rate. Stronger growth in advance economies opens up greater export opportunities for manufacturers from emerging economies.
Similarly, the GDP growth in India at 4.7% in Financial Year 2013-14, marks a second straight year of sub five per cent growth the worst slowdown in more than a quarter of a century. This is largely attributed to fiscal tightening, credit sqeeze, sluggish growth in investments and tight monetary policy by the Reserve Bank of India leading to demand contraction.
World crude steel production rose by 3.50% to 1,606 million tonnes in the year 2013. Asian giants China, Japan and India registered positive growth in crude steel production. However, in North America and Europe crude steel production in 2013 is at par with 2012.
Steel is a cornerstone and key driver for the world's economy. The steel industry directly employs more than two million people worldwide, plus two million contractors and four million people in supporting industries, including industries such as, industrial engineering, construction, transport and energy. Rolls for Rolling Mills are the basic tool which shapes Finished Steel Products. The buoyancy in Steel Industry is likely to witness increased demand of rolls in the coming years.
India ranked as the fourth largest producer of crude steel in the world in 2013 after China, Japan, and the USA with crude steel production of 81.20 million tonnes. The major consumption sectors of growth are infrastructure, construction, transportation, industrial applications etc.
FINANCIAL PERFORMANCE
During the year, the net revenue from Sales was Rs. 1567.931 Millions as against Rs. 1251.814 Millions in the previous year representing a substantial increase in revenue. Operating profit before interest and depreciation was Rs. 117.264 Millions, as against Loss of Rs 74.060 Millions during the previous year. Net loss after providing for interest, depreciation and tax decreased to Rs. 153.838 Millions as against Rs. 230.883 Millions during the previous year.
The Management is hopeful of achieving higher level of production during the coming financial year.
STATEMENT OF STANDALONE UNAUDITED FINANCIAL RESULTS
FOR THE QUARTER ENDED 30TH SEPTEMBER 2014
(Rs. in millions)
|
Sr. No. |
Particulars |
3 months ended 30.09.2014 (Unaudited) |
3 months ended 30.06.2014 (Unaudited) |
Half Year Ended 30.09.2014 (Unaudited) |
|
Part I |
|
|
|
|
|
1. |
Income from
Operations |
456.907 |
451.377 |
908.284 |
|
|
Less : Excise Duty |
34.257 |
33.827 |
68.084 |
|
|
a)
Income from Operations (net) |
422.650 |
417.550 |
840.200 |
|
|
b)
Other Operating Income |
3.766 |
2.882 |
6.648 |
|
|
Total
Income from Operations (net) |
426.415 |
420.432 |
846.847 |
|
2. |
Expenditure |
|
|
|
|
|
a)
Cost of materials consumed |
207.622 |
179.691 |
387.313 |
|
|
b)
Purchase of stock-in-trade |
0.000 |
0.000 |
0.000 |
|
|
c) Changes in inventories
of finished goods, work-in-progress and stock-in-trade |
28.771 |
39.504 |
68.275 |
|
|
d)
Employee benefits expense |
65.567 |
69.873 |
135.440 |
|
|
e)
Depreciation and amortisation expense |
25.463 |
25.801 |
51.264 |
|
|
f)
Other expenses |
70.605 |
64.304 |
134.909 |
|
|
Total Expenses |
471.408 |
446.178 |
916.586 |
|
3. |
Profit from Operations
before Other Income and Finance Costs (1-2) |
(44.994) |
(24.746) |
(69.740) |
|
4. |
Other Income |
-- |
-- |
-- |
|
5. |
Profit
before finance costs (3+4) |
(44.994) |
(24.746) |
(69.740) |
|
6. |
Finance Costs |
49.024 |
45.575 |
94.599 |
|
7. |
Profit/(Loss)
after Interest but before Exceptional Items (5-6) |
(94.017) |
(70.321) |
(164.338) |
|
8. |
Exceptional Items |
|
|
|
|
|
Prior
Period Items (Net) |
0.040 |
0.113 |
0.153 |
|
|
Provision
for doubtful debts |
-- |
-- |
-- |
|
9. |
Profit/(Loss) from Ordinary Activities
Before Tax (7-8) |
(94.057) |
(70.434) |
(164.491) |
|
10. |
Tax Expenses |
|
|
|
|
|
-
Current Year |
-- |
-- |
-- |
|
|
-
Tax related to earlier year |
-- |
-- |
-- |
|
|
-
Deferred Tax |
(57.430) |
(41.663) |
(99.093) |
|
11. |
Net
Profit/(Loss) from Ordinary Activities after Tax (9-10) |
(36.628) |
(28.771) |
(65.399) |
|
12. |
Extraordinary Items (net of tax) |
0.000 |
(4.761) |
(4.761) |
|
13. |
Net Profit/(Loss) for the period (11-12) |
(36.628) |
(24.010) |
(60.638) |
|
14. |
Paid-up Equity Share Capital (Face Value of Rs. 10/- each) |
222.350 |
222.350 |
222.350 |
|
15. |
Reserve excluding Revaluation Reserve as per Balance Sheet of previous
accounting year |
|
|
|
|
16. |
Earnings per share (Face value of Rs. 10/- each) -
Basic – in Rs. -
Diluted – in Rs. |
(1.65) (1.60) |
(1.08) (1.05) |
(2.73) (2.65) |
|
Part II |
|
|
|
|
|
A. |
PARTICULARS OF SHAREHOLDING |
|
|
|
|
|
Public Shareholding |
|
|
|
|
|
- Number of Shares |
6,103,927 |
6,103,927 |
6,103,927 |
|
|
- Percentage of Shareholding |
27.45% |
27.45% |
27.45% |
|
|
Promoters and
Promoter Group Shareholding |
|
|
|
|
|
a)
Pledged/Encumbered |
|
|
|
|
|
- Number of Shares |
7,811,073 |
7,811,073 |
7,811,073 |
|
|
- Percentage of Shares (as a % of the Total Shareholding of promoter
and promoter group) |
48.42% |
48.42% |
48.42% |
|
|
- Percentage of Shares (as a % of the Total Share Capital of the
Company) |
35.13% |
35.135 |
35.13% |
|
|
b) Non
Encumbered |
|
|
|
|
|
- Number of Shares |
8,320,000, |
8,320,000 |
8,320,000 |
|
|
- Percentage of Shares (as a % of the Total Shareholding of Promoter
and Promoter Group) |
51.58% |
51.58% |
51.58% |
|
|
- Percentage of Shares (as a % of the Total Share Capital of the
Company) |
37.42% |
37.42% |
37.42% |
|
PARTICULARS |
For the quarter ended 30th September
2014 |
|
B INVESTORS COMPLAINTS |
|
|
Pending at the beginning of the quarter |
Nil |
|
Received during the quarter |
1 |
|
Disposed during the quarter |
1 |
|
Remaining unresolved at the end of the quarter |
Nil |
SEGMENT WISE REVENUE, RESULTS AND CAPITAL
EMPLOYED
FOR THE QUARTER ENDED 30TH
SEPTEMBER 2014
(Rs. in millions)
|
Sr. No. |
Particulars |
Quarter Ended |
Quarter Ended |
Half Ended |
|
30.09.2014 |
30.06.2014 |
30.09.2014 |
||
|
Unaudited |
Unaudited |
Unaudited |
||
|
A |
Segment Revenue |
|
|
|
|
|
a)
Cast Division |
413.600 |
386.784 |
800.384 |
|
|
b)
Forge Division |
43.307 |
64.593 |
107.900 |
|
|
Income from operations |
456.907 |
451.377 |
908.284 |
|
|
|
|
|
|
|
B |
Segment Results |
|
|
|
|
|
Profit/(Loss)
(Before Tax and Interest) For
each Segment |
|
|
|
|
|
a)
Cast Division |
(38.948) |
(22.655) |
(61.603) |
|
|
b)
Forge division |
(6.045) |
(2.091) |
(8.136) |
|
|
Total |
(44.994) |
(24.748) |
(69.740) |
|
|
|
|
|
|
|
|
Less:
Finance Cost |
49.024 |
45.575 |
94.599 |
|
|
Total Profit Loss Before Taxation |
(94.017) |
(70.321) |
(164.338) |
|
|
|
|
|
|
|
C |
Capital Employed (Segment
Assets - Segment Liabilities) |
|
|
|
|
|
a)
Cast Division |
855.335 |
899.020 |
855.335 |
|
|
b)
Forge Division |
297.620 |
306.592 |
297.620 |
|
|
Total |
1152.955 |
1205.612 |
1152.955 |
STANDALONE STATEMENT OF ASSETS AND LIABILITIES
(Rs. In Millions)
|
Particulars |
30.09.2014 Unaudited |
|
|
|
Particulars |
|
|
A |
EQUITY AND
LIABILITIES |
|
|
1 |
Shareholder’s Funds |
|
|
|
a) Share Capital |
228.943 |
|
|
b) Reserves & Surplus |
252.612 |
|
|
Sub Total-
Shareholders funds |
481.555 |
|
2 |
Share application
money pending allotment |
-- |
|
3 |
Non-current
liabilities |
|
|
|
(a) Long term borrowings |
867.538 |
|
|
(b) Other long term liabilities |
8.570 |
|
|
(c) Long term provisions |
24.530 |
|
|
Sub Total- Non
Current Liabilities |
900.638 |
|
5 |
Current liabilities |
|
|
|
(a) Short term borrowings |
467.631 |
|
|
(b) Trade Payables |
579.629 |
|
|
(c) Other current liabilities |
223.807 |
|
|
(d) Short term provisions |
22.436 |
|
|
Sub Total- Current
Liabilities |
1293.503 |
|
|
TOTAL-EQUITY AND
LIABILITIES |
2657.696 |
|
B |
ASSETS |
|
|
1 |
Non-current assets |
|
|
|
(a) Fixed assets |
|
|
|
(i) Tangible assets |
1012.271 |
|
|
(ii) Intangible assets |
2.797 |
|
|
(iii) Capital Work-in-Progress |
207.127 |
|
|
(b) Non current Investment |
6.132 |
|
|
(c) Deferred tax assets/ (liabilities) (net) |
243.675 |
|
|
(d) Long term loans and advances |
119.201 |
|
|
Sub-Total- Non current
assets |
1691.203 |
|
2 |
Current assets |
|
|
|
a) Current Investments |
0.000 |
|
|
b) Inventories |
496.523 |
|
|
c) Trade Receivables |
415.026 |
|
|
d) Cash and cash equivalents |
19.527 |
|
|
(e) Short term loans and advances |
152.003 |
|
|
(f) Other current assets |
1.414 |
|
|
Sub-Total- current
assets |
1084.493 |
|
|
TOTAL ASSETS |
2675.696 |
INDEX OF CHARGES
|
S.No. |
Charge ID |
Date of Charge Creation/Modification |
Charge amount secured |
Charge Holder |
Address |
Service Request Number (SRN) |
|
1 |
10432320 |
26/04/2013 |
1,489,900,000.00 |
UCO BANK & OTHER LENDERS |
INTERNATIONAL BANKING BRANCH, 2, INDIA EXCHANGE PLACE, 1ST FLOOR, KOLKATA, West Bengal - 700001, INDIA |
B77611663 |
|
2 |
10214455 |
21/04/2010 |
50,000,000.00 |
UCO BANK |
MID CORPORATE BRANCH (IBB), 4 & 4/1, RED CROSS PALCE, KOLKATA, West Bengal - 700001, INDIA |
A83931063 |
|
3 |
10122172 |
03/09/2008 * |
67,027,000.00 |
IFCI LIMITED |
IFCI TOWER61 NEHRU PLACE, NEW DELHI, Delhi - 110019, INDIA |
A47857735 |
|
4 |
10115497 |
29/09/2009 * |
500,000,000.00 |
UCO BANK |
MID CORPORATE BRANCH (IBB), 4 & 4/1, RED CROSS PLACE, KOLKATA, West Bengal - 700001, INDIA |
A70412440 |
|
5 |
10114738 |
21/01/2009 * |
960,000,000.00 |
ALLAHABAD BANK |
KOLKATA MAIN BRANCH, 14, INDIA EXCHANGE PLACE, KOLKATA, West Bengal - 700001, INDIA |
A57734493 |
|
6 |
10041469 |
28/07/2011 * |
600,000,000.00 |
ALLAHABAD BANK |
KOLKATA MAIN BRANCH, 14, INDIA EXCHANGE PLACE, KOLKATA, West Bengal - 700001, INDIA |
B19635416 |
|
7 |
10011652 |
04/08/2006 |
40,000,000.00 |
UCO BANK |
INTERNAQTUONAL
BANKING BRANCH, 4 & 4/1, RED CROSS |
A02949592 |
|
8 |
80036164 |
28/06/2011 * |
432,000,000.00 |
UCO BANK |
MID CORPORATE BRANCH (IBB), 4 & 4/1, RED CROSS PLACE, KOLKATA, West Bengal - 700001, INDIA |
B15872831 |
|
9 |
80012600 |
22/12/1997 |
740,000,000.00 |
STATE BANK OF INDIA |
COMMERCIAL BRANCH, 24 PARK STREET, KOLKATA, West Bengal - 700016, INDIA |
- |
|
10 |
80033060 |
27/02/1997 |
70,000,000.00 |
EXPORT IMPORT BANK OF INDIA |
CENTER ONE, WORLD TRADE CENTRE, CUFFE PARADE, MUMBAI, Maharashtra - 400005, INDIA |
- |
* Date of charge modification
UNSECURED LOANS
|
PARTICULAR |
31.03.2014 (Rs.
in Millions) |
31.03.2013 (Rs.
in Millions) |
|
LONG TERM
BORROWINGS |
|
|
|
From related parties |
34.725 |
0.000 |
|
SHORT TERM
BORROWINGS |
|
|
|
From others |
0.000 |
0.000 |
|
Buyers credit arrangements |
51.870 |
20.365 |
|
Total |
86.595 |
20.365 |
FIXED ASSETS
- Land
- Buildings
- Plant and Machinery
- Furniture and
Fixture
- Vehicles
- Computer
PRESS RELEASE
MUMBAI BOURSE: PRESS
RELEASE FROM GONTERMANN-PEIPERS (INDIA)
Gontermann Peipers India Ltd has informed BSE that out of 9,18,700 6% Cumulative
Optionally Convertible Redeemable Preference Shares (COCRPS) held by Exim Bank,
which are not listed on the Stock Exchanges, the Company has redeemed 1,50,000
COCRPS. Consequently, the paid-up Preference Share Capital of the Company
stands reduced to Rs. 76,87,000/-.
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 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. 62.40 |
|
|
1 |
Rs. 94.17 |
|
Euro |
1 |
Rs. 73.61 |
INFORMATION DETAILS
|
Information Gathered
by : |
HNA |
|
|
|
|
Analysis Done by
: |
SUB |
|
|
|
|
Report Prepared
by : |
JYO |
SCORE & RATING EXPLANATIONS
|
SCORE FACTORS |
RANGE |
POINTS |
|
HISTORY |
1~10 |
3 |
|
PAID-UP CAPITAL |
1~10 |
2 |
|
OPERATING SCALE |
1~10 |
2 |
|
FINANCIAL CONDITION |
|
|
|
--BUSINESS SCALE |
1~10 |
2 |
|
--PROFITABILITY |
1~10 |
1 |
|
--LIQUIDITY |
1~10 |
1 |
|
--LEVERAGE |
1~10 |
2 |
|
--RESERVES |
1~10 |
1 |
|
--CREDIT LINES |
1~10 |
1 |
|
--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 |
YES |
|
--AFFILIATION |
YES/NO |
YES |
|
--LISTED |
YES/NO |
YES |
|
--OTHER MERIT FACTORS |
YES/NO |
YES |
|
DEFAULTER |
|
|
|
--RBI |
YES/NO |
NO |
|
--EPF |
YES/NO |
NO |
|
TOTAL |
|
15 |
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.