MIRA INFORM REPORT

 

 

Report No. :

304281

Report Date :

29.01.2015 

 

IDENTIFICATION DETAILS

 

Name :

THE SANDESH LIMITED

 

 

Registered Office :

Sandesh Bhavan, Lad Society Road, Behind Vastrapur Gam, P.O. Bodkdev, Ahmedabad – 380 054, Gujarat

 

 

Country :

India

 

 

Financials (as on) :

31.03.2014

 

 

Date of Incorporation :

11.03.1943

 

 

Com. Reg. No.:

04-000183

 

 

Capital Investment / Paid-up Capital :

Rs.75.694 millions

 

 

CIN No.:

[Company Identification No.]

L22121GJ1943PLC000183

 

 

IEC No.:

Not Available

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

AHMT00069G

 

 

PAN No.:

[Permanent Account No.]

AAACT5730D

 

 

Legal Form :

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

 

 

Line of Business :

Subject is engaged in editing, printing and publishing newspapers and periodicals, it is also involved in the real estate and finance businesses. 

 

 

No. of Employees :

Not Available

 

 

RATING & COMMENTS

 

MIRA’s Rating :

A (63)

 

RATING

STATUS

PROPOSED CREDIT LINE

56-70

A

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

Fairly Large

 

Maximum Credit Limit :

USD 11454000

 

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is one of the leading print media companies in Gujarat.

 

It is an established company having good track record.

 

Financial position of the company is sound. Fundamentals of the company are healthy.

 

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

 

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 – 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

CARE

Rating

Long Term Bank Facilities=AA-

Rating Explanation

High Degree of safety and very low credit risk.

Date

08.12.2014

 

 

Rating Agency Name

CARE

Rating

Short Term Bank Facilities=A1+

Rating Explanation

Very strong degree of safety and lowest credit risk.

Date

08.12.2014

 

 

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.

 

LOCATIONS

 

Registered Office/ Head Office :

Sandesh Bhavan, Lad Society Road, Behind Vastrapur Gam, P.O. Bodkdev, Ahmedabad – 380 054, Gujarat, India

Tel. No.:

91-79-40004000/ 40004319/ 26765480/ 40004175/ 25624241

Fax No.:

91-79-40054121/ 40004242/ 40004175/ 40004148

E-Mail :

advt@sandesh.com

cs@sandesh.com

investorsgrievance@sandesh.com

Website :

www.sandesh.com

Area:

10000 sq. ft.

Location :

Owned

 

 

Plants / Press Locations :

1) “SANDESH BHAVAN”, Lad Society Road, B/h. Vastrapur Gam, P.O. Bodakdev, Ahmedabad – 380 054, Gujarat, India

 

2) “SATYESH BHAVAN”, B/h. Jalaram Temple, Bahucharaji Road, Karelibaug, Vadodara, Gujarat, India

 

3) “SATYESH BHAVAN”, Dakoriya Mill Compound, Near Gurudev Petrol Pump, Khatodara GIDC, Bamroli Road, Surat, Gujarat, India

 

4) “SANDESH BHAVAN”, Opposite Sat Hanuman, Navagam, Rajkot-Ahmedabad Highway, Rajkot, Gujarat, India

 

5) “SATYESH BHAVAN”, Ruvapari Road, Bhavanagar, Gujarat, India

 

6) Godown No.3, Gujarat State Warehousing Corporation, Near Atmaram Circle and Bajaj Showroom, Bhuj Madhapar Road, Bhuj, Gujarat, India

 

 

Branch Office :

Located at:

 

·         Vadodara

·         Surat

·         Bhavnagar

·         Bhuj

·         Mumbai

·         New Delhi

·         Kolkata

·         Chennai

·         Bangalore

 

 

Representative Office :

Located at:

 

·         Secunderabad

·         Indore

·         Jaipur

·         Kanpur

·         Patna

·         Nasik

·         Nagpur

·         Ludhiana

·         Cochin

 


 

DIRECTORS

 

AS ON 31.03.2014

 

Name :

Mr. Falgunbhai Patel

Designation :

Chairman and Managing Director    

 

 

Name :

Mr. Parthiv F. Patel

Designation :

Managing Director    

Date of Birth/ Age :

26.07.1982

Educational Qualification :

B.A. with Business Finance from United Kingdom

Date of Appointment :

14.03.2002

DIN No.:

00050211

Name of the other Companies in which he holds Directorship :

Other Directorship in:

·         Dhanali Stock Holdings Private Limited

·         Autumnleaf Estates Private Limited

·         Satlon Enterprise Private Limited

·         Aarav Salt and Chemicals Private Limited

·         Aadesh Brine Private Limited

 

 

Name :

Mrs. Pannaben Patel

Designation :

Director

 

 

Name :

Mr. Mukesh Patel

Designation :

Independent Director   

Date of Birth/ Age :

22.01.1954

Date of Appointment :

30.03.2005

DIN No.:

00053892

Name of the other Companies in which he holds Directorship :

Other Directorship in:

·         Cadila Healthcare Limited

·         Zydus Wellness Limited

·         Hitachi Home and Life Solutions (India) Limited

·         Desai Brothers Limited

·         German Remedies Limited

·         Cliantha Research Limited (Formerly known as BA Research India Limited)

 

 

Name :

Mr. Sudhirbhai Nanavati

Designation :

Independent Director   

Date of Birth/ Age :

29.09.1947

Educational Qualification :

B. Com, LLB.

Date of Appointment :

31.01.2001

DIN No.:

00050236

Name of the other Companies in which he holds Directorship :

Other Directorship in:

Sterling Abrasive Limited

 

 

Name :

Mr. Shreyas Pandya

Designation :

Independent Director   

Date of Birth/ Age :

01.10.1952

Educational Qualification :

B.Com, Diploma in Printing Technology

Date of Appointment :

30.12.2005

DIN No.:

00050244

Name of the other Companies in which he holds Directorship :

Other Directorship in:

·         Sahitya Mudranalaya Private Limited

·         Tarang Estate Private Limited

·         Meghmalhar Enterprise Private Limited

 

 

Name :

Mr. Sandeep Singhi

Designation :

Independent Director   

Date of Birth/ Age :

06.04.1966

Educational Qualification :

B.Sc., LLB

Date of Appointment :

09.11.2012

DIN No.:

01211070

 

 

KEY EXECUTIVES

 

Name :

Mr. Dhaval Pandya

Designation :

Company Secretary

 

 

SHAREHOLDING PATTERN

 

AS ON 31.12.2014

 

Category of Shareholders

No. of Shares

Percentage of Holding

(A) Shareholding of Promoter and Promoter Group

 

 

(1) Indian

 

 

Individuals / Hindu Undivided Family

1777400

23.48

Bodies Corporate

3885617

51.33

Sub Total

5663017

74.81

(2) Foreign

 

 

Total shareholding of Promoter and Promoter Group (A)

5663017

74.81

(B) Public Shareholding

 

 

(1) Institutions

 

 

Mutual Funds / UTI

500

0.01

Sub Total

500

0.01

(2) Non-Institutions

 

 

Bodies Corporate

991226

13.10

Individuals

 

 

Individual shareholders holding nominal share capital up to Rs.0.100 million

579851

7.66

Individual shareholders holding nominal share capital in excess of Rs.0.100 million

288425

3.81

Any Others (Specify)

46402

0.61

Non Resident Indians

22299

0.29

Hindu Undivided Families

24103

0.32

Sub Total

1905904

25.18

Total Public shareholding (B)

1906404

25.19

Total (A)+(B)

7569421

100.00

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

0

0.00

(1) Promoter and Promoter Group

0

0.00

(2) Public

0

0.00

Sub Total

0

0.00

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

7569421

0.00

 

 

 

 

 

 

BUSINESS DETAILS

 

Line of Business :

Subject is engaged in editing, printing and publishing newspapers and periodicals, it is also involved in the real estate and finance businesses. 

 

 

Products/ Services :

Item Code No. (ITC Code)

 

Product Description

49021001

Newspaper

49021002

Journals  Periodicals

----

Inter Corporate Deposits

 

 

Brand Names :

Not Available

 

 

Agencies Held :

Not Available

 

 

Exports :

Not Available

 

 

Imports :

Not Available

 

 

Terms :

Not Available

 

 

PRODUCTION STATUS – NOT AVAILABLE

 

 

GENERAL INFORMATION

 

Suppliers :

Reference :

Not Available

Name of the Person :

Not Available

Contact No.:

Not Available

Since How Long Known :

Not Available

Experience :

Not Available

Maximum Limit Dealt :

Not Available

 

 

Customers :

Reference :

Not Available

Name of the Person :

Not Available

Contact No.:

Not Available

Since How Long Known :

Not Available

Experience :

Not Available

Maximum Limit Dealt :

Not Available

 

 

No. of Employees :

Not Available

 

 

Bankers :

Banker Name

Yes Bank Limited

Branch Address

Nehru Centre, 9th Floor, Discovery of India, Dr. Annie Besant Road, Worli, Mumbai – 400 018, Maharashtra, India

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 Account Opening)

Not Available

Average Balance Maintained (If Possible)

Not Available

Credit Facilities Enjoyed (If any)

Not Available

Account Operation

Not Available

Remarks (If any)

Not Available

 

 

Facilities :

Secured Loan

 

31.03.2014

(Rs. In Millions)

31.03.2013

(Rs. In Millions)

SHORT-TERM BORROWINGS

 

 

Loans from Banks payable on demand

 

 

Working capital Loan

391.890

377.206

Overdraft - Secured against fixed deposit with bank

81.211

122.784

Total

473.101

499.990

 

SHORT-TERM BORROWINGS

 

The working capital loan is secured against charge over all movable assets of the company

 

 

 

Banking Relations :

--

 

 

Auditors :

 

Name :

Manubhai and Shah 

Chartered Accountants 

Address :

2nd Floor, "B" Wing, Premium House, Near Gandhigram Railway Station, Navrangpura, Ahmedabad – 380 009, Gujarat, India

 

 

Memberships :

Not Available

 

 

Collaborators :

Not Available

 

 

Associates :

Satlon Enterprise Private Limited

 

 

Enterprise over which Key Management Personnel or company having control or significant influence :

·         Dhanali Stock Holdings Private Limited *

·         Sandesh Procon LLP

·         Saintfoin Enterprise LLP

·         Scabious Enterprise LLP

·         Satyesh Prochem LLP

·         Applewoods Estate Private Limited

·         Nilsan Realty LLP *

·         Autumnleaf Estates Private Limited *

·         Lilavati Chimanbhai Patel Charitable Trust

·         Aarav Salt and Chemicals Private Limited *

·         Aadesh Brine Private Limited *

·         Acquest Estates Private Limited *

·         Saujanya Developers

 

* No transaction during the year with the related parties.

 

 

CAPITAL STRUCTURE

 

AS ON 31.03.2014

 

Authorised Capital :

No. of Shares

Type

Value

Amount

15000000

Equity Shares

Rs.10/- each

Rs.150.000 millions

 

 

 

 

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

7569421

Equity Shares

Rs.10/- each

Rs.75.694 millions

 

 

 

 

 

Rights, preferences and restrictions:

(i) The Company has only one class of equity shares referred to as equity shares having a par value of Rs.10/- Each holder of equity share is entitled to one vote per share.

 

(ii) Dividends, if any, is declared and paid in Indian Rupees. The dividend, if any, proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

 

(iii) In the event of liquidation of the company, the holders of equity shares will be entitled to receive any of the remaining assets of the company, after distribution of all preferential amounts. However, no such preferential amounts exist currently. The distribution will be in proportion to the number of equity shares held by the shareholders.

 

118193 Equity Shares were bought back in the financial year 2009-10 and 960000 equity shares were bought back in financial year 2012-13.

 

Details of equity shares held by shareholders holding more than 5% shares:

Name of Shareholder

31.03.2014

Number of Shares

% of holding

Salton Enterprises Private Limited

386350

5.10

Satyesh Prochem LLP

1189100

15.71

Parthiv Falgunbhai Patel

1890152

24.97

Scabious Enterprises LLP

1275777

16.85

Falgunbhai Chimanbhai Patel

420831

5.56

 

Reconciliation of number of shares outstanding: (In Nos.)

Equity Shares

 

31.03.2014

 

Shares outstanding at the beginning of the year

7569421

Less: Shares cancelled on buy back

--

Equity shares at the end of the year

7569421

 


 

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

75.694

75.694

85.294

(b) Reserves & Surplus

3933.100

3510.492

3250.027

(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)

4008.794

3586.186

3335.321

 

 

 

 

(3) Non-Current Liabilities

 

 

 

(a) Long-term borrowings

0.000

0.000

0.000

(b) Deferred tax liabilities (Net)

52.423

58.493

65.599

(c) Other long term liabilities

75.547

74.059

74.649

(d) Long-term provisions

15.293

13.960

9.633

Total Non-current Liabilities (3)

143.263

146.512

149.881

 

 

 

 

(4) Current Liabilities

 

 

 

(a) Short term borrowings

561.587

676.762

816.529

(b) Trade payables

129.975

79.377

134.449

(c) Other current liabilities

586.622

536.682

453.533

(d) Short-term provisions

37.955

40.132

252.679

Total Current Liabilities (4)

1316.139

1332.953

1657.190

 

 

 

 

TOTAL

5468.196

5065.651

5142.392

 

 

 

 

II.      ASSETS

 

 

 

(1) Non-current assets

 

 

 

(a) Fixed Assets

 

 

 

(i) Tangible assets

679.092

740.445

776.591

(ii) Intangible Assets

5.600

5.600

5.600

(iii) Capital work-in-progress

2.461

2.155

14.958

(iv) Intangible assets under development

0.000

0.000

0.000

(b) Non-current Investments

1589.160

1589.160

1458.857

(c) Deferred tax assets (net)

0.000

0.000

0.000

(d)  Long-term Loan and Advances

714.708

225.783

71.814

(e) Other Non-current assets

453.658

287.160

0.000

Total Non-Current Assets

3444.679

2850.303

2327.820

 

 

 

 

(2) Current assets

 

 

 

(a) Current investments

0.000

0.000

0.000

(b) Inventories

314.793

251.591

303.495

(c) Trade receivables

511.644

501.046

621.416

(d) Cash and cash equivalents

380.209

273.202

52.560

(e) Short-term loans and advances

816.871

1189.509

1702.235

(f) Other current assets

0.000

0.000

134.866

Total Current Assets

2023.517

2215.348

2814.572

 

 

 

 

TOTAL

5468.196

5065.651

5142.392

 

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

 

31.03.2014

31.03.2013

31.03.2012

 

SALES

 

 

 

 

 

Revenue from Operations

3131.171

3067.587

2722.037

 

 

Other Income

16.244

32.805

22.470

 

 

TOTAL                                     (A)

3147.415

3100.392

2744.507

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Cost of Material Consumed

1294.656

1198.383

1132.163

 

 

Purchase of Stock in Trade

29.760

96.212

92.966

 

 

Employee benefits expenses

230.789

207.739

162.011

 

 

Other Expenses

748.883

753.345

601.056

 

 

Exceptional Items

1.925

(96.269)

6.728

 

 

TOTAL                                     (B)

2306.013

2159.410

1994.924

 

 

 

 

 

Less

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

841.402

940.982

749.583

 

 

 

 

 

Less

FINANCIAL EXPENSES                         (D)

80.707

53.781

98.005

 

 

 

 

 

 

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

760.695

887.201

651.578

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

78.388

81.420

65.410

 

 

 

 

 

 

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

682.307

805.781

586.168

 

 

 

 

 

Less

TAX                                                                  (H)

224.235

229.533

194.647

 

 

 

 

 

 

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

458.072

576.248

391.521

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

210.301

69.477

112.652

 

 

 

 

 

Less

APPROPRIATIONS

 

 

 

 

 

Proposed Dividend

30.278

30.278

29.853

 

 

Tax on Dividend

5.146

5.146

4.843

 

 

Transfer to General Reserve

400.000

400.000

400.000

 

BALANCE CARRIED TO THE B/S

232.949

210.301

69.477

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

 

Service Charges

0.000

0.104

0.277

 

 

Miscellaneous income

1.725

0.000

0.000

 

TOTAL EARNINGS

1.725

0.104

0.277

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Raw Materials: Newsprint (Including imports through agents)

597.287

582.149

3.160

 

 

Capital Goods

0.960

10.141

0.000

 

TOTAL IMPORTS

598.247

592.290

3.160

 

 

 

 

 

 

Earnings / (Loss) Per Share (Rs.)

60.52

67.83

45.90

 

 

QUARTERLY RESULTS

 

PARTICULARS

 

 

30.06.2014

30.09.2014

Unaudited

 

1st Quarter

2nd Quarter

Net Sales

 

842.700

846.900

Total Expenditure

 

613.000

608.700

PBIDT (Excl OI)

 

229.700

238.300

Other Income

 

1.800

1.800

Operating Profit

 

231.400

240.100

Interest

 

21.000

11.400

Exceptional Items

 

0.000

0.000

PBDT

 

210.400

228.700

Depreciation

 

17.000

18.400

Profit Before Tax

 

193.400

210.300

Tax

 

60.100

74.200

Provisions and contingencies

 

0.000

0.000

Profit After Tax

 

133.300

136.200

Extraordinary Items

 

0.000

0.000

Prior Period Expenses

 

0.000

0.000

Other Adjustments

 

0.000

0.000

Net Profit

 

133.300

136.200

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2014

31.03.2013

31.03.2012

Net Profit Margin

(PAT/Sales)

(%)

14.63

18.79

14.38

 

 

 

 

 

Operating Profit Margin

(PBDIT/ Sales)

(%)

26.87

30.67

27.54

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

17.60

23.19

15.98

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.17

0.22

0.18

 

 

 

 

 

Debt Equity Ratio

(Total Debt/Networth)

 

0.14

0.19

0.24

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

1.54

1.66

1.70

 

 

FINANCIAL ANALYSIS

[all figures are in Rupees Millions]

 

DEBT EQUITY RATIO

 

Particular

31.03.2012

31.03.2013

31.03.2014

 

(INR in Mlns.)

(INR in Mlns.)

(INR in Mlns.)

Share Capital

85.294

75.694

75.694

Reserves & Surplus

3250.027

3510.492

3933.100

Money received against share warrants

0.000

0.000

0.000

Share Application money pending allotment

0.000

0.000

0.000

Net worth

3335.321

3586.186

4008.794

 

 

 

 

Long Term borrowings

0.000

0.000

0.000

Short Term borrowings

816.529

676.762

561.587

Total borrowings

816.529

676.762

561.587

Debt/Equity ratio

0.245

0.189

0.140

 

 

YEAR-ON-YEAR GROWTH

 

Year on Year Growth

31.03.2012

31.03.2013

31.03.2014

 

(INR in Mlns)

(INR in Mlns)

(INR in Mlns)

Revenue from Operations

2,722.037

3,067.587

3,131.171

 

 

12.695

2.073

 

 

NET PROFIT MARGIN

 

Net Profit Margin

31.03.2012

31.03.2013

31.03.2014

 

(INR in Mlns)

(INR in Mlns)

(INR in Mlns)

Revenue from Operations

2,722.037

3,067.587

3,131.171

Profit

391.521

576.248

458.072

 

14.38%

18.79%

14.63%

 

 

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

Yes

5]

Type of Business

Yes

6]

Line of Business

Yes

7]

Promoter's background

Yes

8]

No. of employees

No

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

Yes

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

 

 

REVIEW OF OPERATION:-

 

During the year, income from operations has increased by 2.07%, i.e. Rs.3131.171 millions from Rs.3067.587 millions as compared to the previous Financial Year. Circulation revenue increased by 7.88% i.e. Rs.56.491 millions during the Year from Rs.716.582 millions to Rs.773.073 millions. Advertisement revenue increased by 5.79% i.e. Rs.107.161 millions during the Year from Rs.1771.749 millions to Rs.1873.510 millions.

 

MODERNIZATION SCHEME:-

 

The Company is conscious of modernizing production, process and has been continuous upgrading equipments, plants and machineries. During the year the Company has spent Rs.10.685 millions (previous year Rs.34.300 millions) in modernization of plants and machineries.

 

MANAGEMENT DISCUSSION AND ANALYSIS

 

INDUSTRY STRUCTURE AND DEVELOPMENTS

Print media is one of the oldest and basic forms of mass communication and the contribution of print media in providing information and transfer of knowledge is remarkable. Even after the advent of electronic media, the print media has not lost its charm or relevance. Print media has the advantage of making a longer impact on the minds of the reader, with more in-depth reporting and analysis.

 

According to FICCI-KPMG Report 2014, the print sector continued to buck the global slowdown trend and the sector grew at a CAGR of 8.5 per cent this year to touch Rs.243 billion. Regional markets performed exceedingly well on the back of steady advertiser spends, the state election impact and new launches. The print industry is expected to grow at a CAGR of 9 per cent for 2013-18, as against estimated 8.7 per cent expected last year. While English dailies continued to witness subdued growth in comparison to the overall industry growth, regional and vernacular markets performed exceedingly well on the back of low media penetration, high population growth and rising income and literacy levels. The growth of the overall print industry was, hence, largely driven by Hindi and the vernacular print markets. Traditionally, English language papers have enjoyed a substantial share in revenues; however, revenues from non-English papers are growing, erasing the traditional advantage that English papers enjoyed.

 

There are more than eighty thousand publications of various kinds in various languages registered with the Registrar of Newspapers of India, which functions under the Ministry of Information and Broadcasting.

 

The Company belongs to the Regional Print Media Industry and is a publisher of “SANDESH” a premier Gujarati daily newspaper in Gujarat Region, to carry on the business of editing, printing and publishing newspapers and periodicals. The Company started its first printing facilities at Ahmedabad.

 

Late Shri Chimanbhai S. Patel acquired the entire business from the original promoter in the year 1958, and had put his efforts to strengthen the activities carried out by “SANDESH”. The editorial policy of the Company has always been based on basic journalistic values of objectivity and has not been influenced by any external forces. Presently, Shri Falgunbhai Patel, Chairman and Managing Director is running the entire business affairs of the Company along with Shri Parthiv Patel, Managing Director and a professional team of the Executives of the Company.

 

The Company had started its printing facilities at Baroda during 1985-86, at Surat during 1989-90, at Rajkot during 1990-91, at Bhavnagar during 1998-99 and at Bhuj during 2010-11 to cater to the semi urban and rural areas. The Company has now total seven editions, six editions from Gujarat and one edition from Maharashtra. The Company has its regional offices at Mumbai, Delhi, Kolkata, Bangalore, Chennai and Pune, which have experienced staff and well equipped communication facilities. The Company has a strong regional franchise, where it enjoys strong readership loyalty.

 

The Company has successfully launched an augmented reality app i.e. ‘Sandesh Smart’ which lets its readers access multimedia contents like videos, slideshows, social media connect, polls, interactive quizzes and much more by simply scanning the newspaper with their Smartphone. The Company has become the first regional newspaper brand in India to bring digital content through its newspaper with the launch of ‘Sandesh Smart’.

 

Besides the Company also publishes “Stree”, a weekly magazine and also the periodical “Sandesh Pratyaksha Panchang” which remained popular among the public. A weekly newspaper ‘Agro Sandesh’, specific to the rural community of the State of Gujarat covering the farming, dairy and co-operative sector was successfully launched and which is contributing positively to the development of the farmers of the State of Gujarat and allied agricultural industries.

 

The Company’s News TV channel ‘Sandesh News’ has become immensely popular in a very short time and has also won the awards.

 

Further, as a part of its out-of-home advertising activity, the Company has sites at all the major commercial areas in Ahmedabad. The Company is also successfully operating its real estate and finance businesses.

 

SEGMENT-WISE OR PRODUCT-WISE PERFOMANCE

 

a) Media:

This is the core business of the Company since its inception. The Company had been able to maintain its business volumes despite stiff competition in the regional media industry. The revenue from the media segment was Rs.2739.083 millions during the Financial Year as against Rs.2577.236 millions in previous Financial Year.

 

b) Finance Division:

The Company has been in the Financing business and during the year, the segment revenue from Finance Division was Rs.356.660 millions during the Financial Year as against Rs.395.437 millions in the previous year.

 

OUTLOOK, RISKS AND CONCERNS

 

The increase in population, literacy rate and reach has led to increased circulation and readership of the newspapers in India. The company is steadily increasing its geographical presence, which helps improve its circulation and readership of its publications.

 

The business outlook for the Print Media Industry and the Company looks good. Both readership and circulation of newspapers is growing in India.

 

The newsprint price is cyclical and is dependent on various factors. Prices of Newsprint are linked to global demand and they are volatile in nature due to fluctuation in USD. Newsprint costs for the print companies in India were hardening due to an increase in domestic newsprint price and rupee depreciation. However, the Company keeps close watch on the development on the Newsprint front. The Company uses imported as well as domestic newsprint and by judicious mix of them, tries to mitigate the high cost impact on the business operations.

 

The Company is continuously strengthening its market positions, reinforcing its relationships with Agents, Advertisers and providing high quality contents to its readers. The Company’s website i.e. “www.sandesh.com” is a very popular website for the Gujarati community.

 

 

INDEX OF CHARGES:

 

S. No.

Charge ID

Date of Charge Creation/Modification

Charge amount secured

Charge Holder

Address

Service Request Number (SRN)

1

10310660

24/05/2014 *

950,000,000.00

YES BANK LIMITED

NEHRU CENTER, 9TH FLOOR, DISCOVERY OF INDIA, DR. 
ANNIE BESANT ROAD, WORLI, MUMBAI, MUMBAI, MAHARASHTRA - 400018, INDIA

C07318298

 

* Date of charge modification

 

 

UNSECURED LOANS

 

Particulars

31.03.2014

(Rs. in Millions)

31.03.2013

(Rs. in Millions)

Loans and Advances from related parties

 

 

i. From Directors

57.897

37.695

ii. From Related Parties

30.589

139.077

Total

88.486

176.772

 

CONTINGENT LIABILITIES:

 

Particulars

31.03.2014

(Rs. in Millions)

31.03.2013

(Rs. in Millions)

i. Claims against the company not acknowledged as debt

Amount not Determined

Amount not Determined

ii. Disputed Income tax matters

41.304

110.304

 

UNAUDITED FINANCIAL RESULTS FOR THE QUARTER AND HALF YEAR ENDED 30.09.2014

(Rs. in Millions)

Particulars

 

Quarter ended on

Half year ended on

30.09.2014

30.06.2014

30.09.2014

Unaudited

Unaudited

Unaudited

1. Income from operations

 

 

 

a) Net sales/ Income from Operations

713.632

715.594

1429.226

b) Other operating income

133.282

127.093

260.375

Total income from Operations(net)

846.914

842.687

1689.601

2.Expenditure

 

 

 

a) Cost of material consumed

338.982

358.091

697.073

b) Purchases of stock in trade

23.842

5.904

29.746

c) Employees benefit expenses

65.270

63.468

128.738

d) Depreciation and amortization expenses

18.426

16.953

35.379

e) Other expenditure

180.560

185.575

366.147

Total expenses

627.080

629.991

1257.083

3. Profit from operations before other income and financial costs

219.834

212.696

432.518

4. Other income

1.820

1.747

3.567

5. Profit from ordinary activities before finance costs

221.654

214.443

436.085

6. Finance costs

11.345

21.025

32.370

7. Net profit/(loss) from ordinary activities after finance costs but before exceptional items

210.309

193.418

403.715

8. Exceptional item

0.000

0.000

0.000

9. Profit from ordinary activities before tax Expense:

210.309

193.418

403.715

10.Tax expenses

 

 

 

a)       Income Tax

74.500

67.000

141.500

b)       Deferred Tax

(0.346)

(6.881)

(7.226)

c)       Adjustment of Previous Year Taxes

0.000

0.000

0.000

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

136.155

133.299

269.441

12.Extraordinary Items (net of tax expense)

0.000

0.000

0.000

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

136.155

133.299

269.441

14.Paid-up equity share capital (Face value Rs.10/- per share)

75.694

75.694

75.694

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

--

--

--

16. Earnings per share - Basic and diluted for the period

17.99

17.61

35.60

 

 

 

 

17. PARTICULARS OF SHAREHOLDING

 

 

 

1. Public Shareholding

1906404

1906404

1906404

- Number of Equity Shares

25.19%

25.19%

25.19%

- Percentage of Shareholding

 

 

 

2. Promoter and Promoter Group’s shareholding pledged

 

 

 

a) Pledged/ Encumbered

 

 

 

-          Number of Shares

Nil

Nil

Nil

-          Percentage of pledged shares on shareholding of Promoter / Promoter Group

Nil

Nil

Nil

-          Percentage of pledged on Total Share Capital of the Company

Nil

Nil

Nil

b) Non - Encumbered

 

 

 

-          Number of Shares

5663017

5663017

5663017

-          Percentage of shares (as a % of the total shareholding of  Promoter / Promoter Group) 

100.00%

100.00%

100.00%

-          Percentage of shares (as a % of the total Share Capital of the Company)

74.81%

74.81%

74.81%

 

Particulars

Quarter ended

30.09.2014

B. INVESTOR COMPLAINTS

 

Pending complaints as on 01.07.2014

Nil

Received during the quarter

1

Disposed of during the quarter

1

Remaining unresolved at the end of the quarter

Nil

 

Notes:

1. The above unaudited Financial Results were reviewed by the Audit Committee and thereafter approved at the Meeting of the Board of Directors held on November 12, 2014. The Quarterly results have been subject to "Limited Review" by the Statutory Auditors.

2. Figures for the previous periods have been re-grouped / re-arranged, wherever considered necessary.

 

SEGMENT WISE REVENUE, RESULTS AND CAPITAL EMPLOYED

 

(Rs. in Millions)  

Particulars

 

Quarter ended on

Half year ended on

30.09.2014

30.06.2014

30.09.2014

Unaudited

Unaudited

Unaudited

1. Segment Revenue (Net Sales/ Income from Operations)

 

 

 

a. Media

741.539

744.545

1486.084

b. Finance

75.293

91.645

166.938

c. Real Estate

2.320

1.468

3.788

d. Other

28.287

6.187

34.474

e. Unallocated

1.295

0.589

1.885

TOTAL SEGMENT REVENUE

848.734

844.434

1693.169

Less : Inter Segment Revenue

0.000

0.000

0.000

NET SALES/ INCOME FROM OPERATIONS

848.734

844.434

1693.169

 

 

 

 

2. Segment Result

(Profit before Interest and Tax)

 

 

 

a. Media

141.565

123.631

265.184

b. Finance

60.685

67.446

128.131

c. Real Estate

1.622

0.981

2.602

d. Other

5.142

0.770

5.914

TOTAL SEGMENT RESULT

209.014

192.828

401.831

 

 

 

 

Less: (i) Interest Expense

0.000

0.000

0.000

Add:  (ii) Other un-allocable Income net off un-allocable Expenditure.

(1.295)

(0.590)

(1.885)

PROFIT BEFORE TAX

210.309

193.418

403.716

 

 

 

 

3. Capital Employed

 

 

 

a. Media

1070.303

1029.798

1070.303

b. Finance

2008.484

1885.844

2008.484

c. Real Estate

901.171

909.442

901.171

d. Other

32.072

57.471

32.072

e. Unallocated

248.888

242.208

248.888

TOTAL CAPITAL EMPLOYED IN SEGMENTS

4260.918

4124.763

4260.918

 

STATEMENT OF ASSETS AND LIABILITIES:

 

(Rs. in millions)

SOURCES OF FUNDS

 

30.09.2014

I.        EQUITY AND LIABILITIES

 

(1) Shareholders' Funds

 

(a) Share Capital

75.694

(b) Reserves & Surplus

4195.189

(c) Money received against share warrants

0.000

 

 

(2) Share Application money pending allotment

0.000

Total Shareholders’ Funds (1) + (2)

4270.883

 

 

(3) Non-Current Liabilities

 

(a) Long-term borrowings

0.000

(b) Deferred tax liabilities (Net)

45.195

(c) Other long term liabilities

74.851

(d) Long-term provisions

19.573

Total Non-current Liabilities (3)

139.619

 

 

(4) Current Liabilities

 

(a) Short term borrowings

215.128

(b) Trade payables

119.477

(c) Other current liabilities

486.152

(d) Short-term provisions

5.145

Total Current Liabilities (4)

825.902

 

 

TOTAL

5236.404

 

 

II.      ASSETS

 

(1) Non-current assets

 

(a) Fixed Assets

 

(i) Tangible assets

736.153

(ii) Intangible Assets

5.600

(iii) Capital work-in-progress

4.504

(iv) Intangible assets under development

0.000

(b) Non-current Investments

1589.161

(c) Deferred tax assets (net)

0.000

(d)  Long-term Loan and Advances

826.416

(e) Other Non-current assets

542.463

Total Non-Current Assets

3704.297

 

 

(2) Current assets

 

(a) Current investments

0.000

(b) Inventories

363.458

(c) Trade receivables

604.070

(d) Cash and cash equivalents

166.589

(e) Short-term loans and advances

397.990

(f) Other current assets

0.000

Total Current Assets

1532.107

 

 

TOTAL

5236.404

 

FIXED ASSETS:

Tangible Assets

·         Land

·         Building

·         Plant and Machineries

·         Electric Fittings

·         Furniture

·         Office Equipments

·         Motor Vehicles

Intangible Assets

·         Tenancy Right


 

CMT REPORT (Corruption, Money Laundering & Terrorism]

 

The Public Notice information has been collected from various sources including but not limited to: The Courts, India Prisons Service, Interpol, etc.

 

1]         INFORMATION ON DESIGNATED PARTY

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

 

2]         Court Declaration :

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

 

3]         Asset Declaration :

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

 

4]         Record on Financial Crime :

            Charges or conviction registered against subject:                                                  None

 

5]         Records on Violation of Anti-Corruption Laws :

            Charges or investigation registered against subject:                                                          None

 

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

            Charges or investigation registered against subject:                                                          None

 

7]         Criminal Records

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

 

8]         Affiliation with Government :

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

 

9]         Compensation Package :

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

 

10]        Press Report :  No press reports / filings exists on the subject.

 

CORPORATE GOVERNANCE

 

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

 

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

 

CONTRAVENTION

 

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

 

FOREIGN EXCHANGE RATES

 

Currency

Unit

Indian Rupees

US Dollar

1

Rs.61.41

UK Pound

1

Rs.93.18

Euro

1

Rs.69.82                        

 

 

INFORMATION DETAILS

 

Analysis Done by :

DIV

 

 

Report Prepared by :

SMN

 


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

7

PAID-UP CAPITAL

1~10

7

OPERATING SCALE

1~10

7

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

7

-- PROFITABILITY

1~10

6

--LIQUIDITY

1~10

7

--LEVERAGE

1~10

7

--RESERVES

1~10

8

--CREDIT LINES

1~10

7

--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

 

63

 

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.