MIRA INFORM REPORT

 

 

Report No. :

349603

Report Date :

18.11.2015

 

IDENTIFICATION DETAILS

 

Name :

THE SANDESH LIMITED

 

 

Registered Office :

Sandesh Bhavan, Lad Society Road, Behind Vastrapur Gam, P.O. Bodakdev, Ahmedabad – 380054, Gujarat

Tel. No.:

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

 

 

Country :

India

 

 

Financials (as on) :

31.03.2015

 

 

Date of Incorporation :

11.03.1943

 

 

Com. Reg. No.:

04-000183

 

 

Capital Investment / Paid-up Capital :

Rs. 75.694 Million

 

 

CIN No.:

[Company Identification No.]

L22121GJ1943PLC000183

 

 

IEC No.:

0891011030

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

AHMT00069G

 

 

PAN No.:

[Permanent Account No.]

AAACT5730D

 

 

Legal Form :

The 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 :

501 (Approximately)

 

 

RATING & COMMENTS

 

MIRA’s Rating :

A (65)

 

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 12979000

 

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

The Sandesh Limited (TSL) promoted by late Mr. Chimanbhai Patel in 1943. It is one of the leading print media companies in Gujarat, having a presence for more than six decades in Gujarati print media through its newspaper “Sandesh”.

 

TSL has its printing press at Ahmedabad, Vadodara, Surat, Rajkot, Bhavnagar and Bhuj covering circulation across the state of Gujarat.

 

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

 

The rating further takes into consideration its improved circulation base as well as advertisement revenue and wide experience of the promoters in the business.

 

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

 

In view of long track and established position in newspaper, 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

 

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 31-03-2015.

 

 

INFORMATION DECLINED BY

 

Name :

Mr. Dhaval Maheshbhai Pandya

Designation :

Finance Controller

Contact No.:

91-79-40004000

Date :

16.11.2015

 

 

LOCATIONS

 

Registered / Head Office :

Sandesh Bhavan, Lad Society Road, Behind Vastrapur Gam, P.O. Bodakdev, Ahmedabad – 380054, 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

 

 

Plants / Press Locations :

1) “SANDESH BHAVAN”, Lad Society Road, B/h. Vastrapur Gam, P.O. Bodakdev, Ahmedabad – 380054, 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 Offices :

Located at:

 

·         Vadodara

·         Surat

·         Bhavnagar

·         Bhuj

·         Mumbai

·         New Delhi

·         Kolkata

·         Chennai

·         Bangalore

 

 

Representative Offices :

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

Date of Birth/ Age :

17.10.1952

Qualification :

B.A. with Economics

Brief resume and expertise functional area :

She is a social worker and associated with many social groups and charitable entities. She is actively involved in various philanthropic activities in the interest of the community.

Date of Appointment :

29.10.2010

 

 

 

 

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 and Finance Controller

 

 

Name :

Mr. Sanjay Kumar Tandon

Designation :

Chief Financial Officer

 

 

SHAREHOLDING PATTERN

 

AS ON 30.09.2015

 

Category of Shareholder

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

1004753

13.27

Individuals

 

 

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

558040

7.37

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

300315

3.97

Any Others (Specify)

42796

0.57

Hindu Undivided Families

24040

0.32

Non Resident Indians

18756

0.25

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

 

 

(1)

0

0.00

(2)

0

0.00

Sub Total

0

0.00

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

7569421

100.00

 

 

 

 

 

 

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

 

 

Brand Names :

Not Available

 

 

Agencies Held :

Not Available

 

 

Exports :

Not Divulged

 

 

Imports :

Not Divulged

 

 

Terms :

Not Divulged

 

 

PRODUCTION STATUS: NOT AVAILABLE

 

 

GENERAL INFORMATION

 

Suppliers :

Reference :

Not Divulged 

Name of the Person :

Not Divulged 

Contact No.:

Not Divulged 

Since How Long Known :

Not Divulged 

Experience :

Not Divulged 

Maximum Limit Dealt :

Not Divulged 

 

 

Customers :

Reference :

Not Divulged 

Name of the Person :

Not Divulged 

Contact No.:

Not Divulged 

Since How Long Known :

Not Divulged 

Experience :

Not Divulged 

Maximum Limit Dealt :

Not Divulged 

 

 

No. of Employees :

501 (Approximately)

 

 

Bankers :

Banker Name

Yes Bank Limited

Branch Address

Nehru Centre, 9th Floor, Discovery of India, Dr. Annie Besant Road, Worli, Mumbai – 400018, Maharashtra, India

Person Name (With Designation)

Not Divulged 

Contact Number

Not Divulged 

Name of Account Holder

Not Divulged 

Account Number

Not Divulged 

Account Since (Date/Year of Account Opening)

Not Divulged 

Average Balance Maintained (If Possible)

Not Divulged 

Credit Facilities Enjoyed (If any)

Not Divulged 

Account Operation

Not Divulged 

Remarks (If any)

Not Divulged 

 

 

Facilities :

SECURED LOANS

 

31.03.2015

(Rs. In Million)

31.03.2014

(Rs. In Million)

SHORT-TERM BORROWINGS

 

 

Loans from Banks payable on demand

 

 

Working capital Loan

52.946

391.890

Overdraft - Secured against fixed deposit with bank

0.000

81.211

 

 

 

Total

 

52.946

473.101

 

 

 

Banking Relations :

--

 

 

Auditors :

 

Name :

Manubhai and Shah 

Chartered Accountants 

Address :

2nd Floor, "B" Wing, Premium House, Near Gandhigram Railway Station, Navrangpura, Ahmedabad – 380009, Gujarat, India

 

 

Memberships :

Not Available

 

 

Collaborators :

Not Available

 

 

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*

·         Sandesh Charitable Trust*

·         GSS Realty LLP*

·         GSS Organisers LLP*

·         Aarav Salt and Chemicals Private Limited *

·         Aadesh Brine Private Limited *

·         Acquest Estates Private Limited

·         Swarnim Mining Private Limited*

·         Satyesh Brinechem Private Limited*

·         Saujanya Developers

·         Stanford Operations and Maintenance Private Limited*

·         Satlon Enterprise Private Limited

* No transaction during the year with the related parties.

 

 

CAPITAL STRUCTURE

 

AS ON 31.03.2015

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

15000000

Equity Shares

Rs.10/- each

Rs. 150.000 Million

 

 

 

 

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

7569421

Equity Shares

Rs.10/- each

Rs. 75.694 Million

 

 

 

 

 

 

Rights, preferences and restrictions

 

·         The Company has only one class of equity shares referred to as equity shares having a par value of Rs.10 each. Each holder of equity share is entitled to one vote per share.

·         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.

·         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 9,60,000 equity shares were bought back in the financial year 2012-13.

 

Details of shareholders holding more than 5 per cent shares

 

Name of the Shareholders

2014-2015

 

No. of Shares

% of Shareholding

Falgunbhai Chimanbhai Patel

386350

5.10%

Parthiv Falgunbhai Patel

1189100

15.71%

Satlon Enterprise Private Limited

1890152

24.97%

Satyesh Prochem LLP

1275777

16.85%

Scabious Enterprise LLP

420831

5.56%

 

 

Reconciliation of number of shares outstanding: (in Nos)

 

Particulars

As at March 31, 2015

Equity Shares at the beginning of the year

7569421

Add: issued during the year

0

Equity Shares at the end of the year

7569421

 

 

 

 

 


 

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

75.694

75.694

75.694

(b) Reserves & Surplus

4467.023

3933.103

3510.492

(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)

4542.717

4008.797

3586.186

 

 

 

 

(3) Non-Current Liabilities

 

 

 

(a) Long-term borrowings

0.000

0.000

0.000

(b) Deferred tax liabilities (Net)

44.207

52.423

58.493

(c) Other long term liabilities

80.747

75.547

74.059

(d) Long-term provisions

16.723

13.116

13.960

Total Non-current Liabilities (3)

141.677

141.086

146.512

 

 

 

 

(4) Current Liabilities

 

 

 

(a) Short term borrowings

100.283

561.586

676.762

(b) Trade payables

70.212

129.975

79.377

(c) Other current liabilities

597.811

586.621

536.682

(d) Short-term provisions

38.913

40.131

40.132

Total Current Liabilities (4)

807.219

1318.313

1332.953

 

 

 

 

TOTAL

5491.613

5468.196

5065.651

 

 

 

 

II.      ASSETS

 

 

 

(1) Non-current assets

 

 

 

(a) Fixed Assets

 

 

 

(i) Tangible assets

702.085

679.092

740.445

(ii) Intangible Assets

5.600

5.600

5.600

(iii) Capital work-in-progress

7.102

2.461

2.155

(iv) Intangible assets under development

0.000

0.000

0.000

(b) Non-current Investments

1588.022

1588.522

1589.160

(c) Deferred tax assets (net)

0.000

0.000

0.000

(d)  Long-term Loan and Advances

500.812

714.707

225.783

(e) Other Non-current assets

615.124

453.658

287.160

Total Non-Current Assets

3418.745

3444.040

2850.303

 

 

 

 

(2) Current assets

 

 

 

(a) Current investments

118.173

0.639

0.000

(b) Inventories

605.956

314.792

251.591

(c) Trade receivables

564.455

511.646

501.046

(d) Cash and cash equivalents

208.802

380.208

273.202

(e) Short-term loans and advances

575.482

816.871

1189.509

(f) Other current assets

0.000

0.000

0.000

Total Current Assets

2072.868

2024.156

2215.348

 

 

 

 

TOTAL

5491.613

5468.196

5065.651

 

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

 

31.03.2015

31.03.2014

31.03.2013

 

SALES

 

 

 

 

 

Revenue from Operations

3448.884

3131.822

3067.587

 

 

Other Income

13.663

15.593

32.805

 

 

TOTAL                                    

3462.547

3147.415

3100.392

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Cost of Material Consumed

1354.002

1294.656

1198.383

 

 

Purchase of Stock in Trade

41.695

29.760

96.212

 

 

Employee benefits expenses

264.940

230.789

207.739

 

 

Other Expenses

820.788

748.883

753.345

 

 

TOTAL                                    

2480.884

2306.013

2255.679

 

 

 

 

 

Less

PROFIT / (LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION

981.122

843.327

844.713

 

 

 

 

 

Less

FINANCIAL EXPENSES                        

43.197

80.707

53.781

 

 

 

 

 

 

PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION

937.925

762.620

790.932

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                    

79.780

78.388

81.420

 

 

 

 

 

 

EXCEPTIONAL ITEMS

0.541

(1.925)

96.269

 

 

 

 

 

 

PROFIT / (LOSS) BEFORE TAX

858.686

682.307

805.781

 

 

 

 

 

Less

TAX                                                                 

288.325

224.235

229.533

 

 

 

 

 

 

PROFIT / (LOSS) AFTER TAX

570.361

458.072

576.248

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

 

Service Charges

0.000

0.000

0.104

 

 

Other income

4.459

1.725

0.000

 

TOTAL EARNINGS

4.459

1.725

0.104

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Raw Materials: Newsprint (Including imports through agents)

909.604

597.287

582.149

 

 

Capital Goods

0.871

0.960

10.141

 

TOTAL IMPORTS

910.475

598.247

592.290

 

 

 

 

 

 

Earnings / (Loss) Per Share (Rs.)

75.35

60.52

67.83

 

 

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 operations

821.579

510.458

978.605

 

 

 

 

Net cash flow from operating activities

549.063

276.395

737.445

 

 

QUARTERLY RESULTS

 

PARTICULARS

 

30.06.2015

Unaudited

1st Quarter

Net Sales

924.730

Total Expenditure

594.990

PBIDT (Excl OI)

329.740

Other Income

4.560

Operating Profit

334.300

Interest

4.300

Exceptional Items

0.000

PBDT

330.000

Depreciation

18.450

Profit Before Tax

311.550

Tax

108.070

Provisions and contingencies

0.000

Profit After Tax

203.480

Extraordinary Items

0.000

Prior Period Expenses

0.000

Other Adjustments

0.000

Net Profit

203.480

 

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2015

31.03.2014

31.03.2013

Net Profit Margin

(PAT/Sales)

(%)

16.54

14.63

18.79

 

 

 

 

 

Operating Profit Margin

(PBDIT/ Sales)

(%)

28.45

26.93

27.54

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

22.04

17.60

23.19

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.19

0.17

0.22

 

 

 

 

 

Debt Equity Ratio

(Total Liability/Networth)

 

0.02

0.14

0.19

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

2.57

1.54

1.66

 

 

 

STOCK PRICES

 

Face Value

Rs. 10.00/-

 

 

Market Value

Rs. 806.50/-

 


 

FINANCIAL ANALYSIS

[all figures are in Rupees Million]

 

DEBT EQUITY RATIO

 

Particulars

31.03.2013

31.03.2014

31.03.2015

 

(Rs. In Million)

(Rs. In Million)

(Rs. In Million)

Share Capital

75.694

75.694

75.694

Reserves & Surplus

3510.492

3933.103

4467.023

Money received against share warrants

0.000

0.000

0.000

Share Application money pending allotment

0.000

0.000

0.000

Net worth

3586.186

4008.797

4542.717

 

 

 

 

Long-term borrowings

0.000

0.000

0.000

Short term borrowings

676.762

561.586

100.283

Total borrowings

676.762

561.586

100.283

Debt/Equity ratio

0.189

0.140

0.022

 

 

 

 

 

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

3067.587

3131.822

3448.884

 

 

2.094

10.124

 

 

 

 

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

3067.587

3131.822

3448.884

Profit

576.248

458.072

570.361

 

18.79%

14.63%

16.54%

 

 

 


 

LOCAL AGENCY FURTHER INFORMATION

 

Sr. No.

Check list by info agents

Available in Report

(Yes/No)

1

Year of establishment

Yes

2

Constitution of the entity -Incorporation details

Yes

3

Locality of the entity

Yes

4

Premises details

No

5

Buyer visit details

--

6

Contact numbers

Yes

7

Name of the person contacted

Yes

8

Designation of contact person

Yes

9

Promoter’s background

Yes

10

Date of Birth of Proprietor / Partners / Directors

Yes

11

Pan Card No. of Proprietor / Partners

No

12

Voter Id Card No. of Proprietor / Partners

No

13

Type of business

Yes

14

Line of Business

Yes

15

Export/import details (if applicable)

No

16

No. of employees

Yes

17

Details of sister concerns

Yes

18

Major suppliers

No

19

Major customers

No

20

Banking Details

Yes

21

Banking facility details

Yes

22

Conduct of the banking account

--

23

Financials, if provided

Yes

24

Capital in the business

Yes

25

Last accounts filed at ROC, if applicable

Yes

26

Turnover of firm for last three years

Yes

27

Reasons for variation <> 20%

--

28

Estimation for coming financial year

No

29

Profitability for last three years

Yes

30

Major shareholders, if available

Yes

31

External Agency Rating, if available

Yes

32

Litigations that the firm/promoter involved in

--

33

Market information

--

34

Payments terms

No

35

Negative Reporting by Auditors in the Annual Report

No

 


 

INDEX OF CHARGES:

 

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

31.03.2015

(Rs. in Million)

31.03.2014

(Rs. in Million)

SHORT-TERM BORROWINGS

 

 

Loans and Advances from related parties

 

 

i. From Directors

47.337

88.485

 

 

 

Total

 

47.337

88.485

 

 

REVIEW OF OPERATION AND THE STATE OF THE COMPANY’S AFFAIRS:

 

During the year, the income from operations has increased by 10.12% i.e. from Rs.3131.822 Million to Rs.3448.884 Million, as compared to the previous Financial Year. Circulation revenue increased by 14.41% i.e. Rs.111.411 Million during the year from Rs.773.073 Million to Rs.884.484 Million. Advertisement Revenue increased by 11.21% i.e. Rs.210.013 Million during the year from Rs.1873.510 Million to Rs.2083.523 Million.

 

There are no material changes and commitments have occurred after the close of the financial year till the date of this Report, which affect the financial position of the Company.

 

 

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 Indian Media and Entertainment Industry Report 2015, the structure of the Indian Print industry continues to be highly fragmented with both national and regional players present in the market. As on March 31, 2014, total registered publications stood more than 99000, out of which more than 13000 are dailies. In 2014, the Indian Print Industry experienced growth of 8.3% and this growth is largely coming from Tier II and Tier III cities with regional language editions outperforming the national editions and English dailies. This trend is expected to continue as most of the major publishers are working towards strengthening their presence in existing markets. Newspapers continue to be the biggest contributor of revenue to the print industry. In 2014, the contribution of newspapers to the total print revenue stood close to 95%. The Indian print industry is still growing at a high single digit rate and is expected to grow at a CAGR to 8 per cent during 2014-15. Most of the growth in the sector is expected to come from Tier II, Tier III cities and rural markets.

 

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 & 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 has 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 Mumbai, Maharashtra. The Company has a strong regional franchise, where it enjoys strong readership loyalty.

 

Besides the Company 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’ is immensely popular amongst Gujarati Viewers and it has also won several awards. Further, as a part of its out-of-home advertising activity, the Company has advertisements sites at 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.3081.279 Million during the Financial Year as against Rs.2732.955 Million 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.303.075 Million during the Financial Year as against Rs.356.660 Million in the previous year.

 

c) Real Estate Division:

 

The Company has been in the Real Estate business and during the year, the segment revenue from Real Estate Division was Rs.29.589 Million during the Financial Year as against Rs.26.557 Million 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, especially for vernacular newspapers, is growing in India. Print Media is expected to remain a popular vehicle for advertisers to reach out to a large consumer base in the country. The Media and Entertainment industry is expected to grow at a CAGR of 13.9% by financial year 2019, which is a growth rate almost double that of the global media and entertainment industry.

 

Newsprint is the most important raw material constituting more than 50 per cent of the cost base. According to FICCI-KPMG Indian Media and Entertainment Industry Report 2015, the appreciation of rupee in the first half of FY 2014 and sharp depreciation of rouble had led to a drop in the per-tonne cost of newsprint, as Canada, United States and Russia are the top exporters of news print material to India. The newsprint prices are expected to stabilize at the current level or slightly lower to FY 15, thus providing some operating leverage to the print business across the country. The Newsprint prices reduced and stabilized in 2014, contrary to the past few years where the average cost of newsprint witnessed a growth of 12 to 15 per cent every year. 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. 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 print media business is largely dependent on advertising revenue. The Company has increased cover price of newspaper and it is continuously taking appropriate steps to ensure effective cost management.

 

For the print media industry, reliable third party readership data is not available and many companies hesitant to rely on IRS data for devising their strategies. The circulation numbers of newspaper alone sometimes are insufficient for advertisers to take an informed decision; still, the circulation numbers certified by the Registrar of Newspapers of India are useful for the advertisers and agencies and the Company enjoys the confidence of its advertisers.

 

There is intense competition between publication houses for circulation, readership and advertising and this industry is very competitive. The Company is well established and its has better financial resources and it always strives hard to generate higher revenues every year and hence, the Company is able to quickly respond to market changes and consumer sentiments. The Company has competed successfully in the year and it believes to continuously compete effectively. 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.

 

 

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

 

(RS. IN MILLION)

 

Particulars

Quarter Ended

Half Year Ended

 

30.09.2015

(Unaudited)

30.06.2015

(Unaudited)

30.09.2015

(Unaudited)

Income from Operations

 

 

 

Net Sales/Income from Operations

807.177

854.358

1661.535

Other Operating Income

97.526

70.373

167.899

Total Income from operations (net)

904.703

924.731

1829.434

 

 

 

 

Expenses

 

 

 

(a) Cost of material consumed 

315.522

314.949

630.471

(b) Purchase of stock in trade

7.123

(5.684)

1.439

(c) Employee benefit expenses

74.903

97.498

172.401

(d) Depreciation

19.301

18.445

37.746

(e) Other Expenses

198.184

188.231

366.415

Total Expenses

615.035

613.439

1228.472

Profit from Operations before Other Income, Finance costs and Exceptional item

289.670

311.292

600.962

Other Income

11.154

4.557

15.711

Profit/ Loss from Ordinary Activities before Finance costs and Exceptional item

300.824

315.849

616.673

Finance costs

1.242

4.302

5.544

Profit/ Loss from Ordinary Activities after Finance costs but Exceptional item

299.582

311.547

611.129

Exceptional item

0.058

0.000

0.058

Profit/ Loss from Ordinary Activities before tax

299.640

311.547

611.187

Tax Expenses

 

 

 

- Current Tax

107.500

110.000

217.500

- Deferred Tax

(3.759)

(1.933)

(5.691)

- Adjustment of previous year Taxes 

0.000

0.000

0.000

Net Profit/ Loss from Ordinary Activities after tax

195.899

203.480

399.378

Extraordinary Items

0.000

0.000

0.000

Net Profit for the period

195.899

203.480

399.378

Paid- up Equity Share Capital (Face value of the share – Rs. 10)

75.694

75.694

75.694

Reserves excluding revaluation reserves as per balance sheet of Previous Accounting Year

 

 

 

Earnings per share Basic for the period (not annualized)

25.88

26.88

52.76

Earnings per share Diluted for the period (not annualized)

25.88

26.88

52.76

 

 

 

 

PARTICULARS OF SHAREHOLDING

 

 

 

1. Public shareholding

 

 

 

Number of Shares

1906404

1906404

1906404

Percentage of Shareholding

25.19

25.19

25.19

2. Promoters and promoter group shareholding

 

 

 

a) Pledged/Encumbered

 

 

 

- Number of Shares

0.000

0.000

0.000

- Percentage of Shares (as a % of the Total Shareholding of promoter and promoter group)

0.000

0.000

0.000

- Percentage of Shares (as a % of the Total Share Capital of the Company)

0.000

0.000

0.000

 

 

 

 

Non - encumbered

 

 

 

- Number of Shares

5663017

5663017

5663017

- Percentage of Shares

(as a % of the total shareholding of promoter and 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 30.09.2015

B

Investor complaints (Nos.)

 

 

Pending at the beginning of the quarter

Nil

 

Received during the quarter

9

 

Disposed of during the quarter

8

 

Remaining unresolved at the end of the quarter

1

 

NOTES:

 

·         The above unaudited financial results were reviewed by the Audited Committee and thereafter approved at the Meeting of the Board of Directors held on November 06, 2015. The Statutory Auditor of the Company has carried out a Limited Review of the aforesaid results.

 

·         The Figures for the corresponding previous periods have been re-grouped/ re-stated, wherever necessary to make them comparable.

 

 

STANDALONE SEGMENT WISE REVENUE, RESULTS AND CAPITAL EMPLOYED

 

Particulars

Quarter Ended

Half Year Ended

 

30.09.2015

(Unaudited)

30.06.2015

(Unaudited)

30.09.2015

(Unaudited)

1. Segment Revenue

 

 

 

a. Media 

808.383

855.439

1663.822

b. Finance 

62.612

68.981

131.593

c. Real Estate  

33.766

0.311

34.077

d. Other

0.000

0.000

0.000

e. Unallocated

11.154

4.557

15.711

Total

915.915

929.288

1845.203

Less: Inter – segment revenue

0.000

0.000

0.000

Net Sales/ Income from Operations

915.915

929.288

1845.203

 

 

 

 

2. Segment Results

 

 

 

Profit/ (loss) before tax and interest

 

 

 

a. Media 

205.451

239.237

444.688

b. Finance 

56.392

61.756

118.150

c. Real Estate  

33.250

(0.024)

33.226

d. Other

(6.607)

6.019

(0.588)

Total

288.486

306.990

595.476

Less: Finance Costs

0.000

0.000

0.000

Other un-allocable expenditure net off un-allocable other operating income

11.154

4.557

15.711

Total Profit Before Tax

299.640

311.547

611.187

 

 

 

 

3. Capital Employed

 

 

 

(Segment Assets – Segment Liabilities)

 

 

 

a. Media 

1271.148

1172.421

1271.148

b. Finance 

2252.091

2225.400

2252.091

c. Real Estate  

10.269

932.720

10.269

d. Other

0.151

6.758

0.151

e. Unallocated

1398.471

398.932

1398.471

Total

4932.130

4736.231

4932.130

 

STANDALONE ASSETS AND LIABILITIES

 

Particulars

30.09.2015

[Unaudited]

A. EQUITY AND LIABILITIES

 

1. Shareholders Funds

 

a] Share Capital

75.694

b] Reserves and Surplus

4866.401

Sub-total – Shareholders’ funds

4942.095

 

 

2. Non-current Liabilities

 

a] Long term Borrowings

0.000

b] Deferred Tax Liabilities

38.516

c] Other current liabilities

82.959

d] Long term provisions

20.384

Sub-total - Non-current Liabilities

141.859

 

 

3. Current Liabilities

 

a] Short term Borrowings

184.137

b] Trade Payables

175.426

c] Other Current Liabilities

537.942

d] Short Term Provision

36.441

Sub-total -  Current Liabilities

933.946

 

 

TOTAL -  EQUITY AND LIABILITIES 

6017.900

 

 

B ASSETS

 

1. Non-current assets

 

a] Fixed assets

 

Tangible assets

710.487

Intangible assets

5.600

Capital work in progress

10.515

b] Non-current investment

2081.660

c] long Term loans and Advances

455.495

d] Other non-current assets

706.427

Sub-total – Non- current assets

3970.184

 

 

2. CURRENT ASSETS

 

 

Current Investments

188.985

 

Inventories

293.782

 

Trade Receivables

648.956

 

Cash & Bank Balances

572.710

 

Short Term loans and advances

343.283

 

Other Current Assets

0.000

  Sub-total – Current Assets

2047.716

 

 

TOTAL - ASSETS

6017.900

 

 

CONTINGENT LIABILITIES:

 

Particulars

31.03.2015

(Rs. in Million)

31.03.2014

(Rs. in Million)

i. Claims against the company not acknowledged as debt

There are several defamation and other legal cases pending against the Company and its directors. These include criminal and civil cases. The company has also raised counter claims against some of the claimants. The estimated contingency in respect of these cases cannot be ascertained. Based on discussions with the lawyers / solicitors and also the past trend in respect of such cases, the Company believes that there is no present obligation in respect of the above and hence no provision is considered necessary against the same.

0.000

0.000

ii. Disputed Income tax matters

44.738

41.304

 

 

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. 65.98

UK Pound

1

Rs. 100.11

Euro

1

Rs. 70.35

 

 

INFORMATION DETAILS

 

Information Gathered by :

PPT

 

 

Analysis Done by :

DIV

 

 

Report Prepared by :

BVA

 


 

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

--PROFITABILIRY

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

 

65

 

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.