MIRA INFORM REPORT

 

 

Report No. :

340448

Report Date :

11.09.2015

 

IDENTIFICATION DETAILS

 

Name :

FORBES AND COMPANY LIMITED  (w.e.f. 02.11.2007)

 

 

Formerly Known As :

FORBES GOKAK LIMITED

 

 

Registered Office :

Forbes Building, Charanjit Rai Marg, Fort, Mumbai – 400001, Maharashtra

Tel. No.:

91-22-22008081

 

 

Country :

India

 

 

Financials (as on) :

31.03.2015

 

 

Date of Incorporation :

18.11.1919

 

 

Com. Reg. No.:

11-000628

 

 

Capital Investment / Paid-up Capital :

Rs.128.986 Million

 

 

CIN No.:

[Company Identification No.]

L17110MH1919PLC000628

 

 

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 :

The Company is mainly engaged in the Engineering products, Real estate and Shipping and Logistics business.

 

 

No. of Employees :

500 (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

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Exist

 

 

Comments :

Subject is a part of Shapoorji Pallonji Group. It is an established company incorporated in the year 1919 having a good track record.

 

The company has continuously incurred losses from its two years of operational activities however, general financial position of the company is sound.

 

Further, the rating takes into consideration rich experience of its promoter’s long business track record and company’s established business position.

 

The rating also derive strength from its prominent parentage (viz., Shapoorji Pallonji Group) and its experienced management.

 

Share price are quoted high on stock exchange (Face value Rs.10 with Share price Rs.1441).

 

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

 

In view of the aforesaid, 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.

 

EXTERNAL AGENCY RATING

 

Rating Agency Name

ICRA

Rating

Long term loans = AA-

Rating Explanation

High degree of safety and carry low credit risk.

Date

August, 2015

 

Rating Agency Name

ICRA

Rating

Short term loans = A1

Rating Explanation

Very strong degree of safety and carry lowest credit risk.

Date

August, 2015

 

RBI DEFAULTERS’ LIST STATUS

 

Subject’s name is not enlisted as a defaulter in the publicly available RBI Defaulters’ list.

 

EPF (Employee Provident Fund) DEFAULTERS’ LIST STATUS

 

Subject’s name is not enlisted as a defaulter in the publicly available EPF (Employee Provident Fund) Defaulters’ list as of 31-03-2013.

 

INFORMATION PARTED BY

 

Name :

Mr. Vinay Agrawal

Designation :

91-22-22007378

Contact No.:

Manager of Banking and Treasury Department

Date :

09.09.2015

 

 

LOCATIONS

 

Registered Office :

Forbes Building, Charanjit Rai Marg, Fort, Mumbai – 400001, Maharashtra, India

Tel. No.:

91-22-22008081/ 22007378/ 61358900/ 22002273/ 22002274/ 22002275/

40749191

Fax No.:

91-22-61358901/ 22007378/ 22007933/ 22094895/ 22005281/ 40749102/

40749101/ 40749103

E-Mail :

wed.bom1@forbesgokak.sprintrpg.ems.vsnl.net.in

vijvar@hotmail.com

g.mukharji@forbesgokak.sprintrpg.ems.vsnl.net.in

ashok.shah@forbes.co.in 

investor.relations@forbes.co.in

Website :

www.totem-forbes.com

www.forbes.com  

www.forbes.co.in

 

 

Factory 1 :

Aurangabad

 

A-7, M.I.D.C. Area, Chikalthana, Aurangabad – 431210, Maharashtra, India

 

Plot B-13, Waluj Industrial Area, Aurangabad – 431133, Maharashtra, India

 

 

Factory 2 :

Chandivali Estate, Kurla – Powai Road, Mumbai – 400072, Maharashtra, India

Tel. No.:

91-22-28521861-62

Fax No.:

91-22-28521799

 

 

Container Freight Stations :

 

Nhava Sheva :

Veshvi, Post – Dighode, Taluka - Uran, District  Raigad – 410206, Maharashtra, India

 

 

Mundra :

Bharat CFS Zone 1, Old Port Road MP and SEZ, Mundra – 370421, Gujarat, India

 

 

DIRECTORS

 

As on 31.03.2015

 

Name :

Mr. Shapoor P. Mistry

Designation :

Chairman

 

 

Name :

Mr. Ashok Barat

Designation :

Managing Director

 

 

Name :

S. L. Goklaney

Designation :

Director

 

 

Name :

T. R. Doongaji

Designation :

Director

 

 

Name :

Kaiwan D. Kalyaniwalla

Designation :

Director

 

 

Name :

D. Sivanandhan

Designation :

Director

 

 

Name :

Mr. Jimmy J. Parakh

Designation :

Director

 

 

Name :

Mr. Jai L. Mavani

Designation :

Director

 

 

Name :

Ameeta Chatterjee

Designation :

Director

 

 

Name :

Mr. Kannan Dasaratharaman

Designation :

Director

 

 

Name :

Mr. Shrikrishna M. Bhave

Designation :

Director - Human Resources

 

 

KEY EXECUTIVES

 

Name :

Mr. Pankaj Khattar

Designation :

Head Legal And Company Secretary

 

 

Name :

Sunetra Ganesan

Designation :

Chief Financial Officer

 

 

Name :

Mr. Ravi C. Prem

Designation :

Chief Operating Officer - Engineering Division

 

 

Name :

Mr. Neil Elijah

Designation :

Chief Operating Officer - Logistics & Cfs

 

 

Name :

Mr. Prakash Karunakaran

Designation :

Vice President – Energy Solutions Group

 

 

SHAREHOLDING PATTERN

 

As on 30.06.2015

 

Category of Shareholder

Total No. of Shares

Total Shareholding as a % of Total No. of Shares

(A) Shareholding of Promoter and Promoter Group

 

 

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

 

 

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

9525691

73.85

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

9525691

73.85

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

 

 

Total shareholding of Promoter and Promoter Group (A)

9525691

73.85

 

 

 

(B) Public Shareholding

 

 

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

 

 

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

402

0.00

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

19145

0.15

http://www.bseindia.com/include/images/clear.gifCentral Government / State Government(s)

110343

0.86

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

500

0.00

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

1210470

9.38

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

344127

2.67

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

344127

2.67

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

1684987

13.06

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

 

 

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

149937

1.16

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

 

 

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

1184622

9.18

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

304409

2.36

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

48970

0.38

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

740

0.01

http://www.bseindia.com/include/images/clear.gifOverseas Corporate Bodies

48230

0.37

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

1687938

13.09

Total Public shareholding (B)

3372925

26.15

Total (A)+(B)

12898616

100.00

 

 

 

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

 

 

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

0

0.00

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

0

0.00

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

0

0.00

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

12898616

100.00

 

 

Shareholding of securities (including shares, warrants, convertible securities) of persons belonging to the category Promoter and Promoter Group

Sl. No.

Name of the Shareholder

Details of Shares held

No. of Shares held

As a % of grand total

1

Shapoorji Pallonji and Company Limited

9359293

72.56

2

Forbes Campbell Finance Limited

166398

1.29

 

Total

9525691

73.85

 

Shareholding of securities (including shares, warrants, convertible securities) of persons belonging to the category Public and holding more than 1% of the total number of shares

Sl. No.

Name of the Shareholder

No. of Shares held

Shares as % of Total No. of Shares

1

India Discovery Fund Limited

1148255

8.90

2

Antara India Evergreen Fund Limited

344127

2.67

 

Total

1492382

11.57

 

Shareholding of securities (including shares, warrants, convertible securities) of persons (together with PAC) belonging to the category “Public” and holding more than 5% of the total number of shares of the company

Sl. No.

Name(s) of the shareholder(s) and the Persons Acting in Concert (PAC) with them

No. of Shares

Shares as % of Total No. of Shares

1

India Discovery Fund Limited

1148255

8.90

 

Total

1148255

8.90

 

 

BUSINESS DETAILS

 

Line of Business :

The Company is mainly engaged in the Engineering products, Real estate and Shipping and Logistics business.

 

 

Products :

Not Available

 

 

Brand Names :

Not Available

 

 

Agencies Held :

Not Available

 

 

Exports :

 

Products :

Engineering products

Countries :
  • European Countries
  • USA
  • Gulf Countries

 

 

Imports :

Not Available

 

 

Terms :

 

Selling :

Cheque and Credit

 

 

Purchasing :

Cheque and Credit

 

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 :

End Users and OEMs

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 :

500 (Approximately)

 

 

Bankers :

Banker Name

Punjab National Bank

Branch Address

Not Divulged

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

 

  • Standard Chartered Bank
  • IDBI Bank Limited
  • HDFC Bank Limited
  • Yes Bank Limited

 

 

Facilities :

(Rs. In Million)

SECURED LOAN

As on

31.03.2014

As on

31.03.2013

LONG TERM BORROWING

 

 

Debentures

Redeemable Non-Convertible Debentures - Secured by mortgage of premises being the land and factory situated at Waluj, Aurangabad together with plant and machinery and other support facilities

400.000

1000.000

Term loans From Banks:

 

 

Federal Bank Limited - Secured by first exlusive charge by way of Equitable Mortgage of 11 flatsalong with part basement and part garages in

"Volkart House", Mumbai [Repayable in half yearly installments of Rs.50.000 Million each. First installment was due in July, 2014 and last installment is due in January, 2017. Rate of interest 10.45% p.a. (Previous year 10.80% p.a.)]

100.000

200.000

Export Import Bank of India - PEFP Loan - Secured by an exclusive charge by way of hypothecation of the specific movable fixed assets of the Company. [Repayable in quarterly instalments of Rs.1.730 Million each. First installment was due in August, 2012 and last instalment is due in August, 2018. Rate of interest 12% p.a. (Previous year: 12% p.a.)]

17.297

24.216

DCB Bank Limited Term Loan -I - Secured by

an exclusive charge by way of mortgage on the company's immovable property - Freehold Land parcel utilised as Container Freight Station (CFS) admeasuring 14.15 acres along with building and construction thereon both present and future, situated at village Veshvi, Taluka Uran, District Raigad, Sub-District Panvel, Maharashtra. [Repayable in quarterly instalments of Rs.37.500 Million each. First installment is due in January, 2017 and last instalment is due in October, 2017.Rate of interest 11% p.a.]

150.000

0.000

DCB Bank Limited Term Loan -II - Secured by an exclusive charge by way of mortgage on the company's immovable property. Leasehold Land parcel utilised as Container Freight Station (CFS) admeasuring 25.00 acres along with building & construction thereon both present and future, situated at Adani Past Special Economic Zone (APSEZ), Mundra, District – Kutch, Gujarat. [Repayable in quarterly instalments of Rs.37.500 Million each. First installment is due in January, 2017 and last instalment is due in October, 2017. Rate of interest 11% p.a.]

150.000

0.000

From Others

 

 

Tata Capital Financial Services Limited -

Secured by first and exclusive charge by way of hypothecation on the assets acquired through facility. [Repayable in monthly equated installments. First installment was due in November, 2012 and last installment is due in August, 2016. Rate of interest 11.50% p.a. (Previous year 11.50% p.a.)]

5.315

25.732

Finance lease obligations - Secured by Computer Hardware financed [see Note 34(a)] [Repayable in quarterly equated installments. First installment was due in July, 2011 and last instalment is due in December, 2015. Rate of Interest in the range of 7.68% to 9.33 % p.a.]

0.000

1.798

SHORT TERM BORROWING

 

 

Secured borrowings from banks:

 

 

Repayable on demand - Cash credit from consortium of banks against hypothecation of all stocks including raw materials, stock-in-process, finished goods, stores and trade receivables.

0.055

10.845

Buyers credit from YES Bank Limited - Secured by second charge on 11 residential flats, part basement and part garages in "Volkart House", Mumbai.

30.195

14.976

Total

852.862

1277.567

 

Auditors :

 

Name :

Deloitte Haskins and Sells LLP

Chartered Accountants

 

 

Solicitors and Advocates :

Messrs. Desai and Diwanji

 

 

Memberships :

Not Available

 

 

Collaborators :

Not Available

 

 

Holding Company :

Shapoorji Pallonji and Company Private Limited (Formerly known as Shapoorji Pallonji and Company Limited)

 

 

Subsidiary Companies :

1. Eureka Forbes Limited and its subsidiaries:

 

a) Aquamall Water Solutions Limited and its subsidiary:

 

i)              Aquadiagnostics Water Research and Technology Centre Limited

ii)             Forbes Lux International AG and its subsidiary:

- Lux International AG and its subsidiaries:

- Lux del Paraguay S.A (Formerly known as Hogar Paraguay Electrodomesticos S.A)

- Lux Italia srl

- Forbes Lux Group AG Baar and its subsidiary:

> Lux / Sk / s.r.o

- Lux Schweiz AG

- Lux (Deutschland) GmbH and its subsidiaries:

> Lux Service GmbH

> Lux Norge A/s

> Lux Oesterreich GmbH

> Lux CZ s.r.o

> Lux Hungaria Kereskedelmi Kft

- LIAG Trading & Investment Limited (w.e.f. 4th February, 2015)

 

b) EFL Mauritius Limited

c) Euro Forbes Limited Dubai and its subsidiary:

i)  Forbes Lux FZCO

d) Forbes Facility Services Private Limited

e) Forbes Enviro Solutions Limited

f)  Waterwings Equipments Private Limited

g) Radiant Energy Systems Private Limited

h) Euro Forbes Financial Services Limited

 

2. Forbes Campbell Finance Limited and its subsidiaries

 

a) Forbes Bumi Armada Limited

b) Forbes Campbell Services Limited

c) Forbes Edumetry Limited (Under voluntary winding up)

d) Forbes Technosys Limited

 

3) Forbes Bumi Armada Offshore Limited

 

4) Forbes Container Lines Pte. Limited and its subsidiary: *

a)     Forbesline Shipping Services LLC *

 

5) Shapoorji Pallonji Forbes Shipping Limited (Formerly known as SCI Forbes Limited w.e.f. 1st December, 2014)

 

6) Campbell Properties and Hospitality Services Limited (w.e.f. 30th December, 2014)

 

7) Volkart Fleming Shipping and Services Limited

 

 

Fellow Subsidiaries (where there are transactions) :
  • Afcons Infrastructure Limited
  • Forvol International Services Limited
  • Gokak Textiles Limited
  • Shapoorji Pallonji Investment Advisors Private Limited
  • Shapoorji Pallonji Energy (Gujarat) Private Limited
  • Sterling and Wilson Private Limited
  • SP Fabricators Private Limited
  • SP Architectural Coatings Private Limited

 

 

Associate Companies (where there are transactions) :
  • The Svadeshi Mills Company Limited
  • Coromondal Garments Limited (Subsidiary of The Svadeshi Mills Company Limited)
  • Neuvo Consultancy Service Limited

 

 

Joint Ventures (where there are transactions) :
  • Edumetry Inc
  • Nypro Forbes Products Limited (Joint venture of Forbes Campbell Finance Limited) (Upto 23rd February, 2015)
  • SCI Forbes Limited (Now known as Shapoorji Pallonji Forbes Shipping Limited) (Upto 30th November, 2014)

 

 

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

 

 

 

 

12898616

Equity Shares

Rs.10/- each

Rs.128.986 Million

 

 

Rights, preferences and restrictions attached to equity shares

 

The Company has only one class of shares referred to as equity shares having a par value of Rs.10 per share. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The dividend, if any, 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 of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

 

 

Equity shares held by holding company and subsidiary company

 

9359293 (Previous year: 9359293) equity shares are held by the holding company, Shapoorji Pallonji and Company Private Limited; and 166398 (Previous year: 166398) equity shares are held by a subsidiary of the Company, Forbes Campbell Finance Limited.

 

 

Details of equity shares held by each shareholder holding more than 5 percent equity shares in the Company are as follows:

 

Name of shareholder

As on 31.03.2015

Number of

Equity shares

Held

% holding

Shapoorji Pallonji and Company Private Limited

93,59,293

72.56

India Discovery Fund Limited

11,48,255

8.90

 

The Company has not alloted any equity shares for consideration other than cash, bonus shares, nor have any shares been bought back during the period of five years immediately preceding the Balance Sheet date.

 

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

128.986

128.986

128.986

(b) Reserves & Surplus

1223.482

1248.815

1545.931

(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)

1352.468

1377.801

1674.917

 

 

 

 

(3) Non-Current Liabilities

 

 

 

(a) long-term borrowings

822.612

1251.746

1077.663

(b) Deferred tax liabilities (Net)

0.000

0.000

0.000

(c) Other long term liabilities

60.114

49.410

45.536

(d) long-term provisions

112.591

81.255

57.350

Total Non-current Liabilities (3)

995.317

1382.411

1180.549

 

 

 

 

(4) Current Liabilities

 

 

 

(a) Short term borrowings

180.250

125.821

200.037

(b) Trade payables

386.846

335.381

441.304

(c) Other current liabilities

946.554

681.623

842.847

(d) Short-term provisions

152.976

132.534

164.008

Total Current Liabilities (4)

1666.626

1275.359

1648.196

 

 

 

 

TOTAL

4014.411

4035.571

4503.662

 

 

 

 

II.          ASSETS

 

 

 

(1) Non-current assets

 

 

 

(a) Fixed Assets

 

 

 

(i) Tangible assets

988.667

1034.309

1126.914

(ii) Intangible Assets

10.812

18.689

33.924

(iii) Capital work-in-progress

0.574

1.328

9.873

(iv) Intangible assets under development

2.208

4.607

3.557

(b) Non-current Investments

1627.013

1537.099

1544.012

(c) Deferred tax assets (net)

0.000

0.000

0.000

(d)  Long-term Loan and Advances

347.945

311.347

307.084

(e) Other Non-current assets

0.000

0.000

0.000

Total Non-Current Assets

2977.219

2907.379

3025.364

 

 

 

 

(2) Current assets

 

 

 

(a) Current investments

0.000

0.000

4.647

(b) Inventories

370.520

354.500

339.288

(c) Trade receivables

471.483

395.930

736.574

(d) Cash and cash equivalents

71.790

104.935

119.486

(e) Short-term loans and advances

61.057

221.393

250.008

(f) Other current assets

62.342

51.434

28.295

Total Current Assets

1037.192

1128.192

1478.298

 

 

 

 

TOTAL

4014.411

4035.571

4503.662

 

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

31.03.2015

31.03.2014

31.03.2013

 

SALES

 

 

 

 

Income

2873.765

2859.718

3087.286

 

Other Income

61.756

74.901

109.959

 

TOTAL

2935.521

2934.619

3197.245

 

 

 

 

 

Less

EXPENSES

 

 

 

 

Cost of Materials Consumed

605.434

523.449

814.608

 

Purchases of Stock-in-Trade

12.213

36.521

150.036

 

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

(76.598)

(4.725)

(4.759)

 

Employees benefits expense

470.427

457.482

452.399

 

Exceptional items

(98.358)

140.064

(373.147)

 

Other expenses

1769.291

1760.666

1511.968

 

TOTAL

2682.409

2913.457

2551.105

 

 

 

 

 

Less

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

253.112

21.162

646.140

 

 

 

 

 

Less

FINANCIAL EXPENSES

187.402

185.535

152.981

 

 

 

 

 

 

PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION 

65.710

(164.373)

493.159

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION

71.495

132.743

131.754

 

 

 

 

 

 

PROFIT/ (LOSS)  BEFORE TAX

(5.785)

(297.116)

361.405

 

 

 

 

 

Less

TAX

0.000

0.000

47.928

 

 

 

 

 

 

PROFIT/ (LOSS)  AFTER TAX 

(5.785)

(297.116)

313.477

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD 

(620.045)

(322.929)

(386.406)

 

 

 

 

 

Less

APPROPRIATIONS

 

 

 

 

Transfer to General Reserve

0.000

0.000

250.000

 

Total

0.000

0.000

250.000

 

 

 

 

 

 

Balance Carried to the B/S

(625.830)

(620.045)

(322.929)

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

Export of goods calculated on F.O.B. basis

184.686

193.901

180.457

 

Commission and other services

8.849

2.337

2.287

 

Freight and insurance recoveries

2.492

2.992

2.831

 

TOTAL EARNINGS

196.027

199.230

185.575

 

 

 

 

 

 

IMPORTS

 

 

 

 

Raw materials

145.519

205.809

82.625

 

Components

120.743

31.678

348.569

 

Stores, spares and tools

5.895

13.490

12.819

 

Capital goods

0.000

0.000

94.604

 

Purchases for resale

12.872

5.941

57.123

 

TOTAL IMPORTS

285.029

256.918

595.740

 

 

 

 

 

 

Earnings / (Loss) Per Share (Rs.)

(0.44)

(23.03)

(24.30)

 

 

CURRENT MATURITIES OF LONG TERM DEBT DETAILS

 

Particulars

 

31.03.2015

31.03.2014

31.03.2013

Current Maturities of Long term debt

718.221

122.733

327.826

Cash generated from operations

(175.074)

368.042

(206.921)

Net cash flow (used in) / from operating activities

(190.593)

368.511

(253.454)

 

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2015

31.03.2014

31.03.2013

Net Profit Margin

(PAT/Sales)

(%)

(0.20)

(10.39)

10.15

 

 

 

 

 

Operating Profit Margin

(PBDIT / Sales)

(%)

8.81

0.74

20.93

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

(0.24)

(11.92)

12.27

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.00

(0.22)

0.22

 

 

 

 

 

Debt Equity Ratio

(Total Debt/Networth)

 

1.27

1.09

0.96

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

0.62

0.88

0.90

 

STOCK PRICES

 

Face Value

Rs.10/- each

Market Value

Rs.1441/- each

 

 

FINANCIAL ANALYSIS

[all figures are in Rupees Million]

 

DEBT EQUITY RATIO

 

Particular

31.03.2013

31.03.2014

31.03.2015

 

(Rs. In Million)

(Rs. In Million)

(Rs. In Million)

Share Capital

128.986

128.986

128.986

Reserves & Surplus

1545.931

1248.815

1223.482

Net worth

1674.917

1377.801

1352.468

 

 

 

 

long-term borrowings

1077.663

1251.746

822.612

Short term borrowings

200.037

125.821

180.250

Current Maturities of Long Term Debt

327.826

122.733

718.221

Total borrowings

1605.526

1500.300

1721.083

Debt/Equity ratio

0.959

1.089

1.273

 

 

 

 

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

3087.286

2859.718

2873.765

 

 

(7.371)

0.491

 

 

 

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

3087.286

2859.718

2873.765

Profit

313.477

(297.116)

(5.785)

 

10.15%

(10.39%)

(0.20%)

 

 

 

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

No

10

Date of Birth of Proprietor / Partners / Directors

No

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)

Yes

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

Yes

33

Market information

----------------------

34

Payments terms

Yes

35

Negative Reporting by Auditors in the Annual Report

No

 

LITIGATION DETAILS

 

HIGH COURT OF BOMBAY

Bench:- Bombay

Presentation Date : 01.09.2014

Lodging No. :

APPL/551/2014

Failing Date:-

01.09.2014

Reg. No.:-

APP/447/2014

Reg. Date:-

10.09.2014

Main Matter

Lodging No. :

CAL/346/2012

Reg. No.:-

CA/487/2012

Petitioner:-

GRAND VIEW ESTATES PRIVATE LIMITED

Respondent:-

FORBES AND COMPANY LIMITED

Petn.Adv:-

CYRIL AMARCHAND MANGALDAS (0)

Resp. Adv.:

MANMOHAN A AMONKAR (I3212)

District:-

MUMBAI

Bench:-

DIVISION

Category:-

APPEAL(INTERLOCUTORY APPLN.-SJ)

Status:-

Pre-Admission

Stage:-

FOR DIRECTION (ORIGINAL SIDE MATTERS)

Next Date :

14.09.2015

 

 

Coram :

HON’BLE SHRI JUSTICE V.M. KANADE

HON’BLE SMT. JUSTICE DR. SHALINI PHANSALKAR – JOSHI

Last Date:-

31.08.2015

Stage:-

APPEALS FOR ADMISSION – FRESH (ORIGINAL SIDE MATTERS)

Last Coram:-

HON’BLE SHRI JUSTICE V. M. KANADE

HON’BLE SMT. JUSTICE DR. SHALINI PHANSALKAR – JOSHI

 

 

Act. :

Companies Act and Rules 1956

 

 

UNSECURED LOAN

(Rs. In Million)

Particulars

As on

31.03.2014

As on

31.03.2013

SHORT TERM BORROWING

 

 

From other than banks

 

 

Commercial papers [maximum amount outstanding during the year Rs.700.000 Million (Previous year: Rs.400.000 Million)]

150.000

100.000

Total

150.000

100.000

 

 

INDEX OF CHARGES

 

S.  NO.

CHARGE ID

DATE OF CHARGE CREATION/MODIFICATION

CHARGE AMOUNT SECURED

CHARGE HOLDER

ADDRESS

SERVICE REQUEST NUMBER (SRN)

1

10532767

28/10/2014

150,000,000.00

DCB BANK LIMITED

601 AND 602, PENINSULA BUSINESS PARK, 6TH FLOOR, TOWER A, SENAPATI BAPAT MARG, LOWER PAREL, MUMBAI - 400013, MAHARASHTRA, INDIA

C34559666

2

10533273

28/10/2014

150,000,000.00

DCB BANK LIMITED

601 AND 602, PENINSULA BUSINESS PARK, 6TH FLOOR, TOWER A, SENAPATI BAPAT MARG, LOWER PAREL, MUMBAI - 400013, MAHARASHTRA, INDIA

C34987917

3

10483395

13/03/2014

300,000,000.00

FEDERAL BANK LIMITED

CORPORATE BANKING BRANCH, GROUND FLOOR, EXPRESS TOWER, NARIMAN POINT, MUMBAI - 400021, MAHARASHTRA, INDIA

B98766686

4

10401960

28/05/2013 *

1,000,000,000.00

IDBI TRUSTEESHIP SERVICES LIMITED

ASIAN BUILDING, 17, KAMANI MARG BALLARD ESTATE, MUMBAI - 400001, MAHARASHTRA, INDIA

B77560712

5

10380131

17/09/2012

20,072,500.00

TATA CAPITAL FINANCIAL SERVICES LIMITED

ONE FORBES, DR. V. B. GANDHI MARG, FORT, MUMBAI - 400001, MAHARASHTRA, INDIA

B59528752

6

10380133

31/08/2012

20,072,500.00

TATA CAPITAL FINANCIAL SERVICES LIMITED

ONE FORBES, DR. V. B. GANDHI MARG, FORT, MUMBAI -400001, MAHARASHTRA, INDIA

B59529727

7

10358640

11/05/2012

550,000,000.00

YES BANK LTD.

NEHRU CENTRE, 9TH FLOOR, DISCOVERY OF INDIA, DR. A B ROAD, WORLI, MUMBAI - 400018, MAHARASHTRA, INDIA

B40819229

8

10320817

01/12/2011

265,000,000.00

STANDARD CHARTERED BANK

CRESCENZO, 3A/F, PLOT NO. C-38 AND 39, G BLOCK, BANDRA KURLA COMPLEX, BANDRA, MUMBAI - 400051, MAHARASHTRA, INDIA

B26690552

9

10302091

30/08/2013 *

157,500,000.00

EXPORT-IMPORT BANK OF INDIA

CENTRE ONE BUILDING, FLOOR 21, WORLD TRADE CENTRE COMPLEX, CUFFE PARADE, MUMBAI - 400005, MAHARASHTRA, INDIA

B85230886

10

10288914

28/07/2010

100,000,000.00

IDBI BANK LIMITED

224-A, MITTAL COURT, A WING, NARIMAN POINT, MUMBAI - 400021, MAHARASHTRA, INDIA

B02634731

 

* Date of charge modification

 

 

OUTLOOK

 

Global growth remains moderate, with uneven prospects across the major economies. The global growth in the FY 2014-15 increased by 3.4% which is lower than initial expectations. The outlook for advanced economies is improving, while growth in emerging market and developing economies is projected to be lower, primarily reflecting weaker prospects for some large emerging market economies and oil exporting countries.

 

Complex forces that affected global activity in FY 2014-15 are still shaping the outlook. These include medium and long-term trends, such as population aging and declining potential growth; global shocks, such as lower oil prices; and many country or region specific factors, exchange rate swings triggered by actual and expected changes in monetary policies.

 

Growth is projected to be stronger in the FY 2015-16 relative to the FY 2014-15 in advanced economies, but weaker in emerging markets, reflecting more subdued prospects for some large emerging market economies and oil exporters. Medium-term prospects have become less optimistic for advanced economies, and especially for emerging markets, in which activity has been slowing since the FY 2010-11. In FY 2015-16, the uneven global recovery is likely to continue with the International Monetary Fund (IMF) expecting the world GDP growth to improve marginally to 3.5% in FY 2015-16 and 3.8% in FY 2016-17.

 

Businesses are adapting, reshaping their strategies to establish a stronger customer connect, create competitive differentiation and address new opportunities, though it is taking longer than expected for economies to regain their stride.

 

Despite unpredictable headwinds, the global economic recovery is gaining momentum. Building on the macroeconomic mending process that began in late FY 2013-14, the Indian economy has made commendable progress. A strong political mandate emerging from the outcome of the general elections, in May'2014, supported business, investor and consumer sentiment. Thereafter, a supportive global commodity price environment along with gradual improvement in governance resulted in an increase in economic output. Led by the manufacturing, finance and electricity sectors, the government expects GDP growth for the FY 2014-15 to be 7.4% up from 6.9% in the FY 2013-14.

 

India's economic outlook for FY 2015-16 appears optimistic and is poised to return to its high-growth path. A confluence of lower fiscal and current account deficits, declining inflation, benign commodity price outlook and structural reforms shall boost investments. The monetary policy is also likely to be supportive with the Reserve Bank of India (RBI) having moved to flexible inflation targeting. The manufacturing sector is likely to benefit from lower interest rates. International rating agency Moody's, also upgraded India's sovereign outlook to positive from stable in April 2015.

 

 

CORPORATE INFORMATION

 

Forbes and Company Limited is one of the oldest companies of the world that is still in existence. The Company traces its origin to the year 1767 when John Forbes of Aberdeen shire, Scotland started his business in India. Over the years, the Management of the Company moved from the Forbes Family to the Campbell’s to the Tata Group and now finally to the well-known Shapoorji Pallonji Group. The Company is mainly engaged in the Engineering, Real estate and Shipping and Logistics business; and is listed on the Bombay Stock Exchange.

 

 

STATEMENT OF STANDALONE UNAUDITED FINANCIAL RESULTS FOR THE QUARTER ENDED 30TH JUNE, 2015

(Rs. In Million)

Particulars

Quarter ended 30.06.2015

 

(Unaudited)

Income from operations

 

Net sales/ Income from operation (net of excise duty)

619.200

Other operating income

30.400

Total income from Operations(net)

649.600

Expenditure

 

Cost of material consumed

161.500

Purchases of stock in trade

0.700

Changes in inventories of finished goods, work-in-progress and stock-in-trade

(6.000)

Employees benefit expenses

122.200

Depreciation and amortization expenses

20.700

Transportation, freight, hire charges and other operating costs relating to shipping and logistics division

116.900

Other expenditure

204.200

Total expenses

620.200

Profit from operations before other income and financial costs

29.400

Other income

8.400

Profit from ordinary activities before finance costs

37.800

Finance costs

48.900

Profit from ordinary activities after finance costs but before exceptional items

(11.100)

Exceptional Items

0.000

Profit from ordinary activities before tax Expense:

(11.100)

Tax expenses

0.000

Net Profit / (Loss) from ordinary activities after tax

(11.100)

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

1290

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

---

Basic and diluted earnings per share (face value of Rs.10 each)

(0.08)

A. Particulars of shareholding

 

1. Public Shareholding

 

- Number of shares

3372925

- Percentage of shareholding

26.15%

2. Promoters and Promoters group Shareholding-

 

a) Pledged /Encumbered

 

Number of shares

---

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

---

Percentage of shares (as a % of total share capital of the company)

---

 

 

b) Non  Encumbered

 

Number of shares

9525691

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

100.00%

Percentage of shares (as a % of total share capital of the company)

73.85%

B. Investor Complaints

 

Pending at the beginning of the quarter

12*

Receiving during the quarter

---

Disposed of during the quarter

---

Remaining unreserved at the end of the quarter

12*

 

*Related to Court cases

 

 

REPORTING OF SEGMENT WISE REVENUE, RESULTS AND CAPITAL EMPLOYED

 

Particulars

Quarter ended 30.06.2015

 

(Unaudited)

1. Segment Revenue

 

a)     Engineering

331.100

b)    Shipping and Logistics Services

212.700

c)     Real Estate

31.400

d)    Energy Solution

76.500

Total

651.700

Less : Inter Segment Revenue

2.100

Total Income from operations (Net)

649.600

 

 

2. Segment Results

 

a)     Engineering

46.500

b)    Shipping and Logistics Services

(2.900)

c)     Real Estate

22.100

d)    Energy Solution

13.600

Total segment results

79.300

Add/ (Less): Exceptional Items

0.000

 

79.300

Less : Finance Costs

(48.900)

Balance

30.400

 

 

Less: Unallocable expenses net of unallocable income

(41.500)

Profit / (Loss) from ordinary acitivities before tax

(11.100)

 

 

3. Capital Employed (Segment assets less segment liabilities)

 

a)     Engineering

474.200

b)    Shipping and Logistics Services

259.600

c)     Real Estate

126.600

d)    Energy Solution

175.100

 

1035.500

Unallocated

2134.100

Total Capital employed

3169.600

 

Note:

 

  1. The above results have been reviewed by the Audit Committee and approved by the Board of Directors of the Company at their respective meetings held on August 03, 2015 and have been subjected to a Limited Review by the statutory auditors.

 

  1. The figures for the quarter ended March 31, 2015 are the balancing figures between audited figures in respect of the full financial year ended March 31, 2015 and published year to date figures up to the third quarter ended December 31, 2014.

 

  1. Forbes Technosys Limited, a wholly owned subsidiary of the Company has incorporated a step down subsidiary viz. Technext E-Payments and Services Limited w.e.f. July 14, 2015.

 

  1. During the quarter, the Company and Videocon Realty and Infrastructure Limited have jointly launched Vicinia, a residential project at Chandivali, Mumbai.

 

  1. Figures for the previous period are re-classified / re-arranged / regrouped, wherever necessary, to correspond with the current year's classification / disclosure.

 

 

FIXED ASSETS

 

  • Land
  • Buildings
  • Plant and equipment
  • Furniture and fixtures
  • Vehicles
  • Office equipment

 

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.66.58

UK Pound

1

Rs.102.29

Euro

1

Rs.74.71

 

 

INFORMATION DETAILS

 

Information Gathered by :

SVA

 

 

Analysis Done by :

DIV

 

 

Report Prepared by :

PNM

 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

8

PAID-UP CAPITAL

1~10

7

OPERATING SCALE

1~10

8

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

8

--PROFITABILITY 

1~10

5

--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

YES

--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.