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3decades

 

MIRA INFORM REPORT

 

 

Report No. :

501747

Report Date :

04.04.2017

 

 

 

IDENTIFICATION DETAILS

 

Name :

ZUARI AGRO CHEMICALS LIMITED (w.e.f. 28.09.2012)

 

 

Formerly Known As :

ZUARI HOLDINGS LIMITED

 

 

Registered Office :

Jai Kissan Bhawan, Zuarinagar, Goa – 403726

Tel. No.:

91-832-2592180 / 2592509

 

 

Country :

India

 

 

Financials (as on) :

31.03.2017

 

 

Date of Incorporation :

10.09.2009

 

 

Com. Reg. No.:

24-006177

 

 

Capital Investment / Paid-up Capital :

INR 420.580 Million

 

 

CIN No.:

[Company Identification No.]

L65910GA2009PLC006177

 

 

IEC No.:

[Import-Export Code No.]

1711002011

 

 

GSTN :

[Goods & Service Tax Registration No.]

30AAACZ3924H1ZL

 

 

TIN No:

30981204245

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

Not Available

 

 

PAN No.:

[Permanent Account No.]

AAACZ3924H

 

 

Legal Form :

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

 

 

Line of Business :

Subject is a manufacturer of chemical fertilizers. The Company is also into trading business of complex fertilizers, water soluble fertilizers, Pesticides and seeds. (Registered Activity)

 

 

No. of Employees :

727 (Approximately)

 

 

RATING & COMMENTS

(Mira Inform has adopted New Rating mechanism w.e.f. 23rd January 2017)

 

MIRA’s Rating :

A

 

Credit Rating

Explanation

Rating Comments

A

Acceptable Risk

Business dealings permissible with moderate risk of default

 

Maximum Credit Limit :

USD 23000000

 

 

Status :

Good

 

 

Payment Behaviour :

Usually correct

 

 

Litigation :

Clear

 

 

Comments :

Subject was incorporated in the year 2009. It is a manufacturer of Chemical Fertilizers and also engaged in trading of Complex Fertilizers, Water Soluble Fertilizers and Pesticides.


For the financial year 2017, the revenue of the company has decreased by 25.52% but has managed to maintain low profit margin of 0.50%.


The sound financial profile of the company is marked by strong networth base along with average debt coverage indicators.


The company has its share price trading at around INR 501.30 against the Face Value (FV) of INR 01 on BSE as on 3rd April, 2018.


As per the unaudited quarterly financials of December 2017, the company has achieved revenue of INR 14343 million and has reported profit margin of 3.34%.


Business is active. Payment seems to be usually correct.


In view of aforesaid, the company can be considered for good business dealings at usual trade terms and conditions.


NOTE1: Pursuant to the Scheme of Arrangement and Demerger (“the Scheme”) between Zuari Agro Chemicals Limited and Zuari Global Limited, Zuari Agro Chemicals Limited had issued 29,440,604 equity shares of `10/- each aggregating to `2944.06 to the existing shareholders of Zuari Global Limited in the ratio of 1 fully paid up Equity share of `10/- each of Zuari Agro Chemicals Limited during the financial year ending 31st March, 2013. Out of the above shares issued pursuant to the Scheme, 8,051 (previous year 8,051) Equity Shares entitlements have been kept in abeyance pursuant to Section 206A of the Companies Act, 1956 in accordance with instructions from the Special Court (Trial of Offences relating to Transactions in Securities) Act, 1992 and in respect of shareholders who could not exercise their rights in view of disputes, mistakes, discrepancy in holdings, etc.


NOTE2: Hon’ble National Company Law Tribunal (NCLT) bench at Mumbai has sanctioned the scheme of the amalgamation of Zuari Fertlizers and Chemicals Limited (ZFCL) Zuari Specialty Fertilisers Limited (ZSFL) and Zuari Agri Sciences Limited (ZASL) with the company effective date being April1, 2015, vide its order dated September 14, 2017. The scheme has become effective from November 13, 2017. The company has accounted for the amalgamation of ZSFL as per purchase method ad accordingly has recognized goodwill of INR 153.4 Million in the financial statement which has been tested for impairment. No provision towards impairment is required. The company has accounted for amalgamation of ZFCL and ZASL as per pooling of interest method. Consequently, the figures (including Earging per Share) for the previous year, immediate previous quarter, previous corresponding quarters and nine months period ended 31st December 2016, other equity as on March 1, 2017 have been revised and restated giving effect of the scheme and have been reviewed by the statutory auditors and audit committee of the company.

 

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

 

Country Name

Previous Rating

(30.09.2017)

Current Rating

(31.12.2017)

India

A1

A1

 

Risk Category

ECGC Classification

Insignificant

 

A1

Low Risk

 

A2

Moderately Low Risk

 

B1

Moderate Risk

 

B2

Moderately High Risk

 

C1

High Risk

 

C2

Very High Risk

 

D

 

 

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 31-03-2016.

 

 

BIFR (Board for Industrial & Financial Reconstruction) LISTING STATUS

 

Subject’s name is not listed as a Sick Unit in the publicly available BIFR (Board for Industrial & Financial Reconstruction) list as of 04.04.2018.

 

 

IBBI (Insolvency and Bankruptcy Board of India) LISTING STATUS

 

Subject’s name is not listed in the publicly available IBBI (Insolvency and Bankruptcy Board of India) list as of report date.

 

 

INFORMATION DENIED

 

Management non-cooperative (Tel No.: 91-124-4827800)

 

91-832-259218/ 2592509 (Incorrect number)

 

 

LOCATIONS

 

Registered Office / Factory :

Jai Kissan Bhawan, Zuarinagar, Goa – 403726, India

Tel. No.:

91-832-2592180 / 2592181/ 6752399

Fax No.:

91-832-2555462/ 2555279

E-Mail :

ryp@zuari.co.in

shares@adventz.com

investor.relations@adventz.com

Website :

http://www.zuari.in

 

 

Corporate Office:

5th Floor, Global Business Park, Tower A, M G Road, Sector – 26, Gurgaon – 122002, Haryana, India

Tel. No.:

91-124-4827800

Fax No.:

91-124-4212046

 

 

Sales Head Office :

206, Tower A, World Trade Centre, Opposite, EON Free Zone, S. No. 1/18, Kharadi, Pune – 411014, Maharashtra, India

Tel. No.:

91-20-46902000

 

 

DIRECTORS

 

As on 31.03.2017

 

Name :

Mr. Sunil Sethy

Designation :

Managing Director

Address :

601/33, Heritage City, Gurugram -  122002, Haryana, India

Date of Appointment :

28.07.2017

DIN No:

00244104

 

 

Name :

Mr. Saroj Kumar Poddar

Designation :

Director

Address :

Poddar Niket 2, Gurusaday Road, Kolkata-700019, West Bengal, India

Date of Appointment :

20.05.2011

DIN No:

00008654

 

 

Name :

Mr. Akshay Poddar

Designation :

Director

Address :

Poddar Niket 2, Gurusaday Road, Kolkata-700019, West Bengal, India

Date of Appointment :

14.11.2011

DIN No:

00008686

 

 

Name :

Mr. Narayanan Suresh Krishnan

Designation :

Director

Address :

E-302, Central Park- 1, Sector -42, Dlf Golf Course Road, Gurugram – 122009, Haryana, India

Date of Appointment :

10.09.2009

DIN No:

00021965

 

 

Name :

Mr. Jayant Narayan Godbole

Designation :

Director

Address :

604/A, Cottage Land Chs, Plot 16/A, Sector 19/A, Nerul (East), Navi Mumbai-400706, Maharashtra, India

Date of Appointment :

20.05.2011

DIN No:

00056830

 

 

Name :

Mr. Marco Philippus Ardeshir Wadia

Designation :

Director

Address :

Thakur Nivas, 173, Jamshedji Tata Road, Mumbai-400020, Maharashtra, India

Date of Appointment :

20.05.2011

DIN No:

00244357

 

 

Name :

Mr. Kiran Dhingra

Designation :

Director

Address :

H.No. 83-C, Gancim, Batim P.O. Goa, Velha Goa, Velha-403108, Goa, India

Date of Appointment :

10.03.2015

DIN No:

00425602

 

 

Name :

Mr. Gopal Krishna Pillai

Designation :

Director

Address :

D 241, 2nd Floor, Sarvodaya Enclave, New Delhi-110017, India

Date of Appointment :

30.07.2012

DIN No:

02340756

 

 

KEY EXECUTIVES

 

Name :

Mr. Sandeep Kumar Agrawal

Designation :

Chief Finance Officer

Address :

14, Rameshwer Malia Lan, Howrah-711101, West Bengal, India

Date of Appointment :

01.07.2016

PAN No.:

AFHPA4005M

 

 

Name :

Mr. Ramakrishna Yeshwantrao Patil

Designation :

Company Secretary

Address :

406, Dempo Odyssey Non Mon Vasco- Da- Gama 403802 Goa, India

Date of Appointment :

27.03.2012

PAN No.:

AJWPP4794M

 

 

MAJOR SHAREHOLDERS

 

As on DECEMBER 2017

 

Category of shareholder

No. of fully paid up equity shares held

Shareholding as a % of total no. of shares (calculated as per SCRR, 1957)As a % of (A+B+C2)

(A) Promoter & Promoter Group

27790419

66.08

(B) Public

14267587

33.92

Grand Total

42058006

100.00

 

 

 

Statement showing shareholding pattern of the Promoter and Promoter Group

 

Category of shareholder

No. of fully paid up equity shares held

Shareholding as a % of total no. of shares (calculated as per SCRR, 1957)As a % of (A+B+C2)

A1) Indian

0.00

Individuals/Hindu undivided Family

231027

0.55

Saroj Kumar Poddar as Trustee

150000

0.36

Basant Kumar Poddar

30000

0.07

Saroj Kumar Poddar Individual

29406

0.07

Jyotsna Poddar

21621

0.05

Any Other (specify)

19917057

47.36

Zuari Global Limited

841601

20.00

Zuari Management Services Limited

5078909

12.08

Texmaco Infrastructure and holdings Limited

3000125

7.13

Adventz Finance Private Limited

1424201

3.39

New Eros Tradecom Limited

1196767

2.85

Pilani Investment and Industries corporation Ltd.

434000

1.03

Jeewan Jyoti Medical Society

138550

0.33

Duke Commerce Limited

111000

0.26

Adventz Securities Enterprises Limited

98804

0.23

Adventz Investment Company Private Limited

15000

0.04

Ricon Commerce Ltd

8100

0.02

Sub Total A1

20148084

47.91

A2) Foreign

0.00

Individuals (Non Resident Individuals/ Foreign Individuals)

150585

0.36

Akshay Poddar

150585

0.36

Any Other (specify)

7491750

17.81

Globalware Trading and Holdings Limited

7491750

17.81

Sub Total A2

7642335

18.17

A=A1+A2

27790419

66.08

 

Statement showing shareholding pattern of the Public shareholder

 

Category & Name of the Shareholders

No. of fully paid up equity shares held

Shareholding % calculated as per SCRR, 1957 As a % of (A+B+C2)

B1) Institutions

0

0.00

Mutual Funds/

1538939

3.66

L And T Mutual Fund Trustee Limited-L And T India Value Fund

1481679

3.52

Alternate Investment Funds

39400

0.09

Foreign Portfolio Investors

428016

1.02

Financial Institutions/ Banks

25639

0.06

Insurance Companies

2281443

5.42

Life Insurance Corporation Of India

1350526

3.21

General Insurance Corporation Of India

565972

1.35

Any Other (specify)

217

0.00

Foreign Bank

217

0.00

Sub Total B1

4313654

10.26

B2) Central Government/ State Government(s)/ President of India

0

0.00

B3) Non-Institutions

0

0.00

Individual share capital upto INR 0.200 Million

4252667

10.11

Individual share capital in excess of INR 0.200 Million

916841

2.18

Any Other (specify)

4784425

11.38

Trusts

21981

0.05

HUF

319670

0.76

Overseas corporate bodies

450

0.00

NRI – Non- Repat

45423

0.11

NRI – Repat

114541

0.27

Clearing Members

447596

1.06

Bodies Corporate

3834764

9.12

SIL Investments Limited

1388000

3.30

Finquest Securities Pvt. Ltd- Client Beneficiary A/C

689161

1.64

Sub Total B3

9953933

23.67

B=B1+B2+B3

14267587

33.92

 

 

 

BUSINESS DETAILS

 

Line of Business :

Subject is a manufacturer of chemical fertilizers. The Company is also into trading business of complex fertilizers, water soluble fertilizers, Pesticides and seeds. (Registered Activity)

 

 

Products :

Product Description

NIC Code

Fertilizers

20122

 

 

Brand Names :

JAI KISAAN

 

 

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 :

--

Contact No.:

--

Since How Long Known :

--

Maximum Limit Dealt :

--

Experience :

--

Remark:

--

 

 

Customers :

Reference :

Not Divulged

Name of the Person :

--

Contact No.:

--

Since How Long Known :

--

Maximum Limit Dealt :

--

Experience :

--

Remark:

--

 

 

No. of Employees :

727 (Approximately)

 

 

Bankers :

Banker Name

State Bank of India

Branch Address

Neville House, J N Heredia Marg, Ballard Estate, Mumbai - 400021, Maharashtra, India

Person Name (With Designation)

-

Contact Number

-

Name of Account Holder

-

Account Number

-

Account Since (Date/Year of Account Opening)

-

Average Balance Maintained (If Possible)

-

Credit Facilities Enjoyed (If any)

-

Account Operation

-

Remarks (If any)

-

 

  • HDFC Bank Limited
  • Corporation Bank
  • Canara Bank
  • Axis Bank
  • IDBI Bank

 

 

Facilities :

Secured Loan

31.03.2017

(INR in Million)

31.03.2016

(INR in Million)

Long-term Borrowings

 

 

Term loans From Banks

 

 

Indian rupee loans from banks

3017.682

2475.072

Vehicle Loan from bank

6.105

0.000

Less: Amount disclosed under the head “other financials liabilities

(883.356)

(212.500)

Short-term borrowings

 

 

Cash credit (including working capital demand loans)

(The rate of interest on cash credit varies between banks ranging from 10.45% to 14.65% and are repayable on demand, The rate of interest on working capital demand loans varies between 9.05% - 10.00% and are repayable over a period of 60 to 90 days))

3091.425

4959.847

Buyers credit

(The rate of Interest on buyers credit varies between 0.77% - 1.89 % and are repayable over a period of 30 - 180 days)

10061.967

16595.906

Short term loans

 

 

Nil % (31st March 2016: 10.00%) (1st April 2015: 10.90%) bridge loan to be

secured against subsidy receivable to the extent of Loan availed, repayable

at the end of 60th day from the date of availment

0.000

3000.000

(8% (including 6.25% paid directly by Government of India to the bank)

secured against subsidy receivable of equal amount from GOI, Ministry of Chemicals and Fertilizer under Special Banking Arrangement)

3103.600

0.000

Bills discounted

(Local bills discounted with banks repayable over a period of 180 days at the rate varies between 9.25% -9.40% against Letter of Credit issued by another bank having securities as disclosed below.)

1176.264

0.000

Total

19573.687

26818.325

 

Note:

 

# Rupee term loan from a Bank of INR 1488.112 million (including Current Maturities INR 350.000 million) (31st March 2016: INR 1581.894 million (including Current Maturities INR 100.000 million) carries interest rate of 10.85 % p.a. The loan is repayable in 14 quarterly installments starting from December 2016 with the last installment due on February ’2020. The loan is secured by first pari passu charge by way of mortgage of immovable assets of the Company located within its fertiliser plant in Goa, by deposit of title deeds and hypothecation of movable fixed assets of the Company.

 

# Rupee term loan from a Bank of INR 784.257 million (including Current Maturities INR 450.000 million) (31st March 2016: INR 893.178 million (including Current Maturities INR 112.500 million) carries interest rate of 10.90 % p.a. The loan is repayable in 8 equal quarterly installments starting from March, 2017 with the last installment due on December 2018. The loan is secured by exclusive charge by way of mortgage over a specific immovable property, by deposit of title deeds, located within the state of Goa.

 

# Rupee term loan from a Bank of INR 745.313 million (sanctioned amount INR 1000.000 million) (including Current Maturities INR 82.000 million) (31st March 2016: Nil (including Current Maturities: Nil) carries interest rate of 10.60 % p.a. The loan is repayable in 14 quarterly installments starting from September 2017 with the last installment due on December 2019. The loan is secured by first pari passu charge by way of mortgage of immovable assets of the Company located within its fertiliser plant in Goa, by deposit of title deeds and hypothecation of movable fixed assets of Goa fertiliser plant of the Company.

 

Vehicle loans from bank of INR 6.105 million (including Current Maturities INR 1.356 million) (31st March, 2016: Nil (including Current Maturities: Nil) carries interest rate ranging from 9.18%-10.65% p.a. The loans are repayable in 48 equal monthly instalments starting from February 2017 with the last installment due on March, 2021. The loans are secured by way of hypothecation of respective motor vehicles of the Company.

 

Auditors :

 

Name :

S. R. Batliboi and Company LLP

Chartered Accountants

Address :

3rd and 6th Floor, Worldmark – 1, IGI Airport Hospitability District, Aerocity, New Delhi-110037, India

Tel. No:

91-11-66718000

Fax. No:

91-11-66719999

 

Legal Advisers :

 

Name :

Khaitan and Company

Address :

Kolkata, West Bengal, India

 

 

Memberships :

Not Available

 

 

Collaborators :

Not Available

 

 

Subsidiaries of the Company:
  • Zuari Agri Sciences Limited
  • Zuari Fertilisers and Chemicals Limited
  • Mangalore Chemicals & Fertilizers Limited (subsidiary of Zuari Fertilisers and Chemicals Limited w.e.f. 18th May 2015)
  • Zuari Speciality Fertilisers Limited (upto 10th December 2015 as joint venture and thereafter as subsidiary of the Company)

 

 

Enterprises in respect of which Company is an associate :-
  • Zuari Global Limited
  • Indian Furniture Products Limited (IFPL)
  • Soundarya IFPL Interiors Limited (Joint Ventuire of IFPL)
  • Forte Furniture Products (India) Private Limited (joint venture of IFPL w.e.f. 01st February 2017)
  • Simon India Limited
  • Zuari Management Services Limited
  • Zuari Infraworld India Limited
  • Brajbhumi Nirmaan Private Limited (Joint Venture of Zuari Infraworld India Limited)
  • Rosewood Agencies Private Limited (Subsidiary of Braj bhumi Nirmaan Private Limited)
  • Neobeam Agents Private Limited (Subsidiary of Braj bhumi Nirmaan Private Limited)
  • Mayapur Commercial Private Limited (Subsidiary of Braj bhumi Nirmaan Private Limited)
  • Nexus Vintrade Private Limited (Subsidiary of Braj bhumi Nirmaan Private Limited)
  • Bahubali Tradecomm Private Limited (Subsidiary of Braj bhumi Nirmaan Private Limited)
  • Hopeful Sales Private Limited (Subsidiary of Braj bhumi Nirmaan Private Limited)
  • Divine Realdev Private Limited (Subsidiary of Braj bhumi Nirmaan Private Limited)
  • Kushal Infraproperty Private Limited (Subsidiary of Braj bhumi Nirmaan Private Limited)
  • Beatle Agencies Private Limited(Subsidiary of Braj bhumi Nirmaan Private Limited)
  • Suhana Properties Private Limited(Subsidiary of Braj bhumi Nirmaan Private Limited)
  • Saket Mansions Private Limited(Subsidiary of Braj bhumi Nirmaan Private Limited)
  • Murari Enclave Private Limited (100% subsidiary of Rosewood Agencies Private Limited) Ceased to be subsidiary w.e.f. 29th March 2016
  • Damodar Enclave Private Limited (100% subsidiary of Neobeam Agents Private Limited) Ceased to be subsidiary w.e.f. 16th December 2015
  • Natwar Enclave Private Limited (100% subsidiary of Mayapur Commercial Private Limited) Ceased to be a subsidiary w.e.f. 29th March 2016
  • Banibihari Enclave Private Limited (100% subsidiary of Nexus Vintrade Private Limited)Ceased to be a subsidiary w.e.f. 29th March 2016
  • Pranati Niketan Private Limited (Joint Venture of Zuari Infraworld India Limited)
  • Darshan Nirmaan Private Limited (Joint Venture of Zuari Infraworld India Limited)
  • Zuari Infra Middle East Limited (subsidiary of Zuari Infraworld India Limited)
  • SJM Elysium Properties LLC(subsidiary of Zuari Infra Middle East Limited (w.e.f. 21st December 2015))
  • Globex Limited (upto 30th October 2015 liquidated thereafter)
  • Zuari Investments Limited
  • Zuari Insurance Brokers Limited - Subsidiary of Zuari Investments Limited
  • Zuari Commodity Trading Limited – Subsidiary of Zuari Investments Limited
  • Zuari Sugar and Power Limited
  • Gobind Sugar Mills Limited (subsidiary of Zuari Investment Limited)
  • Zuari Indian Oil Tanking Private Limited (Joint Venture of Zuari Global Limited )
  • Zuari Finserv Private Limited (formerly known as Horizon View Developers Private Limited) w.e.f 21st October 2016
  • Style Spa Furniture Private Limited (IFPL & Zuari Management Services Limited each holds 50% share holding w.e.f. 2nd January 2017)

 

 

Joint Ventures of the Company:

Zuari Maroc Phosphates Private Limited

Paradeep Phosphates Ltd - Subsidiary of Zuari Maroc Phosphates Private Limited

Zuari Speciality Fertilisers Limited (upto 10th December 2015 and thereafter as subsidiary of the Company)

MCA Phosphates Pte. Limited

 

 

Details of Post- Employment Benefit Plans managed through separate trusts (para 9 (b) (v) of Ind AS 24)
  • Zuari Industries Limited Employee Provident Fund
  • Zuari Industries Limited Senior Staff Superannuation Fund
  • Zuari Industries Limited Non Management Employees Pension Fund
  • Zuari Industries Limited Gratuity Fund

 

 

CAPITAL STRUCTURE

 

As on 31.03.2017

 

Authorised Capital:

No. of Shares

Type

Value

Amount

 

 

 

 

65000000

Equity Shares

INR 10/- each

INR 650.000 Million

 

Issued, Subscribed & Paid-up Capital:

No. of Shares

Type

Value

Amount

 

 

 

 

42058006

Equity Shares

INR 10/- each

INR 420.580 Million

 

 

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

 

Equity Shares

31st March, 2017

In Numbers

INR In Million

At the beginning of the year

42058006

420.580

Issued during the year

---

---

Outstanding at the end of the year

42058006

420.580

 

 

Terms / Rights attached to equity Shares

 

The Company has only one class of equity shares having a par value of INR 10/- Share. Each shareholder of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The dividend proposed by Board of Directors is subject to the approval of shareholders in the ensuing Annual General Meeting.

 

During the year 31st March 2017, the amount of per share dividend proposed for distribution to equity share holders was INR 1 per share, subject to approval of shareholders (31st March 2016: NIL per share) (1st April 2015: INR 2 per share) 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.

 

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

 

Name of Shareholder

31st March, 2017

No. of Shares held

% Holding in Class

Zuari Global Limited

8411601

20.00

SIL Investments Limited

3208000

7.47

Texmaco Infrastructure and Holdings Limited

3000125

7.13

Globalware Trading and Holdings Limited

7491750

17.81

Zuari Management Services Limited

5078909

12.08

 

As per of the Company including its register of shareholders/members and other declarations received from shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial ownership of shares.

 

Shares issued for consideration other than cash, during the period of five years immediately preceding the reporting date:

 

Name of Shareholder

31st March, 2017

No. of Shares held

INR In Million

Equity shares allotted as fully paid-up pursuant to the Scheme of Arrangement and Demerger for consideration other than cash

29440604

294.406

 

* Pursuant to the Scheme of Arrangement and Demerger (“the Scheme”) between Zuari Agro Chemicals Limited and Zuari Global Limited, Zuari Agro Chemicals Limited had issued 29,440,604 equity shares of INR 10/- each aggregating to INR 2944.06 to the existing shareholders of Zuari Global Limited in the ratio of 1 fully paid up Equity share of INR 10/- each of Zuari Agro Chemicals Limited during the financial year ending 31st March, 2013. Out of the above shares issued pursuant to the Scheme, 8051 (previous year 8,051) (1st April 2015: 8,051) Equity Shares entitlements have been kept in abeyance pursuant to Section 206A of the Companies Act, 1956 in accordance with instructions from the Special Court (Trial of Offences relating to Transactions in Securities) Act, 1992 and in respect of shareholders who could not exercise their rights in view of disputes, mistakes, discrepancy in holdings, etc.

 

 

FINANCIAL DATA

[all figures are INR Million]

 

ABRIDGED BALANCE SHEET (STANDALONE)

 

SOURCES OF FUNDS

 

31.03.2017

31.03.2016

31.03.2015

I.              EQUITY AND LIABILITIES

 

 

 

(1)Shareholders' Funds

 

 

 

(a) Share Capital

420.580

420.580

420.580

(b) Reserves & Surplus

7807.138

7472.471

7613.088

(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)

8227.718

7893.051

8033.668

 

 

 

 

(3) Non-Current Liabilities

 

 

 

(a) long-term borrowings

2140.431

2262.572

0.000

(b) Deferred tax liabilities (Net)

0.000

0.000

250.553

(c) Other long term liabilities

13.496

19.538

712.334

(d) long-term provisions

4.531

11.716

4.510

Total Non-current Liabilities (3)

2158.458

2293.826

967.397

 

 

 

 

(4) Current Liabilities

 

 

 

(a) Short term borrowings

24683.256

31055.753

23820.102

(b) Trade payables

5520.821

5109.497

9399.930

(c) Other current liabilities

3848.614

2479.945

1717.685

(d) Short-term provisions

233.272

232.786

359.976

Total Current Liabilities (4)

34285.963

38877.981

35297.693

 

 

 

 

TOTAL

44672.139

49064.858

44298.758

 

 

 

 

II.            ASSETS

 

 

 

(1) Non-current assets

 

 

 

(a) Fixed Assets

 

 

 

(i) Tangible assets

3726.152

3674.626

2647.048

(ii) Intangible Assets

15.464

19.426

13.004

(iii) Capital work-in-progress

1291.987

888.372

978.123

(iv) Intangible assets under development

1.934

1.502

0.000

(b) Non-current Investments

4474.028

3705.567

3292.734

(c) Deferred tax assets (net)

86.019

136.195

0.000

(d)  Long-term Loan and Advances

3166.135

3743.869

3729.571

(e) Other Non-current assets

1109.019

1709.553

49.444

Total Non-Current Assets

13870.738

13879.110

10709.924

 

 

 

 

(2) Current assets

 

 

 

(a) Current investments

0.000

0.000

0.000

(b) Inventories

3746.853

4243.666

5579.102

(c) Trade receivables

21330.971

27066.676

26516.013

(d) Cash and cash equivalents

22.546

25.709

9.601

(e) Short-term loans and advances

3307.540

1815.531

477.521

(f) Other current assets

2393.491

2034.166

1006.597

Total Current Assets

30801.401

35185.748

33588.834

 

 

 

 

TOTAL

44672.139

49064.858

44298.758

 

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

31.03.2017

31.03.2016

31.03.2015

 

SALES

 

 

 

 

Income

39324.988

52801.071

55076.114

 

Other Income

1301.735

1303.609

486.981

 

TOTAL

40626.723

54104.680

55563.095

 

 

 

 

 

Less

EXPENSES

 

 

 

 

Cost of Materials Consumed

17585.716

24510.631

27399.530

 

Purchases of Stock-in-Trade

10372.625

16590.252

15052.332

 

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

365.509

744.139

366.112

 

Employees benefits expense

808.597

875.311

824.818

 

Excise duty on sale of goods

146.518

165.859

0.000

 

Exceptional Items

643.305

260.931

0.000

 

Other expenses

7139.228

7997.334

9206.339

 

TOTAL

37061.498

51144.457

52849.131

 

 

 

 

 

 

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

3565.225

2960.223

2713.964

 

 

 

 

 

Less

FINANCIAL EXPENSES

2915.068

3006.779

2328.020

 

 

 

 

 

 

PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION

650.157

(46.556)

385.944

 

 

 

 

 

Less

DEPRECIATION/ AMORTISATION

346.126

320.186

178.682

 

 

 

 

 

 

PROFIT/ (LOSS)  BEFORE TAX

304.031

(366.742)

207.262

 

 

 

 

 

Less

TAX

108.095

(276.422)

83.602

 

 

 

 

 

 

PROFIT/ (LOSS)  AFTER TAX 

195.936

(90.320)

123.660

 

 

 

 

 

 

Earnings / (Loss) Per Share (INR)

4.66

(2.15)

2.94

 

CURRENT MATURITIES OF LONG TERM DEBT DETAILS

 

Particulars

 

31.03.2017

31.03.2016

31.03.2015

Current Maturities of Long term debt

883.356

212.500

0.000

Cash generated from operations

8574.430

(3840.394)

6473.478

Net cash flows from (used in) operating activity

8268.129

(3970.924)

6393.140

 

 

QUARTERLY RESULTS

 

Particulars

 

30.06.2017

(Unaudited)

30.09.2017

 (Unaudited)

31.12.2017

 (Unaudited)

 

1st  Quarter

2nd Quarter

3RD Quarter

Net Sales

7066.800

13140.800

14343.000

Total Expenditure

6735.400

11865.700

13085.800

PBIDT (Excl OI)

331.400

1275.100

1257.200

Other Income

355.500

326.900

177.800

Operating Profit

686.900

1602.000

1435.000

Interest

594.400

689.100

798.000

Exceptional Items

0.000

NA

NA

PBDT

92.500

912.900

637.000

Depreciation

87.300

93.600

107.700

Profit Before Tax

5.200

819.300

529.300

Tax

2.500

284.100

49.100

Provisions and contingencies

NA

NA

NA

Profit After Tax

2.700

535.200

480.200

Extraordinary Items

NA

NA

NA

Prior Period Expenses

NA

NA

NA

Other Adjustments

NA

NA

NA

Net Profit

2.700

535.200

480.200

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

KEY RATIOS

 

EFFICIENCY RATIOS

 

PARTICULARS

 

31.03.2017

31.03.2016

31.03.2015

Average Collection Days

(Sundry Debtors / Income * 365 Days)

197.99

187.10

175.73

 

 

 

 

Account Receivables Turnover

(Income / Sundry Debtors)

1.84

1.95

2.08

 

 

 

 

Average Payment Days

(Sundry Creditors / Purchases * 365 Days)

72.08

45.38

80.82

 

 

 

 

Inventory Turnover

(Operating Income / Inventories)

0.95

0.70

0.49

 

 

 

 

Asset Turnover

(Operating Income / Net Fixed Assets)

0.71

0.65

0.75

 

LEVERAGE RATIOS

 

PARTICULARS

 

31.03.2017

31.03.2016

31.03.2015

Debt Ratio

((Borrowing + Current Liabilities) / Total Assets)

0.84

0.84

0.80

 

 

 

 

Debt Equity Ratio

(Total Liability / Networth)

3.37

4.25

2.97

 

 

 

 

Current Liabilities to Networth

(Current Liabilities / Net Worth)

4.17

4.93

4.39

 

 

 

 

Fixed Assets to Networth

(Net Fixed Assets / Networth)

0.61

0.58

0.45

 

 

 

 

Interest Coverage Ratio

(PBIT / Financial Charges)

1.22

0.98

1.17

 

PROFITABILITY RATIOS

 

PARTICULARS

 

 

31.03.2017

31.03.2016

31.03.2015

Net Profit Margin

((PAT / Sales) * 100)

%

0.50

(0.17)

0.22

 

 

 

 

 

Return on Total Assets

((PAT / Total Assets) * 100)

%

0.44

(0.18)

0.28

 

 

 

 

 

Return on Investment (ROI)

((PAT / Networth) * 100)

%

2.38

(1.14)

1.54

 

SOLVENCY RATIOS

 

PARTICULARS

 

31.03.2017

31.03.2016

31.03.2015

Current Ratio

(Current Assets / Current Liabilities)

0.90

0.91

0.95

 

 

 

 

Quick Ratio

((Current Assets – Inventories) / Current Liabilities)

0.79

0.80

0.79

 

 

 

 

G-Score Ratio Financial

(Networth / Total Assets)

0.18

0.16

0.18

 

 

 

 

G-Score Ratio Debt

(Debts / Equity Capital)

65.88

79.73

56.64

 

 

 

 

G-Score Ratio Liquidity

(Total Current Assets / Total Current Liabilities)

0.90

0.91

0.95

 

Total Liability = Short-term Debt + Long-term Debt + Current Maturities of Long-term debts

 

 

STOCK PRICES

 

Face Value

INR 10/-

Market Value

INR 510.30/-

 

 

FINANCIAL ANALYSIS

[all figures are in INR Million]

 

DEBT EQUITY RATIO

 

Particular

31.03.2015

31.03.2016

31.03.2017

 

INR In Million

INR In Million

INR In Million

Share Capital

420.580

420.580

420.580

Reserves & Surplus

7613.088

7472.471

7807.138

Net worth

8033.668

7893.051

8227.718

 

 

 

 

long-term borrowings

0.000

2262.572

2140.431

Short term borrowings

23820.102

31055.753

24683.256

Current maturities of long-term debts

0.000

212.500

883.356

Total borrowings

23820.102

33530.825

27707.043

Debt/Equity ratio

2.965

4.248

3.368

 

 

 

YEAR-ON-YEAR GROWTH

 

Year on Year Growth

31.03.2015

31.03.2016

31.03.2017

 

INR In Million

INR In Million

INR In Million

Sales

55076.114

52801.071

39324.988

 

 

(4.131)

(25.522)

 

 

 

NET PROFIT MARGIN

 

Net Profit Margin

31.03.2015

31.03.2016

31.03.2017

 

INR In Million

INR In Million

INR In Million

Sales

55076.114

52801.071

39324.988

Profit (Loss)

123.660

(90.320)

195.936

 

0.22%

(0.17%)

0.50%

 

 

ABRIDGED BALANCE SHEET (CONSOLIDATED)

 

SOURCES OF FUNDS

31.03.2017

31.03.2016

 

 

 

I.              EQUITY AND LIABILITIES

 

 

(1)Shareholders' Funds

 

 

(a) Share Capital

420.580

420.580

(b) Reserves & Surplus

12644.334

13052.601

(c) Money received against share warrants

0.000

0.000

 

 

 

(d) Share Application money pending allotment

0.000

0.000

(2) Minority Interest

3644.293

3552.592

Total Shareholders’ Funds (1) + (2)

16709.207

17025.773

 

 

 

(3) Non-Current Liabilities

 

 

(a) long-term borrowings

4930.101

5408.003

(b) Deferred tax liabilities (Net)

149.491

113.000

(c) Other long term liabilities

11.940

13.668

(d) long-term provisions

186.487

146.997

Total Non-current Liabilities (3)

5278.019

5681.668

 

 

 

(4) Current Liabilities

 

 

(a) Short term borrowings

36278.933

43807.115

(b) Trade payables

10870.281

8735.149

(c) Other current liabilities

5906.353

4647.145

(d) Short-term provisions

347.484

328.448

Total Current Liabilities (4)

53403.051

57517.857

 

 

 

TOTAL

75390.277

80225.298

 

 

 

II.          ASSETS

 

 

(1) Non-current assets

 

 

(a) Fixed Assets

 

 

(i) Tangible assets

16593.341

16762.953

(ii) Intangible Assets

1142.935

1178.987

(iii) Capital work-in-progress

1427.689

1020.164

(iv) Intangible assets under development

1.934

1.502

(v) Investment Property

36.229

36.229

(vi) Goodwill Consolidation

346.232

346.232

(b) Non-current Investments

8776.719

7706.455

(c) Deferred tax assets (net)

89.718

140.555

(d) Long-term Loan and Advances

119.033

127.820

(e) Other Non-current assets

1556.523

2147.809

Total Non-Current Assets

30090.353

29468.706

 

 

 

(2) Current assets

 

 

(a) Current investments

0.000

0.000

(b) Inventories

7084.854

7276.669

(c) Trade receivables

34627.117

41004.464

(d) Cash and cash equivalents

722.840

190.571

(e) Short-term loans and advances

236.963

224.609

(f) Other current assets

2628.150

2060.279

Total Current Assets

45299.924

50756.592

 

 

 

TOTAL

75390.277

80225.298

 

 

PROFIT & LOSS ACCOUNT (CONSOLIDATED)

 

 

PARTICULARS

31.03.2017

31.03.2016

 

SALES

 

 

 

Income

64154.280

76406.268

 

Other Income

760.804

621.334

 

TOTAL

64915.084

77027.602

 

 

 

 

Less

EXPENSES

 

 

 

Cost of Materials Consumed

29105.026

34909.253

 

Purchases of Stock-in-Trade

15906.627

23116.534

 

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

122.699

722.611

 

Employees benefits expense

1605.125

1515.269

 

Exceptional Items

643.304

260.931

 

Share of profit of joint ventures (net of tax)

(325.178)

(182.700)

 

Excise duty on sale of goods

299.726

292.097

 

Other expenses

12458.171

13118.213

 

TOTAL

59815.500

73752.208

 

 

 

 

Less

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

5099.584

3275.394

 

 

 

 

Less

FINANCIAL EXPENSES

4541.498

4190.260

 

 

 

 

 

PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION

558.086

(914.866)

 

 

 

 

Less

DEPRECIATION/ AMORTISATION

776.112

655.146

 

 

 

 

 

PROFIT/ (LOSS)  BEFORE TAX

(218.026)

(1570.012)

 

 

 

 

Less

TAX

220.474

(339.407)

 

 

 

 

 

PROFIT/ (LOSS)  BEFORE TAX

(438.500)

(1230.605)

 

 

 

 

 

Earnings / (Loss) Per Share (INR)

(12.59)

(27.40)

 

 

LOCAL AGENCY FURTHER INFORMATION

 

Sr. No.

Check list by info agents

Available in Report (Yes/No)

1

Year of establishment

Yes

2

Constitution of the entity -Incorporation details

Yes

3

Locality of the entity

Yes

4

Premises details

No

5

Buyer visit details

--

6

Contact numbers

Yes

7

Name of the person contacted

No

8

Designation of contact person

No

9

Promoter’s background

Yes

10

Date of Birth of Proprietor / Partners / Directors

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)

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 two/ three years

Yes

27

Reasons for variation <> 20%

--

28

Estimation for coming financial year

Yes

29

Profitability for last three years

Yes

30

Major shareholders, if available

Yes

31

Litigations that the firm/promoter involved in

--

32

Market information

--

33

Payments terms

No

34

Negative Reporting by Auditors in the Annual Report

No

 

 

REVIEW OF OPERATIONS:

 

The revenue from operations (Standalone) for the year ended 31st March, 2017 was INR 39325.000 million as compared to INR 52801.100 million for the previous year ending 31st March, 2016.

 

The Profit before tax for the year ended 31st March, 2017 was INR 304.000 million as compared to Loss of INR 366.700 million for the year ending 31st March, 2016. The Profit after Tax stood at INR 195.900 Million for the year ending 31st March, 2017 as compared to loss of INR 90.300 million for the previous year.

 

The Gross revenue from operations (Consolidated) for the year ended 31st March, 2017 was INR 64154.300 million as compared to INR 76406.300 million for the previous year.

 

The Consolidated Loss before tax for the year ended 31st March, 2017 was INR 2180.000 million as compared to Loss of INR 1570.000 million for the year ending 31st March, 2016. The Loss after Tax stood at INR 438.500 million for the year ending 31st March, 2017 as compared to a Loss of INR 1230.600 million for the previous year.

There were no material changes and commitments affecting the financial position of the Company between the end of the financial year to which the financial statements relates and the date of the approval of the Directors Report.

 

MANAGEMENT DISCUSSION AND ANALYSIS

 

The Board of Directors is pleased to present the business analysis and outlook of Zuari Agro Chemicals Limited (ZACL) based on the current government policies and market conditions. The company is into manufacturing and selling fertilizers as well as trading in agri inputs.

 

GLOBAL ECONOMIC BACKDROP:

 

Global economic activity is picking up with a long awaited cyclical recovery in investment, manufacturing, and trade. World growth is expected to rise from 3.1 percent in 2016 to 3.5 percent in 2017 and 3.6 percent in 2018. Stronger activity and expectations of more robust global demand, coupled with agreed restrictions on oil supply, have helped commodity prices recover from their troughs in early 2016. Higher commodity prices have provided some relief to commodity exporters and helped lift global headline inflation and reduce deflationary pressures. Financial markets are buoyant and expect continued policy support in China and fiscal expansion and deregulation in the United States. If confidence and market sentiment remain strong, short-term growth could indeed surprise on the upside. Structural problem such as low productivity growth and high income inequality are likely to persist. Inward-looking policies threaten global economic integration and the cooperative global economic order, which have served the world economy, especially emerging market and developing economies well.

 

A faster-than-expected pace of interest rate hikes in the United States could tighten financial conditions elsewhere, with potential further U.S. dollar appreciation straining emerging market economies with exchange rate pegs to the dollar or with material balance sheet mismatches. More generally, a reversal in market sentiment and confidence could tighten financial conditions and exacerbate existing vulnerabilities in a number of emerging market economies, including China-which faces the daunting challenge of reducing its reliance on credit growth. A dilution of financial regulation may lead to stronger near-term growth but may imperil global financial stability and raise the risk of costly financial crisis down the road. In addition, the threat of deepening geopolitical tensions persists, especially in the Middle East and North Africa. Against this backdrop, economic policies have an important role to play in staving off downside risks and securing the recovery, as stressed in previous WEOs. Credible strategies are needed in many countries to place public debt on a sustainable path. Adjusting to lower commodity revenues and addressing financial vulnerabilities remain key challenges for many emerging market and developing economies. The world also needs a renewed multilateral effort to tackle a number of common challenges in an integrated global economy.

 

China’s growth remains high but is gradually moderating as the population ages and the economy rebalances from investment to consumption, from external to internal demand and from manufacturing to services. Orderly rebalancing requires addressing corporate overleveraging, overcapacity in real estate and heavy industries, and debt-financed over-investment in asset markets. Corporate governance is being strengthened, including for state-owned enterprises, through enhanced external monitoring and internal control, though on-the-ground progress needs to accelerate.

 

World agriculture and food scenario

 

As the global economy recovers from the financial crisis, BRIC countries led by India and China are expected to show healthy growth rates. Since these four countries contribute to about 42% of the world’s population and are primarily agrarian based, agriculture would play a key role in global development. Demand in global growth for agricultural products is expected to fall to 1.5 percent a year for the next 30 years (from 2.2 percent) as population growth is declining and fairly high levels of food consumption have been reached in many countries. A gradual shift in the epicentre of agricultural production, consumption and trade is likely to take place from the OECD to developing countries. China and India are expected to remain growth leaders among the developing countries with substantial market expansion and GDP growth. In the future years, China will continue advancing agricultural modernization in a steady manner; the quality and efficiency of agricultural development will be significantly improved; the interaction and integration with global agriculture will be remarkably strengthened; and the transformation and upgrading of the consumption pattern of agricultural products will be accelerated.

 

Favourable weather in major production areas pushed the global cereal output to a new record in 2016/17. Coarse grains, rice and wheat are all expected to reach production highs. Global use of cereals increased significantly, boosted by the wide availability of attractively priced grains. However, consumption remained below production for the fourth consecutive season and global stocks continued to accumulate, affecting international prices.

 

China: Thanks to the implementation of the food crop production strategy based on farmland management and technological application, China’s food producing capacity has been further improved and could fully meet the target of basic self-sufficiency of cereals and absolute security of food grain. It is forecast that the rice cultivation area will remain stable with slight expansion, and the production and consumption will reach 208.99 million tons and 208.03 million tons in 2016; and the wheat cultivation area will remain stable with a slight decline, and the production and consumption will reach 130.10 million tons and 120.27 million tons respectively. It is forecast that the total production and consumption of rice in the five years may reach 1.038 billion tons and 1.034 billion tons; whereas that of wheat within the five years may reach 659 million tons and 655 million tons respectively.

 

ii) Commodity prices

Prices for most industrial commodities strengthened further in the first quarter, while global agricultural prices remained broadly stable. Crude oil prices are forecast to rise to an average of $55 per barrel (bbl) in 2017 from $43/bbl in 2016. The oil forecast is unchanged since October 2016 and reflects balancing forces: upward pressure on prices from production cuts agreed by Organization of Petroleum Exporting Countries (OPEC) and non-OPEC producing countries, and downward pressure from persistently high stocks, supported by the faster-than-expected rebound of the U.S. shale oil industry. Metals prices are projected to increase 16 percent as a result of strong demand in China and various supply constraints, including labor strikes and contractual disputes in the case of copper, and environmental and export policies for nickel.

 

Agricultural commodity prices, which gained 1 percent in the first quarter, are anticipated to remain broadly stable in 2017, with moderate increases in oils and meals and raw materials offset by declines in grains and beverages. The FAO Cereal Price Index averaged 146.0 points in April 2017, down 1.8 points (1.2 percent) from the previous month and 3.8 points (2.5 percent) from its value in April 2016.

 

Foreign exchange fluctuates based on a variety of factors including Inflation Rates, Interest Rates, Country’s Current Account, and Government Debt. The USD/INR pair traded between higher ends of $64-$68 levels with the latter part of the year witnessing significant volatility with prices touching the $64.84 mark.

iii) Indian Agriculture

India is the largest producer, consumer and exporter of spices and spice products. India’s fruit production has grown faster than vegetables, making it the second largest fruit producer in the world. It ranks third in farm and agriculture outputs. Agricultural export constitutes 10 per cent of the country’s exports and is the fourth-largest exported principal commodity. The agro industry in India is divided into several sub segments such as canned, dairy, processed, frozen food to fisheries, meat, poultry, and food grains.

 

During 2016-17, robust output of wheat, rice and pulses pushed up India’s food grain production by 8.7% to a record high 273.38 million tonne.

 

After a heavy shower last year, rice output increased by 4.5% to a record 109.15 million tonne while wheat production was up 5.6% at all-time high of 97.44 million tonne. Coarse grains production rose 15.2% to highest ever 44.39 million tonne.

 

Output of all major pulses jumped 37% to 22.40 million tonne. A robust farm output will also help farmers tide over losses suffered during the demonetisation drive that crimped demand for food items and lowered their prices.

 

Oil seeds output rose 28.8% to 32.52 million tonne, which is higher than the average production in the last five years.

 

Sugarcane production is estimated at 306.03 million tonne, which was 12.2% lower than last year.

 

Despite lower area coverage during 2016-17, cotton production was up 8.6% at 32.58 million bales.

 

Production of jute and mesta was marginally lower at 10.27 million bales.

 

Normal rains are expected during June-September southwest monsoon season. It would boost rural demand and alleviate the distress in states like Karnataka and Tamil Nadu which are reeling under the impact of drought. Indian agriculture gradually may get delinked from monsoon once new irrigation projects get implemented by 2022 and precision agriculture practice adopted by farmers. Agriculture GDP is expected to grow at 4.1 per cent to INR 1.11 trillion.

 

iv) Global Fertilizer scenario & fertilizer scenario in India

 

Global fertilizer demand remained virtually unchanged in 2015/16. The prospects for 2016/17 are more positive, reflecting rebounding sugar, vegetable oil, cotton and dairy prices and an anticipated return to average weather conditions in the southern hemisphere following the strong 2015/16 El Niño event. Hence, world demand is expected to rise by 2.1% to 187.6 Mt, led by a strong rebound in nitrogen (N) demand. Phosphorous (P) demand is forecast to continue growing firmly for the second consecutive year, following three years of stagnation. Potassium (K) demand is seen as regaining momentum after below-average growth during the previous campaign.

 

Regionally, demand is seen as dropping in Western & Central Europe and North America and rising elsewhere. The strongest year on- year changes in relative terms are expected in Oceania, Latin America, South Asia and Africa, while the main volume increases are forecast in South Asia, Latin America and East Asia. With fertilizer raw materials supplies being added up and no corresponding rise in demand, a significant supply demand gap (in favour of surplus) is seen in years to come which will have put downward pressure on the prices.

 

In India, 2016 was the first year under the country’s mandate to coat all subsidized urea with neem oil to improve urea use efficiency. The first results of this policy tend to show that it does not provide (or only partly provides) the expected environmental, agronomic and economic benefits, although it would be successful in preventing industrial uses of subsidized urea. Overall fertilizer sales have come down by 7% from 580.71 lac MT in FY16 to 541.56 lac MT in FY17 and fertilizer imports were down during the year from 183.54 lac MT in FY16 to 140.79 lac MT in FY17. For FY18, MOP imports are expected to increase and DAP imports for Kharif 2017 may be reduced due to high international prices whereas consumption for Rabi will depend on rains. However India may import at least 43 Lac MT of DAP.

 

New plants: Govt. plans to restart the fertiliser plants at Barauni in Bihar, Sindri in Jharkhand, Talcher in Odisha, Ramagundam in Telangana and Gorakhpur in UP. Financial allocations and the ground level work would start in 2017 and the five plants would become fully functional by 2020-21. The Centre has roped in Coal India Limited, National Thermal Power Corporation (NTPC), Indian Oil and Gas Authority of India Ltd (GAIL) for reviving the plants at a cost of INR 300000.000 million. These companies have formed special purpose vehicles with state-run fertiliser companies for the purpose. An investment to the tune of INR 500000.000 million is being undertaken for revival of closed fertilizer plants and setting up of gas pipeline network to connect Eastern India to the National Gas Grid. The ground work for these plants is scheduled to commence in financial year 2017-18.

 

v) Fertilizer policy

As per this year’s Govt. subsidy, there will be a rise in ‘N’ subsidy from 15.854 `/kg to 18.989 INR/kg whereas ‘P2O5’ subsidy has been reduced from 13.241 INR/kg to 11.997 INR/kg and subsidy for ‘K’ is reduced from 15.47 INR/kg to 12.395 INR/kg.

 

The Direct Benefit Transfer (DBT) is expected to roll out from June 2017 which may put pressure on Working Capital initially whereas GST is expected to be rolled out from July 2017. Under the DBT scheme, 200,000 point-of-sale terminals will be put to use to all Indian retailers, but phosphate importers opine that the DBT will have a direct and adverse effect on their working capital requirements. Under the current NBS system, 90pc of the subsidy amount was traditionally paid out by the government when imported fertilizer was received by state or district retailers, with the balance paid out after the retailer confirmed relevant sales to the farmers. Under the new policy, the entire subsidy will only be paid after the farmer actually purchases the fertilizer. This could delay subsidy payouts to the importing company by an estimated 2-3 months owing to the time taken to transport fertilizer inland.

 

India has implemented such schemes in similar sectors, but not on this scale, so teething problems may ensue, that could result in issues over liquidity for the industry.

 

vi) Government initiatives for 2017–18

The key points from initiatives have been summarized as follows:

• Total allocation for rural, agricultural and allied sectors for FY 2017-18 has been increased by 24 per cent year-on-year to INR 1872230.000 million

• Focus on micro-irrigation. Fund set up by National Bank for Agriculture and Rural Development (NABARD) with a corpus of INR 50000.000 million

• The participation of women in Mahatma Gandhi National Rural Employment Guarantee Act (MGNREGA) has increased to 55 per cent and allocation to the scheme has been a record INR 480000.000 million for FY2017-18

• Short-term crop loans up to INR 3,00,000 at subsidised interest rate of 7 per cent per annum would be provided to the farmers.

 

vii) Marketing

 

The company has started to expand its marketing reach in Northern Indian states of Punjab, Haryana, Uttar Pradesh and North Eastern states - in addition to Maharashtra, Karnataka, Goa, Andhra Pradesh, Telangana, Madhya Pradesh and Kerala. The total sales volume of fertilizers stood at 14.77 lakh MT during 2016-17(against 15.44 lakh MT achieved last year), out of which indigenous sales was at 10.34 lakh MT (against 10.44 lakh MT achieved last year). There has been a clear direction and focus to generate more demand for Company’s NPK products; special campaign and farm level activities were undertaken to create awareness of the crop specific benefit of NPK fertilizers and creating demand pull.

 

The overall sales in pesticides for the year were INR 64.500 million, whereas seeds clocked business worth INR 1.600 million. The Company has started pre-placement of products in early Kharif markets and will solely be focusing on its own products. In the Speciality Fertiliser business, we achieved sales of INR 1104.200 million during FY 2016-17.

 

FINANCIAL REVIEW:

 

The Company’s overall financial performance for the year 2016-17 has improved significantly despite of overall primary sales de-growth and poor rainfall in southern region of the country where company predominately sells its product. The total revenues from operations in 2016 -17 stood at INR 39325.000 Million as compared to INR 52801.100 Million in 2015-16. The Company had a profit before tax of INR 304.000 Million in 2016-17 as compared to a loss before tax of INR 366.700 Million for 2015-16. The profit after tax for 2016-17 was at INR 195.900 Million as against a loss after tax of INR 90.300 Million for 2015-16. The Company’s EBIDTA before exceptional item for 2016-17 was INR 4208.500 Million as against INR 3221.200 Million for 2015-16. The Finance Costs for 2016-17 stood at INR 2915.100 Million as against INR 3006.800 Million for 2015-16. During the year the Company’s other income stood at INR 1301.700 million as against INR 1303.600 million in the previous year. The company incurred exceptional loss of INR 643.300 million (INR 260.900 million in 2016-17) during the year due to additional rebates\price reduction claims on the stocks lying with its dealers and distribution channel pertains to earlier years.

 

OUTLOOK:

 

The various governmental initiative and higher allocation in Union Budget for 2017-18 provides major focus on agriculture and rural India, with specific emphasis on water resources and irrigation. On the monsoon front, most global models are indicating reasonable to good monsoon due to continued weakening of El Nino conditions over the coming months signaling an above-normal monsoon rainfall over the country during June to September, 2017. Indian Meteorological Department estimates that monsoon will be 96% of the Long Period Average (LPA). This is expected to result in recharging of ground water levels and improve irrigation prospects. In light of the above, the consumption is expected to grow. There is also an enhanced focus on soil health and yield improvement through sustainable means to promote use of complex and speciality fertilisers. Also, with micro irrigation schemes being aggressively advocated by the Government, water soluble fertilizer consumption will pick up.

 

However, the budget did not offer much to the fertiliser sector. The fertiliser subsidy is kept at INR 70,000 million, which indicates that the subsidy arrears by end of F.Y. 2017-18 will be substantial, forcing the industry to continue to depend on their own working capital borrowings. The implementation of Direct Benefit Scheme (DBT) will also put pressure on the working capital.

 

 

CORPORATE INFORMATION

 

The Company is a public company domiciled in India and is incorporated under the provisions of the Companies Act applicable in India. Its shares are listed on two recognized stock exchanges in India. The registered office of the Company is located at Jai Kisaan Bhawan, Zuarinagar, Goa 403726. The Company is a manufacturer of chemical fertilizers. The Company is also into trading business of complex fertilizers, water soluble fertilizers, pesticides and seeds. The Company caters to the demand of the farmers all over the country, through its “Jai kisaan” brand of Fertilizers.

These financial statements were approved by the Board of Directors of the Company in their meeting held on 19th May 2017.

 

 

 

UNSECURED LOAN

 

PARTICULARS

31.03.2017

(INR in Million)

31.03.2016

(INR in Million)

Short-term borrowings

 

 

Short term loans

 

 

Working capital demand loans

(The rate of Interest on loans varies between 8.60 % - 10.15% and are repayable over a period of 30 to 180 days)

6250.000

6500.000

Inter-corporate deposits

1000.000

0.000

Total

7250.000

6500.000

# The cash credit (including working capital demand loans) and buyers credit are secured by the first charge by way of hypothecation on the current assets (excluding assets against which specific loans have been availed), both present and future, wherever situated pertaining to the Company and the Company’s present and future book debts outstanding, moneys receivable, claims, bills, contracts, engagements, rights and assets excluding some subsidy receivable amount exclusively charged to certain banks.

 

INDEX OF CHARGES

 

SNo

SRN

Charge Id

Charge Holder Name

Date of Creation

Date of Modification

Date of Satisfaction

Amount

Address

1

G68318666

100136882

VISTRA ITCL (INDIA) LIMITED

29/11/2017

-

-

1030492800.0

IL & FS FINANCIAL CENTREPLOT NO C22 G BLOCK BANDRAKURLA COMPLEX BANDRA EASTMUMBAIMa400051IN

2

G39768460

100087058

Vistra ITCL(India) Limited

28/03/2017

-

-

2600000000.0

Plot C-22, G Block, Bandra Kurla ComplexBandra, East,MumbaiMH400051IN

3

G38724704

100084281

Canara Bank

07/03/2017

-

-

3650000000.0

Julieta Building,Vasco Da GamaGA403802IN

4

G38724399

100084278

Canara Bank

02/01/2017

-

-

1500000000.0

Julieta Buildings, Vasco-da-GamaVasco Da GamaGA403802IN

5

G29616026

100065566

RBL BANK LIMITED

13/12/2016

-

-

1000000000.0

SHAHUPURI,KOLHAPUR,KOLHAPURMa416001IN

6

G07561624

100038732

Cooperatieve Centrale Raiffeisen Boerenleen Bank B.A.

23/06/2016

-

-

900000000.0

20/F, Tower A, Peninsula Business Park,Senapati Bapat Marg, Lower Parel,MumbaiMH400013IN

7

G01806231

100020907

RBL BANK LIMITED

16/03/2016

-

-

1600000000.0

SHAHUPURI,KOLHAPUR,KOLHAPURMH416001IN

8

C52898285

10567856

IL & FS TRUST COMPANY LIMITED

12/05/2015

-

-

3000000000.0

IL & FS FINANCIAL CENTREPLOT NO C22 G BLOCK BANDRAKURLA COMPLEX BANDRA EASTMUMBAIMH400051IN

9

G66445057

10371392

SBICAP TRUSTEE COMPANY LIMITED

08/08/2012

15/11/2017

-

32100000000.0

202, MAKER TOWER "E"CUFFE PARADEMUMBAIMH400005IN

10

G74031691

100117948

ICICI BANK LIMITED

21/08/2017

-

12/01/2018

2100000000.0

ICICI Bank Tower, Near Chakli Circle,Old Padra RoadVadodaraGu390007IN

 

 

CONTINGENT LIABILITIES:

 

 

PARTICULARS

31.03.2017

(INR in Million)

31.03.2016

(INR in Million)

Demand Notices received from Income Tax Authorities*

187.154

155.066

Demand Notices received from Sales tax authorities*

14.868

12.158

Demand notice from Customs Department, Chennai towards denial of import of MOP at concessional rate of duty for the period 01.04.2001 to 28.02.2006.

2.610

2.610

Demand notice from Customs Department, Chennai towards denial of import of MOP at concessional rate of duty for the period 01.04.2001 to 28.02.2006. Appeal filed with South Regional branch of the Customs, Excise and Service Tax Appellate Tribunal at Bangalore for waiver of pre–deposit and stay of impugned order.

28.474

28.474

Demand notice from Customs Department, Chennai towards denial of import of MOP at concessional rate of duty for the period 2002–03 and 2003–04. Appeal filed with South Regional branch of the Customs, Excise and Service Tax Appellate Tribunal at Bangalore for waiver of pre–deposit and stay of impugned order.

14.828

14.828

Customs Duty Differential on finalised Bill of Entries–Dharamatar Port– Order by Deputy Commissioner of Customs(P) Alibaug Division

6.737

6.737

The Company had a long term agreement for supply of water with Public Works Dept. (PWD), Government of Goa (GOG) dated 20th October 2006 which is valid upto March, 31, 2016. Since PWD was not able to supply the daily required quantity of 10,000 M3, the Company had entered into another agreement on March, 28, 2014 with Water Resource Department (WRD), Government of Goa. Consequently, the Company had made representation for revision in the Contract with PWD, GOG for revision of minimum daily quantity from 8500 M3 to 1500 M3 effective 1st May 2014, however in absence of revision in agreement PWD, GOG has continued with

raising invoices with daily minimum quantity of 8500 M3. The Company is given to understand that proposal for revision of the agreement with PWD, GOG is in active consideration, hence Company has been paying them monthly for minimum quantity of 1500 M3.

355.112

205.029

* Based on discussions with the solicitors/ favourable decisions in similar cases/ legal opinions taken by the Company, the management does not expect these claims to succeed and hence, no provision there against is considered necessary.

 

 

UNAUDITED STANDALONE FINANCIAL RESULTS FOR THE QUARTER ENDED AND NINE MONTHS DECEMBER 31, 2017

 

[INR IN MILLION]

 

PARTICULARS

3 Months

9 Months

 

31.12.2017

30.09.2017

31.03.2017

 

[Unaudited]

[Unaudited]

[Unaudited]

1. Income from Operations

 

 

 

Net Sales/income from operations

14343.000

9847.400

35323.100

Other Operating Income

177.800

36.900

481.100

Total income from operations (net)

14520.800

9884.300

35804.200

 

 

 

 

Expenses

 

 

 

Cost of materials consumed

5771.800

4914.500

15839.500

Purchases of stock-in trade

3474.700

1684.700

11611.000

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

1340.800

126.700

(1802.000)

Employee benefits expense

236.500

232.100

713.600

Depreciation and Amortization Expenses

107.700

98.200

312.900

Other Expenses

382.400

465.400

1204.900

Finance Costs

798.000

762.000

2257.100

Power and Fuel

672.400

589.200

1835.400

 

1207.200

858.600

3088.800

Excise Duty

0.000

42.100

23.900

Total expenses

13991.500

9773.500

35085.100

Profit/ (Loss) from ordinary activities after finance cost but before exceptional items

529.300

110.800

719.100

Exceptional items

0.000

53.700

0.000

Profit/ (Loss) from ordinary activities before tax

529.300

57.100

719.100

Tax expenses

49.100

13.900

149.400

Net Profit / (Loss) from ordinary activities after tax

480.200

43.200

569.700

Extraordinary item (net of tax expense)

0.000

0.000

0.000

Net Profit / (Loss) for the period

480.200

43.200

569.700

Comprehensive Income

153.300

(1.100)

9.400

Net Profit/ (Loss) after taxes, minority interest and share of profit/(loss) of associates

633.500

42.100

579.100

 

 

 

 

Paid up equity share capital (Face Value of INR 10/-each)

420.600

420.600

420.600

Reserve excluding Revaluation Reserve as per Balance Sheet of previous accounting year

 

 

 

Earnings per share (before extraordinary items) of INR 10/- each (not annualized):

 

 

 

(a) Basic

11.42

1.03

13.55

(b) Diluted

11.42

1.03

13.55

 

 

FIXED ASSETS

 

  • Freehold Land
  • Buildings
  • Railway Siding
  • Plant and Machinery
  • Furniture and Fixtures
  • Office Equipment
  • Vehicles

 

 

 

 

NEWS

 

PRESS RELEASE:

 

Zuari Agro Chemicals Ltd receives NCLT approval for merger

 

2017-10-05: The Hon'ble National Company Law Tribunal bench at Mumbai has sanctioned the scheme of amalgamation of Zuari Fertilisers and Chemicals Limited ('ZFCL'), Zuari Speciality Fertilisers Limited ('ZSFL') and Zuari Agri Sciences Limited ('ZASL') with Zuari Agro Chemicals Ltd ('Scheme') vide its order dated 14 September, 2017.

Shares of ZUARI AGRO CHEMICALS LIMITED was last trading in BSE at INR 473.15 as compared to the previous close of INR 458.4. The total number of shares traded during the day was 18185 in over 585 trades.

The stock hit an intraday high of INR 480.95 and intraday low of INR 457.9. The net turnover during the day was INR 8605632.

 

 

 

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 records exist designating subject or any of its beneficial owners, controlling shareholders or senior officers as terrorist or terrorist organization or whom notice had been received that all financial transactions involving their assets have been blocked or convicted, found guilty or against whom a judgement or order had been entered in a proceedings for violating money-laundering, anti-corruption or bribery or international economic or anti-terrorism sanction laws or whose assets were seized, blocked, frozen or ordered forfeited for violation of money laundering or international anti-terrorism laws.

 

2]         Court Declaration :

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

 

3]         Asset Declaration :

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

 

4]         Record on Financial Crime :

            Charges or conviction registered against subject:                                                           None

 

5]         Records on Violation of Anti-Corruption Laws :

            Charges or investigation registered against subject:                                                        None

 

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

            Charges or investigation registered against subject:                                                        None

 

7]         Criminal Records

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

 

8]         Affiliation with Government :

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

 

9]         Compensation Package :

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

 

10]        Press Report :

            No press reports / filings exists on the subject.

 

CORPORATE GOVERNANCE

 

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

 

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

 

 

CONTRAVENTION

 

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

 

 

FOREIGN EXCHANGE RATES

 

Currency

 
Unit

INR

US Dollar

1

INR 65.02

UK Pound

1

INR 91.46

Euro

1

INR 80.09

 

 

INFORMATION DETAILS

 

Information Gathered by :

SVT

 

 

Analysis Done by :

VRS

 

 

Report Prepared by :

MTN

 

 

SCORE FACTORS

 

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

 

 

RATING EXPLANATIONS

 

Credit Rating

Explanation

Rating Comments

A++

Minimum Risk

Business dealings permissible with minimum risk of default

A+

Low Risk

Business dealings permissible with low risk of default

A

Acceptable Risk

Business dealings permissible with moderate risk of default

B

Medium Risk

Business dealings permissible on a regular monitoring basis

C

Medium High Risk

Business dealings permissible preferably on secured basis

D

High Risk

Business dealing not recommended or on secured terms only

NB

New Business

No recommendation can be done due to business in infancy stage

NT

No Trace

No recommendation can be done as the business is not traceable

 

NB is stated where there is insufficient information to facilitate rating. However, it is not to be considered as unfavourable.

 

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 are as follows:

 

·         Financial condition covering various ratios

·         Company background and operations size

·         Promoters / Management background

·         Payment record

·         Litigation against the subject

·         Industry scenario / competitor analysis

·         Supplier / Customer / Banker review (wherever available)

 

 

 

 

 

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.