S EPORTING ATE Zenith Birla (India) Ltd.Zenith Birla (India) Ltd is a leading manufacturer of Steel...

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STAKEHOLDERS EMPOWERMENT SERVICES

1 | P A G E

SECTOR: STEEL REPORTING DATE: 14TH AUGUST, 2017

ZENITH BIRLA (INDIA) LTD www.zenithsteelpipes.com

Zenith Birla (India) Ltd. NSE Code - ZENITHBIR TABLE 1 - MARKET DATA (STANDALONE) (AS ON 6TH AUGUST, 2017)

Sector - Steel NSE Market Price (`) 0.60 NSE Market Cap. (₹ Cr.) 6.96

Face Value (`) 10.00 Equity (` Cr.) 131.28

Business Group - Yash Birla 52 week High/Low (₹) 0.85/0.50 Net worth (₹ Cr.)* -54.52

Year of Incorporation - 1960 TTM P/E (TTM) N.A. Traded Volume (Shares) 3,550

TTM P/BV N.A. Traded Volume (lacs) 0.02

Registered Office - Source - Capitaline, TTM - Trailing Twelve Months, N.A – Not Applicable |* As on 30th September, 2016

5th Floor Industry House, COMPANY BACKGROUND

159 Churchgate Reclamation, Zenith Birla (India) Ltd is a leading manufacturer of Steel Pipes in India. The company is

engaged in manufacturing black welded and galvanized steel pipes and cutting tools. They

operate in two divisions, namely pipes division at Khopoli and tools division at Nasik and

Aurangabad. The tool division of the company is engaged in manufacturing HSS cutting

tools and is focused towards the auto/engineering segment. The company's subsidiaries

include Zenith (USA) Inc. and Zenith Middle East FZE.

Zenith Birla (India) Ltd was incorporated on August 5, 1960 with the name Zenith Steel

Pipes Ltd.

Mumbai - 400020, Maharashtra

Company Website:

www.zenithsteelpipes.com

Revenue and Profit Performance

The revenue of the Company decreased from ₹22.96 crores to

₹21.36 crores from quarter ending Sep’15 to quarter ending

Sep’16. The Company made a loss of ₹5.01 crores in quarter

ending Sep’16 vis-a-vis making a loss of ₹2.51 crores in quarter

ending Sep’15.

Source - Money Control

Performance vis-à-vis Market

TABLE 2- Returns

1-m 3-m 6-m 12-m

Zenith Birla

(India) Ltd -7.69% 8.33% -14.29% -7.69%

Nifty 3.96% 6.53% 14.37% 17.05%

NIFTY Metal 7.98% 12.84% 8.64% 35.03%

Source – Capitaline / NSE

0.50

0.60

0.70

0.80

0.90

1.00

1.10

1.20

1.30

1.40

Aug 16 Oct 16 Dec 16 Feb 17 Apr 17 Jun 17 Aug 17

Zenith Birla (India) Ltd NIFTY NIFTY METAL

21.36

38.78

22.96

-5.01 -21.11-2.51

-40

-20

0

20

40

60

Sep'16 Mar'16 Sep'15

Quarterly revenue and Profit (₹ CRORE)

Revenue Profit

http://www.zenithsteelpipes.com/




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TABLE 3 - FINANCIALS

(₹ Cr.) Sep’16 Mar’16 Sep’15 % Change

Sep ’16 vs Mar’16 Mar’16 vs Sep’15

Net Worth -54.52 -44.5 -19.22 N.A. N.A.

Current Assets 215.55 228.18 265.66 -5.54% -14.11%

Non-Current Assets 118.68 122.76 121.41 -3.32% 1.11%

Total Assets 334.23 350.94 387.07 -4.76% -9.33%

Investments 2.61 2.61 7.61 0.00% -65.70%

Finance Cost 1.87 3.09 2.89 -39.48% 6.92%

Long Term Liabilities 45.13 45.49 42.93 -0.79% 5.96%

Current Liabilities 343.62 349.95 363.36 -1.81% -3.69%

Turnover 21.08 23.31 20.12 -9.57% 15.85%

Profit After Tax -5.01 -21.11 -2.51 N.A. N.A.

EPS (₹) -0.38 -1.61 -0.19 N.A. N.A.

Source - Money Control/ Stock Exchange Filing

AUDIT QUALIFICATIONS

Audit Qualifications for the Standalone Financial Statements for the Financial Year 2015-16:

1. With reference to Note No. 44 regarding the non-provision by the Company of the interest amounting to ₹36.75 crores

for the year and ₹94.97 crores up to 31-03-2016 on its working capital facilities from banks. Had this amount been

provided for, the loss would have been higher by ₹36.75 crores and the secured loans would have been cumulatively

higher by ₹94.97 crores.

2. The Company has not complied with the provisions of the section 74 or any other relevant provisions of the Act and

the Companies (Acceptance of Deposits) Rules, 2014 with regard to non-repayment of deposits and interest on due

date, maintenance of liquid assets to the extent required as well as not fully complying with the orders passed by the

Company Law Board.

3. With reference to Note No. 42 regarding the balance of Sundry Creditors, Debtors, Loans and Advances, deposits, inter

units etc being not confirmed by the parties/units and hence our inability to state whether these balances are

recoverable/payable to the extent stated.

4. With reference to Note No. 49 which indicates that the Company has accumulated losses exceeding the Share Capital

and Reserves and its net worth has been fully eroded. These conditions along with other matters indicate the existence

of a material uncertainty that may cast significant doubt about the Company’s ability to continue as a going concern.

However, the financial statements of the Company have been prepared on a going concern basis for the reasons

stated in the said note.

Management Response:

1. The Company trying for One Time Settlement (OTS) with the banks. Hence, it is felt prudent for not providing for

interest after the accounts became NPA.

2. On account of huge losses and negative net worth, there was financial crunch. Hence (i) as required u/s 74 of the

Companies act, 2013, the company could not pay its outstanding deposits as on 31.03.2014, within a period of one

year. (ii) could not maintain liquid assets (iii) could not comply fully with the orders passed by the Company Law Board

u/s 58A(9) of the Companies Act,1956. However, u/s 74(2) of the Companies Act, 2013 the Hon’ble Company Law

Board has granted an extension for repayment of deposits by its order dated 22.02.2016. Consequently, no amounts

were repayable as on 31.03.2016. The Company has provided for interest payable up to 31.03.2016

3. Reconciliation of balances of sundry creditors are an ongoing basis and the figures would be ascertained only when

the reconciliation is finalised. The Company is taking steps to obtain balance confirmation from its parties. However,

it will not have any material impact on the state of affairs of the Company.




3 | P A G E



4. On account of strategic understanding with suppliers/ customers, which is continuing, the Company is on revival mode

and is operating its some of the units. In view of the same going concern concept holds good.

Similar qualification was raised by Statutory Auditors for financial year 2013-14 and 2014-15.

Response Comment

Frequency of Qualifications Similar qualifications were raised for FY 2013-14, FY 2014-

15 and FY 2015-16.

Have the auditors made any adverse remark in last 3 years? No -

Are the material accounts audited by the Principal Auditors? Yes -

Do the financial statements include material unaudited financial

statements? No -

TABLE 4: BOARD PROFILE (AS PER ANNUAL REPORT 2015-16)

Regulatory Norms Company

% of Independent Directors on the Board 50% 50%

% of Promoter Directors on the Board - 0%

Number of Women Directors on the Board At least 1 1

Classification of Chairman of the Board - Not Disclosed

Is the post of Chairman and MD/CEO held by the same person? - No

Average attendance of Directors in the Board meetings (%) - No Proper Disclosure**

**In the Annual Report for FY 2015-16, the Company in its Corporate Governance Section has mentioned that Mr. Ashish

Mahendrakar was appointed w.e.f. 13th March, 2016 and has attended 2 Board meetings. However, it must be noted that the last

board meeting for FY 2015-16 was held on 11th February, 2016.

Composition of Board: As per Regulation 17(1)(b) of the Listing Regulations, 2015, the Company should have at least 50%

Independent Directors as the Chairman of the Board is an Executive Director. The Company has 50% of Independent Directors and

hence, it meets the regulatory requirements.

Board Diversity: The Company has 6 directors out of which 1 is Woman Director. (Excluding Mr. Ashok Saaliyan, Independent

Director who resigned w.e.f 29.11.2015 and Mr. Satish Vasant Jadhav who resigned w.e.f 12.08.2015).




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TABLE 5 - FINANCIAL RATIOS

Ratios Sep’16 Mar’16 Sep’15

% Change

Sep ’16 vs

Mar’16

Mar’16 vs

Sep’15

Turn

ove

r

Rat

ios

Inventory Turnover 1.03 1.24 1.46 -17.07% -14.90%

Debtors Turnover 3.70 1.60 1.12 131.16% 43.21%

Fixed asset Turnover 0.18 0.19 0.17 -6.46% 14.58%

Current Asset Turnover 0.10 0.10 0.08 -4.27% 34.88%

Ret

urn

Rat

ios Operating Profit Margin -7.40% -64.69% 9.99% N.A. -747.58%

Net Profit Margin -23.77% -90.56% -12.48% N.A. N.A.

Return on Assets (ROA) N.A. N.A. N.A. N.A. N.A.

Return on Equity (ROE) N.A. N.A. N.A. N.A. N.A.

Return on Capital Employed (ROCE) N.A. N.A. N.A. N.A. N.A.

Liq

uid

ity

Rat

ios

Current Ratio 0.63 0.65 0.73 -3.79% -10.82%

Quick Ratio 0.57 0.60 0.69 -5.13% -13.68%

Cash Ratio 0.55 0.56 0.64 -1.01% -13.50%

Working Capital Turnover ratio N.A. N.A. N.A. N.A. N.A.

Solv

ency

Rat

ios Debt to equity ratio N.A. N.A. N.A. N.A. N.A.

Interest Coverage Ratio N.A. N.A. 0.70 N.A. N.A.

Trad

ing

Rat

ios

Market Cap / Sales 0.40 0.34 0.49 19.70% -30.95%

Market Cap/ Net Worth N.A. N.A. N.A. N.A. N.A.

Market Cap/PAT N.A. N.A. N.A. N.A. N.A.

Market Cap/EBITDA N.A. N.A. 4.90 N.A. N.A.

Source - Money Control

TABLE 6 - TRADING VOLUME

Jun-17 Dec-16 Jun-16 % Change

June 17 vs Dec 16 Dec 16 Vs June 16

Trading Volume (shares) (avg. of 1 qtr) 8,486 16,566 13,187 -48.77% 25.62%

Trading Volume (shares) (high in 1 qtr) 50,370 1,61,140 94,863 -68.74% 69.87%

Trading Volume (shares) (low in 1 qtr) 1 2 1 -50.00% 100.00%

Ratio - High/low trading volume 50,370.00 80,570.00 94,863.00 -37.48% -15.07%

Ratio - High/average trading volume 5.94 9.73 7.19 -38.98% 35.22%

Source - Capitaline

TABLE 7 (A): OWNERSHIP & MANAGEMENT RISKS

Jun'17 Dec'16 Jun'16 Comments

Shar

eho

ldin

g (%

)

Promoter shareholding 8.57 8.58 9.67 • No new equity shares were issued during

the period from June 2016 to June 2017.

• No major change was observed in the

shareholding pattern during the said

period.

• The promoters have pledged 0.40% of

their shareholding.

Public - Institutional

shareholding 0.32 0.32 0.32

Public - Non-Institutional

shareholding 91.11 91.10 90.01

Non-Promoter Non-Public

Shareholding 0.00 0.00 0.00

Source – NSE




5 | P A G E



MAJOR SHAREHOLDERS (AS ON 30TH JUNE, 2016)

S. No. Promoters Shareholding S. No. Public Shareholders Shareholding

1 Birla Bombay Private Limited 6.22% 1 Harbhajansingh Maliksingh Rajpal 5.66%

2 Nirved Traders Private Limited 2.09% 2 Sanjay Puranlal Agrawal 4.24%

3 Hitesh Ramji Javeri 3.28%

4 Endogramleasing & Trading Copvt Ltd 2.99%

5 Sunil Talwar 2.01%

Source - NSE

TABLE 7 (B): OWNERSHIP & MANAGEMENT RISKS

Market Activity of Promoters There was no change in the shareholding of promoters during the FY 2015-16.

Preferential issue to promoters No preferential issue of shares was made to the promoters during the FY 2015-16.

Preferential issue to others No preferential issue of shares was made to other shareholders during the FY 2015-16.

GDRs issued by the Company The Company does not have any outstanding GDRs / ADRs / Warrants or any convertible

instruments.

Issue of ESOPs/Issue of shares other

than Preferential allotment

The Company has not granted any stock options during the financial year ended 31st

March, 2016.

Source - Annual Report 2015-16

TABLE 8: PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

Sr. No. Name and Description of main products / services % to Total turnover of the Company

1 Steel Pipes 100

Source - Annual Report 2015-16




6 | P A G E



Glossary

Equity: The equity shares capital of the Company

Net Worth: The amount by which the Assets exceeds the liabilities excluding shareholders’ funds of the Company

Turnover: The revenue earned from the operations of the Company

EPS: Earning Per Share is net profit earned by the Company per share

𝐸𝑃𝑆 =Profit After Tax

Number of outstanding shares

P/E ratio: It is the ratio of the Company’s share price to earnings per share of the Company

𝑃/𝐸 𝑟𝑎𝑡𝑖𝑜 =Price of each share

Earnings per share

Current Assets: Cash and other assets that are expected to be converted to cash in one year

Fixed Assets: assets which are purchased for long-term use and are not likely to be converted quickly into cash, such as land,

buildings, and equipment

Total Assets: Current Assets + Fixed Assets

Investments: An investment is an asset or item that is purchased with the hope that it will generate income or appreciate in

the future.

Finance Cost: The Financing Cost (FC), also known as the Cost of Finances (COF), is the cost and interest and other charges

incurred during the year in relation to borrowed money.

Long Term Liabilities: Long-term liabilities are liabilities with a maturity period of over one year.

Current Liabilities: A company's debts or obligations that are due within one year.

Inventory Turnover ratio: Inventory Turnover is a ratio showing how many times a company's inventory is sold and replaced

over a period.

𝐼𝑛𝑣𝑒𝑛𝑡𝑜𝑟𝑦 𝑇𝑢𝑟𝑛𝑜𝑣𝑒𝑟 𝑟𝑎𝑡𝑖𝑜 =Sales Turnover

Inventory

Debtors Turnover: Accounts receivable turnover is an efficiency ratio or activity ratio that measures how many times a business

can turn its accounts receivable into cash during a period

𝐷𝑒𝑏𝑡𝑜𝑟𝑠 𝑇𝑢𝑟𝑛𝑜𝑣𝑒𝑟 𝑟𝑎𝑡𝑖𝑜 =Sales Turnover

Accounts recievables

Fixed Asset Turnover: The fixed-asset turnover ratio is a financial ratio of net sales to fixed assets

𝐹𝑖𝑥𝑒𝑑 𝐴𝑠𝑠𝑒𝑡 𝑇𝑢𝑟𝑛𝑜𝑣𝑒𝑟 𝑟𝑎𝑡𝑖𝑜 =Sales Turnover

Fixed Assets

Current Asset Turnover: The current-asset turnover ratio is a financial ratio of net sales to fixed assets

𝐶𝑢𝑟𝑟𝑒𝑛𝑡 𝐴𝑠𝑠𝑒𝑡 𝑇𝑢𝑟𝑛𝑜𝑣𝑒𝑟 𝑟𝑎𝑡𝑖𝑜 =Sales Turnover

Current Assets

Operating Profit Margin: Operating margin is a measurement of what proportion of a Company’s revenue is left over after

paying for variable costs of production such as wages, raw materials etc. It can be calculated by dividing a Company’s operating

income (also known as “operating profit”) during a given period by its sales during the same period.

𝑂𝑝𝑒𝑟𝑎𝑡𝑖𝑛𝑔 𝑃𝑟𝑜𝑓𝑖𝑡 𝑀𝑎𝑟𝑔𝑖𝑛 =Operating profit

Sales Turnover

Net Profit Margin: Net profit margin is the percentage of revenue left after all expenses have been deducted from sales

𝑁𝑒𝑡 𝑃𝑟𝑜𝑓𝑖𝑡 𝑀𝑎𝑟𝑔𝑖𝑛 =Net profit

Sales Turnover




7 | P A G E



Return on Assets: ROA tells you what earnings were generated from invested capital (assets)

𝑅𝑒𝑡𝑢𝑟𝑛 𝑜𝑛 𝐴𝑠𝑠𝑒𝑡𝑠 =Net profit

Total Assets

Return on equity/net worth: return on equity (ROE) is the amount of net income returned as a percentage of shareholders’

equity.

𝑅𝑒𝑡𝑢𝑟𝑛 𝑜𝑛 𝐸𝑞𝑢𝑖𝑡𝑦 =Net profit

Net worth

Return on Capital Employed: Return on capital employed (ROCE) is a financial ratio that measures a company's profitability

and the efficiency with which its capital is employed.

𝑅𝑒𝑡𝑢𝑟𝑛 𝑜𝑛 𝐶𝑎𝑝𝑖𝑡𝑎𝑙 𝐸𝑚𝑝𝑙𝑜𝑦𝑒𝑑 =Net profit

Total Debt + Equity share capital

Current ratio: The current ratio is a financial ratio that measures whether or not a firm has enough resources to pay its debts

over the next 12 months. It compares a firm's current assets to its current liabilities.

𝐶𝑢𝑟𝑟𝑒𝑛𝑡 𝑟𝑎𝑡𝑖𝑜 =Current Assets

Current Liabilities

Quick ratio: The quick ratio is a measure of how well a Company can meet its short term financial liabilities.

𝑄𝑢𝑖𝑐𝑘 𝑟𝑎𝑡𝑖𝑜 =Current Assets − Inventories

Current Liabilities

Cash ratio: The ratio of the liquid assets of a Company to its current liabilities.

𝑄𝑢𝑖𝑐𝑘 𝑟𝑎𝑡𝑖𝑜 =Current Assets − Inventories − Account Recievables

Current Liabilities

Working Capital Turnover ratio: The working capital turnover ratio is also referred to as net sales to working capital. It indicates

a Company's effectiveness in using its working capital.

𝑊𝑜𝑟𝑘𝑖𝑛𝑔 𝐶𝑎𝑝𝑖𝑡𝑎𝑙 𝑇𝑢𝑟𝑛𝑜𝑣𝑒𝑟 𝑟𝑎𝑡𝑖𝑜 =𝑆𝑎𝑙𝑒𝑠 𝑇𝑢𝑟𝑛𝑜𝑣𝑒𝑟

Current Assets − Current Liabilities

Debt to Equity ratio: The debt-to-equity ratio (D/E) is a financial ratio indicating the relative proportion of

shareholders' equity and debt used to finance a company's assets.

𝐷𝑒𝑏𝑡 𝑡𝑜 𝐸𝑞𝑢𝑖𝑡𝑦 𝑟𝑎𝑡𝑖𝑜 =𝑆ℎ𝑜𝑟𝑡 𝑇𝑒𝑟𝑚 𝐷𝑒𝑏𝑡 + 𝐿𝑜𝑛𝑔 𝑇𝑒𝑟𝑚 𝐷𝑒𝑏𝑡

𝑁𝑒𝑡 𝑊𝑜𝑟𝑡ℎ

Interest Coverage ratio: The Interest coverage ratio is a debt ratio and profitability ratio used to determine how easily a

Company can pay interest on outstanding debt.

𝐼𝑛𝑡𝑒𝑟𝑒𝑠𝑡 𝐶𝑜𝑣𝑒𝑟𝑎𝑔𝑒 𝑅𝑎𝑡𝑖𝑜 =𝐸𝑎𝑟𝑛𝑖𝑛𝑔 𝐵𝑒𝑓𝑜𝑟𝑒 𝐼𝑛𝑡𝑒𝑟𝑒𝑠𝑡 𝑎𝑛𝑑 𝑇𝑎𝑥

𝐹𝑖𝑛𝑎𝑛𝑐𝑒 𝐶𝑜𝑠𝑡

Market Cap/Sales ratio: Market Cap/sales ratio, Price–sales ratio, P/S ratio, or PSR, is a valuation metric for stocks. It is

calculated by dividing the company's market cap by the revenue in the most recent year; or, equivalently, divide the per-

share stock price by the per-share revenue.

𝑀𝑎𝑟𝑘𝑒𝑡 𝐶𝑎𝑝/𝑆𝑎𝑙𝑒𝑠 𝑟𝑎𝑡𝑖𝑜 =𝑀𝑎𝑟𝑘𝑒𝑡 𝐶𝑎𝑝

𝑆𝑎𝑙𝑒𝑠 𝑇𝑢𝑟𝑛𝑜𝑣𝑒𝑟

Market Cap/ Net Worth ratio: It is a valuation ratio calculated by dividing Company’s market cap to net worth.

𝑀𝑎𝑟𝑘𝑒𝑡 𝐶𝑎𝑝/𝑁𝑒𝑡𝑤𝑜𝑟𝑡ℎ 𝑟𝑎𝑡𝑖𝑜 =𝑀𝑎𝑟𝑘𝑒𝑡 𝐶𝑎𝑝

𝑁𝑒𝑡𝑤𝑜𝑟𝑡ℎ

Market Cap/ PAT ratio: It is a valuation ratio calculated by dividing Company’s market cap to net profit.

𝑀𝑎𝑟𝑘𝑒𝑡 𝐶𝑎𝑝/𝑃𝐴𝑇 𝑟𝑎𝑡𝑖𝑜 =𝑀𝑎𝑟𝑘𝑒𝑡 𝐶𝑎𝑝

𝑛𝑒𝑡 𝑝𝑟𝑜𝑓𝑖𝑡

Market Cap/ EBITDA ratio: It is a valuation ratio calculated by dividing Company’s market cap to EBITDA.


http://www.investopedia.com/terms/i/invested-capital.asp

http://www.investopedia.com/articles/stocks/05/04405.asp

https://en.wikipedia.org/wiki/Stock

https://en.wikipedia.org/wiki/Market_cap

https://en.wikipedia.org/wiki/Stock



8 | P A G E



𝑀𝑎𝑟𝑘𝑒𝑡 𝐶𝑎𝑝/𝐸𝐵𝐼𝑇𝐷𝐴 𝑟𝑎𝑡𝑖𝑜 =𝑀𝑎𝑟𝑘𝑒𝑡 𝐶𝑎𝑝

𝐸𝐵𝐼𝑇𝐷𝐴

Trading Volume (shares) (avg. of 1 year): Average number of shares/day traded in 1 year

Trading volume (shares) (high in 1 year): Highest number of shares/day traded in 1 year

Trading volume (shares) (minimum in 1 year): Lowest number of shares traded on any one day in 1 year




9 | P A G E



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