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STAKEHOLDERS EMPOWERMENT SERVICES
1 | P A G E
SECTOR: EDIBLE OIL REPORTING DATE: 31ST MAY, 2016
Rasoya Proteins Ltd http://www.rasoyaproteins.in
Rasoya Proteins Ltd 31st May, 2016 TABLE 1 - MARKET DATA (STANDALONE) (As on 31st May, 2016)
NSE Code - RASOYPR NSE Market Price (₹) 0.25 NSE Market Cap. (₹ Cr.) 35.89
Sector - Edible Oil Face Value (₹) 1.00 Equity (` Cr.) 170.89
52 week High/Low (₹) 0.40/0.15 Net worth (₹ Cr.) 294.83
Business Group - Indian Private TTM P/E N.A. Traded Volume (Shares) 3,30,622
Year of Incorporation - 1992 TTM P/BV 0.00 Traded Volume (lacs) 0.83
Source - Capitaline
Corporate Office: COMPANY BACKGROUND
Wanjari Village, Maharashtra Soya Industries was incorporated as a public limited company in May 1992
to establish a solvent extraction plant and a vegetable oil refinery. It was promoted by
Anil N Lonkar and P Kannan. Company has change its name from Maharashtra Soya
Industries Ltd to Rasoya Proteins Limited. Company changed its registered office to the
factory premises with a view to ensure administrative convenience and better co-
ordination. The company set up a solvent extraction plant and a vegetable oil refinery at
Wanjri near Nagpur in Maharashtra. The installed capacity of the solvent extraction plant
is 225 tpa and that of the vegetable oil refinery is 25 tpa. It produces refined edible
vegetable oil through solvent extraction process from soyabeans and oil cakes. De-oiled
cakes -- the by-product, is used as cattle feed, poultry feed and high protein food
products.
Wani Taluka,
Yavatmal, 445 304, Maharashtra
Company Website:
http://www.rasoyaproteins.in
The Company in the month of March, 2013 has:
Sub Divided 1 Share of ₹ 5/- per share of the Company into 5 shares of ₹ 1/- each; and
Issued Bonus Shares in the ratio of 2:1 i.e. Two Equity Shares of ₹ 1 each for every 1 Share held.
TABLE 2 - PRICE PERFORMANCE
30th May, 2016
29th May, 2015
30th May, 2014
% Change CAGR for 2 years 2016 vs 2015 2015 vs 2014
Price (₹) 0.20 0.30 16.80 -33.33% -98.21% -89.09%
Trading Volume (Shares) (yearly avg.)
46,05,665 87,90,650 11,16,864 -47.60% 687.08% -
NSE Market Cap. (in ₹ Cr.) 34.18 51.27 2870.95 -33.33% -98.21% -89.09%
Source - Money Control, price figures are adjusted to corporate action of stock split/bonus issue/stock merger
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SECTOR: EDIBLE OIL REPORTING DATE: 31ST MAY, 2016
Rasoya Proteins Ltd http://www.rasoyaproteins.in
TABLE 3 - FINANCIALS
(₹ Cr.) 2015 2014 2013 % Change CAGR for
2 years 2015 vs 2014 2014 vs 2013
Turnover 465.11 1,196.75 946.36 -61.14% 26.46% -29.89%
Net Worth 294.83 353.97 321.7 -16.71% 10.03% -4.27%
Current Assets 241.32 444.7 384.42 -45.73% 15.68% -20.77%
Non-Current Assets 560.4 387.21 348.53 44.73% 11.10% 26.80%
Total Assets 801.72 831.91 732.95 -3.63% 13.50% 4.59%
Investments 196.38 182.94 170.75 7.35% 7.14% 7.24%
Finance Cost 49.40 37.66 28.11 31.17% 33.97% 32.57%
Long Term Liabilities 173.73 115.24 112.55 50.75% 2.39% 24.24%
Current Liabilities 333.16 362.7 298.7 -8.14% 21.43% 5.61%
Profit After Tax (PAT, ₹ Cr.) -58.93 32.15 20.67 -283.00% 56.00% N.A.
EPS (₹) -0.34 0.18 0.12 -289.00% 50.00% -
Source - Money Control/Annual Report
AUDIT QUALIFICATIONS
Audit Qualifications in the Annual Report 2014-15: - The Auditors have raised following qualification in their report on Page 71
of the Annual Report for FY 2014-15
Qualified Opinion (a)
The Auditors have mentioned that they have come across transactions of sale to the extent of ₹ 69.83 crores and purchase to the
extent of ₹ 24 crores where there are no adequate supporting documents trail which would prove the proper transfer of goods
and completeness of these transactions.
Management Response: Sales transactions of Soya DOC amounting to ₹ 69.83 Crores as pointed out by the Auditors are the
Exfactory sales made to the new purchasers out of the return goods received from earlier purchaser. The necessary supporting
documents related to above sales such as Sales Invoice, Delivery Order, Weighment Slips, Security records and other records to
the extent available with us were made available to the Auditors.
Regarding purchases of ₹ 24 Crores of Soayabean Seeds made from unregistered dealers (URD), the necessary supporting
documents such as ERP System generated relevant Contract Notes /Purchase Orders, Weighment Slips, Goods Received Notes
/DOs have been made available to the auditors. The Sauda Kacchi Chitthi instead of invoices is issued by the URD Traders as per
the prevailing trade practices related to Agro based commodity.
Qualified Opinion (b)
b) Attention is drawn to Paragraphs (ii) (c) and (iv) of the annexure to the Auditors’ report as regards to maintenance of
inventory records and internal control system respectively.
Management response: As mentioned in para (ii) (c) of the Annexure to audit Report regarding complete trail of supporting
documents related to sales and purchases and it's impact on stock records, the clarification has been given in para (a) above. As
mentioned in para (iv) of the Annexure to audit Report regarding inadequate internal control system commensurate with the
size of the company and it's nature of business with regards to purchase of inventories, sale of goods and services, inventory
management, debtors and creditors management- the clarification has been already given in para (a) above.
Qualified Opinion (c)
c) Bank statement for the bill discounting facility taken by the company for ₹ 19.99 crores from Bank of Baroda was not made
available for verification and the same is subject to confirmation from the bank.
Management Response: Since the company has furnished the Corporate Guarantee to Bank of Baroda on behalf of the seed
suppliers and the Liability of Rs. 19.99 Crores for Repayment to Bank of Baroda has been crystalised due to nonpayment of Bills
Discounted by the respective Borrowers/seed suppliers on respective due date, towards the Seed supplies made to the Company.
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SECTOR: EDIBLE OIL REPORTING DATE: 31ST MAY, 2016
Rasoya Proteins Ltd http://www.rasoyaproteins.in
The Bills Discounting Facility is availed by the respective Seed Suppliers in individual capacity from Bank of Baroda and not by the
Company, hence question of the having the Bank statements for the said facility with the company does not arise.
Therefore, the company is not in a position to furnish any Bank Statement for said crystallized liability under Corporate
Guarantee furnished to Bank of Baroda.
Qualified Opinion (d)
d) As per the accounting policy of the company and as per the Accounting Standard -11 The Effects of Changes in Foreign
Exchange rates; the exchange differences that arise on settlement of monetary items or on reporting at each balance sheet date
of the Company's monetary items at the closing rate are recognised as income or expense in the period in which they arise.
However, the company has not recognised exchange gain of ₹ 29 crores on account of advance given to a subsidiary company”
Management Response: Foreign Exchange Gain ₹ 29 Crores has not been recognized in accordance with AS 11, as same pertains
to the o/s loan to WOS at Sharjah which is not likely to be repaid by the WOS in near future since the said funds have been
earmarked for overseas operations of the company.
Response Comment
Frequency of Qualifications - Appeared for one year i.e. in 2015
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?
Yes
The consolidated financial statements contain
unaudited accounts of 2 subsidiaries. The
unaudited statements are material 37.30% of the
assets, 36.17% revenue and 28.23% cash flow from
operations with respect to the consolidated
accounts of the Company. As a material part of the
consolidated financial statements of the Company
are unaudited, this raises concern regarding the
fairness of such financial statements.
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4 | P A G E
SECTOR: EDIBLE OIL REPORTING DATE: 31ST MAY, 2016
Rasoya Proteins Ltd http://www.rasoyaproteins.in
TABLE 4: BOARD PROFILE (As on 31st March, 2015)
Regulatory Norms Company
% of Independent Directors on the Board 50% 50%
% of Promoter Directors on the Board - 25%
Number of Women Directors on the Board Atleast 1 1
Classification of Chairman of the Board - Executive Promoter Director
Is the post of Chairman and MD/CEO held by the same person? - Yes
Average attendance of Directors in the Board meetings - 86.11%
Source - Money Control/Annual Report
Composition of Board: As per Regulation 17(i) (b) of the Listing Regulations, 2015, the Company should have at least 50%
Independent Directors as the Chairman of the Board is a Promoter Executive Director. The Company as on 31st March, 2015
has 50% of Independent Directors and hence, it meets the regulatory requirements.
Board Diversity: The Company has 8 directors out of which 7 are male and 1 is female.
Holding of position of MD/ CEO & Chairman by same person: The Company has appointed Mr. Anil N. Lonkar as the Chairman
and Managing Director of the Company. Appointment of a single person as the Chairman and Managing Director of the
Company is not a good governance practice as it may lead to concentration of power in a single person.
TABLE 5 - FINANCIAL RATIOS
Ratios 2015 2014 2013
% Change
2015 vs 2014
2014 vs 2013
Turn
ove
r
Rat
ios
Inventory Turnover 3.08 3.94 5.22 -21.86% -24.42%
Debtors Turnover 6.81 14.43 7.77 -52.80% 85.66%
Fixed asset Turnover 0.83 3.09 2.72 -73.15% 13.83%
Current Asset Turnover 1.93 2.69 2.46 -28.38% 9.32%
Ret
urn
Rat
ios Operating Profit Margin -12.90% 3.12% 2.30% -514.05% 35.54%
Net Profit Margin -12.67% 2.69% 2.18% -571.63% 23.00%
Return on Assets (ROA) -7.35% 3.86% 2.82% -290.20% 37.04%
Return on Equity (ROE) -19.99% 9.08% 6.43% -320.06% 41.36%
Return on Capital Employed (ROCE) N.A. 16.98% 11.68% N.A. 45.38%
Liq
uid
ity
Rat
ios
Current Ratio 0.72 1.23 1.29 -40.92% -4.73%
Quick Ratio 0.27 0.39 0.68 -30.32% -42.74%
Cash Ratio 0.07 0.16 0.27 -58.75% -41.00%
Working Capital Turnover ratio N.A. 14.59 11.04 N.A. 32.20%
Solv
ency
Rat
ios Debt to equity ratio 1.24 0.76 0.80 61.69% -3.98%
Interest Coverage Ratio N.A. 1.99 1.77 N.A. 12.19%
Trad
ing
Rat
ios
Market Cap / Sales 0.09 0.03 0.04 157.30% -20.92%
Market Cap/ Net Worth 0.14 0.12 0.13 20.06% -9.12%
Market Cap/PAT N.A. 1.28 1.98 N.A. -35.71%
Market Cap/EBITDA N.A. 38.51 29.47 N.A. 30.68%
Trading Volume (shares) (avg. of 1 year) 71,57,170 62,06,233 10,26,767 15.32% 504.44%
Trading Volume (shares) (high in 1 year) 9,67,23,630 5,54,63,191 44,45,331 74.39% 1147.67%
Trading Volume (shares) (low in 1 year) 1,31,540 18,154 33,808 624.58% -46.30%
Ratio - High/low trading volume 735.32 3,055.15 131.49 -75.93% 2223.53%
Ratio - High/average trading volume 13.51 8.94 4.33 51.22% 106.42%
Source - Money Control
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SECTOR: EDIBLE OIL REPORTING DATE: 31ST MAY, 2016
Rasoya Proteins Ltd http://www.rasoyaproteins.in
TABLE 6(A): OWNERSHIP & MANAGEMENT RISKS
Shareholding Dec' 2015 Dec' 2014 Dec' 2013 Comments
Promoter shareholding 20.68% 31.68% 31.68%
No new equity shares were issued during the
period from Dec’ 2013 to Dec’ 2015. The
promoter shareholding decreased from 31.68%
to 20.68% during Dec’14 to Dec’ 15 due to
Invocation of Shares as on 10th Jan 2015. The
shareholding of public institution increased from
4.18% to 7.49% during Dec’ 2013 to Dec’ 2014
and public others shareholding increased from
39.39% to 72.29% during Dec’ 2014 to Dec’
2015. The shareholding of non-promoter non-
public decreased from 26.73% to 21.44% during
the year 2014 and in the year 2015 it was nil.
The promoters have pledged 19.61% of their
shareholding.
Public - Institutional shareholding
7.03% 7.49% 4.18%
Public - Others shareholding
72.29% 39.39% 37.41%
Non Promoter Non Public Shareholding
0.00% 21.44% 26.73%
TABLE 6(B): OWNERSHIP & MANAGEMENT RISKS
Market Activity of Promoters
IDBI Bank, Wani has acquired 15.41 crore shares through invocation of pledged shares of
Rasoya Proteins Limited owned and pledged by Mrs. Manik Lonkar (Director of the
company) and Ivory Exports Pvt. Ltd. (Associate of the company).
Preferential issue to promoters No
Preferential issue to others No
GDRs issued by the Company The Company did not issue and GDRs during last one year.
Issue of ESOPs/Issue of shares
other than Preferential allotment The Company does not have any ESOP Scheme.
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SECTOR: EDIBLE OIL REPORTING DATE: 31ST MAY, 2016
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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
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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
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
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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.
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
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Contact Information
Stakeholders Empowerment Services
A 202, Muktangan,
Upper Govind Nagar,
Malad East,
Mumbai – 400 097
Tel +91 22 4022 0322
www.sesgovernance.com.
Research Analyst: Kirti Dhokiya