Restated financial statements included in the Draft Red Herring Prospectus. You should also read the section entitled "Risk Factors" beginning on page 17, which discusses a number of factors, risks and contingencies that could affect our financial condition and results of operations. The following discussion relates to our Company and is based on our Restated Financial Information, which have been prepared in accordance Ind AS, the Companies Act and the SEBI Regulations. Portions of the following discussion are also based on internally prepared statistical information and on other sources. Our fiscal year ends on March 31 of each year, so all references to a particular fiscal year ("Fiscal Year") are to the twelve-month period ended March 31 of that year.
OVERVIEW:
Our Company was originally incorporated as "Hindprakash Castor Derivatives Private Limited" as a private limited company under the provisions of the Companies Act, 2013 vide Certificate of Incorporation dated June 13, 2018, issued by the Registrar of Companies, Central Registration Centre. Subsequently, the name of our company was changed from
"Hindprakash Castor Derivatives Private Limited" to "Ardent Castor Derivatives Private Limited", pursuant to a special resolution passed by our Shareholders in the Extra-Ordinary General Meeting held on January 17, 2022, vide Certificate of Incorporation dated January 20, 2022, issued by the Registrar of Companies, Ahmedabad. Later on, the name of our company was changed from "Ardent Castor Derivatives Private Limited" to "Rajgor Castor Derivatives Private Limited", pursuant to a special resolution passed by our Shareholders in the Extra-Ordinary General Meeting held on February 2, 2022, vide Certificate of Incorporation dated February 15, 2022 issued by the Registrar of Companies, Ahmedabad. Further, our company was converted from a private limited company to public limited company, pursuant to a special resolution passed by our Shareholders in the Extra-Ordinary General Meeting held on June 21, 2022 and consequently, the name of our Company was changed to "Rajgor Castor Derivatives Limited" and a fresh certificate of incorporation dated July 5, 2022 was issued to our Company by the Registrar of Companies, Ahmedabad.
Till December 2021, the Company had leased out the Castor plant - Harij having installed capacity of 450 MT per day to its then Holding Company i.e., M/s. Mangalam Global Enterprise Limited vide lease deed dated 27th October, 2018. Prior to December 2021, our company was engaged in the business of trading of agro commodity. However, from January, 2022 our current promoters along with their family members (collectively referred to as Rajgor family) purchased entire stake of M/s. Mangalam Global Enterprise Limited, consisting of 60,109 equity shares, in the issuer company. Since then, Rajgor family has been actively managing the business of manufacturing of Castor Oil, Castor Oil cake, High Protein Oil cake in the Castor Plant Harij along with trading of agro-commodity which amounts to very small portion of our revenue from operation in current financial year.
Rajgor Castor Derivatives Limited has commenced manufacturing of Refined Castor Oil First Stage Grade (F.S.G.), Castor De-Oiled Cake and High Protein Castor De-Oiled Cake for the domestic market. We are currently operating on a B2B business Model and offer our customers Castor Oil and its derivatives. As we are currently operating under a B2B business Model, we focus on operations relating to quality control, inventory management and business development. Being a customer centric company, our prime focus is to attain the utmost client satisfaction by offering them quality products. Our Company strives at all times is to provide products that offers our customers the designs with desired finish and quality. Moreover, our ethical trade practices, transparent business dealings and timely delivery of products help us in maintaining cordial relations with our customers.
Our Promoters Vasantkumar Shankarlal Rajgor, Maheshkumar Rajgor and Brijeshkumar Vasantlal Rajgor having combined experience of more than 24 years in Castor Oil and Derivatives manufacturing and with their innovative business ideas, in-depth knowledge and excellent management skills, we have served our customers proficiently. Our promoters are actively involved in day-to-day operations and looks after Sales, Purchase, Plant Operations, Finance, as well as general administration for the company.
| FINANCIAL KPIs OF OUR COMPANY | |||
| For the Year ended on March 31 | |||
| Particulars | 2023 | 2022 | 2021 |
| Revenue from Operations | 42,878.06 | 3,967.21 | 974.66 |
| 980.81% | 307.04% | ||
| Growth in Revenue from Operations (%) | |||
| Gross Profit | 1,658.80 | 285.99 | 8.96 |
| Gross Profit Margin (%) | 3.87% | 7.21% | 0.92% |
| EBITDA | 1,151.86 | 269.20 | -12.38 |
| EBITDA Margin | 2.69% | 6.79% | -1.27% |
| Particulars | For the Year ended on March 31 | ||
| 2023 | 2022 | 2021 | |
| Profit After Tax | 554.47 | 52.19 | -180.18 |
| PAT Margin (%) | 1.29% | 1.32% | -18.49% |
| RoE (%) | 43.19% | 29.69% | -75.14% |
| RoCE (%) | 22.97% | 12.03% | -0.92% |
| Net Fixed Asset Turnover (In Times) | 21.42 Times | 1.91 Times | 0.45 Times |
| Net Working Capital Days | 43 Days | 348 Days | 483 Days |
| Operating Cash Flows | -4,018.80 | 734.01 | -89.08 |
SIGNIFICANT DEVELOPMENTS SUBSEQUENT TO THE BALANCE SHEET:
After the date of last Audited accounts i.e., March 31, 2023, the Directors of our Company confirm that, there have not been any significant material developments except as stated below:
FACTORS AFFECTING OUR FUTURE RESULTS OF OPERATIONS:
Our Companys future results of operations could be affected potentially by the following factors:
OUR SIGNIFICANT ACCOUNTING POLICIES:
For Significant accounting policies please refer Significant Accounting Policies and Notes to accounts, under Chapter titled
"Restated Financial Information" beginning on page 159 of the Draft Red Herring Prospectus.
RESULT OF OUR OPERATION BASED RESTATED FINANCIAL INFORMATION
( In Lakhs)
| Particulars | For the year ended March 31, 2023 | For the year ended March 31, 2022 | For the year ended March 31, 2021 |
| Revenue from operations | 42,878.06 | 3,967.21 | 974.66 |
| Total Revenue from Operation | 42,878.06 | 3,967.21 | 974.66 |
| % of growth | 980.81% | 307.04% | |
| Other Income | 9.29 | 124.10 | 126.04 |
| % of growth | -92.5% | -1.5% | |
| Total income | 42,887.35 | 4,091.30 | 1,100.69 |
| % of growth | 948.26% | 271.70% | |
| Expenses | |||
| Cost of Material consumed | 38,962.46 | 0.00 | 0.00 |
| % Increase/(Decrease) | 0.00 | 0.00 | 0.00 |
| Purchase of Stock-in-Trade | 1,637.79 | 4,960.20 | 975.66 |
| % Increase/(Decrease) | -66.98% | 408.40% | |
| Changes in Inventories of Finished Goods, WIP and Stock-in-trade | -73.47 | -1,278.98 | -9.96 |
| % Increase/(Decrease) | 94.26% | -12739.57% | |
| Employee benefits expense | 142.19 | 7.78 | 10.71 |
| % Increase/(Decrease) | 1728.66% | -27.42% | |
| Finance Costs | 154.92 | 224.10 | 230.50 |
| % Increase/(Decrease) | -30.87% | -2.78% | |
| Depreciation and amortisation expenses | 140.43 | 137.10 | 135.13 |
| % Increase/(Decrease) | 2.43% | 1.46% | |
| Other expenses | 1,057.24 | 9.01 | 10.62 |
| % Increase/(Decrease) | 11627.81% | -15.15% | |
| Total Expenses | 42,021.55 | 4,059.21 | 1,352.66 |
| % to total revenue | 97.98% | 99.22% | 122.89% |
| Profit/(Loss) Before Extra-Ordinary Items and Tax | 865.80 | 32.09 | -251.97 |
| % to total income | 2.02% | 0.78% | -22.89% |
| Exceptional Items | 0.00 | 0.00 | 0.00 |
| Profit before Tax | 865.80 | 32.09 | -251.97 |
| Total tax expense | 311.33 | -20.10 | -71.79 |
| % Increase/(Decrease) | 1648.92% | 72.00% | |
| Profit and Loss after tax for the Year as Restated | 554.47 | 52.19 | -180.18 |
| % to total income | 1.29% | 1.28% | -16.37% |
| Profit and Loss for the period as Restated | 554.47 | 52.19 | -180.18 |
| % Increase/(Decrease) | 962.41% | 128.96% |
COMPARISON OF FY 2022-23 WITH 2021-22:
Income from Operations
Rajgor Castor Derivatives Limited has commenced manufacturing of Refined Castor Oil First Stage Grade (F.S.G.), Castor De-Oiled Cake and High Protein Castor De-Oiled Cake for the domestic market. We are currently operating on a B2B business Model and offer our customers Castor Oil and its derivatives. As we are currently operating under a B2B business Model, we focus on operations relating to quality control, inventory management and business development. Being a customer centric company, our prime focus is to attain the utmost client satisfaction by offering them quality products. Our Company strives at all times is to provide products that offers our customers the designs with desired finish and quality. Moreover, our ethical trade practices, transparent business dealings and timely delivery of products help us in maintaining cordial relations with our customers. The revenue from operations for the FY 2022-23 was 42,878.06 Lakh as compared to 3,967.21 Lakh during the FY 2021-22 showing an increase of 980.81%. Revenue from operations for FY 2022-23 was increased because during FY 2021-22 and FY 2020-21 the revenue from operation comprise of only sale of Hexene to M/s. Mangalam Global Enterprise Limited, which is essential to run the plant.
However, from 01st January 2022, existing promoters of M/s. Rajgor Castor Derivatives Private Limited (RCDPL) has purchased M/s. Mangalam Global Enterprise Limiteds stake in the Company resulting in increase of revenue from operations. Revenue from Operations mainly includes Sale of products such as Castor Oil First Stage Grade (F.S.G.), Castor De-Oiled Cake and High Protein Castor De-Oiled in the domestic market and other operating revenues. Revenue comprises of only domestic sales.
Details of revenue bifurcation;
CATEGORY WISE REVENUE BIFURCATION
The revenue bifurcation of the issuer company for the last three years as per restated financial Statement are as follows: ( in Lakhs)
| For the year ended March 31 | ||||||
| Particulars | 2023 | 2022 | 2021 | |||
| Sales | % | Sales | % | Sales | % | |
| Revenue from Trading | 85.6 | 2.00 | 3,820.22 | 100.00 | 849.30 | 100.00 |
| Revenue from Manufacturing | 4200.6 | 98.00 | - | - | - | - |
STATE WISE REVENUE BIFURCATION
The revenue bifurcation of the issuer company for the last three years as per restated financial Statement are as follows: >
( in Lakhs)
| For the year ended March 31 | ||||||
| Name of State | 2023 | 2022 | 2021 | |||
| Sales | % | Sales | % | Sales | % | |
| Gujarat | 35,615.01 | 83.09 | 3,820.22 | 100.00 | 849.30 | 100.00 |
| Delhi | 6,304.10 | 14.71 | - | - | - | - |
| Madhya Pradesh | 60.47 | 0.14 | - | - | - | - |
| Maharashtra | 255.39 | 0.60 | - | - | - | - |
| Punjab | 17.67 | 0.04 | - | - | - | - |
| Rajasthan | 205.35 | 0.48 | - | - | - | - |
| Telangana | 11.06 | 0.03 | - | - | - | - |
| Uttar Pradesh | 369.24 | 0.86 | - | - | - | - |
| Uttarakhand | 24.55 | 0.06 | - | - | - | - |
Other Income was 9.29 Lakhs for FY 2022-23 and 124.10 Lakhs for FY 2021-22. The other mainly income includes income from Interest & Dividend Income, Gain on sale of fixed asset, and other non-operating income. Other income decreased due to reason of non-continuing of Engineering Services for Hexene, which in the past financial years was a source of other income is now a consumption material due to commencement of manufacturing facility on its own.
Expenditure:
Cost of material consumed
Cost of material consumed for FY 2022-23 was 38,962.46 Lakhs as against Nil Lakh for the FY 2021-22. The increase was mainly for the reason as mentioned above that the plant has now been operated by the company itself, which was previously operated by former holding company M/s. Mangalam Global Enterprise Limited.
Purchase of stock- in- trade
Purchase of stock-in-trade for FY 2022-23 was 1,637.79 Lakhs as against 4,960.20 Lakh for the FY 2020-21 showing decrease of 66.98%. Increase in Purchase of stock-in-trade of our company is mainly due to increase in revenue from operations.
Changes in Inventories of Finished Goods, WIP and Stock in Trade
The Changes in Inventories of Finished Goods, WIP and Stock in Trade for FY 2022-23 was (73.47) Lakhs as against (1278.98) Lakh for the FY 2021-22.
Employee Benefit Expenses
Employee Benefit expenses Increased from 7.78 Lakh for FY 2021-22 to 142.19 Lakh for FY 2022-23 showing an Increase of 1728.66 % over previous year, i.e., F.Y. 2021-22. Employee Benefit Expenses mainly includes Salary and directors Remuneration, Wages, Bonus, Contribution to Provident Fund and other funds, Staff Welfare and Current
Service cost. The increase is attributed to the reason for increase in number of employees in Financial Year 2023.
Finance Cost
Finance cost Increased from 224.10 Lakh in FY 2021-22 to 154.92 Lakh in FY 2022-23 showing decrease of 30.87%. Finance Cost Mainly Includes Interest cost on borrowings and Other Finance Charges.
Depreciation
The Depreciation and amortization expense for FY 2022-23 was 140.43 Lakh as compared to 137.10 Lakh for FY
2021-22 which is decreased by 2.43%.
Other Expenses
Other Expenses Increased from 9.01 Lakh for FY 2021-22 to 1,057.24 Lakh for FY 2022-23 showing an Increase by 11627.81%. Other expenses mainly include Manufacturing & Service Cost and Administrative and Selling & Distribution Cost. The increase in other expenses is due to commencement of manufacturing from Financial Year 2022-23 and increase in Freight Expenses which were Nil in the Financial Year 2021-22.
Profit before Extra-Ordinary Items and Tax
The Profit before Extra-Ordinary Items and Tax for the FY 2022-23 was 2.02 % of the total income and it was 0.78 % of total income for the FY 2021-22. The Profit before Extra-Ordinary Items and Tax has Increased from 32.09 Lakh in FY 2021-22 to 865.80 Lakh in FY 2022-23.
Profit after Tax (PAT)
PAT Increased from 52.19 Lakh in the FY 2021-22 to 554.47 Lakh in FY 2022-23 showing Increase of 962.41%.
COMPARISON OF FY 2021-22 WITH 2020-21: Income from Operations
Our company was engaged in the business of trading of agro-commodity. The revenue from operations for the FY 2021-
22 was 3,967.21 Lakh as compared to 974.66 Lakh during the FY 2020-21 showing an increase of 307.04%. Revenue from operations for FY 2021-22 was increased due to increase in trading income on similar line as compared to FY 2020-21. Revenue from Operations mainly includes income from trading and other operating revenues. Other Income was 124.10 Lakhs for FY 2021-22 and 126.04 Lakhs for FY 2020-21. The other mainly income includes income from Engineering service for Hexane, Corporate Guarantee Commission Income and Interest & Dividend Income.
Expenditure:
Purchase of stock- in- trade
Purchase of stock-in-trade for FY 2021-22 was 4,960.20 Lakhs as against 975.66 Lakh for the FY 2020-21 showing increase of 408.40 %. Increase in Purchase of stock-in-trade of our company is mainly due to increase in revenue from operations.
Changes in Inventories of Finished Goods, WIP and Stock in trade
The Changes in Inventories of Finished Goods, WIP and Stock in trade for FY 2021-22 was (1,278.98) Lakhs as against (9.96) Lakh for the FY 2020-21.
Employee Benefit Expenses
Employee Benefit expenses decreased from 10.71 Lakh for FY 2020-21 to 7.78 Lakh for FY 2021-22 showing a decrease of 27.42% over previous year, i.e., F.Y. 2020-21. Employee Benefit Expenses mainly includes Salary, Wages and Bonus.
Finance Cost
Finance cost Decreased from 230.50 Lakh in FY 2020-21 to 224.10 Lakh in FY 2021-22 showing Decrease of 2.78%. Finance Cost Mainly Includes Interest cost on borrowings and Other Finance Charges.
Depreciation
The Depreciation and amortization expense for FY 2021-22 was 137.10 Lakh as compared to 135.13 Lakh for FY
2020-21 which is increased by 1.46%.
Other Expenses
Other Expenses Decreased from 10.62 Lakh for FY 2020-21 to 9.01 Lakh for FY 2021-22 showing a Decrease by 15.15%. Other expense mainly includes Manufacturing & Service Cost and Administrative and Selling & Distribution Cost.
Profit before Extra-Ordinary Items and Tax
The Profit before Extra-Ordinary Items and Tax for the FY 2021-22 was 0.78 % of the total income and it was (22.89) % of total income for the FY 2020-21. The Profit before Extra-Ordinary Items and Tax has Increased from (251.97) Lakh in FY 2020-21 to 32.09 Lakh in FY 2021-22.
Profit after Tax (PAT)
PAT Increased from (180.18) Lakh in the FY 2020-21 to 52.19 Lakh in FY 2021-22 showing Increase of 128.96%.
RELATED PARTY TRANSACTIONS
For further information please refer "Annexure 28 Related Party Disclosure Under IND AS 24" under section "Restated Financial Information" beginning from page no. 159 of this Draft Red Herring Prospectus.
FINANCIAL MARKET RISKS
We are exposed to financial market risks from changes in borrowing costs, interest rates and inflation.
INTEREST RATE RISK
We are currently exposed interest to rate risks to the extent of outstanding loans. However, any rise in future borrowings may increase the risk.
EFFECT OF INFLATION
We are affected by inflation as it has an impact on the operating cost, staff costs etc. In line with changing inflation rates, we rework our margins so as to absorb the inflationary impact.
INFORMATION REQUIRED AS PER ITEM (2) (C) (I) (11) OF PART A OF SCHEDULE VI TO THE SEBI REGULATIONS, 2018: Factors that may affect the results of the operations:
1. Unusual or infrequent events or transactions
Except as described in this Draft Red Herring Prospectus, there have been no other events or transactions to the best of our knowledge which may be described as "unusual" or "infrequent".
2. Significant economic changes that materially affected or are likely to affect income from continuing operations. Our business has been subject, and we expect it to continue to be subject to significant economic changes arising from the trends identified above in ‘Factors Affecting our Results of Operations and the uncertainties described in the section entitled "Risk Factors" beginning on page no. 17 of the Draft Red Herring Prospectus. To our knowledge, except as we have described in the Draft Red Herring Prospectus, there are no known factors which we expect to bring about significant economic changes.
3. Known trends or uncertainties that have had or are expected to have a material adverse impact on sales, revenue or income from continuing operations.
Apart from the risks as disclosed under Section titled "Risk Factors" beginning on page no. 17, in this Draft Red Herring Prospectus, in our opinion there are no other known trends or uncertainties that have had or are expected to have a material adverse impact on revenue or income from continuing operations.
4. Future changes in relationship between costs and revenues, in case of events such as future increase in labour or material costs or prices that will cause a material change are known.
Our Companys future costs and revenues will be determined by demand/supply situation, government policies and other economic factor.
5. Extent to which material increases in net sales or revenue are due to increased sales volume, introduction of new products or increased sales prices.
Presently, Our Company is engaged in the manufacturing of Refined Castor Oil First Stage Grade (F.S.G.), Castor De-Oiled Cake and High Protein Castor De-Oiled Cake for the domestic market. We are currently operating on a B2B business Model and offer our customers Castor Oil and its derivatives. As we are currently operating under a B2B business Model, we focus on operations relating to quality control, inventory management and business development. Being a customer centric company, our prime focus is to attain the utmost client satisfaction by offering them quality products. Our Company strives at all times is to provide products that offers our customers the designs with desired finish and quality. Moreover, our ethical trade practices, transparent business dealings and timely delivery of products help us in maintaining cordial relations with our customers and increases in revenues are by and large linked to successful completion of various contracts awarded to our company.
6. Total turnover of each major industry segment in which the issuer company operated.
Rajgor Castor Derivatives Limited has commenced manufacturing of Refined Castor Oil First Stage Grade (F.S.G.), Castor De-Oiled Cake and High Protein Castor De-Oiled Cake for the domestic market. We are currently operating on a B2B business Model and offer our customers Castor Oil and its derivatives. As we are currently operating under a B2B business Model, we focus on operations relating to quality control, inventory management and business development. Being a customer centric company, our prime focus is to attain the utmost client satisfaction by offering them quality products. Our Company strives at all times is to provide products that offers our customers the designs with desired finish and quality. Moreover, our ethical trade practices, transparent business dealings and timely delivery of products help us in maintaining cordial relations with our customers. Relevant Industry data, as available, has been included in the chapter titled "Industry Overview" beginning on page no. 95, of this Draft Red Herring Prospectus.
7. Status of any publicly announced new products or business segment.
Rajgor Castor Derivatives Limited has commenced manufacturing of Refined Castor Oil First Stage Grade (F.S.G.), Castor De-Oiled Cake and High Protein Castor De-Oiled Cake for the domestic market. We are currently operating on a B2B business Model and offer our customers Castor Oil and its derivatives. As we are currently operating under a B2B business Model, we focus on operations relating to quality control, inventory management and business development. Being a customer centric company, our prime focus is to attain the utmost client satisfaction by offering them quality products. Our Company strives at all times is to provide products that offers our customers the designs with desired finish and quality. Moreover, our ethical trade practices, transparent business dealings and timely delivery of products help us in maintaining cordial relations with our customers. Currently Our Company has not publicly announced new business segment till the date of this draft red herring prospectus.
8. The extent to which business is seasonal.
Our Company is engaged in the manufacturing of Refined Castor Oil First Stage Grade (F.S.G.), Castor De-Oiled Cake and High Protein Castor De-Oiled Cake for the domestic market. We are currently operating on a B2B business Model and offer our customers Castor Oil and its derivatives. As we are currently operating under a B2B business Model, we focus on operations relating to quality control, inventory management and business development. Being a customer centric company, our prime focus is to attain the utmost client satisfaction by offering them quality products. Our Company strives at all times is to provide products that offers our customers the designs with desired finish and quality. Moreover, our ethical trade practices, transparent business dealings and timely delivery of products help us in maintaining cordial relations with our customers. Business of our company is not seasonal.
9. Any significant dependence on a single or few suppliers or customers.
Our top ten customers Contributes 73.10%, 100.00%, 100.00% of our total sales for the period / year March 31, 2023, March 31, 2022, and March 31, 2021 respectively. Further Our top ten suppliers Contributes 79.65%, 47.61% and 18.35% of our total purchase of period / year ended on March 31, 2023, March 31, 2022, and March 31, 2021 respectively.
10. Competitive conditions:
We face competition from existing and potential competitors which is common for any business. We have, over a period of time, developed certain competitors who have been discussed in section titles "Business Overview" beginning on page no. 103, of this Draft Red Herring Prospectus.
| CAPITALISATION STATEMENT | ||
| Particulars | Pre-Issue as at March 31, 2023 | As adjusted for the proposed Issue |
| Total Borrowings | ||
| Current Borrowings | 3,825.14 | 3,825.14 |
| Non-Current Borrowings (A) | 434.04 | 434.04 |
| Current maturities of long term debt (B) | 191.74 | 191.74 |
| Total Borrowings (C) | 4,450.93 | 4,450.93 |
| Total Equity | ||
| Equity share capital | 214.58 | [?] |
| Other equity | 2,150.96 | [?] |
| Total Equity (D) | 2,365.55 | [?] |
| Ratio: Non-current borrowings (including current maturities of borrowings) (A+B) / Total Equity (D) | 0.26 | [?] |
| Ratio: Total Borrowings (C) / Total Equity (D) | 1.88 | [?] |
* equity= total shareholders funds Notes:
1. Short-term borrowings implies borrowings repayable within 12 months from the Balance Sheet date. Long-term borrowings are debts other than short-term borrowings and also includes the current maturities of long-term borrowings (included in Short-term borrowings).
2. The above ratios have been computed on the basis of the Restated Summary Statement of Assets and Liabilities of the Company.
3. The above statement should be read with the Statement of Notes to the Restated Financial Information of the Company.
4. Company has allotted 12875016 bonus equity shares on July 05, 2023 in the ratio of 6:1 i.e. for every one equity share six equity shares will be allotted as bonus shares.
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