agarwal industrial corporation ltd Management discussions


Please note that disclosures given in this Annexure - Management Discussion and Analysis (MD&A) are meant to ensure that there is transparency in Companys financial performance. They enable our investors to evaluate the Company and make informed investment decisions. Financial statements alone are not sufficient to judge a Companys current performance and predict the future performance. The ordinary investor needs narrative explanations to have a better understanding of the performance and the environment in which the firm operates. MD & A fulfills this objective. It gives the investor an opportunity to look at the Company through the eyes of management by providing both a short and long-term analysis of the business of the Company.

Some statements in this discussion describing the projections, estimates, expectations or outlook may be forward looking. Actual results may, however, differ materially from those stated, on account of various factors such as changes in government regulations, tax regimes, economic developments within India and the countries within which your Company conducts its business, exchange rates and interest rates fluctuations, impact of competition, demand and supply constraints, etc.

BITUMEN INDUSTRY SCENARIO

Indian Bitumen Market Outlook - 2026

The India bitumen market was valued at $2.8 billion in 2018, and is projected to reach $3.6 billion by 2026, growing at a CAGR of 2.8% from 2019 to 2026.

Bitumen is a black to dark brown sticky material, composed principally of high molecular weight hydrocarbons. It is a semi-solid hydrocarbon product of crude oil distillation, which is produced by removing the lighter fractions (such as liquid petroleum gas, petrol, and diesel) from heavy crude oil during the refining process. The physical properties of bitumen include adhesion, resistance to water, hardness and higher softening point.

The growth of Indian bitumen market is majorly driven by increase in road and building construction activities. Construction of various national highways, expressways, and airport runways boosts the demand for bitumen across the country. Bitumen is processed into asphalt for road construction. In addition, rise in investments by the government for the development of national highways and expressways, which include projects relating two-laning of highways, the National Highways Development Project, six-laning of crowded stretches of the Golden Quadrilateral, a special program for the development of road connectivity in naxal affected areas, development of Vijayawada-Ranchi road, and for providing last mile connectivity, is anticipated to drive the growth of the market. Furthermore, bitumen is widely used in the construction industry for roofs, owing to its physical properties such as adhesion, resistance to water, hardness, ductility, and higher softening point. Therefore, growth in the construction industry due to growth in population across the cities and demand for new houses led to increase in demand for bitumen across the country. In addition, government initiatives such as Pradhan Mantri Awas Yojana (PMAY) that includes construction of houses for poor people living in both rural and urban areas is likely to increase the demand for bitumen; thereby, driving the growth of the India bitumen market.

However, human health & environmental issues associated with bitumen, fluctuating international crude oil prices, and increase in use of alternative of bitumen such as concrete in roadway construction applications are expected to restrain the growth of the market. Moreover, development of bio-based bitumen and EME (Enrob?s ? Module Elev?) binder is anticipated to provide lucrative opportunities for further development of the market.

The Indian bitumen market size is segmented on the basis of type, end-use industry, and region. Depending on type, the market is classified into paving grade bitumen, oxidized bitumen, polymer modified bitumen, and bitumen emulsions. By end-use industry, it is classified into road construction, waterproofing, and others. Region wise, it is analyzed across North India, East India, Northeast India, South India, and West India.

The major key players operating in the Indian bitumen market besides Agarwal Industries Corporation Ltd, include Indian Oil Corporation Ltd., Hindustan Petroleum Corporation Limited, Bharat Petroleum Corporation Ltd., Oil & Natural Gas Corporation Ltd., Total India, Tiki Tar Industries India Ltd, Juno Bitumix Pvt Ltd., Universal Bituminous Industries Pvt. Ltd., and Swastik Tar Industries. Other players operating in this market include Hincol, Jalnidhi Bitumen Specialities Pvt. Ltd., OOMS Polymer Modified Bitumen Pvt Ltd., Sapco, and UFTI. These major key players are adopting different strategies such as joint venture, agreement, and business expansion to stay competitive in the Indian market.

Indian Bitumen Market, By Region – 2026

North India, East India, Northern India, West India & South India

North India would exhibit an CAGR of 3.4% during 2019-2026.

North India accounted for the major India bitumen market share in 2018, owing to major road network development initiatives undertaken by the Government of India (GoI) in the North India Region, which include national highways projects in Uttar Pradesh and Punjab. In addition, maintenance and repair of rural roads constructed under Pradhan Mantri Gram Sadak Yojana (PMGSY) in Haryana, Rajasthan, Uttarakhand, and Himachal Pradesh is anticipated to increase the demand for bitumen across these states; thereby, driving the growth of the bitumen market across North India.

Indian Bitumen Market, By Type

Paving Grade Bitumen is projected as the most lucrative segment.

Paving grade bitumen segment accounted for the major share in 2018, owing to growth in road construction development activities across the country. Government projects such as Bharatmala, various national highway projects, and construction of various economic corridors in different states fuel the demand for bitumen emulsion across the country. In addition, initiatives launched by Government of India for construction of roads in rural areas such as Pradhan Mantri Gram Sadak Yojana (PMGSY) and upgradation, maintenance, and repair work of existing rural roads, national highways, and expressways are likely to boost the demand for bitumen across India; thereby, driving the India bitumen market growth.

India Bitumen Market, By End-Use Industry

Road Construction is projected as the most lucrative segment.

Depending on end-use industry, the road construction segment accounted for the major market share .The road construction segment includes national highway, state highway, rural roads, and airport runways. Government has initiated various road projects that include construction of various national and state highways, expressways, and airports to boost the infrastructural activities. In addition, to connect the rural areas of the country to the cities the government has launched initiatives like Pradhan Mantri Gram Sadak Yojana that provide good all-weather roads. This factor is anticipated to drive the growth of the market.

Key Benefits for Indian Bitumen Market:

• The India bitumen market analysis covers in-depth information of major industry participants.

• Porters five forces analysis helps analyze the potential of buyers & suppliers and the competitive scenario of the industry for strategy building.

• Major countries have been mapped according to their individual revenue contribution to the regional market.

• The report provides an in-depth analysis of the India bitumen market forecast for the period 2019-2026.

• The report outlines the current India bitumen market trend and future estimations of the market from 2018 to 2026 to understand the prevailing opportunities and potential investment pockets.

• The key drivers, restraints, and India bitumen market opportunity and their detailed impact analysis is elucidated in the study. Construction of various national highways, expressways, and airport runways boosts the demand for bitumen across the country. Bitumen is processed into asphalt for road construction. In addition, rise in investments by the government for the development of national highways and expressways, which include projects relating two-laning of highways, the National Highways

Development Project, six-laning of crowded stretches of the Golden Quadrilateral, a special program for the development of road connectivity in naxal affected areas, development of Vijayawada-Ranchi road, and for providing last mile connectivity, is anticipated to drive the growth of the market. Furthermore, bitumen is widely used in the construction industry for roofs, owing to its physical properties such as adhesion, resistance to water, hardness, ductility, and higher softening point. Therefore, growth in the construction industry due to growth in population across the cities and demand for new houses led to increase in demand for bitumen across the country. In addition, government initiatives such as Pradhan Mantri Awas Yojana (PMAY) that includes construction of houses for poor people living in both rural andurban areas is likely to increase the demand for bitumen; thereby, driving the growth of the Indian bitumen market. However, human health & environmental issues associated with bitumen, fluctuating international crude oil prices, and increase in use of alternative of bitumen such as concrete in roadway construction applications are expected to restrain the growth of the market. Moreover, development of bio-based bitumen and EME (Enrob?s ? Module Elev?) binder is anticipated to provide lucrative opportunities for further development of the market.

Key Benefits for Indian Bitumen Market:

• The India bitumen market analysis covers in-depth information of major industry participants.

• Porters five forces analysis helps analyze the potential of buyers & suppliers and the competitive scenario of the industry for strategy building.

• Major countries have been mapped according to their individual revenue contribution to the regional market.

• The report provides an in-depth analysis of the India bitumen market forecast for the period 2019-2026.

• The report outlines the current India bitumen market trend and future estimations of the market from 2018 to 2026 to understand the prevailing opportunities and potential investment pockets.

• The key drivers, restraints, and India bitumen market opportunity and their detailed impact analysis is elucidated in the study.

(*Adopted from Allied Market Research reports)

OUR OPERATIONS – BUSINES SEGMENTS

The Company primarily belongs to Ancillary Infra Industry and is engaged in the business of (i) manufacturing and trading of Bitumen and Allied products used heavily in infrastructure projects (ii) providing Logistics for Bulk Bitumen and LPG through its own Specialized Tankers and (iii) also generates power through Wind Mills. These businesses are of seasonal nature due to which revenue gets varied

MANUFACTURING OF BITUMEN & BITUMINOUS PRODUCTS

The Company has its manufacturing and storage units at Taloja, Belgaum, Baroda, Hyderabad, Cochin (through its wholly owned subsidiary – Bituminex Cochin Private Limited) and at recently added unit at Pachpadra City, Dist. Barmer, (Rajasthan). Further, the Company has started full fledged operations at its recently established manufacturing and storage facilities of Bitumen and other value added Bituminous products at Guwahati, Assam and which would endeavor to expand and develop Bitumen trade in Eastern states as Bitumen is extensively used in infrastructure projects more specifically in road construction projects initiated by the State Government.

BULK BITUMEN STORAGE FACILITIES

The Company has Bulk Bitumen Storage facilities to effectively handle and market bitumen imports at Mumbai, Maharashtra , Vadodara, Gujarat, Karwar, Haldia, West Bengal, Dighi ( Company Owned), Maharashtra , Hazira ( Loading ) and Mangalore.

BULK BITUMEN TRANSPOTATION

We are the pioneers of logistics in Bitumen, which is predominantly used in road construction business. It can be procured either in bulk or in packed form. In either case the product has to be dispatched to the construction site or to the storage facilities of our industrial consumers. The bulk bitumen is transported via specially designed tankers that are insulated and have pumping facility for loading and unloading the bitumen. Most of our Bitumen tankers are under contract with major oil companies in India like HPCL, BPCL and IOCL and by other major consumers of the product.

BULK LPG TRANSPOTATION

We are amongst the leading transporters of LPG in India, which is the most widely used fuel for domestic as well as industrial purposes. While we already own a large fleet of tankers, we also hire tankers on long term contracts to cater to the demand from customers LPG is mainly sourced from domestic refineries and via bulk imports.

Bulk LPG is mainly transported from the source to the industrial user or to their bottling plants through specially designed tankers LPG, being highly inflammable, require tankers that take care of all safety aspects while loading, transporting and unloading. Most of the LPG tankers are under contract with major oil companies like HPCL, BPCL and IOCL.

POWER GENERATION THROUGH WIND MILLS

The Company has diversified into Non-Conventional energy generation by installing wind mills at Rajasthan and Maharashtra, keeping in view of the likely shortage of energy resources in future. Your Company has one Windmill at Dhulia, Maharashtra and one in Jaisalmer, Rajasthan.

AUTHORIZED SERVICE CENTRE OF ASHOK LEYLAND

We own a large fleet of tankers which necessarily calls for regular periodic checks and maintenance. As also, our entire fleet of tankers comes from the Ashok Leyland stable. Both these factors influenced our decision to set up an authorized service center, for Ashok Leyland vehicles, within the company. Not only does this ensure a timely turnaround of the fleet serviced but is an economically beneficial proposition for the company. We have our own workshop and maintenance facilities at strategic locations like Mumbai, Baroda and Jodhpur.

FINANCIAL PERFORMANCE AND OPERATIONS

Major indicators of your Companys financial performance for the F.Y ended March 31, 2023 are presented in the accompanying Audited Financial Statements. These financial statements have been prepared in accordance with the Indian Accounting Standards (Ind AS) notified under the Companies (Indian Accounting Standards) Rules, 2015 as amended by the Companies (Indian Accounting Standards) (Amendments) Rules, 2016. The Company has adopted Ind AS from April 01, 2017 for the first time and accordingly these financial results are Ind AS 101 (First Time Adoption of Indian Accounting Standards) compliant.

RESULTS OF OPERATIONS (Standalone)

The total Revenue of the Company for the Financial Year ended March 31, 2023, is Rs. 177685.67 Lakhs as compared previous years total Revenue of Rs. 141486.17 Lakhs thus indicating an increase of 25.59% over the previous year.

Further, Profit before Tax and Profit after Tax were Rs. 6636.91 Lakhs and Rs. 4934.64 Lakhs respectively during the year under review as against Rs. 5212.97 Lakhs and Rs. 3856.52 Lakhs in the corresponding previous year, reporting an increase of about 27.32% and 27.96% over the previous financial year.

DIVIDEND

Your Directors have recommended a dividend of Rs. 2.50 per equity share of the face value of Rs.10/- each fully paid up for the financial year ended March 31, 2023. The dividend distribution is subject to approval of the members of the Company at the ensuing Annual General Meeting.

Pursuant to the amendments introduced by the Finance Act, 2020 the Company will be required to withhold taxes at the prescribed rates on the dividend paid to its shareholders w.e.f. 1st April 2020. No tax will be deducted on payment of dividend to the resident individual shareholders if the total dividend paid does not exceed Rs. 5,000/-. The withholding tax rate would vary depending on the residential status of the shareholder and documents registered with the Company.

SHARE CAPITAL

Issued and Paid up Capital of the Company is comprised of 1,49,57,789 Equity Shares of Face Value of Rs.10/ each amounting to Rs.14,95,77,890 /- as on date.

During the year under review, the Company has converted last and final tranche of 17,49,000 Warrants (including both promoter group and public ) into equal number of fully paid up Equity Shares viz. 17,49,000 Equity Shares of the F.V of Rs 10/- each at an Issue Price of Rs.105.20/- (including premium) aggregating to Rs. 13,79,96,100/- (remaining 75% of Rs.105.20/-) out of total 35,11,000 Warrants allotted under the Public and Promoter Category earlier in accordance with Chapter V of the SEBI ( ICDR) Regulations , 2009 as amended, the Board Resolution dated January 15, 2021 and Special Resolution dated February 10, 2021. These newly allotted Equity Shares have been listed on BSE and NSE. With this final tranche of conversion, the Company has completed its Preferential Issue of Warrants in accordance with Chapter V of the SEBI (ICDR) Regulations, 2009 as amended. The entire Equity

Shares allotted post conversion are listed on BSE & NSE.

Further, entire funds raised under the said Preferential Issue have been utilized strictly in accordance with the objects of the issue which inter alia, included: repayment of debt, capital expenditure, investments and meeting working capital requirements.

AMOUNT TO BE CARRIED TO OTHER EQUITY

The Company has transferred Rs. 28275.10 Lakhs to the Other Equity for the F.Y. March 31, 2023 after appropriating Rs. 289.15 Lakhs towards dividend paid for the F.Y. ended March 31, 2022.

CAPITAL EXPENDITURE

As at March 31, 2023, the Capital Expenditure during the year under review amounted to Rs.1021.39 Lakhs including Work in Progress (WIP) amounted to Rs. 408.32 Lakhs.

SEGMENTWISE/PRUDUCTWISE PERFORMANCE

For Segment wise/ Product wise performance of the Company, please refer to Financial Statements of the Company.

AUDITED CONSOLIDATED FINANCIAL STATEMENTS

The Audited Consolidated Financial Results for the F.Y ended on March 31, 2023 include the financial results of its Wholly Owned Subsidiary (WOS) Companies- (i) Bituminex Cochin Private Limited, and (ii) AICL Overseas FZ-LLC and (iii) Agarwal Translink private Limited These Audited Financial Results have been prepared in accordance with Indian Accounting Standards (Ind AS) notified under the Companies (Indian Accounting Standards) Rules, 2015 as amended by the Companies nancial costs.

(Indian Accounting Standards)(Amendments) Rules, 2016. During the reporting year 2022-23 the Company has incorporated a Wholly Owned Subsidiary viz. AICL Finance Private Limited on 20th January 2023, which havent started its business yet due to pendency of Regulatory permission, hence not forming part of Consolidated Financial Statement.

OUR STRENGTHS

Indias first largest Bitumen Company in Private Sector.

• Promoters with profound Industry Experience of 38 plus years.

• Well diversified Company: Manufacturing & Trading of

•Bitumen and other value added products; Transportation of Bulk Bitumen & LPG: Power Generation through Wind Mills.

• Bulk Bitumen Storage facilities near ports for effective and optimum handling of bitumen imports.

• Consistently Dividend Paying Company

• Bitumen manufacturing is our finest forward integration and is an extension of our parent Business i.e. Bitumen Bulk Transportation.

• Strong Suppliers & Client relationship continuing for past many years.

Comprehensive consolidated financial Strength through Wholly Owned Subsidiary Companies incorporated in UAE under the name "AICL OVERSEAS" in Ras AI Khaimah Economic Zone (RAKEZ) in United Arab Emirates (UAE) for undertaking various ship/vessel /ocean related activities and already existing Wholly Owned Subsidiary Company named Bituminex Cochin Private Limited. Post financial year ended March 31, 2021, Agarwal Translink Private Limted (ATPL) , a group Company, in lieu of purchase of the entire equity holding of all the Members of the said group Company, became Companys wholly owned subsidiary Company (WOS).

• Our above overseas WOS owns fleet of 5 (Five) large Vessels having total capacity of 29,500 MT which are used in importing raw bitumen from oil producing countries. The economies we achieve with our own fleet of marine vessels and road transport vehicles enable your Company to outbid competitors, secure tenders and ensure high standards of supply and services to its valued customers.

• Cost Advantages through bulk imports.

• Being amongst the largest fleet operators of specialized Bitumen and LPG Tankers in the country adds to customer comfort and ensures supply reliability.

• Market share gain over the years, spurred by superior product quality and increased customer satisfaction though no identified identical business peer.

• Majority of our manufacturing facilities are ISO Certified.

• All major capex till date from capital infusion and internal accruals so far thus improving bottom line throughsaving

• Benefits of Listed Company - Capital appreciation, liquidity and transparency of operations..

• Geographically well located Company in different parts of the country.

For details, please refer to relevant sections of Directors Report.

OUR CHALLENGES

• Imports – Shipments at Right time, Right Pricing, Quality Material.

• Pricing – Competition with other players in the Industry.

• Continuous development of Infrastructure Sector.

• Timely payment to our clients from the related government authorities.

• Cost reduction/cost minimization through consistent guidance and motivational efforts. at all

• levels of operations

OUR OPPORTUNITIES

• Directly related to Infrastructure projects which are under Govts priority agenda.

• Endless opportunities for expansion of Bitumen Products as road construction within the ambit of infrastructural growth.

• Tremendous scope for developing Value Added Products with potential of higher margins.

• Huge deficit in bitumen indigenous supply and demand leaving tremendous scope for imports

• Huge deficit in power demand and power supply leaving tremendous scope for expansion of Wind Power Mills

• Having own manufacturing plants and bulk imports minimize dependency on oil Companies.

OUR THREATS

There are no major business / industry threats before us as ours is a well-diversified and fundamentally strong

Company with clear vision for future growth and prosperity and is under priority infrastructure sector. However, there are some factors which are beyond the control of the

Company viz. impact due to fluctuations in the economy caused by changes in global and domestic economies, competition in the industry, changes in government policies and regulations, fluctuations in interest rates etc. which are common to all sectors, so we are no exception. Nevertheless, your Company ensures all safeguards to combat any such eventuality .to the best of its ability and vast industry experience.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

Your Company has in place an adequate system of internal controls, with documented procedures covering all corporate functions. Systems of internal controls are designed to provide reasonable assurance regarding the effectiveness and efficiency of operations, the adequacy of safeguards for assets, the reliability of financial controls, and compliance with applicable laws and regulations. The Audit Committee of the Board oversees the adequacy of the internal control environment through regular reviews of the audit findings and monitoring implementations of internal audit recommendations through the compliance reports submitted to them.

MANPOWER

Your Company is committed to attract, develop and retain high quality talent. We promote culture of higher commitment and entrepreneurial approach across all over management positions to foster organizations growth. During the year under report, your Company maintained harmonious and cordial industrial relations with its staff and employees.

PROTECTION OF WOMEN AT WORK PLACE

The Company has formulated a policy on ‘Protection of Womens Rights at Workplace as per the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013.

There were no cases of sexual harassment received by the Company in 2022-23 & between the end of the financial year and the date of this Report.

SAFETY, HEALTH AND DEVELOPMENT

Safety, health and development of human resources is our paramount objective and your Company actively pursues measures to sustain and improve the same on regular basis.

MANAGEMENT INFORMATION SYSTEMS (MIS)

Effective Management Information Systems are core to any successful business and your Company is supported and empowered by installing updated and advanced MISs to be in forefront of this competitive industry.