Tuesday, September 27, 2011

Cals Refineries - AGM Developments Today

StockExplain has obtained the speech of Cals Refineries' Chairman at AGM today morning. Given below is the full transcript. The company also informed that "All resolutions except reappointment of Mr. B.S. Rao were passed. Mr. Rao expressed his desire to withdraw his consent for reappointment due to health."


"Dear Shareholders, 

On behalf of the Board of Directors and on my behalf I extend a warm welcome to all of you to the 27th Annual General meeting of your Company. 

The Notice of the AGM, Directors' Report and the Audited Accounts are already with you and with your permission, I take them as read.  

During the financial year 2010-2011, the Company has made the significant progress in the direction of implementing refinery project. 

The Company successfully tied up with Hardt Group, Austria, by signing the Assets Purchase Agreements with affiliates of Hardt Group, which is primarily focused in Energy sector. The group had invested in used refinery equipments which incidentally when combined with the equipment already identified  by the Company can enable it to attain a refining capacity of 10MMTPA.The aggregate cost of both the refineries is amounting to US$ 417 million, which will be settled by issue of equity in the form of GDR to the extent of US$ 317 million and the balance US$ 100 million will be paid after achieving financial closure or by sourcing additional equity for the project. 

The Company made an application to Foreign Investment Promotion Board (FIPB) for issue of equity in the form of GDR against purchase of refinery equipments under Assets Purchase Agreements from the affiliates of Hardt group. FIPB has approved our request in their meeting held on May 20, 2011 and has recommended to Cabinet Committee on Economic Affairs (CCEA) for approval, which is expected to clear the same shortly. Besides the above, Hardt group has also subscribed to equity capital of the Company by way of preferential allotment. Till date Hardt group company has been allotted 12.08 crores equity shares aggregating Rs.12.08 crores and Rs.1.40 crores is pending allotment.  This infusion of equity has enabled the  Company to restart the project activities. 

The Company and the Hardt group are in negotiations with a reputed European Contractor for implementing the project on EPCC basis. The EPCC contractor will also be extending completion guarantees and guarantees for throughput, besides funding a part of the facility. The EPCC contract is expected to be finalised shortly. This will enable the project construction activities to commence without waiting for the financial closure. 
M/s Chemtex Global Engineers Pvt. Ltd., has upgraded the Detailed Project Report for the planned capacity of 200,000 BPSD based on configuration study concluded by KBC Technologies. The estimated Cost of the Project is around Rs.12000 crores, which will be funded by a debt:equity of 70:30. The project  will be implemented over a period of 40 months from the award of EPCC Contract, with the part of the facility going on stream in 24-30 months. 

The Contract for purchase of the Bayernoil Refinery from M/s Lohrmann International was renegotiated whereby the scope of the contract has been amended to exclude auxiliary technical services and consultancy services besides reduction in the purchase price for the contract. The Company was not able to fulfil the payment terms and the new contract has been terminated by M/s. Lohrmann International. In the meanwhile Bayernoil has handed over the site to a scrapping contractor for scrapping of equipments and cleaning of the refinery site. However, the Company is in the process of negotiating with the scrapping contractor for getting some of the equipments which are critically required for the refinery project. 

The Ministry of Environment and Forests (MOEF) was approached for obtaining approval for the upward revision in capacity from 5 MMTPA to 10 MMTPA. MOEF has informed us that as there is a freeze on new industrial construction in Haldia, which is categorized as critically polluted area, the project proposal can be considered only when moratorium is lifted by the Ministry. We have taken up the issue with West Bengal Govt for necessary action in the matter. 

The Company has also requested West Bengal Government for extension of time for payment of consideration for sub leased land upto March 2012 and extension of fiscal incentives for enhanced capacity of the project.  

Last week, Securities and Exchange Board of India (SEBI) has passed an interim order barring the Company from further issue of Shares and GDR for market manipulation thru GDR issue. Neither the Company nor its Promoters or Directors are involved in any of the market manipulation. The Order itself has not detailed any wrong doings. The Company has made a representation to SEBI in this regard and has requested for an early hearing in the matter. 

On this occasion of your Company's 27th Annual General Meeting, the Directors’ of your Company take pleasure in applauding you for the great co-operation extended by all of you during the year and thank you for your unstinted support. I look forward for your continued support and encouragement. 

Thank you, Ladies and Gentlemen. "

(Editors' Remarks: Please note that the above text is a speech made at Cals Refineries AGM, and is in no way any kind of analysis on the scrip by StockExplain.com)


  1. Thank you sir,god will bless you for this,ur really helping the innocent investors by providing true information.


  2. Thanks Stock ask for posting AGM Copy...


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    thank U ..Sir......

    Bharat patel "bvmenat"