Due Diligence & Valuation Report Format
Due Diligence & Valuation Report Format
Due Diligence & Valuation Report Format
Total Dues Name of borrower/Directors/Partners Details of Personal/Corporate Guarantees Contact Numbers Regd. Office at Factory at Operational Status Sole/Consortium/Multiple Banking Name & Share of Banks/FI in case of Consortium/Multiple Banking Legal status (DRT/ SARFAESI/ BIFR/ LIQUIDATION ) & at what stage Security Status/Nature of Security Total Market Value of Securities as per Bank/FIs Valuer Offering Bank/FIs share of Realisable Value of securities Value recommended(after discounting) for acquisition of the debt by BUYER Proposed Resolution Strategy and expected time frame for realisation Details of any settlement proposals received by the Bank/FI and status of the same. Details of any negotiations by the Bank/FI currently in progress with the Borrower/other entities Prospective buyers, if any
1
Due diligence and Valuation Report PART 1 OPERATIONAL DETAILS Dues of offering Bank/FI* : Nature of advance Amount advance d Present Rate of Interest Principal (1) Term Loan NCDs Working Capital (CC, LC etc.) TOTAL Debt Profile of the Borrower as on date (Rs. In Crores) : Name of the Type of Outstandi lender assistance with ng facilitywise Principal break-up Lender 1 Lender 2 % of total Security Secured details debt of the Company (Rs. In Crores) Uncharged Total Interest from outstandi date ng __________ (2) ( 1 + 2)
Date of NPA :Lead Bank/ Lead Institution/ Debenture Trustee (in case of Debenture assistance)/ Operating agency (in case of BIFR cases) Repayment History: Relief granted in the past and debt servicing record Debt Restructuring under CDR/BIFR/Others & brief details of the scheme, status Background of the Borrower :a)
History (incl. Major problem areas, reasons of poor performance etc) Latest Shareholding Pattern
2
b)
c)
Group Company Details: Industry, Location, Brief Description, Past Performance, Net Worth etc.
d)
Statutory Dues, if any. Whether any action initiated by regulatory agencies If Yes Please provide details like amount of claim etc. If No - Please provide details regarding Potential Liabilites like Labour dues, Excise, Sales Tax, Electricity charges etc.
e)
PART 2 LEGAL DUE DILIGENCE REPORT Nature, Type and Charge of security (Land, Building, Plant & Machinery etc.) and its detailed description such as Name of the Owner, type of holding etc. (In case if leasehold properties, please provide the complete details regarding terms of lease, validity of lease period etc.) i) Primary Security : ii) Collateral Security : iii) Guarantees a) Personal Guarantees b) Corporate Guarantees c) Third Party Guarantees, Others. Details/Status of security creation and release of any security Details/Status of Insurance of above Assets Whether the above Assets are in possession of the Borrower/Selling Bank/DRT/High Court/Official Liquidator/any other entity. Details of any other Assets of the Borrower/Guarantor available or not. If yes, give details from Networth Report/any other Documents Whether Documents are Timebarred. If not,please provide Date of
3
Documentation/Acknowledgeme nt of Debt Validity and Enforceability of the underlying security (including Personal/Corporate Guarantees etc., ) Custody of Original Title documents If Suit filed a) Date of filing b) Claim amount c) Rate of interest d) Whether Claim Affidavit of Original Documents completed e) Argument Stage whether exparte contested f) Current Status/Stage of the case h) If decreed (i) Date of Decree (ii) Decreetal amount (iii) Rate of interest ordered by the Court and date from which rate of interest to be applied (iv) Current Status/Stage with the Recovery Officer If Suit not filed Limitation to file Money suit (Date) provide details of document in support of the same Limitation to file Mortgage suit (Date) provide details of document in support of the same Jurisdiction Documented Rate of interest Legal Status DRT : ( case No. DRT no. etc) DRAT: (case No.) BIFR High Court Official Liquidator: Whether claim is filed before Official Liquidator SARFAESI Action initiated by Date of Notice Bank Date of symbolic Possession Permission from DM/ CMM and date of Physical possession Sale conducted, if any
4
Reserve Price and Date of sale Clarity of title of the underlying security (ROC Search Report to be attached). Attachment orders, if any, already in force on the underlying security. Any other relevant documentation. Complete details of recurring expenses such as Security charges, DRT/Court Receiver fees/charges, lawyers fees or other expenses, if any, alongwith terms of appointment Details of counter claims, if any, filed on lenders by borrowers. Any FIR with Police/inquiry from CBI. If yes, please provide details. Whether any Special Act applicable PDC available and if yes, has any case been filed u/s 138
PART 3 VALUATION REPORT Valuation Methodology adopted & Comments alongwith rationale (considering all the factors such as the ranking and quality of charge, statutory liabilities, any other recurring expenses/liabilities, resolution cost/time etc.) (Rs. in Crores) Particulars of Property Details of Market Discountin Market Rationale for Assets Value g/ Value assigning (Agricultur availabl Appreciati in our value by our al, none as per on factor Valuer Valuer agricultural Bank/FI applied by s , Pucca s Valuer our Valuer opinion House, and Residential Date of , Valuatio Commercia n l etc. Primary Security ( A ) Property 1 Property 2 Collateral Security (B) Property 1 Property 2 Personal Guarantees ( C ) Director 1 Director 2 Corporate Guarantees ( D ) Corporate entity 1 Corporate entity 2 Total Applied Value (A+B+C+D) Less : Potential Liabilities including Statutory Liabilities, Workers dues if any (if relevant & applicable as per law) Total Realisable Value : Realisable Value ( Offering Banks Share only ) :
Value Assigned by (Name of our Valuer) for acquisition of Bank/FIs debt by BUYER (Rs. In Crores) Outstanding Principal of offering Bank/FI Realisable Value of securities for offering Bank/FIs share Less : Recurring expenses, if any, for the period of resolution Less : Counter claims, if any, filed on offering Bank/FI by the borrower Fair Realisable Value Less: Resolution Cost @ 10 % of Fair Realisable Value Final Realisable Value prior to discounting NPV of Final Realisable Value considering Discounting factor applied at 20% (cost of capital + marginal rate of return) for 4 years (expected time for realisation) Value recommended for acquisition of the Bank/FIs debt by BUYER Proposed resolution strategy and expected time for realisation
PART 4 Additional Details in case of Operating units Market Data: ( For ListedCompanies ) Listed at Current Market Price 52 Week H/L Details of Shares Pledged Past Financials ( if available )(Rs. In Crores) with comments Particulars Net Sales Gross Profit Interest Operating Profit Net Profit Cash Accruals Net Fixed Assets Net Worth Accumulated Losses Debt Equity Ratio 2012 2011