SPV Global Trading Limited (formerly Tariff Cine & Finance Ltd) is an Indian-listed specialized trading house focused on the **non-ferrous metals** sector. Since surrendering its NBFC license in **2018**, the company has transitioned into a strategic holding and trading entity. It currently stands at a critical corporate inflection point, characterized by the total divestment of its primary manufacturing asset and a shift in its long-term listing status. --- ### **Core Business Operations & Market Positioning** The company’s standalone business model is concentrated on a single reportable segment: **Trading Activity**. * **Product Specialization:** The company trades a diverse spectrum of **non-ferrous metals**, with a primary focus on **copper scrap** and copper-based alloys. * **Target Industries:** Traded materials are essential inputs for manufacturers in high-precision and high-growth sectors, including: * **Automobile & Electric Vehicles (EV):** Benefiting from the global shift toward electrification. * **Electrical & Electronics:** Supporting infrastructure and consumer tech. * **Horological & Coinage:** Supplying specialized alloys for watchmaking and government mints. * **Strategic Growth Drivers:** Management identifies three primary tailwinds: rising domestic copper demand, buoyant global copper prices (LME-linked), and the rapid expansion of the Indian EV ecosystem. * **Operational Leanliness:** The standalone entity maintains a highly lean structure, employing only **2 people** as of March 31, 2024, with operations overseen directly by the Board and a **Risk Management Committee**. --- ### **Group Structure & Subsidiary Ecosystem** Until the completion of its pending divestment, SPV Global Trading Limited operates as the parent of a consolidated group with interests in manufacturing and real estate. | Entity Name | Relationship | Ownership Interest | Core Activity | |:---|:---|:---|:---| | **SPV Global Trading Limited** | Parent | - | Non-ferrous metal trading | | **Rashtriya Metal Industries Ltd (RMIL)** | Subsidiary | **54.90%** | Metal Manufacturing | | **RMIL Real Estate LLP** | Step-down Subsidiary | **99.91%*** | Real Estate Development | | **RMIL Properties LLP** | Step-down Subsidiary | **99.91%*** | Real Estate Development | *\*Represents the effective holding via RMIL.* The company has consistently increased its stake in **RMIL**, rising from **50.51%** in 2023 to **54.90%** by **March 2025**, signaling a period of consolidation before the ultimate decision to exit. --- ### **The Gravita Divestment: A Strategic Exit** In **March 2026**, SPV Global Trading Limited entered into a definitive **Share Purchase Agreement (SPA)** to sell its entire controlling stake in its material subsidiary, **Rashtriya Metal Industries Limited (RMIL)**. This move represents a total exit from its manufacturing operations. * **Transaction Details:** The company is selling **22,79,410** equity shares (**54.90%**) to **Gravita India Limited**. * **Valuation:** The purchase consideration is approximately **INR 310.17 Crores**, based on a floor price of not less than **INR 1,325** per share. * **Timeline:** Following a **Special Resolution** passed in **February 2026**, the transaction is slated for completion by **June 30, 2026 (Q1 FY2026-27)**. * **Impact:** This divestment will fundamentally alter the company’s balance sheet, replacing a high-turnover manufacturing asset with significant cash liquidity. --- ### **Financial Performance Analysis** The group’s financial profile shows a stark contrast between the high-scale consolidated manufacturing operations and the leaner standalone trading business. #### **Comparative Financial Summary (₹ in Lakhs)** | Particulars | FY 2024-25 (Consolidated) | FY 2023-24 (Consolidated) | FY 2024-25 (Standalone) | FY 2023-24 (Standalone) | | :--- | :---: | :---: | :---: | :---: | | **Total Revenue** | **91,192.32** | **69,318.76** | **2,405.50** | **4,673.09** | | **Net Profit / (Loss)** | **2,611.15** | **960.18** | **(2.19)** | **48.03** | | **Return on Net Worth** | — | — | **-0.01%** | **11%** | #### **Key Financial Observations** * **Consolidated Growth:** Revenue grew by **31.5%** in FY 2024-25, with Net Profit surging **172%**. This growth was almost entirely driven by **RMIL**, which contributed **₹910 Crores** in turnover. * **Standalone Contraction:** Standalone trading revenue nearly halved in FY 2024-25, resulting in a marginal net loss of **₹2.19 Lakh**. * **Equity Composition:** As of **September 2024**, standalone **Other Equity** stood at **₹242.74 Lakh**, including **Retained Earnings** of **₹230.43 Lakh** and a **Special Reserve** of **₹10.53 Lakh** (retained from its NBFC era). * **Liability Aging:** Consolidated trade payables reached **₹2,964.07 Lakh** in 2023, with a notable **₹1,557.50 Lakh** aged between **1 to 2 years**, indicating a need for careful working capital management. --- ### **Risk Management & Contingent Liabilities** The company maintains a formal risk framework to navigate the volatile metals market and regulatory landscape. #### **Market and Financial Risks** * **Commodity & Currency Volatility:** The company is heavily exposed to **LME Copper prices**. It mitigates this through **forward booking** and inventory management. Foreign currency risk (from imports) is managed via **prudent hedging policies**. * **Credit Risk:** Standalone credit risk is concentrated but considered low, as primary sales are directed to a **subsidiary with a strong credit rating**. * **Liquidity:** Managed through **rolling cash flow forecasts** to ensure adequate credit facilities for trading cycles. #### **Legal and Regulatory Exposure** * **Tax Disputes:** The subsidiary (RMIL) is currently contesting **Excise, Sales Tax, and Service Tax** show-cause notices totaling **₹4,907.67 lakhs**. These are under appeal and represent a significant contingent liability. * **Bank Guarantees:** Outstanding guarantees stood at **₹1,532.36 lakhs** as of the latest reporting period. * **Labour Reforms:** The company is currently transitioning its compliance framework to align with India’s **four new labour codes** (Wages, Social Security, Industrial Relations, and Occupational Safety). --- ### **Corporate Governance & Delisting Dynamics** The company’s listing status has been a subject of significant recent volatility. * **Delisting Proposal (2024):** Promoter **Mr. Balkrishna Binani** (holding **24.95%**) initiated a voluntary delisting proposal in **February 2024** to acquire the remaining **32.72%** public shareholding under **SEBI Small Company** regulations. * **Withdrawal (January 2025):** In a significant reversal, the Promoter **withdrew the Delisting Offer** in **January 2025**. The withdrawal was cited as a result of a **nine-month delay** in receiving in-principle approval from the **BSE Limited**, which hindered the execution of the strategy. * **Internal Controls:** Despite the structural shifts, the company reported no **material weaknesses** in its internal financial controls during the **FY 2024-2025** audit cycle.