MIRA INFORM REPORT

 

 

Report Date :

07.12.2007

 

IDENTIFICATION DETAILS

 

Name :

DB CORP LIMITED

 

 

Registered Office :

Plot No. 280, Sarkhej Gandhinagar Highway, Near YMCA Club , Makarba, Ahmedabad – 380 054, Gujarat

 

 

Country :

India

 

 

Financials (as on) :

31.03.2006

 

 

Date of Incorporation :

27.10.1995

 

 

Com. Reg. No.:

47208

 

 

CIN No.:

[Company Identification No.]

U22210GJ1995PLC047208

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

RKTD01424D  / PTLD12325F

 

 

PAN No.:

[Permanent Account No.]

AACCM5772G

 

 

Legal Form :

A Closely held Public Limited Liability Company.

 

 

Line of Business :

Publishers of Newspaper, Periodicals, Magazines, Pamphlets, Journals, etc.

 

RATING & COMMENTS

 

MIRA’s Rating :

A

 

RATING

STATUS

PROPOSED CREDIT LINE

56-70

A

Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums

Fairly Large

 

Maximum Credit Limit :

USD 4600000

 

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is a new company of Dainik Bhaskar (DB) Group. Available information indicates high financial responsibility of the company and management. Trade relations are fair. Payments are correct and as per commitments.

 

The company can be considered good for any normal business dealings.

 

It can be regarded as a promising business partner in a medium to long run.

 

LOCATIONS

 

Registered Office :

Plot No. 280, Sarkhej Gandhinagar Highway, Near YMCA Club , Makarba, Ahmedabad – 380 054, Gujarat

E-Mail :

guptanavink@gmail.com

p_jignesh@gvj.bhaskarnet.com

v_ritu@mp.bhaskarnet.com

s.sonali@bhaskarnet.com

Website :

www.http://gujarat.bsnl.co.in

 

 

Administrative Office :

Divya Bhaskar Unit No. of DB Corp Limited, Plot No. 280, Near YMCA Club , Makarba -380 054 , Ahmedabad 380 054, Gujarat

Tel. No.:

91-22-26925466

 

 

Corporate Office :

280 S G Highway , Near Tayota, Ahmedabad – 380 054, Gujarat, India

 

DIRECTORS

 

Name :

Mrs. Namita Agrawal

Designation :

Director

Address :

E -1/79, Arera Colony, Bhopal – 462 016, Madhya Pradesh, India

Date of Birth/Age :

12.06.1972

Date of Appointment :

10.12.2005

Date of Ceasing:

22.09.2007

 

 

Name :

Mr. Ramesh Agarwal

Designation :

Director

Address :

E -1/79, Arera Colony, Bhopal – 462 016, Madhya Pradesh, India

Date of Birth/Age :

24.03.1945

Date of Appointment :

10.12.2005

 

 

Name :

Mr. Sudhir Agarwal

Designation :

Director

Address :

E -1/79, Arera Colony, Bhopal – 462 016, Madhya Pradesh, India

Date of Birth/Age :

20.07.1967

Date of Appointment :

10.12.2005

 

 

Name :

Mr. Girish Agarwal

Designation :

Director

Address :

E -1/79, Arera Colony, Bhopal – 462 016, Madhya Pradesh, India

Date of Birth/Age :

10.07.1971

Date of Appointment :

27.10.1995

 

 

Name :

Mr. Pawan Agarwal

Designation :

Director

Address :

E -1/79, Arera Colony, Bhopal – 462 016, Madhya Pradesh, India

Date of Birth/Age :

31.07.1974

Date of Appointment :

10.12.2005

 

 

Name :

Mrs. Jyoti Agarwal

Designation :

Director

Address :

E -1/79, Arera Colony, Bhopal – 462 016, Madhya Pradesh, India

Date of Birth/Age :

01.04.1971

Date of Appointment :

27.10.1995

 

KEY EXECUTIVES

 

Name :

Mrs. Ritu Varshney

Designation :

Secretary

Address :

35, Senior, Hig Katar Hills,  Bhopal – 462 043, Madhya Pradesh , India

Date of Birth/Age :

17.04.1978

Date of Appointment :

12.12.2006

 

SHAREHOLDING PATTERN

 

Equity Shares Breakup (Percentage of Total Equity):

 

Sr No.

Category

Percentage

1

Foreign holdings (Foreign institutional investor(s), Foreign companie(s), Foreign financial institution(s), Non – Resident Indian(s) or Overseas corporate bodies or others

7.14

2

Bodies Corporate

21.36

3

Directors or relative of directors

71.50

 

Total

100.00

 

BUSINESS DETAILS

 

Line of Business :

Publishers of Newspaper, Periodicals, Magazines, Pamphlets, Journals, etc.

 

GENERAL INFORMATION

 

No. of Employees :

2000

 

 

Bankers :

NA

 

 

Financial Institutions:

Rabo India Finance Limited

Address: 1 A, Janpath, New Delhi – 110 001, India

Email ID: sejal.jaradi@rabobank.com

 

 

Banking Relations :

Good

 

 

Auditors :

 

Name :

Gupta Navin K and Company

Chartered Accountants

Address :

Dal Bazar, Gwalior – 474 009, Madhya Pradesh, India

 

 

Associates/Subsidiaries :

 Name of the company: Synergy Media Entertainment Limited

 CIN of the company :U92132MP2005PLC18039

 

CAPITAL STRUCTURE

 

As on 31.03.2006:

 

Authorised Capital :

No. of Shares

Type

Value

Amount

250000000

Equity shares

Rs. 10/- each

Rs.2500.0000 millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

168788766

Equity shares

Rs. 10/- each

Rs.1687.887 millions

 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

 

31.03.2006

31.03.2005

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

 

0.500

0.500

2] Share Application Money

 

0.000

0.000

3] Reserves & Surplus

 

1136.664

0.000

4] (Accumulated Losses)

 

0.000

0.000

NETWORTH

 

1137.164

0.500

LOAN FUNDS

 

 

 

1] Secured Loans

 

3398.873

0.000

2] Unsecured Loans

 

182.062

0.000

TOTAL BORROWING

 

3580.935

0.000

DEFERRED TAX LIABILITIES

 

247.470

0.000

 

 

 

 

TOTAL

 

4965.569

0.500

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

 

1357.865

0.000

Capital work-in-progress

 

5.029

0.000

 

 

 

 

INVESTMENT

 

700.868

0.000

DEFERREX TAX ASSETS

 

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

 

559.897

0.000

 

Sundry Debtors

 

1146.710

0.000

 

Cash & Bank Balances

 

79.581

0.000

 

Other Current Assets

 

0.000

0.000

 

Loans & Advances

 

1606.599

0.470

Total Current Assets

 

3392.787

0.470

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Current Liabilities

 

361.119

0.005

 

Provisions

 

151.165

0.000

Total Current Liabilities

 

512.284

0.005

Net Current Assets

 

2880.503

0.465

 

 

 

 

MISCELLANEOUS EXPENSES

 

21.304

0.035

 

 

 

 

TOTAL

 

4965.569

0.500

 

PROFIT & LOSS ACCOUNT

 

PARTICULARS

 

 

 

31.03.2006

Sales Turnover

 

 

1746.948

Other Income

 

 

3582.997

Total Income

 

 

5329.945

 

 

 

 

Profit/(Loss) Before Tax

 

 

509.973

Provision for Taxation

 

 

0.000

Profit/(Loss) After Tax

 

 

509.973

 

 

 

 

Expenditures :

 

 

 

 

Salaries, Wages, Bonus, etc.

 

 

303.435

 

Managerial Remuneration

 

 

0.890

 

Payment to Auditors

 

 

0.600

 

Interest

 

 

182.727

 

Insurance Expenses

 

 

5.729

 

Power & Fuel

 

 

86.572

 

Depreciation & Amortization

 

 

84.536

 

Other Expenditure

 

 

1414.861

Total Expenditure

 

 

2079.350

 

KEY RATIOS

 

PARTICULARS

 

 

 

31.03.2006

31.03.2005

PAT / Total Income

(%)

 

9.56

NA

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

 

29.19

NA

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

 

10.72

NA

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

 

0.44

NA

 

 

 

 

 

Debt Equity Ratio

(Total Liability/Networth)

 

 

3.59

0.01

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

 

6.62

94.00

 

 

LOCAL AGENCY FURTHER INFORMATION

 

FORM 8:-

 

Corporation identity number or foreign company registrations number of the company 

U22210GJ1995PLC047208

Name of the company

DB CORP LIMITED

Address

Plot No. 280, Sarkhej Gandhinagar Highway, Near YMCA Club , Makarba -380 054, Ahmedabad, Gujarat

This Form is for

Creation of charge

Type of Charges

Book debts

Others

Particular of the charge holder 

Rabo India Finance Limited

Address: 1 A, Janpath, New Delhi – 110 001, India

Email ID: sejal.jaradi@rabobank.com

Nature or description of the instrument creating charge  

Deed of hypothecation

Date of the instrument creating charge

04.05.2007

Amount Secure by the charge

Rs. 1400.000 millions

Brief of the principal terms and conditions and extent and operation of the charge

Rate of interest  :

A variable interest rate linked to RIF Reference Rate. This interest rate currently works out to 11.25% p.a. The interest rate shall be reset on annual basis at the end of every year from the date of disbursal based on RIF ‘s reference rate.

 

Terms of repayment:

In 18 equal quarterly installment starting at the end of 9 month from date of first drawdown

 

Margin:

Not applicable

 

Extent and operation of the charge:

1st charge on pari passu basis with yes Bank Limited for term loan of Rs. 700.000 millions on all movable properties, both present and future, including, but not limited to plant and machinery, etc. pertaining to “Dainik Bhaskar” Centres,/ Location At Chandigarh, Panipat, Hissar, Noida, Faridabad, Delhi, Bhopal / Govindpura (Bhopal), Indore, Raipur, Bilaspur, Jaipur, Udaipur, Kota, Ajmer, Jodhpur, and Bikaner with a rest as per the optional attachment.

 

Others:

Pursuant to the scheme of arrangement between Writers and Publishers Limited and DB Corp Limited Sanctioned buy hon’ble high court of Gujarat vide its order dated 10.10.2006, Writers and Publishers writers is demerged into DB Corp Limited w.e.f. 12.12.2006. Therefore this hypothecation deed is executed to secure the term loan of Rs. 1400.000 millions which was the Term loan of Writers and Publishers limited prior to de-merger, and as per the scheme is now the Term loan of DB Corp Limited.

 Short particulars of the Property charged  

The whole of the movable properties of the borrower pertaining to “Dainik Bhaskar centres” / location as more particularly described in the schedule I of the hypothecation deed and the whole of the current assets of the borrower’s stock of raw materials, semi finished and finished goods, stores and spares not relating to plant and machinery (consumable stores and Spares), Bills receivables and book debts and all other movables , both present and future whether lying -rest as per the optional attachment.

 

 


CMT REPORT (Corruption, Money Laundering & Terrorism]

 

The Public Notice information has been collected from various sources including but not limited to: The Courts, India Prisons Service, Interpol, etc.

 

1]         INFORMATION ON DESIGNATED PARTY

No exist designating subject or any of its beneficial owners, controlling shareholders or senior officers as terrorist or terrorist organization or whom notice had been received that all financial transactions involving their assets have been blocked or convicted, found guilty or against whom a judgement or order had been entered in a proceedings for violating money-laundering, anti-corruption or bribery or international economic or anti-terrorism sanction laws or whose assets were seized, blocked, frozen or ordered forfeited for violation of money laundering or international anti-terrorism laws.

 

2]         Court Declaration :

No records exist to suggest that subject is or was the subject of any formal or informal allegations, prosecutions or other official proceeding for making any prohibited payments or other improper payments to government officials for engaging in prohibited transactions or with designated parties.

 

3]         Asset Declaration :

No records exist to suggest that the property or assets of the subject are derived from criminal conduct or a prohibited transaction.

 

4]         Record on Financial Crime :

            Charges or conviction registered against subject:                                                  None

 

5]         Records on Violation of Anti-Corruption Laws :

            Charges or investigation registered against subject:                                                          None

 

6]         Records on Int’l Anti-Money Laundering Laws/Standards :

            Charges or investigation registered against subject:                                                          None

 

7]         Criminal Records

No available information exist that suggest that subject or any of its principals have been formally charged or convicted by a competent governmental authority for any financial crime or under any formal investigation by a competent government authority for any violation of anti-corruption laws or international anti-money laundering laws or standard.

 

8]         Affiliation with Government :

No record exists to suggest that any director or indirect owners, controlling shareholders, director, officer or employee of the company is a government official or a family member or close business associate of a Government official.

 

9]         Compensation Package :

Our market survey revealed that the amount of compensation sought by the subject is fair and reasonable and comparable to compensation paid to others for similar services.

 

10]        Press Report :

            No press reports / filings exists on the subject.

 

 

CORPORATE GOVERNANCE

 

MIRA INFORM as part of its Due Diligence do provide comments on Corporate Governance to identify management and governance. These factors often have been predictive and in some cases have created vulnerabilities to credit deterioration.

 

Our Governance Assessment focuses principally on the interactions between a company’s management, its Board of Directors, Shareholders and other financial stakeholders.

 

 

CONTRAVENTION

 

Subject is not known to have contravened any existing local laws, regulations or policies that prohibit, restrict or otherwise affect the terms and conditions that could be included in the agreement with the subject.

 

 

FOREIGN EXCHANGE RATES

 

Currency

Unit

Indian Rupees

US Dollar

1

Rs.39.41

UK Pound

1

Rs.79.81

Euro

1

Rs.57.58

 

 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

6

PAID-UP CAPITAL

1~10

7

OPERATING SCALE

1~10

7

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

7

--PROFITABILIRY

1~10

7

--LIQUIDITY

1~10

7

--LEVERAGE

1~10

7

--RESERVES

1~10

7

--CREDIT LINES

1~10

7

--MARGINS

-5~5

----

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

NO

--LITIGATION

YES/NO

NO

--OTHER ADVERSE INFORMATION

YES/NO

NO

MERIT POINTS

 

 

--SOLE DISTRIBUTORSHIP

YES/NO

NO

--EXPORT ACTIVITIES

YES/NO

NO

--AFFILIATION

YES/NO

NO

--LISTED

YES/NO

NO

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

62

 

This score serves as a reference to assess SC’s credit risk and to set the amount of credit to be extended. It is calculated from a composite of weighted scores obtained from each of the major sections of this report. The assessed factors and their relative weights (as indicated through %) are as follows:

 

Financial condition (40%)            Ownership background (20%)                 Payment record (10%)

Credit history (10%)                    Market trend (10%)                                Operational size (10%)

 


 

RATING EXPLANATIONS

 

RATING

STATUS

 

 

PROPOSED CREDIT LINE

>86

Aaa

Possesses an extremely sound financial base with the strongest capability for timely payment of interest and principal sums

 

Unlimited

71-85

Aa

Possesses adequate working capital. No caution needed for credit transaction. It has above average (strong) capability for payment of interest and principal sums

 

Large

56-70

A

Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums

 

Fairly Large

41-55

Ba

Overall operation is considered normal. Capable to meet normal commitments.

 

Satisfactory

26-40

B

Unfavourable & favourable factors carry similar weight in credit consideration. Capability to overcome financial difficulties seems comparatively below average/normal.

 

Small

11-25

Ca

Adverse factors are apparent. Repayment of interest and principal sums in default or expected to be in default upon maturity

 

Limited with full security

<10

C

Absolute credit risk exists. Caution needed to be exercised

 

 

Credit not recommended

NR

In view of the lack of information, we have no basis upon which to recommend credit dealings

No Rating

 

 

PRIVATE & CONFIDENTIAL : This information is provided to you at your request, you having employed MIPL for such purpose. You will use the information as aid only in determining the propriety of giving credit and generally as an aid to your business and for no other purpose. You will hold the information in strict confidence, and shall not reveal it or make it known to the subject persons, firms or corporations or to any other. MIPL does not warrant the correctness of the information as you hold it free of any liability whatsoever. You will be liable to and indemnify MIPL for any loss, damage or expense, occasioned by your breach or non observance of any one, or more of these conditions