MIRA INFORM REPORT

 

 

Report Date :

07.01.2008

 

IDENTIFICATION DETAILS

 

Name :

IDEA CELLULAR LIMITED

 

 

Registered Office :

Suman Tower, Plot No. 18, Sector – 11, Gandhinagar – 382 011, Gujarat

 

 

Country :

India

 

 

Financials (as on) :

31.03.2007

 

 

Date of Incorporation :

14.03.1995

 

 

Com. Reg. No.:

04-30976

 

 

CIN No.:

[Company Identification No.]

U32100GJ1996PLC030976

 

 

TAN No.:

(Tax Deduction & Collection Account No.)

AHMI00670F

 

 

PAN No.:

(Permanent Account No.)

AAACB2100P

 

 

Legal Form :

A closely held public limited liability company

 

 

Line of Business :

Telecommunication and Cellular System Services.

 

 

RATING & COMMENTS

 

MIRA’s Rating :

Ba

 

RATING

STATUS

PROPOSED CREDIT LINE

41-55

Ba

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

Satisfactory

 

Maximum Credit Limit :

USD 87000000

 

 

Status :

Satisfactory

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is a well established and reputed company in telecom industry. It is a part of Aditya Birla Group. Company’s profitability is improving. Trade relations are fair. Payments are reported as usually correct and as per commitments.

 

The company can be considered normal for business dealings at usual trade terms and conditions.

 

 

LOCATIONS

 

Registered Office :

Suman Tower, Plot No. 18, Sector – 11, Gandhinagar – 382 011, Gujarat, India

Tel. No.:

91-79-23232250

Mobile No.:

91-9824012345

Fax No.:

91-79-23232251 / 3232383 / 232240

E-Mail :

1. battfin@giaspn01.vsnl.net.in

2. bonatellis@hotmail.com

Website :

1. http://www.tatacell.com

2. http://www.adityabirla.com

3. http://www.ideacellular.com

Area :

Owned  - 2000 sq. fts

 

 

Administrative Office :

3rd Floor, Century Bhavan, Dr. A. B. Road, Worli, Mumbai - 400 025, Maharashtra

Tel. No.:

91-22-24314987

Fax No.:

91-22-25467174

 

 

Corporate Office :

Sharda Centre, 11/1, Erandwane, Off. Karve Road, Pune, Maharashtra

Tel. No.:

91-20-24123123/25432001/56412222

Fax No.:

91-20-24123099/25467174

Mobile No.:

91-9850003798

 

 

Branches :

Ø       3rd Floor, KLK Estate, Fateh Maidan Road, Basheer Bagh, Hyderabad – 500 001, Andhra Pradesh

Tel. 91-40-26562000

Cell. 91-9848012345

Fax. 91-40-26562001

E-mail. ccare.ap@ideacellular.com

 

Ø       Surya Krishna Towers, 39-7-1 & 39-7-1A, Labbipet, Vijaywada – 520 010, Andhra Pradesh

Tel. 91-866-2663344

Fax. 91-866-2663333

 

Ø       47-11-3, Eswar Homes, 1st Lane, Dwaraka Nagar, Visakhapatnam – 530 016, Andhra Pradesh

Tel. 91-891-2662000 / 2668080 / 2668081

Fax. 91-891-2663000

 

Ø       Shop No. 5, Ground Floor, L S Tower, Subhash Road, Anantapur – 515 001, Andhra Pradesh

Tel. 91-8554-228822 / 228833

 

Ø       Suman Tower, Plot No. 18, Sector 11, Gandhinagar, Gujarat

Cell. 91-9824012345

Fax. 91-79-28514000

E-mail. info@ideacellular.com

 

Ø       A-30, Mohan Co-operative Industrial Estate, New Delhi

Cell. 91-9891012345

Fax. 91-11-251678138

E-mail. ccare.dl@ideacellular.com

 

Ø       139, 140, Electronic Complex, Pardesipura, Indore, Madhya Pradesh

Cell. 91-9826012345

Fax. 91-731-2551304

E-mail. ccare.mp@ideacellular.com

 

 

Customer Care Addresses :

3rd Floor, K.L.K. Estate, Fateh Maidan Road, Basheer Bagh, Hyderabad
Ph: 91-9848012345
Fax: 91-40-55562222
Email: ccare.ap@ideacellular.com
  

A-30, Mohan Co-operative Industrial Estate, New Delhi
Ph: 91-9891012345
Fax: 91-11-51678138
Email: ccare.dl@ideacellular.com
  
Suman Tower,  Plot No 18, Sector 11, Gandhinagar, Gujarat
Ph: 91-9824012345
Fax: 91-79 8514000
Email: 9824012345@ideacellular.com
  

Anand Banquet Hall, Delhi Road, Sonepat – 131001, Haryana
Ph: 91-9812012345
Fax – 91-130-2234213
Email: ccare.hr@ideacellular.com

  
4th Floor, Mercy Estate, Ravipuram. Cochin, Kerala - 682015
Ph.: 91-98470 12345 (Postpaid)
       91- 98471 12345 (Prepaid)
Fax: 91-484-2382121/2382324
Email: ccare.kerala@ideacellular.com
  

139, 140 Electronic Complex, Pardesipura, Indore
Ph: 91-9826012345
Fax: 91-731 2551304
Email: ccare.mp@ideacellular.com

Sharda Centre, 11/1 Erandawane, Off. Karve Road, Pune 411004
Ph: 91-9822012345
Fax: 91-20-4123298/99
Email: 9822012345@ideacellular.com
   
182 Vidya Laxmi Complex, Abu Lane, Meerut, Uttar Pradesh - 250001
Ph.: 91-9837012345
Fax: 91-121-2640130
Email: ccare.upw@ideacellular.com

 

 

DIRECTORS

 

Name :

Mr. Kumar Mangalam Birla

Designation :

Chairman

 

 

Name :

Mr. Sanjeev Aga

Designation :

Managing Director

 

 

Name :

Ms. Rajashree Birla

Designation :

Director

 

 

Name :

Mr. Debu Bhattacharya

Designation :

Director

 

 

Name :

Mr. Arun Thiagarajan

Designation :

Director

 

 

Name :

Mr. Tarjani Vakil

Designation :

Independent Director

 

 

Name :

Mr. Biswajit Anna Subramanian

Designation :

Additional Director

 

 

Name :

Mr. D D Rathi

Designation :

Director

Address  :

63, Sunflower, Cuffe Parade, Mumbai - 400 005, Maharashtra

Date of Birth :

11/01/1947

Date of Appointment :

07/11/2001

 

 

Name :

Mr. Ishaat Hussain

Designation :

Director

Address  :

Flat No. 222, 22nd Floor, NCPA Residential Apartments, Dorabjee Trade Road, Nariman Point, Ahmedabad - 400 021, Gujarat

Date of Birth :

02/09/1947

Date of Appointment :

07/11/2001

 

 

Name :

Mr. K A Chaukar

Designation :

Director

Address  :

Flat 113, NEPA Apartments, 11th Floor, Dorabjee Trade Road, Nariman Point, Ahmedabad - 400 021, Gujarat

Date of Birth :

01/08/1947

Date of Appointment :

24/10/2001

 

 

Name :

Mr. M R Prasanna

Designation :

Additional Director

 

 

Name :

Mr. Mohan Gyani

Designation :

Independent Director

 

 

Name :

Mr. R Gopalkrishnan

Designation :

Director

 

 

Name :

Mr. R Lewis

Designation :

Director

 

 

Name :

Mr. Saurabh Mishra

Designation :

Director

 

 

Name :

Mr. T Graham

Designation :

Director

 

 

KEY EXECUTIVES

 

Name :

Mr. A. J. S. Jhala

Designation :

Chief Financial Officer and Company Secretary

 

 

Name :

Mr. Satish Rajgarhia

Designation :

Company Secretary

 

 

Name :

Mr. Graham Burke

Designation :

Chief Executive Officer

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As On 30.09.2007

 

Category of Shareholder

No. of Shares

Percentage of Holding

 

 

 

Shareholding of Promoter and Promoter Group2

 

 

Indian

 

 

Bodies Corporate

1520445714

57.69

Public shareholding

 

 

Institutions

 

 

Mutual  Funds/ UTI

19653632

0.75

Financial Institutions / Banks

16168540

0.61

Insurance Companies

11651219

0.44

Foreign Institutional Investors

175731817

6.67

Foreign Venture Capital Investors

3266

0.00

Non-institutions

 

 

Bodies Corporate

19008335

0.72

Individuals

 

 

Individuals -i. Individual shareholders holding nominal share capital up to Rs 0.100 Million

71596422

2.72

ii. Individual shareholders holding nominal   share capital in excess of Rs. 0.100 Million

12970576

0.49

Any Other (specify)

 

 

Individual Director

362266

0.01

NRI

1992398

0.08

Trusts

66296

0.00

Overseas Corporate Bodies

779371891

29.57

Clearing member

6338167

0.24

 

 

 

Total

2635360539

100.00

 

 

BUSINESS DETAILS

 

Line of Business :

Telecommunication and Cellular System Services.

 

 

Products :

  • Cellular Mobile Phone Services
  • Handsets

 

 

Imports :

 

Countries :

U.S.A and Japan

 

 

Terms :

 

Purchasing :

L/C terms

 

 

GENERAL INFORMATION

 

No. of Employees :

4662

 

 

Bankers :

v      Dena Bank

Dccan Gymkhana Branch, Pune

(The company is reported to enjoy hypothecation facility of Rs. 99.000 millions dt. 22nd June 1998)

 

v      Deutsche Bank, Mumbai - 400001, Maharashtra

v      Standard Chartered Bank

v      Standard Chartered Grindlyas Bank

                       

 

 

Banking Relations :

Satisfactory

 

 

Auditors :

 

Name :

v      Lodha & Company

Chartered Accountants

14, Government Place East, Kolkata - 700 069, West Bengal

Tel. No. 91-33-22481111

Telefax No. 91-33-22486960

E-mail cal@bdolodha.com

 

v      RSM & Company

Chartered Accountants

G-2, Phoneix Building, Ground Floor, Bund Garden Road, Pune- 411 001, Maharashtra

Tel. No. 91-20-24002999

            Telefax. No. 91-20-24002998

 

 

Associates

Ø       Birla Group

Ø       Tata Group

Ø       Indo Gulf Corporation Limited

Ø       Indian Rayon & Industries Limited

Ø       Hindalco Limited

Ø       Indian Aluminium Company Limited

 

 

Subsidiaries :

Ø       BTA Cellcom Limited 

Ø       Asian Telephone Services Limited 
Bhagalaxmi Investments Private Limited 
Sapte Investments Private Limited 
Vsapte Investments Private Limited 
Swinder Singh Satara and Co. Private Limited 

Ø       Asian Telephone Services Limited

Ø       Bhagalaxmi Investments Private Limited

Ø       BTA Cellular Limited (Formerly Known As RPG Cellular Limited)

Ø       Sapte Investments Limited

Ø       Vsapte Investments Limited

 

 

CAPITAL STRUCTURE

 

Authorised Capital :

No. of Shares

Type

Value

Amount

2000000000

Equity Shares

Rs. 10/- each

Rs. 20000.000 millions

425000000

Cumulative Preference Shares

Rs. 2/- each

Rs. 8500.000 millions

425000000

Cumulative Preference Shares

Rs. 10/- each

Rs. 4250.000 millions

 

Total

 

Rs. 32750.000 millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

2592860000

Equity Shares

Rs. 10/- each

Rs. 25928.600 Millions

 

 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.03.2007

31.03.2006

31.03.2005

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

25928.600

27425.300

27425.270

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

[4137.100]

[15740.000]

998.410

4] (Accumulated Losses)

0.000

0.000

(17994.420)

NETWORTH

21791.500

11685.300

10429.260

LOAN FUNDS

 

 

 

1] Secured Loans

35397.700

14707.500

16927.500

2] Unsecured Loans

7107.400

14448.500

10052.840

TOTAL BORROWING

42505.100

29156.000

26980.340

DEFERRED TAX LIABILITIES

0.000

0.000

328.990

 

 

 

 

TOTAL

64296.600

40841.300

37738.590

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

55924.400

28175.000

17975.330

Intangible Assets - Licence Fees

0.000

0.000

8799.620

Capital work-in-progress

5065.100

956.700

646.170

 

 

 

 

INVESTMENT

138.300

3070.300

3070.310

DEFERREX TAX ASSETS

0.000

0.000

328.990

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 
Inventories
179.100
88.100
134.490
 
Sundry Debtors
1524.800
908.100
1424.440
 
Cash & Bank Balances
18197.300
1290.900
1518.880
 
Other Current Assets
0.000
0.000
0.000
 
Loans & Advances
5695.600
14086.400
8337.490
Total Current Assets
25596.800
16373.500
11415.300
Less : CURRENT LIABILITIES & PROVISIONS
 
 
 
 
Current Liabilities
21802.100
7734.200
4497.130
 
Provisions
625.900
0.000
0.000
Total Current Liabilities
22428.000
7734.200
4497.130
Net Current Assets
3168.800
8639.300
6918.170
 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

0.000

 

 

 

 

TOTAL

64296.600

40841.300

37738.590

 

PROFIT & LOSS ACCOUNT

 

PARTICULARS

 

31.03.2007

31.03.2006

31.03.2005

Sales Turnover

43664.000

20070.700

16320.400

Other Income

461.300

138.400

96.700

Total Income

44125.300

20209.100

16417.100

 

 

 

 

Profit/(Loss) Before Tax

5090.600

1285.000

260.500

Provision for Taxation

70.000

29.000

00.000

Profit/(Loss) After Tax

5020.600

1256.000

260.500

 

 

 

 

Expenditures :

 

 

 

 

Raw Materials

40.600

00.300

01.100

 

Excise Duty

00.000

00.000

00.000

 

Power & Fuel Cost

1177.100

426.200

353.800

 

Stock Adjustments

11.900

00.100

00.000

 

Other Manufacturing Expenses

15317.700

7243.700

5682.300

 

Employee Cost

2593.000

1179.800

990.500

 

Selling and Administration Expenses

9274.300

3752.000

2692.300

 

Miscellaneous Expenses

493.000

255.800

1459.600

 

Interest & Financial Charges

3409.800

2591.200

2600.000

 

Depreciation

6718.100

3475.400

2377.800

 

Preoperative Expenditure Capitalised

[0.800]

[0.400]

[0.800]

Total Expenditure

39034.700

18924.100

16156.600

 

QUARTERLY RESULTS

 

PARTICULARS

 

 

30.06.2007

30.09.2007

Type

 

1st Quarter

2nd Quarter

Sales Turnover

 

9086.400

15622.100

Other Income

 

1.900

21.400

Total Income

 

9088.300

15643.500

Total Expediture

 

5852.600

10515.200

Operating Profit

 

3235.700

5128.300

Interest

 

151.400

640.500

Gross Profit

 

3084.300

4487.800

Depreciation

 

11423.700

2007.000

Tax

 

08.500

16.400

Reported PAT

 

1933.100

2203.800

 

 

PARTICULARS

 

 

31.03.2007

31.03.2006

31.03.2005

PAT / Total Income

(%)

11.38

6.22

1.59

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

11.66

6.40

1.60

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

6.24

2.88

0.89

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.23

0.11

0.03

 

 

 

 

 

Debt Equity Ratio

(Total Liability/Networth)

 

2.98

3.16

3.02

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

1.14

2.12

2.54

 


 

LOCAL AGENCY FURTHER INFORMATION

 

 

History

 

Subject was originally incorporated on 14th March, 1995 at Mumbai in Maharashtra under the name and style of Birla Communication Limited Subsequently the registered office changed from Mumbai to Gujarat w. e. f. 22nd October, 1996 having Company Registration Number 30976. The name of the company changed to "Birla AT & T Communications Limited" w. e. f. 13th May, 1996 and again the name of the company changed to "Birla Tata AT & T Limited" w. e. f. 6th November, 2001 and later again the name of the company changed to the present w. e. f. 1st May, 2002.

 

The company was promoted by Aditya Birla Group and AT & T Wireless - U.S.A

 

Value-added services: The extension to speech-enabled access of value-added service products, mobile top up, music messaging, Group and Global SMS facilities. 

 

Review of Consolidated Operations 

 
The Company recorded an increase of 90% in its subscriber base from 7.37 Millions as of March 31, 2006 to 14.01 Millions as of March 31, 2007. The Company has increased its market share from 7.7% in 2005-06 to 8.6% in 2006-07 on a national basis. The total Minutes of Usage increased from 21 billion minutes in 2005-06 to 46 billion minutes in 2006-07, showing an increase of 119%. The Company has expanded its network from 1944 cities and towns at end of FY 2005-06 to 4432 cities and towns at end of FY 2006-07. The Company has commenced National Long Distance service to carry part of the Company's own traffic. 

Shareholders approval has been requested by way of Postal Ballot dated September 10, 2007. 

Awards and Recognitions 

 
* The Company is the only Indian GSM operator to win the award in 12th Annual `GSM Association Global Mobile Awards', at 3GSM World Congress held in Barcelona, Spain, in February 2007. This award, received for two successive years in the same category despite stiff competition with top-notch global GSM nominees, is for the Company's unique, "CARE" service in the "Best Billing or Customer Care Solution". 

* To create year round visibility and ensure brand salience, the Company keeps coming up with media innovations through tie-ups with media partners.

One such innovation - The Idea sponsored News Headlines, has won the Gold in the Business Excellence Awards 2006 ceremony, in the "Best Use of Sponsorship - Non Sports" category, a first of its kind innovation across industries. 

* The Company has been awarded the "Indian Operator of the Year" Award at a function held on the sidelines of CommunicAsia, Singapore. This award was received at the 4th Annual Asian Mobile News Awards Nite on June 20, 2007. 

Significant corporate developments 

* In August 2006, the Company entered into a Long Term Financing Arrangement for an amount of Rs. 42,240 Millions with the IDBI led consortium.

The facility envisaged the refinancing of all existing debt and part financing capital expenditure requirement. 
 
* The Company has launched commercial mobile services in the service areas of Rajasthan, Uttar Pradesh (East) and Himachal Pradesh during the period of September - November 2006. In these markets, the Company has captured 3.4% market share by end of March 2007. 

* The Company made Initial Public Offering and raised Rs. 25,000 Millions including Pre IPO placements. The Issue was oversubscribed more than 50 times and attracted the then highest ever over-subscription by the Qualified Institutional Buyers category in the history of Indian capital markets. Further, by exercising the Green Shoe Option, Rs. 3,187.50 Millions were additionally received in April 2007. The Equity Shares of the Company were listed on the Bombay Stock Exchange and the National Stock Exchange on March 9, 2007. 

* In March 2007, outstanding Preference Shares of Rs. 4,830 Millions were redeemed along with a redemption premium of Rs. 2,733 Millions. 

* The Company has entered into a ten years business transformation pact to integrate, innovate, and transform its business processes and IT infrastructure with International Business Machines (IBM). The pact, sizing upto US$ 600 - 800 Millions, depending upon business revenues and service area expansions, is designed on an innovative risk - reward revenue sharing model. 

* The Company has signed a US$ 500 Millions contract with Nokia Siemens Networks to expand and strengthen the Company's network. Under this contract, Nokia Siemens Network will expand the network in Delhi, Haryana, Uttar Pradesh (both East and West), Andhra Pradesh and Kerala service areas. The two-years contract includes supply and services of GSM equipment, "Intelligent Network", value-added services, circuit and packet core equipment. 
 
* The Company has signed a US$ 343 Millions contract for GSM expansion with Ericsson in the Maharashtra, Gujarat, Rajasthan, Madhya Pradesh and Himachal Pradesh service areas. Under this contract, Ericsson will provide radio access, microwave transmission and next-generation, mobile softswitch network architecture, between February 2007 to November 2009. Ericsson will help in building a state-of-the-art cellular network across the five service areas that will enable a smooth transition to a 3G-ready network. 

New products and initiatives 

The Company has made extensive progress on the marketing front by introducing various unique and innovative products and services across all service areas of operation. Some of the major initiatives are: 
 
* Roam Like Home 

The Company is the first operator to commercially launch Roam Like Home service for its International Inroaming customers. This service enables international inroamers to seamlessly access Voice Mails through home short codes, log on to the home network's VAS Voice codes, including helpline and emergency numbers. Inroamers can also dial from the phone book without having to add any country code prefixes. 

* Free Life Insurance cover 

The Company has entered into a brand alliance with Birla Sun Life Insurance Company Limited to leverage the intrinsic strengths of the Group companies. This enabled Idea subscribers opting for this scheme to get free life insurance for a period of one year and an add-on connection with free airtime for a specified period. 
 
* Idea Rocks India 

Idea Rocks India tour concerts were staged in 25 cities and the televised show of one of the concerts was telecasted on Zee TV. The tour was supported by a 3600 media campaign. 

* VAS Initiative : Star to Copy 

 
The Company launched a unique, first of its kind product, which allows an Idea Subscriber to easily copy the Dialer Tone of another Idea Subscriber, whom he / she has called. The subscriber only needs to dial "*" while listening to the Dialer Tone. This simple product helps the customer to bypass the lengthy process of selecting a Dialer Tone, providing instant gratification. The product aims to generate sizeable revenue, in view of the popularity of Dialer Tones and the simplicity of application. 

* Idea IIFA Awards Yorkshire 2007 

In a first of its kind brand association in the mobile entertainment space, the Company sponsored the IIFA Awards 2007, the most coveted and prestigious Indian Film Awards held at Yorkshire. IDEA IIFA offered the best platform to demonstrate the true essence of mobile and entertainment convergence. With IDEA IIFA, privileged customers of IDEA had access to specially created merchandise, contests, video and MMS downloads and several other value added services. 

Mergers and Acquisitions 

* In June 2006, Escorts Telecommunications Limited became the subsidiary of the Company and subsequently was renamed as Idea Telecommunications Limited. 

* In February 2007, the Company acquired 10,000,000 Equity Shares of Rs.10 each of Aditya Birla Telecom Limited, a Company holding License to operate in the telecom service area of Bihar, for a purchase consideration of Rs. 100 Millions. With this acquisition, Aditya Birla Telecom Limited has become a wholly owned subsidiary of the Company. 
 
* The corporate structure was rationalised by merging seven subsidiaries, viz., Idea Mobile Communications Limited, Idea Telecommunications Limited, BTA Cellcom Limited, Sapte Investments Private Limited, Vsapte Investments Private Limited, Bhagalaxmi Investments Private Limited and Asian Telephone Services Limited. 
 
The statement of the Company's interest in the subsidiaries namely, Aditya Birla Telecom Limited and Swinder Singh Satara & Co. Limited as at March 31, 2007, prepared in accordance with the provisions of Section 212 (3) of the said Act, is attached to the Balance Sheet. 

Transfer of Telecom Licences 

Following the amalgamation of the erstwhile subsidiaries into the Company, application for transfer of telecom licences held by the erstwhile subsidiaries were made to DoT. The transfer of licences in the name of the Company is expected shortly. 

MANAGEMENT DISCUSSION AND ANALYSIS 

INDUSTRY GROWTH 

The Indian mobility industry has set a fast pace during the FY 2007, growing at around 69% with total mobility subscribers touching 162 Millions by March 2007. The three key drivers of the fast growth remain the reduced cost of entry into the sector, reduced cost of ownership, and expanding coverage. With wireless penetration level still at around 18%, the Indian market offers an attractive opportunity. The Company has done extremely well in the FY 2007, increasing its subscriber base from 7.37 Millions as of end March 2006 to 14.01 Millions as of end March 2007, witnessing a growth of almost 90%. The Company became listed in March 2007, and is among the top fifty companies in India with a market cap of over Rs. 330 bn. Idea Cellular Limited is now a part of the Aditya Birla Group. 

 
MAJOR REGULATORY DEVELOPMENTS 

Review of Access Deficit Charges (ADC) 

 
The ADC regime initially introduced by the Telecom Regulatory Authority of India (TRAI) with effect from May 2003, has evolved from a fixed charge per call regime to a mix of revenue share on national calls and fixed charges on international calls over the period. With effect from April 1, 2007, the percentage of ADC revenue share has been reduced from 1.5% to 0.75%. 

Reduction in roaming tariffs 

The TRAI, in January 2007, issued the 44th amendment to its Telecommunication Tariff Order (TTO), primarily focused on Roaming Tariffs.

The Order has reduced the ceiling rates on all domestic roaming calls and abolished the rental / surcharge for national roaming. 

Enhancement of Foreign Direct Investment (FDI) ceiling from 49% to 74% in the Telecom Sector 
 
The Department of Industrial Policy & Promotion (DIPP) had announced on November 3, 2005 (vide Press Note 5 of 2005 SERIES), the enhancement in FDI ceiling from 49% to 74%, subject to certain conditions. Owing to complexities involved in implementation of the conditions, the Department of Telecommunications (DoT) had granted several extensions to the telecom licensees to ensure compliance. Now, vide Press Note 3 (2007 SERIES), the DIPP has superseded the earlier Press Note 5 and increased the FDI limit to 74% including both direct & indirect foreign investments in the licensee company. Under the new Press Note, FDI upto 49% will be governed by the automatic route, and anything beyond 49% through the FIPB, subject to compliance of certain terms and conditions. 

Universal Service Obligation (USO) Subsidy 

The Universal Service Obligation Fund came into force from April 1, 2002, with the objective of providing access to telecommunication services to population in the rural and remote areas at affordable prices. In January 2007, the Universal Service Obligation Fund (USOF) Administration floated tenders to extend financial assistance for setting up infrastructure (passive and active) for the provision of mobile services in the rural areas on a cluster (group of districts) basis. 

Idea has been declared a successful bidder in a total of 27 clusters comprising 2731 sites. This provides them the opportunity to enter into rural markets with reduced capex costs, as only the opex charges are required to be paid to the Infrastructure Provider who sets up the tower under the scheme. 

Subscriber Verification 

The DoT, vide its letter dated November 22, 2006, directed all service providers to complete the re-verification of their pre-paid subscriber base by March 31, 2007, post which no subscriber without due verification would be allowed on the system. The re-verification was also to be re-confirmed by calling up the subscribers. Post March 31, 2007, if any subscriber was found without due verification, the operator was liable to a penalty of Rs. 1000 per violation, besides immediate disconnection of the subscriber.

The Company has made best efforts to comply with DoT orders on this issue. 

GSM Spectrum Allocation 

The GSM spectrum allocation is governed by the new Spectrum Allotment Criteria declared on March 29, 2006. The Wireless Planning & Coordination (WPC) Order also clarifies that spectrum allotment is subject to availability. For the purpose of spectrum allotment, the active subscribers and peak traffic averaged over a month (for a minimum of 40 mErlangs per subscriber) in the Visitor Locator Register (VLR) would be taken into account. 
 
 Regulation on Port Charges 

 
The TRAI amended the Regulation on Port charges. The amended regulation effective from April 1, 2007 envisages reduction in the Port charges by approximately 23% - 29% on various slabs. Interconnection seekers are required to place demand for the required number of Ports, on every Point of Interconnection (POI) on the basis of traffic projection over six months. 

Roaming Revenue Sharing 

The TRAI published its decision disallowing any revenue sharing on roaming calls and reiterated that the termination charges prescribed by them are cost based, and since no additional cost is incurred in terminating roaming traffic, there is no justification for higher payout to the terminating network. 

Interconnection of Intelligent Network (IN) of all Service Providers 

The TRAI issued a regulation mandating all service providers to provide interconnection to all eligible service providers so that subscribers of all access providers can access the IN services offered by other service providers. Service providers are required to enter into reciprocal and non-discriminatory agreements for technical and commercial aspects of such connectivity within three months. 

Establishment of the Telecommunication Consumers Education and Protection Fund (TCEPF) 

In June 2007, the TRAI issued a regulation for the establishment of the TCEPF, for the purpose of consumers' awareness, education, and the protection of their interests. Under the said regulation, the telecom service provider has to transfer to the credit of the fund the excess amount collected and lying unclaimed by the subscriber, under any regulation or order or direction. 

Curb Unsolicited Commercial Calls 

In June 2007, the TRAI issued a regulation for establishing a mechanism for curbing unwanted telemarketing calls, wherein a National Do Not Call (NDNC) registry will be maintained containing a list of telephone numbers of subscribers who do not want to receive unsolicited commercial communication. The telemarketer will have to verify their calling telephone numbers list with the NDNC registry before making a call. 

TDSAT Judgement on AGR 

During August 2007, TDSAT has pronounced its judgement on the long pending AGR dispute. TDSAT in its judgement has maintained that only those items which lead to revenues from telecom activity should be part of AGR. Based on the same, revenue streams like income from dividend, interest income on savings, capital gains, foreign exchange fluctuation gains etc. have been excluded from the definition of AGR. The revenues from activities like income on subscriber deposits which are linked to telecom activity would be included in the definition of AGR. 

TRAI recommendations on review of license terms & conditions 

TRAI has released its recommendation on review of license terms & conditions on August 29, 2007. The key highlights of the recommendations are: No cap on number of access service providers in any service area; Significantly tighter subscriber linked criteria for spectrum allocation (as an interim measure) for both GSM & CDMA; A committee to be formed to frame new spectrum allocation criteria; Additional spectrum beyond initial allotment only upon compliance with roll-out obligation; For spectrum beyond 10 MHz (and upto 15 MHz), licensees to pay one time spectrum charges on a per MHz basis and a higher spectrum usage charge; All spectrum (excluding 800, 900 and 1800 bands) to be auctioned in future; Access Service using Combination of Technologies to be permitted; Market share of merged operator not to exceed 40% in terms of subscriber and revenue market share; M & A activity will not be allowed if it reduces the number of operators in a circle to below four; Cross holding ceiling increased to 20%, up to 10% under the automatic route, and between 10-20% to be approved on a case by case basis; Licensee who covers 75% of development blocks in service area (excluding Metro areas) to be eligible to pay USO levy at 3% instead of 5% of AGR. 

DISCUSSION ON FINANCIAL AND OPERATIONAL PERFORMANCE 

With an appointed date of April 1, 2006, seven subsidiaries of Idea Cellular Limited, viz., Idea Mobile Communications Limited, Idea Telecommunications Limited, BTA Cellcom Limited, Sapte Investments Private Limited, Vsapte Investments Private Limited, Bhagalaxmi Investments Private Limited and Asian Telephone Services Limited have been merged with Idea Cellular Limited. Of the above subsidiaries, Idea Mobile Communications Limited had operations in the three telecom service areas of Uttar Pradesh (West) & Uttaranchal, Haryana, Kerala and BTA Cellcom Limited had operations in the telecom service area of Madhya Pradesh & Chattisgarh as on March 31, 2006. Thus, figures and amounts for FY 200607 and FY 2005-06 have been considered as per Consolidated Financial Statements to have a meaningful discussion and analysis. 
 
 Revenues 
 
 During the year ended March 31, 2007, revenues grew by 47% to Rs. 43,873 Millions from Rs. 29,869 Millions for the year ended March 31, 2006. Revenues from SMS and related application services accounted for about 9% of the revenues for the year. Revenues from National Long Distance Services accounted for approx Rs. 779 Millions, which stood eliminated during the course of inter segment consolidation. 

Operating Expenses 

During the year ended March 31, 2007, the Company incurred operating expenses of Rs. 29,011 Millions representing 66.1% of the revenue. The main contributors to the total operating expenses were; Roaming and Access charges at 16.7%, Subscriber Acquisition & Servicing Expenditure at 12.9%, Network Operating Expenditure at 12.2%, Licence and WPC charges at 10.2% and Personnel Expenditure at 5.9%. 

Profit before Interest, Depreciation and Amortisation 

For the year ended March 31, 2007, the Company had a Profit before Interest, Depreciation and Amortisation of Rs. 14,862 Millions, representing an increase of 36.8% compared to the year ended March 31, 2006. The operating profit margin for 2006-07 and 2005-06 stood at 34% & 36% respectively. The decrease in margin was mainly attributable to the commencement of operations in the new service areas of Himachal Pradesh, Uttar Pradesh (East) and Rajasthan. 

Interest, Depreciation and Amortisation 

During the year ended March 31, 2007, the Company had a depreciation and amortisation charges of Rs. 6,718 Millions. Interest cost and financing charges net of treasury income and foreign exchange gain / (loss), stood at Rs. 3,051 Millions for the year against Rs. 3,171 Millions for previous year. Though there has been an increase in the overall borrowings level, the Company has managed to reduce the interest rate to contain the overall interest cost. 
 
Profits and Taxes 

The Profit Before Tax for the year stood at Rs. 5,093 Millions, an increase of 132%, as compared to the last year ended March 31, 2007. The tax charge for the current year is at Rs. 70 Millions mainly attributable to the Fringe Benefit Tax. The profit after tax for year ended March 31, 2007 was Rs. 5,022 Millions resulting in a net profit margin of 11.4%. 

Balance Sheet 

During the year under review, Preference Shares amounting to Rs. 4,830 Millions were redeemed along with the redemption premium of Rs. 2,733 Millions, aggregating to Rs. 7,563 Millions. Further, the Equity Share Capital of the Company grew by Rs. 3,333.33 Millions representing issuance of 333.33 Millions Equity Shares of Rs. 10 each, consequent to the Pre-IPO Placements and the Initial Public Offer. The Share Premium Account of the Company stood at Rs. 18,313 Millions after including the premium of Rs. 65 per Equity Share collected on issuance of shares and reduced by issue expenses and redemption premium on Preference Shares amounting to Rs. 620 Millions and Rs. 2,733 Millions respectively.

With the merger of their subsidiaries, majority of the amount resting as goodwill in the consolidated financials prepared under AS 21 stood eliminated. 

Due to the acquisition being accounted under pooling of interest method as per AS 14, Rs. 12,314 Millions has been added to the negative balance of profit and loss, while increase in reserves were Rs. 1,060 Millions resulting in a reduction of networth by Rs. 11,254 Millions. After taking in to account the net profits earned by the Company during FY 2006-07, the Profit and Loss debit balance as at March 31, 2007 is Rs. 24,502 Millions. 
 
The Gross Tangible Block stood at Rs. 70,627 Millions and Net Tangible Block including Capital Work In Progress (CWIP) stood at Rs. 44,254 Millions as at March 31, 2007. Net Intangible block was at Rs. 11,776 Millions at the end of FY 2006-07. The increase in net current assets amounting to Rs. 9,516 Millions mainly represented the increase in deposits due to IPO proceeds, offset by increased creditors for Capital Expenditure. 

OPPORTUNITIES, RISKS, CONCERNS AND THREATS 

The Indian telecommunication industry has emerged as the fastest growing telecom markets in the world and is poised to deliver solid growth as a result of several economic reforms that have lead to strong GDP growth.

Higher per capita income is also giving impetus for telecom growth. As India still remains a largely under-penetrated market, it is one of the most attractive telecom markets in the world today. The Company is well poised to exploit this opportunity. 

The churn in this industry is high and thus, the same acts as a threat as well as provides an opportunity with respect to market share of the Company. 

The Company operates in an Industry which is highly competitive and faces intense competition from other operators including some of the state-owned enterprises which are controlled by the Government and thus enjoy certain advantages. Further, the Company may face additional competition from alternative or new mobile technologies. The Company, however, being an incumbent player in most of the service areas, it operates in, is strong enough to withstand the additional competition, if any. 

The Company requires certain approvals, licenses, registrations and permissions for operating its business. In addition, regulators may impose conditions in relation to the grant of licenses and approvals and any such requirements could have a material adverse effect on Company's business.

The Company, however, does not perceive adverse changes in the regulatory environment and is confident that the government will continue to ensure a level playing field for all operators keeping the customers' best interest in mind. 
 
 The Company's business is dependent on a limited number of vendors to supply critical network and other equipment and services. Besides this, its ability to provide a quality mobile network and expanding the area of operations is also dependent on the Spectrum allocation. The Company has entered into 2-3 years' contracts with equipment providers to ensure smooth supply of network equipments. 

The telecommunications industry requires personnel with diverse skills and the growth of the Indian economy has led to a scarcity for talented managerial personnel. The Company believes that its success in the future is substantially dependent on the expertise of their management team and as a retention strategy; it is in process of implementation of Employees' Stock Option Scheme. The Company places considerable emphasis on development of leadership skills and building employee motivation. 

 OUTLOOK 
 
 They believe the mobile telecom sector is poised for continued high growth, and the Company is attractively placed to benefit from this. They aim to strengthen their operations in existing service areas, and expand to new service areas. The Company aims to maintain and build upon the quality services it provides to its subscribers, underpinned by a strong brand identity. 

It is in trade terms with :-

 

v      Nokia of Japan

v      Ericsson

v      Schlumberger Sema

v      NDTV

v      Indiatimes

v      Rediff

v      C2W

v      AT & T - U.S.A.

 

Fixed Assets :

 

Ø       Building

Ø       Network Equipment

Ø       Plant & Machineries

Ø       Office Equipment

Ø       Computer

Ø       Furniture & Fixtures

Ø       Motor Vehicles

 

 

 

 

 


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.39.32

UK Pound

1

Rs.77.53

Euro

1

Rs.57.91

 

 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

5

PAID-UP CAPITAL

1~10

6

OPERATING SCALE

1~10

5

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

9

--PROFITABILIRY

1~10

4

--LIQUIDITY

1~10

6

--LEVERAGE

1~10

6

--RESERVES

1~10

6

--CREDIT LINES

1~10

6

--MARGINS

-5~5

-

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

YES

--LITIGATION

YES/NO

NO

--OTHER ADVERSE INFORMATION

YES/NO

NO

MERIT POINTS

 

 

--SOLE DISTRIBUTORSHIP

YES/NO

NO

--EXPORT ACTIVITIES

YES/NO

YES

--AFFILIATION

YES/NO

YES

--LISTED

YES/NO

YES

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

53

 

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.

 

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