MIRA INFORM REPORT

 

 

Report Date :

15.01.2008

 

IDENTIFICATION DETAILS

 

Name :

RAP INDIA LIMITED

 

 

Registered Office :

Arora House, 16 Golf Link, Union Park, Khar West, Mumbai – 400052, Maharashtra

 

 

Country :

India

 

 

Financials (as on) :

84098

 

 

Date of Incorporation :

28.12.1994

 

 

CIN No.:

[Company Identification No.]

U65990MH1994PLC084098

 

 

Legal Form :

A closely held public limited liability company

 

 

Line of Business :

Entertainment Business

 

 

RATING & COMMENTS

 

MIRA’s Rating :

B

 

RATING

STATUS

PROPOSED CREDIT LINE

26-40

B

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

Small

 

Maximum Credit Limit :

USD 1500000

 

 

Status :

Moderate

 

 

Payment Behaviour :

Slow

 

 

Litigation :

Clear

 

 

Comments :

Subject is an established company into developments of Multiplex Theaters and Malls. Company’s profitability is under pressure. It has some accumulated losses. Payments are reported as slow but correct.

 

The company can be considered for small to mediocre business dealings with slight caution, initially.  

 

 

LOCATIONS

 

Registered Office :

Arora House, 16 Golf Link, Union Park, Khar West, Mumbai – 400052, Maharashtra, India

Tel. No.:

91-22-26041313 / 14 / 15

Mobile No. :

91-9876707449

91-9811888090

Fax No.:

91-22-26494657

E-Mail :

info@rapmalls.com

marketing@rapmalls.com

Website :

http://www.rapmalls.com

 

 

DIRECTORS

 

Name :

Mr. Rupinder Singh Arora

Designation :

Chairman and Managing Director

 

 

Name :

Mr. Chandir G Gidwani

Designation :

Director

 

 

Name :

Mr. K. V. Krishnamurthy

Designation :

Director

 

 

Name :

Ms. Ritika Handa

Designation :

Director

Date of Appointment :

01.01.2007

 

 

KEY EXECUTIVES

 

Name :

Mr. Ravindra Joshi

Designation :

Company Secretary

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

Names of Shareholders

No. of Shares

Percentage of Holding

Promoters Shareholding

3664600

62.310

NRI’s / OCB’s

501

0.009

Private Corporate Bodies

1198136

20.373

Indian Public

891004

15.150

Clearing Members

646

0.011

FII[s]

126113

2.144

 

5881000

100.00

 

BUSINESS DETAILS

 

Line of Business :

Entertainment Business

 

 

GENERAL INFORMATION

 

Bankers :

HDFC Bank Limited

 

 

Facilities :

Secured Loan

Rs in Millions

Bank Overdraft

0.000

Vehicles Loan

4.188

Total

4.188

 

[Vehicles Loan from HDFC Bank – Secured by Hypothecation of Vehicles [Includes Interest accrued and due Rs. Nil.] Principal repayable within one year Rs. 1.018 Millions]

 

 

 

Banking Relations :

Satisfactory

 

 

Auditors :

 

Name :

A. M. Joshi and Company

Chartered Accountants

Address :

Sukrita 127, Shivaji Park, Dr. M. B. Raut Road, Dadar, Mumbai – 400024

 

 

Associates/Subsidiaries :

  • Centrum Direct Limited
  • Centurm Capital Limited
  • Deepi Arora

 

 

CAPITAL STRUCTURE

 

Authorised Capital :

No. of Shares

Type

Value

Amount

12,000,000

Equity Shares

Rs. 10/- each

Rs. 120.000 Millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

58,81,000

Equity Shares

Rs. 10/- each

Rs. 58.810 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

58.810

50.000

50.000

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

332.194

0.057

0.000

4] (Accumulated Losses)

[26.073]

[33.962]

[34.000]

NETWORTH

364.931

16.095

16.000

LOAN FUNDS

 

 

 

1] Secured Loans

4.188

41.295

0.000

2] Unsecured Loans

121.561

121.134

38.400

TOTAL BORROWING

125.749

162.429

38.400

DEFERRED TAX LIABILITIES

3.284

5.111

0.000

 

 

 

 

TOTAL

493.964

183.635

54.400

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

79.886

2.303

0.300

Capital work-in-progress

208.204

214.268

42.000

 

 

 

 

INVESTMENT

0.000

0.000

0.000

DEFERREX TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

0.000

0.000

0.000

 

Sundry Debtors

0.000

0.000

0.000

 

Cash & Bank Balances

0.134

0.077

0.000

 

Other Current Assets

0.000

0.000

0.000

 

Loans & Advances

248.623

1.204

17.800

Total Current Assets

248.757

1.281

17.800

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Current Liabilities

43.005

33.729

5.500

 

Provisions

0.678

0.488

0.200

Total Current Liabilities

43.683

34.217

5.700

Net Current Assets

205.074

[32.936]

12.100

 

 

 

 

MISCELLANEOUS EXPENSES

0.800

0.000

0.000

 

 

 

 

TOTAL

493.964

183.635

54.400

 

PROFIT & LOSS ACCOUNT

 

PARTICULARS

 

31.03.2007

31.03.2006

31.03.2005

Sales Turnover

18.681

0.613

2.300

Other Income

7.019

1.600

0.000

Total Income

25.700

2.213

2.300

 

 

 

 

Profit/(Loss) Before Tax

6.494

0.286

0.300

Provision for Taxation

[1.395]

0.237

0.000

Profit/(Loss) After Tax

7.889

0.049

0.300

 

 

 

 

Expenditures :

 

 

 

 

Payments to and Provisions for Employees

3.573

0.921

0.600

 

Other Expenditure

12.145

0.844

1.300

 

Depreciation

3.488

0.161

0.100

Total Expenditure

19.206

1.926

2.000

 

QUARTERLY RESULTS

 

PARTICULARS

 

 

30.06.2007

30.09.2007

Type

 

1st Quarter

2nd Quarter

Sales Turnover

 

5.000

2.200

Other Income

 

2.100

2.500

Total Income

 

7.100

4.700

Total Expenditure

 

2.100

2.200

Operating Profit

 

5.000

2.500

Interest

 

0.900

0.500

Gross Profit

 

4.100

2.000

Depreciation

 

0.900

0.900

Tax

 

0.000

0.000

Reported PAT

 

3.200

1.100

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2007

31.03.2006

31.03.2005

PAT / Total Income

(%)

30.70

2.21

13.04

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

34.76

46.66

13.04

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

1.98

7.98

1.66

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.02

0.02

1.88

 

 

 

 

 

Debt Equity Ratio

(Total Liability/Networth)

 

0.46

12.22

2.76

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

5.69

0.04

3.12

 

 

LOCAL AGENCY FURTHER INFORMATION

 

 

PERFORMANCE: 
 
The Company is awaiting Building Plans approval for its sites in Jallandhar & Ludhiana for Construction of Mall-cum-Multiplex-cum-Hotel. The construction will start .thereafter. 

 
The construction of Mall-cum-Multiplex in Agra is underway and will start operations in a short time. 

 

 

Management Discussion and Analysis: 

The Indian Economy: 

India is the world's largest democracy in terms of population, with India's Central Statistical Organisation estimating a population of 1,091 million people as at 31st March, 2005. According to the World Bank, India was the twelfth largest economy in the world in the year ended 31st March, 2005, with a GDP in nominal terms estimated to be US$ 731 billion. 

India's economy has recently registered significant growth, with average real GDP (at factor cost) growth of 6.990 over the year ended 31st March, 2005 and growth of 120% from the year ended 31st March, 1991. 

With this growth and the prospect of further growth in the Indian economy, transportation and information connectivity across the country and the development of a supporting, scalable infrastructure have become increasingly important. Moreover, as the economy and business centres continue to develop in urban centres (particularly smaller urban centres), they expect India's overall population to become more urbanised and the importance of transportation connectivity is expected to magnify. Moreover, as the Indian economy continues its growth, its middle class is also growing, with increased disposable income which has also resulted increased consumerism which in turn has created higher demand for shopping mall and multiplexes etc. therefore, the aforesaid growth of the Indian economy has been acting as the growth driver for the overall real estate sector in India. 
 
Overview of real estate sector in India: 

Real estate is a major employment driver, being the second largest employer, next only to agriculture. This is because of the chain of backward and forward linkages that the sector has with other sectors of the economy. 
 
The size of the real estate industry in India is estimated by FICCI, to be around US$ 12 billion. This figure is growing at a pace of 30% for the last few years. Almost 80% of real estate developed in India, is residential space and the rest comprise office, shopping malls, hotels and hospitals.

This double-digit growth is mainly attributed to the off-shoring business, including high-end technology consulting, call centres and software programming houses which in 2003-04, is estimated to have accounted for more than 10 million square feet of real estate development. 

Integrated Retail-Cum-Entertainment Centers: 

An increasing number of retailers are focusing on malls as opposed to stand-alone developments. 
 
While the number of shopping malls has seen a surge in the recent past, the future development is now focussed on providing for leisure activities as well. A significant number of multiplexes are being developed as an integral part of retail malls, along with amenities such as food courts and video game parlours. 

India organized retail share is amongst lowest in world. India had no malls some ten year back. Now Delhi alone has more than 50 malls. With rising income level and spending power of Indian urban population these malls are becoming favorite destination for young population. India has largest population in age group of 15-59 group. 
 
Business: 
 
The Company is a real estate development organization focused on conceptualising, designing, creating and management of Shopping Malls-cum-Multiplexes. The Company builds lifestyle shopping centres in the tier 1 & tier 2 cities of India attracting speciality retailers and providing local customers with a unique shopping experience and value for money. They strive to understand the growth strategies of leading brands looking for increased presence at state-of-the-art outlets, and place equal emphasis on serving local customers and communities with 'International taste' for great-value products and services. The Malls are single-point, multi-utility destinations for shopping, food arid entertainment - built with well-planned retail amenities that can meet the changing needs of a new-millennium consumers. 

Performance: 
 
The income for the FY 2006-07 was Rs. 25.700 Millions as compared to Rs. 2.212 Millions of the previous year. The profit for FY 2006-07 was Rs. 7.889 Millions as compared to 5.000 Millions of the previous year. 

Primary Segment

The Company is operating in single segment i.e. Development of Multiplex Theatres and Malls, hence reporting as defined in accordance with the Accounting Standard [AS] 17 of ICAI is not applicable. 

Fixed Assets

 

 

 

Profile

 

Based in Mumbai, RAP Media is a real estate development organization focusing on conceptualising, designing, creating and management of world-class Shopping Malls-cum-Multiplexes. There has been a marked shift in the shopping preferences of consumers across the globe, and more and more people now opt for the convenience of one-stop shopping complexes instead of visiting standalone stores. RAP Media builds lifestyle shopping centres in the tier 1 & tier 2 cities of India attracting specialty retailers and providing local customers with a unique shopping experience and great value for money. They strive to understand the growth strategies of leading brands looking for increased presence at state-of-the-art outlets, and place equal emphasis on serving local customers and communities with “international taste” for great-value products and services. RAP Malls are single-point, multi-utility destinations for shopping, food and entertainment – built with well-planned retail amenities that can meet the changing needs of new-millennium consumers.



As shoppers today increasingly look for a shopping-fun-food experience – much beyond the original scope of traditional shopping malls – RAP Media has realized the importance of developing unique lifestyle centres across the country with facilities on par with a cosmopolitan megapolis. They are a professionally managed company ensuring complete success and proper management of state-of-the-art malls-cum-multiplexes with emphasis on convenience, comfort and speed of operations. RAP Media also develops five-star mall hotels, offering great-value facilities to business and leisure travellers, building customer loyalty and ensuring maximum footfall. Architectural excellence, superior space planning, robust construction and top-notch facilities are the highlights of all RAP projects – pleasing, vibrant places custom-built to offer the ultimate in shoppertainment. There are provisions for sleek, top-of-the-line escalators, glass capsule lifts, latest technology fixtures and central air conditioning, which will combine to create a one-of-its-kind ambience for valued visitors. RAP lifestyle centres house the finest retail brands for world-class shopping and there is better place to experience the fun and excitement which spice up the day out at the mall. Whether it is a movie at the multiplex, chilling out at sports bars, or thrills galore at gaming zones, RAP Malls offer myriad recreations for all ages. And there is always a tantalising selection of restaurants and food joints at every mall – whetting the appetite for gourmet dishes or fun dining, depending upon the mood. From great-value shopping to best leisure activities and fine dining, RAP Malls offer a true feast of senses which will please the connoisseurs of the Lifestyle Age.

 

 

Building Excellence

 

MISSION


RAP Media is committed to redefining retail shopping experience and developing lifestyle shopping centres where footfalls automatically turn into conversions. They focus on creating Malls-cum-Multiplexes in the non-metro cities of India with a view to providing new growth opportunities to businesses and catering to quality-conscious consumers across the country.


VISION


Enabling businesses to maximise the value of investment through effective brand positioning across India and building customer loyalty through world-class amenities & great-value services.


LEADERS

Mr. Rupinder Singh Arora, Managing Director

Mr. Rupinder Singh Arora, Managing Director of RAP Media, has impelled the company to immense heights. He is a Commerce and Law graduate from the Bombay University, and has 35 years of invaluable experience in industry verticals such as wind energy generation, manufacturing and export of polyester staple fibre, garment exports, construction and real estate development. His interest and expertise in real estate development has kept the company ahead in today’s rapidly evolving market.


Ms Ritika Arora, Whole-time Executive Director

Ms Ritika Arora, whole-time Executive Director of RAP Media, holds a B.Sc in Management-Finance from Purdue University, USA, and a Diploma in Event Management. Ritika has valuable experience in Banking and General Management, and made significant contributions towards the organisation’s growth.


Mr. Chandir Gobing Gidwani, Director

Mr. Chandir Gobing Gidwani, Director of RAP Media holds a Master’s degree in Commerce and is a Fellow Member of the Institute of Chartered Accountants of India. Mr. Gidwani has two decades of valuable experience in finance, accounts, audit and senior general management. He is the Managing Director of Centrum Finance Ltd. and responsible for all strategic decisions of the company. Mr. Gidwani is actively involved in Business Planning, Corporate Structuring and Investment Consultancy, Placement of Debt & Equity, ECB Structuring and International Finance.


Mr. K.V. Krishnamurthy, Director

Mr. K.V. Krishnamurthy, Director of RAP Media, is a B.Com, F.C.A., F.I.I.B. and Retd. Chairman & Managing Director of Bank of India. He has a rich and varied experience of 33 years and is regarded as one of the best practicing bankers of India’s Public Sector Banking Industry. His areas of specialization include both Domestic and International Banking, while he has extensive expertise in Treasury Management, Risk Management, Forex Management and Human Resources Development.

 

 


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.39.29

UK Pound

1

Rs.77.57

Euro

1

Rs.57.60

 

 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

5

PAID-UP CAPITAL

1~10

4

OPERATING SCALE

1~10

3

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

5

--PROFITABILIRY

1~10

2

--LIQUIDITY

1~10

4

--LEVERAGE

1~10

4

--RESERVES

1~10

3

--CREDIT LINES

1~10

3

--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

NO

--AFFILIATION

YES/NO

YES

--LISTED

YES/NO

NO

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

33

 

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