MIRA INFORM REPORT

 

 

Report Date :

11.01.2011

 

IDENTIFICATION DETAILS

 

Name :

ETISALAT DB TELECOM PRIVATE LIMITED

 

 

Formerly Known As :

SWAN TELECOM PRIVATE LIMITED

 

 

Registered Office :

7th and 8th Floor, Techniplex Near Veer Savarkar Flyover, Goregaon (West), Mumbai 400062, Maharashtra

 

 

Country :

India

 

 

Financials (as on) :

31.03.2010

 

 

Date of Incorporation :

13.07.2006

 

 

Com. Reg. No.:

11-163071

 

 

CIN No.:

[Company Identification No.]

U74992MH2006PTC163071

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

MUMS52989G

 

 

PAN No.:

[Permanent Account No.]

AAKCS0136Q

 

 

Legal Form :

Private Limited Liability Company.

 

 

Line of Business :

Providing Telecom Services.

 

RATING & COMMENTS

 

MIRA’s Rating :

B (27)

 

RATING

STATUS

PROPOSED CREDIT LINE

26-40

B

Capability to overcome financial difficulties seems comparatively below average.

Small

 

Maximum Credit Limit :

USD 173000000

 

 

Status :

Moderate

 

 

Payment Behaviour :

Slow

 

 

Litigation :

Clear

 

 

Comments :

Subject is a joint venture between Etisalat Group, UAE and Dynamix Balwas Group. It is an established company having moderate track. Trade relations are reported as fair. Business is active. Payments are reported to be active.

 

The company can be considered for business dealings with some caution.

 

NOTES :

Any query related to this report can be made on e-mail : infodept@mirainform.com while quoting report number, name and date.

 

ECGC Country Risk Classification List – April 1, 2010

 

Country Name

Previous Rating

(31.12.2009)

Current Rating

(01.04.2010)

India

A1

A1

 

Risk Category

ECGC Classification

Insignificant

 

A1

Low

 

A2

Moderate

 

B1

High

 

B2

Very High

 

C1

Restricted

 

C2

Off-credit

 

D

 

 

INFORMATION DECLINED BY

 

Management Non Co Operative (Name not Disclose)


 

LOCATIONS

 

Registered Office :

7th and 8th Floor, Techniplex Near Veer Savarkar Flyover, Goregaon (West), Mumbai 400062, Maharashtra, India

Tel. No.:

91-22-40778600

Fax No.:

91-22-28431566/28409444

E-Mail :

alodhi@etisalat.in

imfo@dbg.co.in

Website :

www.dbrealty.com

 

 

Corporate Office :

5th Floor, Infinity Towers, 5th Floor, Infinity Towers, Mind Space, Link Road, Malad (West), Mumbai-400 064, Maharashtra, India

Tel. No.:

91-22-67858888

Fax No.:

91-22-67858759

E-Mail :

deodatta.pandit@dbg.co.in

 

 

DIRECTORS

 

AS ON 30.09.2010

 

Name :

Mr. Shahid Usman Balwa

Designation :

Managing Director

Address :

Aaliya, Menor, Flat No.7 and 8, 38 TPS IV, 9th Road, Behind Almeda Park, Bandra (West), Mumbai, Maharashtra, India

Date of Birth/Age :

04.01.1974

Date of Appointment :

01.10.2007

 

 

Name :

Mr. Vinod Kumar Goenka

Designation :

Director

Address :

Karmyog, 6th Floor, Plot No.11, N S Road No.6, Hatkesh Society, Juhu Scheme, Mumbai-400 040, Maharashtra, India

Date of Birth/Age :

02.07.1959

Date of Appointment :

01.10.2007

 

 

Name :

Mr. Ahmed Syed Salahuddin

Designation :

Director

Address :

6, Walace Garden, 1st Street, Chennai-600 006, Tamilnadu, India

Date of Birth/Age :

19.02.1976

Date of Appointment :

17.12.2008

 

 

Name :

Mr. Isa Abdul Rasul Isa Mohamed Alhaddad

Designation :

Director

Address :

Villa #200, Seashore Villa Officers City, Abu Dhabi, UAE

Date of Birth/Age :

15.11.1956

Date of Appointment :

17.12.2008

 

 

Name :

Mr. Mohd Ahmed Abdulkarim

Designation :

Director

Address :

Villa 104, 261-27, Street Muhaisanah, Post Box-2229, Dubai

Date of Birth/Age :

11.09.1961

Date of Appointment :

17.12.2008

 

 

KEY EXECUTIVES

 

Name :

Mr. Afzal MD Lodhi 

Designation :

Company Secretary

Address :

Flat No.701, Plam Cour, Link Road, Malad (West), Mumbai-400 064, Maharashtra, India

Date of Birth/Age :

02.10.1969

Date of Appointment :

06.04.2009

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on 30.09.2010

 

Names of Shareholders (Equity Shareholders)

No. of Shares

Tiger Trustees Private Limited, Mumbai

115520464

Delphi investment Limited, Mauritius

10791000

Etisalat Mauritius Limited, Mauritius

112994231

Genex Exim Ventures Private Limited, Chennai

13317245

Total

252622940

 

 

As on 30.09.2010

 

Equity Share Breakup

Percentage of Holding

Category

 

Foreign holdings [Foreign institutional investors, Foreign Companies, Foreign Financial Institutions, Non-resident Indian or Overseas corporate bodies or others]

49.00

Bodies corporate

51.00

Total

100.00

 

 

BUSINESS DETAILS

 

Line of Business :

Providing Telecom Services.

 

 

GENERAL INFORMATION

 

Bankers :

·         Punjab National Bank, PNB House, Sir P M Road, Fort, Mumbai-400 001, Maharashtra, India

·         State Bank of India

·         Bank of Baroda

 

 

Facilities :

 

Secured Loans :

 

As on 31.03.2010

Rs. in Millions

As on 31.03.2009

Rs. in Millions

Vehicle Loan

2.071

2.638

Total

2.071

2.638

 

Note:

 

   I.      Vehicle Loans are secured by hypothecation of vehicle acquired out of the loan

 II.      Loan repayable within one year – Rs.0.624 million

 

Unsecured Loans :

 

As on 31.03.2010

Rs. in Millions

As on 31.03.2009

Rs. in Millions

Inter Corporate Deposits

572.815

0.000

Total

572.815

0.000

 

 

 

Banking Relations :

--

 

 

Auditors :

 

Name :

Deloitte Haskins and Sells

Chartered Accountants

Address :

12, Dr annie Besant Road, Opposite Shiv Sagar Estate, Worli, Mumbai-400 018, Maharashtra, India

Tel. No.:

91-22-33479000

Fax No.:

91-22-33479100

 

 

Holding Company:

Tiger Trustees Private Limited

 

 

Subsidiaries :

Allianz Infratech Private Limited 

CIN No.: U70101MH2006PTC192622

 

 

Associates:

·         D B Realty Private Limited

·         D B Airport Infra Private Limited

·         Dynamix Balwas Infrastructure Private Limited

·         Swan Connect Communication Private Limited

·         Dynamix Realty

·         D B Tele Wimax Private Limited

·         Falgun Consultants Private Limited

 

CAPITAL STRUCTURE

 

As on 30.09.2010

 

Authorised Capital :

 

No. of Shares

Type

 

Value

Amount

360000000

Equity Shares

Rs.10/- Each

Rs.3600.000 millions

51000000

Preference Shares

Rs.1/- Each

Rs.51.000 millions

 

Total

 

Rs.3651.000 millions

 

 

Issued, Subscribed Capital Paid-up Capital:

 

No. of Shares

Type

 

Value

Amount

252622938

Equity Shares

Rs.10/- Each

Rs.2526.229 millions

619218

8% Non Cumulative Optionally Convertible Preference Shares

Re. 1 each

Rs. 0.619 million

 

 

 

Rs. 2526.848 millions

 

Notes:

 

Preference Shares are optionally convertible or redeemable at a discount, par or premium within a maximum period of 20 years from the date of issue or at such earlier date as the directors deem fit at the option of the issuer.  The Same have been redeemed subsequent to the year end.

 


 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.03.2010

31.03.2009

31.03.2008

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

2526.848

2526.848

1100.020

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

40779.898

40791.612

9910.080

4] (Accumulated Losses)

0.000

0.000

(2.775)

NETWORTH

43306.746

43318.460

11007.325

LOAN FUNDS

 

 

 

1] Secured Loans

2.071

2.638

13054.744

2] Unsecured Loans

572.815

0.000

1080.320

TOTAL BORROWING

574.886

2.638

14135.064

DEFERRED TAX LIABILITIES

0.000

0.000

0.000

 

 

 

 

TOTAL

43881.632

43321.098

25142.389

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

23561.677

15443.443

15370.180

Capital work-in-progress

19471.620

2489.980

967.936

 

 

 

 

INVESTMENT

0.000

1095.000

0.000

DEFERREX TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

0.539

0.000

0.000

 

Sundry Debtors

0.000

0.000

0.000

 

Cash & Bank Balances

16457.833
25339.729

820.174

 

Other Current Assets

0.000

0.000

0.000

 

Loans & Advances

4344.072
715.801

8118.557

Total Current Assets

20802.444
26055.530

8938.731

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Sundry Creditors

19884.985
1714.010

2.766

 

Other Current Liabilities

32.203
16.352

127.827

 

Provisions

36.921
32.493

3.865

Total Current Liabilities

19954.109
1762.855

134.458

Net Current Assets

848.335
24292.675

8804.273

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

0.000

 

 

 

 

TOTAL

43881.632

43321.098

25142.389

 

 

 

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

 

31.03.2010

31.03.2009

 

SALES

 

 

 

 

 

Service Revenue

 

0.042

0.000

 

 

Other Income

 

1726.438

650.681

 

 

TOTAL                                     (A)

 

1726.480

650.681

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Employee Cost

 

800.191

149.779

 

 

Administrative Expenses

 

723.314

152.859

 

 

TOTAL                                     (B)

 

1523.505

302.638

 

 

 

 

 

Less

PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B)      (C)

 

202.975

348.043

 

 

 

 

 

Less

FINANCIAL EXPENSES                         (D)

 

153.971

7.076

 

 

 

 

 

 

PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D)                                       (E)

 

49.004

340.967

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

 

60.674

3.893

 

 

 

 

 

 

PROFIT BEFORE TAX (E-F)                               (G)

 

(11.670)

337.074

 

 

 

 

 

Less

TAX                                                                  (H)

 

0.043

198.386

 

 

 

 

 

 

PROFIT AFTER TAX (G-H)                                (I)

 

(11.713)

138.688

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

 

135.914

(2.775)

 

 

 

 

 

 

BALANCE CARRIED TO THE B/S

 

124.201

135.914

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Capital Goods

 

7142.395

0.000

 

 

 

 

 

 

Earnings Per Share (Rs.)

 

(0.05)

0.92

 

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2010

31.03.2009

31.03.2008

PAT / Total Income

(%)

(0.67)
21.31

NA

 

 

 
 

 

Net Profit Margin

(PBT/Sales)

(%)

(27785.71)
0.00

NA

 

 

 
 

 

Return on Total Assets

(PBT/Total Assets}

(%)

(0.03)
0.81

NA

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

(0.00)
0.01

NA

 

 

 
 

 

Debt Equity Ratio

(Total Liability/Networth)

 

0.47
0.04

1.30

 

 

 
 

 

Current Ratio

(Current Asset/Current Liability)

 

1.04
14.78

66.48

 

 

LOCAL AGENCY FURTHER INFORMATION

 

Note:

 

Registered office of the company has been shifted from D B House, General A. K. Vaidya Marg, Goregaon (East), Mumbai- 400 063, Maharashtra, India to the present address w.e.f. 25.05.2010

 

 

OPERATIONS/PERFORMANCE REVIEW

 

The Company has commenced telecom services in nine circles during the last quarter of the financial year under the brand name “Cheers”.

 

The Company has earned total Revenue of Rs. 1726.481 millions for the financial year 2009-10. The Operating Profit for the year was Rs. 51.174 millions and resulted in Net Loss of Rs. 11.713 millions. The Company during the year has been able to roll out its network to support initial launch of telecom services on prepaid platform with other value added services like SMS etc. supported by able back end support of IT and Customer Care Services.

 

Bankers Charges Report as per Registry

 

Corporate identity number of the company

U74992MH2006PTC163071

Name of the company

ETISALAT DB TELECOM PRIVATE LIMITED

Address of the registered office or of the principal place of  business in India of the company

D B House, General A. K. Vaidya Marg, Goregaon (East), Mumbai- 400 063, Maharashtra, India

This form is for

Modification of charge

Charge identification number of the modified 

10143198

Type of charge

Others

Transferability Assignability of Telecom Licence.

Particular of charge holder

Punjab National Bank, Pnb House, Sir P M Road, Fort, Mumbai-400 001, Maharashtra, India

Nature of description of the instrument creating or modifying the charge

No Dues Certificate from Punjab National Bank confirming repayment of Rupee Term Loan of Rs. 12000 millions extended by Punjab National Bank, State Bank of India, Bank of Baroda, Infrastructure Leasing and Financial Services Ltd and IDFC Limited and requiring the security cover for Bank Guarantee Limit of Rs.7170 millions extended by Punjab National Bank, State Bank of India, Bank of Baroda to continue.

Date of instrument Creating the charge

23.09.2009

Amount secured by the charge

Rs.7170.000 millions

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

Rate of Interest

Commission on Guarantee @ 1% p.a.

 

Terms of Repayment

Repayment of Dues arising out of invocation of guarantees to be settled by the “selectee” (defined in the Article 1-9 of the Tripartite Agreements) company in consideration of transfer/assignment of license by t he Licensor (DOT)

 

Margin

Cash Margins of 10% of the amount of the respective guarantees issued to DOT by the lenders on behalf of the Company.

 

Extent and Operation of the charge

Transferability / assignability in para 14 shall cover Telecom Licenses nos 20/202, 205, 206, 209, 210, 212, 215 to 220 and 222 granted to the company for Service Areas in AP, Gujarat, Haryana, Karnataka, Kerala, Maharashtra, Punjab, Rajasthan, Tamil Nadu, UP Western, UP Eastern, Delhi and Mumbai respectively in consideration of the ‘Selectee’ company, inter alia, settling Non Fund Based Dues thus: PNB Rs. 2100 millions, SB) Rs 3970 millions, BOB Rs.1100 millions

 

Others

Nothing in Tripartite Agreements entitles the charge holders themselves to operate the services under the Telecom Licenses as a LICENSEE either individually or collectively.

Short particulars of the property charged

Telecom Licenses granted to the company by the Department of Telecommunication, government of India, liable to be transferred / assigned.  

Particulars of the present modification 

Out of the Total Financial Assistance of Rs. 19170 millions (Fund based-Rs.12000 millions and Non-Fund based-Rs. 7170

Millions) extended by consortia of 5 Banks, the term loan of Rs. 1200 has been repaid in full. However, the Security Cover for the Non-Fund based facility, i.e. the Bank guarantee aggregating to Rs.7170 millions extended by Punjab National Bank, State Bank of India, Bank of Baroda shall continue.

 

Fixed Assets:

 

·         Computer

·         Furniture and Fitting

·         Office Equipments

·         Vehicle

·         Leasehold Improvement

 

 

Website Details:

 

Subject has been awarded the Unified Services Access License in 15 circles including Andhra Pradesh, Delhi, Gujarat, Haryana, Karnataka, Kerala, Maharashtra, Mumbai, Punjab, Rajasthan, Tamil Nadu (including Chennai), Uttar Pradesh (East), Uttar Pradesh (West), Madhya Pradesh and Bihar.

 

These licenses enable the Company to provide a full spectrum of telecom services covering a population of over 900 million across India. The services will include national and international long distance telephony solutions, full range of prepaid and postpaid products, national and international roaming and Value Added Services which includes Voice Mail, Audiotex services, Video Conferencing, Videotex, E-Mail, Closed User Group. Under the license the Company can also provide Internet Telephony, Internet Services and Broadband Services.

 

Subject is today recognized as one of the largest telecommunications providers in the world and also the largest operator in the Middle East with operations in 17 countries across Asia, the Middle East and Africa, servicing over 80 million customers out of a total population of 1.8 bn people.  Subject has been the foremost telecommunications service provider in the United Arab Emirates since 1976. Since then, it has built up state-of-the-art telecom infrastructure and taken a leadership position of innovation and reliability among regional and international operators. In 2008 Subject reported annual Net Profits of Dhs8.665bn, a growth of 19% over 2007 figures and Dhs 26.119bn in Net Revenues for 2008.

 

Subject offers fixed line services over Next Generation Network, and enables mobile users with a range of services and applications such as voice and data applications like WAP, GPRS, 3G, MMS, Push to Talk, Black Berry, iPhone and others. Internet users too experience high-speed internet connectivity and value-additions such as free anti-spam and anti-virus programmes, expanded mailboxes, upgrades of broadband connection speeds and other benefits.

 

The telecom leader entered India, one of the largest telecommunications markets in the world in terms of potential growth and scale, confirming the balanced investment approach Etisalat is following in West Asia, South Asia, and Africa. Expanding to India complements Subject regional investments in Pakistan (PTCL), Afghanistan, and Indonesia, representing one of the fastest-growing markets in the Telecommunication world.

 

 


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 records 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.45.44

UK Pound

1

Rs.70.61

Euro

1

Rs.58.63

 

 


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

3

PAID-UP CAPITAL

1~10

4

OPERATING SCALE

1~10

3

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

3

--PROFITABILIRY

1~10

2

--LIQUIDITY

1~10

3

--LEVERAGE

1~10

3

--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

 

27

 

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

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

--

NB

New Business

--

 

 

 

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

This report is issued at your request without any risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL) or its officials.