MIRA INFORM REPORT

 

 

Report Date :

20.07.2011

 

IDENTIFICATION DETAILS

 

Name :

RELIANCE COMMUNICATIONS INFRASTRUCTURE LIMITED (w.e.f. 7.03.2002)

 

 

Formerly Known as :

SUKHKARTA FINTRADE PRIVATE LIMITED

 

 

Registered Office :

H Block, 1st Floor, Dhirubhai Ambani Knowledge City, Navi Mumbai – 400 710, Maharashtra

 

 

Country :

India

 

 

Financials (as on) :

31.03.2010

 

 

Date of Incorporation :

17.07.1997

 

 

Com. Reg. No.:

11-166329

 

 

Capital Investment / Paid-up Capital :

Rs.2010.200 millions

 

 

CIN No.:

[Company Identification No.]

U64203MH1997PLC166329

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

DELR10472A

 

 

PAN No.:

[Permanent Account No.]

AAVVS2157H

 

 

Legal Form :

A Closely Held Public Limited Liability Company.

 

 

Line of Business :

Promoters of Industrial Finance, Order Suppliers, Importers, Exporters, Merchants, Stockiest, Buyers, Sellers, Agents, Brokers, Commission Agents and Dealers.

 

 

No. of Employees :

300 (Approximately)

 

 

RATING & COMMENTS

 

MIRA’s Rating :

A (58) 

 

RATING

STATUS

PROPOSED CREDIT LINE

56-70

A

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

Fairly Large

 

Maximum Credit Limit :

USD 120000000

 

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is a well established company having fine track. Financial position of the company appears to be sound. Trade relations are reported as fair. Business is active. Payments are reported to be regular and as per commitments.

 

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

 

NOTES :

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

 

 

INFORMATION DECLINED BY

 

Management Non cooperative

 

 

LOCATIONS

 

Registered Office :

H Block, 1st Floor, Dhirubhai Ambani Knowledge City, Navi Mumbai – 400 710, Maharashtra, India

Tel. No.:

91-22-30386286

Fax No.:

91-22-30376622

Email :

chawda@relianceada.com

tulsi.dadlani@relianceada.com

hitesh.marthak@relianceada.com

Website :

http://www.relianceda.com

 

 

Corporate Office:

“Brindavan”, 2nd Floor, Shree Ram Mils Premises, Ganpatrao Kadam Marg, Worli, Mumbai - 400013, Maharashtra, India

 

 

Branches :

Located at :-

·         Mumbai

·         Bangalore

 

 

DIRECTORS

As on 30.09.2010

 

Name :

Mr. Hasit Navinchandra Shukla

Designation :

Director

Address :

403, Sabita Co-operative Housing Society Limited, plot No. 596, Cts F/38, 16th Road, Bandra (West), Mumbai – 400050, Maharashtra, India

Date of Birth/Age :

28.08.1962

Date of Appointment :

13.08.2010

 

 

Name :

Mr. Suresh M. Rangachar

Designation :

Director

Address :

37, Gulistan Apartment, 9, Cuffe Parade, Colaba, Mumbai – 400005, Maharashtra, India

Date of Birth/Age :

14.05.1964

Date of Appointment :

13.08.2010

 

 

Name :

Mr. Gautam Bhailal Doshi

Designation :

Director

Address :

B-131, Grand Paradi, August Kranti Marg, Mumbai – 400036, Maharashtra, India

Date of Birth/Age :

23.12.1952

Date of Appointment :

26.06.2005

 

 

KEY EXECUTIVES

 

Name :

Mr. Hitesh Lalitbhai Marthak

Designation :

Company Secretary and Manager

Address :

Flat F 604 (Daisy), Jalvayu Vihar, Phase – 1, Sector – 20, Kharghar, Navimumbai – 410210, Maharashtra, India

Date of Birth/Age :

25.10.1975

Date of Appointment :

01.08.2010

 

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on 30.09.2010

Names of Shareholders

 

No. of Shares

Satish Seth Jointly with Reliance Communications Limited, India 

 

1

Amitabh T Jhunjhunwala Jointly with Reliance Communications Limited, India 

 

1

Gautam Doshi Jointly with Reliance Communications Limited, India 

 

1

Ramesh Shenoy Jointly with Reliance Communications Limited, India 

 

1

Hasit Shukla Jointly with Reliance Communications Limited, India 

 

1

Surendra Pipara Jointly with Reliance Communications Limited, India 

 

1

Reliance Communications Limited, India 

 

2009999994

Total

 

2010000000

 

Names of Shareholders

 

No. of Shares

(Preference Shares)

Reliance Communications Limited, India 

 

20000

Total

 

20000

 

Equity Share break up:

(As on 30.09.2010)

Category

Percentage

Bodies corporate (not mentioned above)

100.00

Total

100.00

 

 

BUSINESS DETAILS

 

Line of Business :

Promoters of Industrial Finance, Order Suppliers, Importers, Exporters, Merchants, Stockiest, Buyers, Sellers, Agents, Brokers, Commission Agents and Dealers.

 

 

Products :

Product Description

ITC Code

Communication Devices Accessories

851711

Integrated Data Centre

--

Provision of Infrastructure

--

Internet Service Provider

--

 

 

GENERAL INFORMATION

 

No. of Employees :

300 (Approximately)

 

 

Bankers :

Axis Bank Limited, Central Office, Maker, Towers – F, 13th Floor, Cuffe Parade, Colaba, Mumbai – 400 005, Maharashtra, India

 

 

Facilities :

Unsecured loans

31.03.2010

Rs. in Millions

31.03.2009

Rs. in Millions

Long Term Loans

 

 

From Holding Company

11850.000

0.000

Short Term Loans

 

 

From Banks in Foreign Currencies – Buyer’s Credit

5770.100

5288.600

From Holding Company

4019.900

15974.400

From Body Corporate

1000.000

0.000

Total

22640.000

21263.000

 

 

 

Banking Relations :

--

 

 

Financial Institution:

Axis Trustee Services Limited, Maker, Towers – F, 13th Floor, Cuffe Parade, Colaba, Mumbai – 400 005, Maharashtra, India

 

 

Auditors :

 

Name :

Chaturvedi and Shah

Chartered Accountant

Address :

912-913, Tulsiani Chambers, 212, Nariman Point, Mumbai – 400710, Maharashtra, India

 

 

Joint Venture :

Alcatel Lucent Managed Solutions India Private Limited

 

 

Associates :

·         Reliance Group

·         Reliance Industries Limited

·         Reliance Petrochemicals Limited

·         Reliance Infoinvestments Private Limited

·         Reliance Petroinvestments Private Limited

·         And several Reliance Group Companies

 

 

Subsidiaries :

·         Reliance Mobile Limited

CIN No.: U32100GJ1992PLC018052

 

·         Reliance Infratel Limited

CIN No.: U72900MH2001PLC131598

 

·         Matrix Innovations Limited

CIN No.: U99999MH2000PLC125991

 

·         Netizen Rajasthan Limited

CIN No.: U74140MH2000PLC128387

 

·          Reliance Communications Investments and Leasing Limited

CIN No. : U64201MH2001PLC131600

·         Reliance Communications West Bengal Private Limited

·         Reliance Communications Haryana Private Limited

·         Reliance Communications Maharashtra Private Limited

·         Reliance Communications Tamilnadu Private Limited

·         Reliance Broadcom Private Limited

 

 

Fellow Subsidiaries :

·         Reliance Webstores Limited 

·         Gateway Systems (India) Limited

·         Reliance Communications International Inc.

·         Reliance Communications Inc.

·         Reliance Communications Hongkong Limited

·         Netizen Maharashtra Private Limited

·         Flag Telecom Group Limited and its Subsidiaries

·         Reliance Telecom Limited

·         Reliable Internet Services Limited

·         Campion Properties Limited

·         Gateway Net Trading Private. Limited Singapore

·         Reliance Capital Limited

·         Reliance Global Com Limited 

 

 

Holding Company :

Reliance Communications Limited

CIN No. : L45309MH2004PLC147531

 

 

Ultimate Holding Company:

·         Reliance Innoventures Private Limited

·         AAA Communications Private Limited

 

 

CAPITAL STRUCTURE

 

As on 31.03.2010

 

Authorised Capital :

No. of Shares

Type

Value

Amount

2400000000

Equity Shares

Rs.1/- each

Rs.2400.000 Millions

10000000

Preference Shares

Rs.10/- each

Rs.100.000 millions

 

Total

 

Rs.2500.000 millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

2010000000

Equity Shares

Re.1/- each

Rs.2010.000 Millions

20000

Preference Shares

Rs.10/- each

Rs.0.200 million

 

Total

 

Rs.2010.200 millions

 

Note:

 

All shares are held by Reliance Communication Limited, the Holding company and its nominees

 

 

 

 

 

 

 

 


 

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

2010.200

2010.200

2000.200

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

27006.900

27482.300

20462.000

4] (Accumulated Losses)

0.000

0.000

 (8.400)

NETWORTH

29017.100

29492.500

 22453.800

LOAN FUNDS

 

 

 

1] Secured Loans

0.000

0.000

0.000

2] Unsecured Loans

22640.000

21263.000

26600.800

TOTAL BORROWING

22640.000

21263.000

26600.800

DEFERRED TAX LIABILITIES

0.000

0.000

 0.000

 

 

 

 

TOTAL

51657.100

50755.500

 49054.600

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

10171.200

10350.200

 6005.700

Capital work-in-progress

26651.200

8939.600

 13221.500

 

 

 

 

INVESTMENT

3257.300

3253.500

 70254.600

DEFERREX TAX ASSETS

0.000

0.000

 0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

1121.100
1418.900
 1336.500

 

Sundry Debtors

8552.400
14076.400
 5251.000

 

Cash & Bank Balances

1476.400
2254.400
 1774.800

 

Other Current Assets

2168.100
0.900
5597.700

 

Loans & Advances

37591.100
49103.800
 44686.400

Total Current Assets

50909.100
66854.400
58646.400

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Sundry Creditors

25967.000

22782.300

10201.800

 

Other Current Liabilities

10534.300
14590.100
87578.600

 

Provisions

2830.400
1269.800
1293.200

Total Current Liabilities

39331.700
38642.200
99073.600

Net Current Assets

11577.400
28212.200
(40427.200)

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

 0.000

 

 

 

 

TOTAL

51657.100

50755.500

 49054.600

 

 

 

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

31.03.2010

31.03.2009

31.03.2008

 

SALES

 

 

 

 

 

Income

44170.700

40952.500

 31525.600

 

 

Other Income

18.200

7.800

4701.300

 

 

TOTAL                                     (A)

44188.900

40960.300

36226.900

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Network Operation Expenses

12166.600

9057.100

6935.200

 

 

Payments to and Provision for Employees

1205.800

1412.800

91.400

 

 

Sales and Distribution Expenses

16226.500

10120.700

7562.400

 

 

General and Administration Expenses

1126.900

1639.100

35.600

 

 

Loss on Sale of Fixed Assets

0.000

11797.600

 18527.600

 

 

Loss on assignment of Advances

9500.000

0.000

0.000

 

 

TOTAL                                     (B)

40225.800

34027.300

33152.200

 

 

 

 

 

Less

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

3963.100

6933.000

3074.700

 

 

 

 

 

Less

FINANCIAL EXPENSES                         (D)

(2325.100)

1790.200

 (7167.400)

 

 

 

 

 

 

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

6288.200

5142.800

10242.100

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

4630.800

2476.900

 2797.400

 

 

 

 

 

 

PROFIT BEFORE ADJUSTMENTS PURSUANT TO THE SCHEME OF ARRANGEMENT

1657.400

2665.900

7444.700

 

 

 

 

 

 

 

 

 

 

Add

Adjustments pursuant to the scheme of arrangement

0.000

3770.000

0.000

 

 

 

 

 

Add

Exchange Loss on Loans and Liabilities

0.000

1823.000

0.000

 

 

 

 

 

Less

Equivalent Amount withdrawn from General Reserve

0.000

5593.000

0.000

 

 

 

 

 

 

PROFIT BEFORE TAX (E-F)                               (G)

1657.400

2665.900

7444.700

 

 

 

 

 

Less

TAX                                                                  (I)

1562.500

4.100

1232.100

 

 

 

 

 

 

PROFIT AFTER TAX (G-I)                                  (J)

94.900

2661.800

 6212.600

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

2653.400

(8.400)

(11284.400)

 

 

 

 

 

Less

ADJUSTMENT ON ACCOUNT OF THE SCHEME OF AMALGAMATION / DEMERGER

0.000

0.000

(5063.400)

 

 

 

 

 

 

BALANCE CARRIED TO THE B/S

2748.300

2653.400

(8.400)

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

3219.700

6936.100

1559.500

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Capital Goods

1470.600

6748.700

3440.500

 

 

Traded Goods

246.600

482.500

3920.400

 

TOTAL IMPORTS

1717.200

7231.200

7360.900

 

 

 

 

 

 

Earnings Per Share (Rs.)

0.05

1.33

3.11

 

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2010

31.03.2009

31.03.2008

PAT / Total Income

(%)

0.21
6.50
 17.15

 

 

 
 
 

Net Profit Margin

(PBT/Sales)

(%)

3.75
6.51
 23.61

 

 

 
 
 

Return on Total Assets

(PBT/Total Assets}

(%)

2.71
3.45
 11.52

 

 

 
 
 

Return on Investment (ROI)

(PBT/Networth)

 

0.06
0.09
 0.33

 

 

 
 
 

Debt Equity Ratio

(Total Liability/Networth)

 

2.13
2.03
 5.60

 

 

 
 
 

Current Ratio

(Current Asset/Current Liability)

 

1.29
1.73
 0.59

 

 

LOCAL AGENCY FURTHER INFORMATION

 

Details of Sundry Creditors:

 

Particulars

 

31.03.2010

(Rs. in millions)

31.03.2009

(Rs. in millions)

31.03.2008

(Rs. in millions)

Sundry Creditors

 

 

 

Micro Small and Medium Enterprises

189.800

151.800

115.000

Others

25777.200

22630.500

10086.800

Total

25967.000

22782.300

10201.800

 

Note:

Registered office of the company has been shifted from Reliance House, Near Maradia Plaza, off. C G Road, Ahmedabad- 380 006, Gujarat, India to the present address w.e.f.04.12.2006

 

 

OPERATIONS:-

 

The Company provides Internet Data Centre (IDC) services from its IDCs located at Mumbai, Bangalore, Hyderabad and Chennai. During the year two new IDX, viz., Chennai and Hyderabad got commissioned. The IDCs currently have a capacity of 405,000 sq. ft. The Company is a market leader within the space having an estimated market share of close to 60%.

 

The Company’s Enterprise Broadband segment continued to maintain its growth path and gained significantly during the year even in the midst of aggressive competition in the data and voice segments, and especially in the internet bandwidth segment, from many other telecom service providers. Of a current portfolio of more than 41 products, their Enterprise Broadband business has not only positioned larger number of products within the top corporate but also increased its share of wallet.

 

Broadband’s Business IT Systems are ISO 27001:2005 Certified (an Information Security Management System Standard).

 

 

HISTORY

 

Subject was incorporated on 17th July, 1997 at Mumbai in Maharashtra under the name and style of Sukhakarta Fintrade Private Limited having Company Registration Number 109474.  The name of the company was changed to Macronet Private Limited with effect from 15.02.1999.  Further, the name of the company was changed to Reliance Infocom Private Limited with effect from 3rd November, 2000 and subsequently it became a public limited liability company. The name of the company was further changed to the present with effect from 7th March, 2002.

 

The company’s registered office was transferred from 84-A, Mittal Court, 222, Nariman Point, Mumbai – 400021, Maharashtra to its present address.

 

Profile

 

It also acts as general order suppliers, importers, exporters, merchants, stockists, buyers, sellers, agents, brokers, commission agents and dealers of cotton, jute, tea, coffee, rubber, oil, grains, pulses, seeds, vegetable products, cotton goods, jute goods, textile garments, yarn, synthetic goods, domestic appliances, furnitures, decorative items, gift items, steel utensils, plastic goods, rubber items, pulp, paper, engineering goods, electrical items, electronic items, etc.

 

It is also incorporated to undertake business in information technology industry in India and Overseas.

 

In August 2001, company has commenced commercial services of its Internet Data Centre in Mumbai.

 

In March 2002, company has also partly commenced commercial services of its Internet Data Centre in Bangalore.

 

It is in trade terms with:-

 

·         Diamond Pipes

·         Bharat Spuns Pipe and Construction Company

·         Erectofab

·         JMD Enterprises

·         Kalpana Glass Fi

·         R.R. Construction

·         National R.C.C. Spun Pipe Company

·         Shivsakthi Traders

·         Sai Construction

·         Ganapthi Trading Company

·         Tripathi Construction

·         Harendra Construction Company Private Limited

·         Ashok Parvadan

·         Shivam Construction,

·         Chandan Kumar

·         N.B.S. Engicon Private Limited

  

Change of Name

 

During the year under report, the company changed its name from Reliance Infocom Limited to Reliance Communications Infrastructure Limited. A fresh certificate of incorporation consequent to the change of name of the company was received from Registrar of Companies, Maharashtra on 7th March, 2002.

 

The company’s fixed assets of important value include goodwill, leasehold land, freehold land, building, plant and machinery, electrical installations, office equipments, furniture and fixtures and vehicles.

 

 

Form 8 :

 

Corporate identity number of the company

U64203MH1997PLC166329

Name of the company

RELIANCE COMMUNICATIONS INFRASTRUCTURE LIMITED

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

H Block, 1st Floor, Dhirubhai Ambani Knowledge City, Navi Mumbai – 400 710, Maharashtra, India

This form is for

Creation of charge

Type of charge

Movable property

Others

Particular of charge holder

Axis Trustee Services Limited, Maker, Towers – F, 13th Floor, Cuffe Parade, Colaba, Mumbai – 400 005, Maharashtra, India

Nature of instrument creating charge

Deed of Hypothecation dated March 9, 2011 executed by Reliance Communications Limited, Reliance Communications Infrastructure Limited, Reliance Infratel Limited and Reliance Telecom Limited, the Chargors in  favour of Axis Trustee Services Limited acting as the Security Trustee

Date of instrument Creating the charge

09.03.2011

Amount secured by the charge

Rs.86850.000 Millions

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

Extent and operation of the charge :

First pari passu charge in favour of Axis Trustee Services Limited as Security Trustee for various facilities availed by the Chargors inter alia on i) all and singular of the whole of the respective Chargors present and future plant and machinery and ii) all the right, title, interest, benefit, claims and demands whatsover of the respective Chargors in, to, under and in respect of all insurance contracts, more particularly described in Clause 3 of the Deed of Hypothecation dated March 9, 2011.

 

 

Fixed Assets

 

·         Freehold Land

·         Buildings

·         Plant and Machinery

·         Electrical Installations

·         Office Equipment

·         Furniture and Fixtures

·         Vehicles

 

 

WEBSITE DETAILS :

 

Press Releases

 Reliance Firm has Signed MoU’s with 3 State

 

The decision to leverage its mammoth telecom infrastructure – which comprises 60000 km of fibre-optic cabling in 16 states, linking 115 cities (more than 40% has already been completed) is part of what Reliance terms its "change India project". 

 

To start with, the e-governance systems will consist of information oriented applications, such as government rulings and orders as well as application forms. Today, even to get access to basic information, people have to trek to the local tehsildar's office.  In the next phase, there will be interactive applications, whereby individuals will be able to apply for a driver's license or make revenue payments through the kiosks, which will be operated by a network of franchisees, said Mr. M. Sahu, Chief of Gujarat Informatics, "Reliance has commissioned a market survey to find out which services people most desire to be put online.  Based on that, the company will develop the next phase.

 

A 35000 strong labour force has been deployed on the ground for the cable laying operations.  This will provide high speed voice and data services to facilitate business like virtual private networks, data centres, bandwidth leasing and eventually domestic and international long-distance telephony.

 

State, Reliance may Usher in a New Era

 

Tired of trekking to the local tehsildar's office to find out the status of licence application?  Need to get information on land or the latest mandi prices?  Life may soon get easier for villagers across India.

 

In an innovative public private sector initiative, Reliance Infocom, the telecom and IT arm of Reliance Industries, has partnered with four state governments to set up their e-governance infrastructure.  In the lead is Gujarat where work on creating 1500 electronic information kiosks with basic e-governance applications has already begun – all at no cost to the government.

 

A proposal has been submitted to the Maharashtra Government.  Maharashtra  Chief Secretary Mr. Arun Bongirwar says that "they are seriously considering the proposal.  However, the government should not be compromised in any way, given that a private enterprise will have access to government data."

 

The kiosks will provide information and applications that are already in public domain.  Principal Secretary of Gujarat IT department Mr. J. S. Rana says "Reliance Infocom was in the process of laying a fibre-optic cable network and creating information kiosks for their commercial purposes.

 

Given that the infrastructure was already developed, they offered to help to develop e-governance applications as well.  About 300 kiosks across the state will be rolled out within the next six month.  The company is working in a joint venture with Gujarat Informatics Limited, a state government undertaking.

 

Amalgamation and Arrangement: 

 
(a) Scheme of arrangement with Reliance Industries Limited: 

 
Reliance Communications Limited Company was vested with the Telecommunications Undertaking of Reliance Industries Limited ('Demerged Company') pursuant to the Scheme of Arrangement ('Demerger Scheme') under Sections 391 to 394 of the Companies Act, 1956 as approved by the Hon'ble High Court of Judicature at Bombay vide orders dated 9th December, 2005 with effect from 1st September, 2005.

The telecommunications undertaking, constituted inter-alia, investments in Reliance Infocomm Limited, Reliance Communications Infrastructure Limited and Reliance Telecom Limited. 

In terms of the said Scheme, 122,31,30,422 equity shares of the Company were issued and alloted to the shareholders of the Demerged Company (except to the Specified Shareholders) in the ratio of one equity share each of Rs. 5 of the Company for every one equity share of Rs. 10 held in the Demerged Company. 

The equity shares of the Company so issued were listed and admitted for trading on Bombay Stock Exchange Limited ('BSE') and National Stock Exchange of India Limited ('NSE') with effect from 6th March, 2006. The Global Depository Receipts (GDRs) of the Company were also listed on the Luxembourg Stock Exchange. 

(b) Scheme of amalgamation and arrangement involving reorganisation of group telecom business: As stated above, the Scheme of Amalgamation and Arrangement (Scheme) for the amalgamation of Reliance Infocomm Limited, Ambani Enterprises Private Limited, Reliance Business Management Private Limited, Formax Commercial Private Limited, Reliance Communications Technologies Limited, Reliance Software Solutions Private Limited, Reliance Communications Solutions Private Limited and Panther Consultants Private Limited ('Transferor Companies') and demerger of the Network division of the Reliance Communications Infrastructure Limited with the Company, as approved by the Hon'ble High Court of Judicature at Bombay and the Hon'ble High Court of Gujarat at Ahmedabad, vide orders dated 21st July, 2006 and 18th July, 2006 respectively became effective on 12th September, 2006.

In terms of the said Scheme, the Company issued and allotted 82,14,84,568 equity shares of Rs. 5 each to the promoter group being the shareholders of the transferor companies. Further, as an integral part of the said Scheme, Reliance Communications Infrastructure Limited, Reliance Telecom Limited, Flag Telecom Group Limited Reliance Infocomm Infrastructure Private Limited, Reliable Internet Services Limited, Campion Properties Private Limited and their respective subsidiaries including subsidiaries of erstwhile Reliance Infocomm Limited became wholly owned subsidiaries of the Company.

 


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.44.59

UK Pound

1

Rs.71.62

Euro

1

Rs.62.78

 


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

7

PAID-UP CAPITAL

1~10

7

OPERATING SCALE

1~10

6

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

6

--PROFITABILIRY

1~10

6

--LIQUIDITY

1~10

7

--LEVERAGE

1~10

7

--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

NO

--AFFILIATION

YES/NO

YES

--LISTED

YES/NO

NO

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

58

 

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.