%20LIMITED-%20148873%2021-Jul-2011_files/image002.jpg){kind=small}
MIRA
INFORM REPORT
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Report Date : |
21.07.2011 |
IDENTIFICATION DETAILS
|
Name : |
PROVOGUE ( |
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Formerly Known
As : |
ACME CLOTHING PRIVATE LIMITED |
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Registered Office : |
105/106, Provogue House, 1st Floor, Off new |
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Country : |
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Financials (as on) : |
31.03.2010 |
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Date of Incorporation : |
17.11.1997 |
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Com. Reg. No.: |
11 – 111924 |
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Capital
Investment/ Paid-up Capital: |
Rs. 228.714
Millions |
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CIN No.: [Company
Identification No.] |
L1810MH1997PLC11924 |
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|
TAN No.: [Tax
Deduction & Collection Account No.] |
MUMA21494E |
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PAN No.: [Permanent
Account No.] |
AABCA8524F |
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Legal Form : |
A Public Limited liability Company. The Company’s Shares are listed on
stock exchange. |
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Line of Business : |
Subject’s principal activity is to design, manufacturers and sells ready-made
garments and other accessories under the brand Provogue. |
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No. of Employees: |
Not Available |
RATING & COMMENTS
|
MIRA’s Rating : |
Ba (47) |
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RATING |
STATUS |
PROPOSED CREDIT LINE |
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|
41-55 |
Ba |
Overall operation is considered normal. Capable to meet normal
commitments. |
Satisfactory |
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Maximum Credit Limit : |
USD 28000000 |
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Status : |
Satisfactory |
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Payment Behaviour : |
Usually Correct |
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Litigation : |
Clear |
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Comments : |
Subject is a well established and reputed company having satisfactory
track. Trade relations are reported as fair. Business is active. Payments are
reported to be usually correct. 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.
ECGC Country Risk Classification List – April 1, 2010
|
Country Name |
Previous Rating (31.12.2009) |
Current Rating (01.04.2010) |
|
|
A1 |
A1 |
|
Risk Category |
ECGC
Classification |
|
Insignificant |
A1 |
|
Low |
A2 |
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Moderate |
B1 |
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High |
B2 |
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Very High |
C1 |
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Restricted |
C2 |
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Off-credit |
D |
LOCATIONS
|
Registered/ Corporate Office : |
105/106, Provogue House, 1st Floor, Off new |
|
Tel. No.: |
91-22-30620000 / 30680640 / 26735682 / 83 / 30680566 |
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Fax No.: |
91-22-30680570 / 26735688 |
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E mail: |
DIRECTORS
As on 31.03.2010
|
Name : |
Mr. Nikhil Chaturvedi |
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Designation : |
Managing Director |
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Name : |
Mr. Salil Chaturvedi |
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Designation : |
Executive Director |
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Name : |
Mr. Deep Gupta |
|
Designation : |
Executive Director |
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Name : |
Mr. Akhil Chaturvedi |
|
Designation : |
Executive Director |
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Name : |
Mr. Nigam Patel |
|
Designation : |
Executive Director |
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Name : |
Mr. Rakesh Rawat |
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Designation : |
Executive Director |
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Name : |
Mr. Arun Bhargava |
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Designation : |
Non- Executive Director |
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Name : |
Mr. Amitabh Taneja |
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Designation : |
Non- Executive Director |
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Name : |
Mr. Surendra Hiranandani |
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Designation : |
Non- Executive Director |
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Name : |
Mr. Shahid Balwa |
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Designation : |
Non- Executive Director |
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Name : |
Mr. Punit Goenka |
|
Designation : |
Non- Executive Director |
KEY EXECUTIVES
|
Name : |
Mr. Mukesh Khetan |
|
Designation : |
Company Secretary |
MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN
AS ON (30.06.2011)
|
Names of Shareholders |
No. of Shares |
Percentage of
Holding |
|
(A) Shareholding of Promoter and Promoter Group |
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|
|
|
|
|
|
|
36,718,830 |
32.11 |
|
|
11,040,000 |
9.65 |
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|
559,600 |
0.49 |
|
|
559,600 |
0.49 |
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|
48,318,430 |
42.25 |
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|
|
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Total shareholding of Promoter and Promoter Group (A) |
48,318,430 |
42.25 |
|
(B) Public Shareholding |
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|
|
|
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|
13,000 |
0.01 |
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|
987,936 |
0.86 |
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17,614,896 |
15.40 |
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|
18,615,832 |
16.28 |
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|
|
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|
12,765,019 |
11.16 |
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|
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15,350,055 |
13.42 |
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|
11,476,364 |
10.04 |
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|
7,831,395 |
6.85 |
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|
875,710 |
0.77 |
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6,000,000 |
5.25 |
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|
955,685 |
0.84 |
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|
47,422,833 |
41.47 |
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Total Public shareholding (B) |
66,038,665 |
57.75 |
|
Total (A)+(B) |
114,357,095 |
100.00 |
|
(C) Shares held by Custodians and against which Depository Receipts
have been issued |
- |
- |
|
|
- |
- |
|
|
- |
- |
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|
- |
- |
|
Total (A)+(B)+(C) |
114,357,095 |
100.00 |
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Individuals / Hindu Undivided Family%20LIMITED-%20148873%2021-Jul-2011_files/image006.gif){kind=small}
Persons Acting in ConcertBUSINESS DETAILS
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Line of Business : |
Subject’s principal activity is to design, manufacturers and sells
ready-made garments and other accessories under the brand Provogue. |
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Products: |
Garments Accessories Etc. |
GENERAL INFORMATION
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Bankers : |
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Facilities: |
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Banking
Relations : |
-- |
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Auditors : |
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Name : |
Singrodia Goyal and Company Company Secretary |
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Address : |
A-201, Rajeshri Accord, |
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Associates: |
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Co- Venture : |
Ajanta Infrastructure Limited (upto 29th Septemnber 2009) |
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Join Venture: |
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Subsidiaries : |
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CAPITAL STRUCTURE
AS ON (31.03.2010)
Authorised Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
165000000 |
Equity Share |
Rs. 2/- each |
Rs. 330.000 Millions |
Issued, Subscribed & Paid-up Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
114357095 |
Equity Share |
Rs. 2/- each |
Rs. 228.714
Millions |
Of the above:
i)
7075886 Equity Shares (of
Rs. 10 each fully paid) have been issued as Bonus Shares by Capitalisation of
Reserve in the Financial year 2004-05
ii)
2900000 Equity Shares (of
Rs. 10 each fully paid) have been issued as preferential allotment at a
premium of Rs. 440 per shares in the
financial year 2006-07
iii)
1333733 Equity Shares (of
Rs. 10 each fully paid) have been issued on conversion of the share warrants
issued of Rs. 450 in ratios of one share per warrant in the financial year
2007-08 and 2008-09
iv)
2850000 Equity Shares (of
Rs. 10 each fully paid) have been issued as preferential allotment at a premium
of Rs. 1090 per share in the financial year 2008-09
v)
The company has sub dividend
the Equity Share of Rs. 10 each (Fully paid up) into 5 equity shares of Rs. 2
each (fully paid up) based on the approval of the share holders in the Annual
General Meeting held on 15th September 2008.
vi)
2049610 Equity Shares of
Rs. 2 each have been extinguished under Buy Back Scheme
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 |
|
|
|
|
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1] Share Capital |
228.714 |
232.813 |
199.976 |
|
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2] Share Application Money |
0.000 |
0.000 |
0.000 |
|
|
3] Share Warrants |
0.000 |
163.240 |
40.500 |
|
|
4] Reserves & Surplus |
6797.297 |
6497.041 |
2961.137 |
|
|
5] (Accumulated Losses) |
0.000 |
0.000 |
0.000 |
|
|
NETWORTH |
7026.011 |
6893.094 |
3201.613 |
|
|
LOAN FUNDS |
|
|
|
|
|
1] Secured Loans |
2119.030 |
1450.249 |
1331.278 |
|
|
2] Unsecured Loans |
77.976 |
86.324 |
148.076 |
|
|
TOTAL BORROWING |
2197.006 |
1536.573 |
1479.354 |
|
|
DEFERRED TAX LIABILITIES |
0.000 |
0.000 |
0.000 |
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|
|
|
|
|
|
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TOTAL |
9223.017 |
8429.667 |
4680.967 |
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APPLICATION OF FUNDS |
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|
|
|
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|
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|
FIXED ASSETS [Net Block] |
690.038 |
623.750 |
435.404 |
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|
Capital work-in-progress |
4.500 |
120.330 |
3.995 |
|
|
|
|
|
|
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INVESTMENT |
2898.644 |
3463.920 |
1422.085 |
|
|
DEFERREX TAX ASSETS |
23.867 |
20.765 |
13.749 |
|
|
|
|
|
|
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CURRENT ASSETS, LOANS & ADVANCES |
|
|
|
|
|
|
Inventories |
2203.574
|
1893.878 |
1536.683
|
|
|
Sundry Debtors |
1409.948
|
912.878 |
738.806
|
|
|
Cash & Bank Balances |
298.444
|
131.832 |
269.352
|
|
|
Other Current Assets |
0.000
|
0.000 |
0.000
|
|
|
Loans & Advances |
2351.336
|
1791.656 |
1032.629
|
|
Total
Current Assets |
6263.302
|
4730.244 |
3577.470 |
|
|
Less : CURRENT
LIABILITIES & PROVISIONS |
|
|
|
|
|
|
Sundry Creditors |
580.560
|
|
|
|
|
Other Current Liabilities |
44.225
|
46.625 |
771.736 |
|
|
Provisions |
32.549
|
45.393 |
|
|
Total
Current Liabilities |
657.334
|
529.342 |
771.736 |
|
|
Net Current Assets |
5605.968
|
4200.902 |
2805.734 |
|
|
|
|
|
|
|
|
MISCELLANEOUS EXPENSES |
0.000 |
0.000 |
0.000 |
|
|
|
|
|
|
|
|
TOTAL |
9223.017 |
8429.667 |
4680.967 |
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%20LIMITED-%20148873%2021-Jul-2011_files/image007.gif){kind=small}
PROFIT & LOSS
ACCOUNT
|
|
PARTICULARS |
31.03.2010 |
31.03.2009 |
31.03.2008 |
|
|
|
SALES |
|
|
|
|
|
|
|
Operational Income |
4806.670 |
3597.266 |
3368.533 |
|
|
|
Other Income |
207.424 |
262.598 |
41.563 |
|
|
|
TOTAL (A) |
5014.094 |
3859.864 |
3410.096 |
|
|
|
|
|
|
|
|
Less |
EXPENSES |
|
|
|
|
|
|
|
Cost of Material |
3005.154 |
2044.395 |
2139.559 |
|
|
|
Personnel Expenses |
166.134 |
152.280 |
135.690 |
|
|
|
Manufacturing and Other Expenses |
1122.879 |
1015.355 |
931.687 |
|
|
|
Increase/(Decrease) in Finished Goods |
0.000 |
0.000 |
(320.006) |
|
|
|
TOTAL (B) |
4294.167 |
3212.030 |
2886.930 |
|
|
|
|
|
|
|
|
Less |
PROFIT
BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C) |
723.745 |
648.237 |
523.166 |
|
|
|
|
|
|
|
|
|
Less |
FINANCIAL
EXPENSES (D) |
199.450 |
149.705 |
114.459 |
|
|
|
|
|
|
|
|
|
|
PROFIT
BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E) |
524.295 |
498.532 |
408.707 |
|
|
|
|
|
|
|
|
|
Less/ Add |
DEPRECIATION/
AMORTISATION (F) |
122.843 |
95.105 |
81.057 |
|
|
|
|
|
|
|
|
|
|
PROFIT BEFORE
TAX (E-F) (G) |
401.452 |
403.427 |
327.650 |
|
|
|
|
|
|
|
|
|
Less |
TAX (H) |
117.926 |
108.842 |
67.976 |
|
|
|
|
|
|
|
|
|
|
PROFIT AFTER TAX
(G-H) (I) |
283.526 |
294.585 |
259.674 |
|
|
|
|
|
|
|
|
|
Add |
PREVIOUS
YEARS’ BALANCE BROUGHT FORWARD |
737.644 |
503.916 |
NA |
|
|
|
|
|
|
|
|
|
Less |
APPROPRIATIONS |
|
|
|
|
|
|
|
Transfer to General Reserve |
20.000 |
20.000 |
NA |
|
|
|
Proposed Dividend |
22.871 |
34.922 |
NA |
|
|
|
Dividend Distribution Tax |
3.799 |
5.935 |
NA |
|
|
|
Amount utilized for share buy back |
70.939 |
0.000 |
NA |
|
|
BALANCE CARRIED
TO THE B/S |
903.561 |
737.644 |
NA |
|
|
|
|
|
|
|
|
|
|
EARNINGS IN
FOREIGN CURRENCY |
|
|
|
|
|
|
|
Export Earnings |
1959.649 |
1063.941 |
802.305 |
|
|
TOTAL EARNINGS |
1959.649 |
1063.941 |
802.305 |
|
|
|
|
|
|
|
|
|
|
IMPORTS |
|
|
|
|
|
|
|
Raw Materials |
542.745 |
27.920 |
41.874 |
|
|
|
Trading Goods |
371.748 |
52.639 |
40.377 |
|
|
|
Capital Goods |
5.789 |
5.639 |
0.000 |
|
|
TOTAL IMPORTS |
920.282 |
86.198 |
82.251 |
|
|
|
|
|
|
|
|
|
|
Basic/ Diluted
Earnings Per Share (Rs.) |
2.45 |
2.59 |
13.59 |
|
QUARTERLY RESULTS
|
PARTICULARS |
30.06.2010 |
30.09.2010 |
31.12.2010 |
31.03.2011 |
|
Type |
1st
Quarter |
2nd
Quarter |
3rd
Quarter |
4th
Quarter |
|
Net Sales |
1033.560 |
1425.780 |
1454.200 |
1740.310 |
|
Total Expenditure |
883.030 |
1204.060 |
1205.110 |
1638.250 |
|
PBIDT (Excl OI) |
150.530 |
221.720 |
249.090 |
102.060 |
|
Other Income |
35.360 |
48.330 |
45.520 |
42.970 |
|
Operating Profit |
185.890 |
270.050 |
294.610 |
145.030 |
|
Interest |
54.930 |
60.230 |
74.430 |
70.790 |
|
Exceptional Items |
0.000 |
-42.490 |
-42.210 |
[0.430] |
|
PBDT |
130.960 |
167.330 |
177.970 |
73.810 |
|
Depreciation |
30.380 |
27.700 |
30.980 |
30.250 |
|
Profit Before Tax |
100.580 |
139.630 |
146.990 |
43.560 |
|
Tax |
22.500 |
42.500 |
50.200 |
[18.500] |
|
Provisions and contingencies |
0.000 |
0.000 |
0.000 |
0.000 |
|
Profit After Tax |
78.080 |
97.130 |
96.790 |
62.050 |
|
Extraordinary Items |
0.000 |
0.000 |
0.000 |
0.000 |
|
Prior Period Expenses |
0.000 |
0.000 |
0.000 |
0.000 |
|
Other Adjustments |
0.000 |
0.000 |
0.000 |
0.000 |
|
Net Profit |
78.080 |
97.130 |
96.790 |
62.050 |
KEY RATIOS
|
PARTICULARS |
|
31.03.2010 |
31.03.2009 |
31.03.2008 |
|
PAT / Total Income |
(%) |
5.65
|
7.63 |
7.61 |
|
|
|
|
|
|
|
Net Profit Margin (PBT/Sales) |
(%) |
8.35
|
11.21 |
9.73 |
|
|
|
|
|
|
|
Return on Total Assets (PBT/Total Assets} |
(%) |
5.77
|
7.54 |
8.16 |
|
|
|
|
|
|
|
Return on Investment (ROI) (PBT/Networth) |
|
0.06
|
0.06 |
0.10 |
|
|
|
|
|
|
|
Debt Equity Ratio (Total Liability/Networth) |
|
0.41
|
0.30 |
0.24 |
|
|
|
|
|
|
|
Current Ratio (Current Asset/Current Liability) |
|
9.53
|
8.94 |
4.64 |
LOCAL AGENCY FURTHER INFORMATION
PERFORMANCE REVIEW
The Company is continuously
expanding its owned retail store base,
which will further increase the Company’s presence. The Company has marked a turnover of Rs 4806.700 Millions for
financial year 2009-10 as against Rs
3597.300 Millions in the financial year 2008-09, registering a growth of 33.62% y- o-y basis. Profit after
tax for FY2009-10 stood at Rs. 279.700
Millions asagainstRs.294.200 Millions in the previous year.
BUY-BACK OF EQUITY
SHARES
The Board of Directors at their
meeting held on 14th August, 2009
approved buy-back of not exceeding 50 lacs fully paid-up Equity
Shares of Rs.2/- each, at a price not
exceeding Rs.100 per Equity Share, by
utilizing an amount of not exceeding Rs.500.000 Millions, from open
market through NSE and BSE using their
nation-wide electronic trading
facilities in compliance with the provisions of the Companies Act,
1956 read with Securities and Exchange
Board of India (Buy-Back of Securities)
Regulations, 1998. Accordingly, Public
Announcement (PA) and Corrigendum to PA
dated 14th August, 2009, were issued by the Company.
The Buy-back Offer was open from
August 14, 2009 to February 12,2010. No
orders were placed after February 5, 2010, as announced in the PN cum PA. During the period the Company
bought-back 20,49,610 Equity Shares, for
a total consideration of Rs. 123.939 Millions representing 24.790% of the Maximum Offer Size. The
paid-up capital of the Company after extinguishment of shares bought back under
the Scheme stood at Rs. 228.714 Millions
consisting of 11,43,57,095 equity shares of Rs.2/- each.
UTILIZATION OF PREFERENTIAL ISSUE PROCEEDS
The Company has raised Rs.
1926.162 Millions through a preferential issue
of equity shares to foreign institutional investor and promoters by way of Convertible warrants in theyear2006-07.
Out of the above receipt of Rs.
1926.162 Millions, the Company has
utilized an amount of Rs.1527.374 Millions, for investment in
retail expansion, subsidiaries, meeting
working capital requirement and for general
corporate purpose.
The Company has further raised
Rs. 3298.240 Millions through preferential
issue proceeds during the year 2007-08 and has utilized Rs. 2029.385
Millions for investment in its retail expansion, subsidiary, meeting
working capital requirement and for
general corporate purposes. Pending
utilization as at March 31, 2010 the balance funds has been invested
in Mutual Funds, Other Loans and in
Fixed Deposits / Current Account with
Banks.
MANAGEMENT
DISCUSSION AND ANALYSIS
ECONOMIC
OVERVIEW
The Indian economy is showing signs of robust longer term
fundamentals. According to the estimates by the Ministry of Statistics and
Programme Implementation, the Indian economy registered a growth of 7.4 per
cent in 2009-10, with 8.6 per cent year-on-year (y-o-y) growth in its fourth
quarter. The growth is driven by robust performance of the manufacturing sector
on the back of government and consumer spending. GDP growth rate of 7.4 per
cent in 2009-10 has exceeded the government forecast of 7.2 per cent for the
full year. According to government data, the manufacturing sector witnessed a
growth of 16.3 per cent in January-March 2010, from a year earlier.
Economic activities which showed significant growth rates in
2009-10 over the corresponding period last year were mining and quarrying (10.6
per cent), manufacturing (10.8 per cent), electricity, gas and water supply
(6.5 per cent), construction (6.5 per cent), trade, hotels, transport and
communications (9.3 per cent), financing, insurance, real estate and business
services (9.7 per cent), community, social and personal services (5.6 per
cent). The Gross National Income is estimated to rise by 7.3 per cent in
2009-10 as compared to 6.8 per cent in 2008-09. The per capita income is
estimated to grow at 5.6 percent in 2009-10.
The number of registered foreign institutional investors
(FlIs) was 1710 as on May 31, 2010 and the total RI inflow in equity during
January to May 2010 was US$ 4606.50 million while it was US$ 5931.80 million in
debt. Net investment made by Flis in equity between June 1, 2010 and June
14,2010 was US$530.05 million while it was US$ 875.73 million in debt.
As on June 4, 2010,
Moreover,
INDUSTRY
OVERVIEW
The BMI India Retail Report for the third-quarter of 2010,
forecasts that the total retail sales will grow from US$ 353 billion in 2010 to
US$ 543.2 billion by 2014. With the expanding middle and upper class consumer
base, there will also be opportunities in
Moreover, for the 4th time in five years,
In 2009-10, the apparel sector witnessed a rebound in growth
mainly during the Q4 (Jan-Mar10). Among the reasons for improvement in sales
were a continued switch to ready-to-wear branded garment and general higher
consumer spending sentiment. In addition, rentals have fallen around 25-35%
from their peak in 2007-08. This background of lower rentals has given more
comfort to the expansion plans of organized retail and this is fuelling the
apparel brands’ store expansion in retail operations.
BUSINESS
OVERVIEW
Business
Policy
Provogue maintains generally accepted standards of corporate
conduct towards the employees, consumers and society at large. They believe
that the policies must balance individual interest with corporate goals and
operate within the accepted norms of propriety, equity and sense of justice. The
Company believes that it is rewarding to be better managed and governed and to
align and intensify its activities with the national interest. The Company
makes all round efforts in its pursuit to enhance market share and enhance
shareholders value in the industry.
Provogue
Provogue commenced operations as a manufacturer and retailer
of apparel for men and women under the brand Provogue. Over time, the brand has
gained strong recognition and has grown to become a leading retailer of fashion
apparel and accessories for men and women. Projecting itself as a
customer-first company, Provogue constantly strives to provide the Indian
consumer complete satisfaction when it comes to their fashion and retail needs.
Provogue retails its products through exclusive Provogue
Stores and by opening Shop-in Shop outlets in National
Chain Stores (NCS) and Multi Brand Outlets (MBO). As of
March 2010, Provogue fashions and accessories were
available across 127 Provogue Stores, and 119 Shop-in Shops.
Prozone
To capitalize the opportunities in the retail business, the
Company through its subsidiary, Prozone Enterprises Private Limited, is in the
process of developing properties for commercial purposes including development
of regional shopping malls. Prozone has collaborated with
Internal
Cont System and Adequacies
The Company has adequate internal control procedures
commensurate with the size and nature of businesses. The internal control
system is supplemented by extensive internal audits, regular reviews by the
management and well-documented policies and guidelines to ensure reliability of
financial and all other records to prepare financial statements and other data.
Moreover, the Company continuously upgrades these systems in line with the best
accounting practices. The Company has independent audit systems to monitor the
entire operations and the Audit Committee of the Board regularly review the
findings and recommendations of the internal auditors.
OPPORTUNITIES
ANDTHREATS
OPPORTUNITIES
The retail sector in
OUTLOOK
A strong brand image, presence in retail infrastructure and
diversifying into new retail formats position the Company as an integrated
player in the growing domestic consumption story. With the Indian economy on a
strong foothold and the organized retail industry surging, the Company is
confident that it is well placed to take advantage of the growth opportunities
in the coming years.
Contingent
Liabilities Provided For:
i)
Letter credit outstanding Rs. 38.952
Millions (Previous year Rs. Nil)
ii)
Guarantee given by Bank on behalf of
the company Rs. 13.195 Millions (Previous year Rs. 5.895 Millions)
iii)
Estimated amount of contracts remaining
to be executed on capital account Rs. 140.500 Millions (Previous year Rs.
198.750 Millions) (Net of Advance)
iv)
Sale Tax Liability contested in appeals
Rs. 0.511 Million (Previous year Rs. 0.210 Million )
v)
Stamp duty liability not acknowledged
as debts Rs. 1.000 Million (Previous year Rs. 1.000 Million)
vi)
a. Provision in respect to service
tax on renting of immovable properties
to be used for commercial business
purpose have been recently amended by
the finance Act, 2010l with restrospective effect form 1st June
2007. However the High Court of Delhi has granted interim relief in relation to
the said amendments vide its order dated 18th May 2010 payable in the case of another
petitioner as no value addition is discernible in so far renting of immovable
property is concerned. In view of this, the company has been advised not to
pay/ provide service tax liability amounting to Rs. 14.047 Millions for the
year (Previous year Nil) in respect of rent of various immovable properties and
the same is reflected as contingent liability.
b. In view of (a) above, service
tax in respect of rent earned on immovable properties rented out during the
year by the company, the company has not
charged service tax on the same. Contingent liability in case of the same
amounts to Rs. 1.695 Millions (Previous year Rs. Nil)
FIXED
ASSETS
- Buildings
- Land
- Plant and
Machinery
- Furniture and
Fixtures – Studios
- Furniture and
Fixtures – Others
- Office
Equipments
- Vehicles
- Computers
AUDITED FINANCIAL RESULTS FOR THE YEAR ENDED
31ST MARCH 2011
(Rs. in Millions)
|
|
Particulars |
Standalone
Financials |
|
|
|
Year Ended 31.03.2011 |
|
|
|
(Audited) |
|
1 |
(a) Net Sales/Income from Operations |
5503.473 |
|
|
(b) Other Operating Income |
150.377 |
|
|
Total Income (a+b) |
5653.850 |
|
2 |
Expenditure |
|
|
|
a) (lncrease)/Decrease in Stocks in trade and |
(43.615) |
|
|
work in progress |
|
|
|
b) Consumption of raw materials |
1986.534 |
|
|
c) Purchase of traded goods |
1825.666 |
|
|
d) Employees Cost |
159.945 |
|
|
e) Depreciation |
119.310 |
|
|
f) Manufacturing & Other
Expenses |
1001.918 |
|
|
g) Total |
5049.758 |
|
3, |
Profit from Operations before Other Income, |
604.092 |
|
Interest and Exceptional Items (1-2) |
|
|
|
4 |
Other Income |
172.178 |
|
5 |
Profit before Interest and Exceptional Items (3+4) |
776.270 |
|
6 |
Interest |
260.382 |
|
7 |
Profit after Interest but before Exceptional Items |
515.888 |
|
|
(5-6) |
|
|
8 |
Exceptional Items (See Note 5 below) |
85.132 |
|
9 |
Profit /(Loss) from ordinary activities before tax |
430.756 |
|
|
(7+8) |
|
|
10 |
Tax Expenses |
96.702 |
|
11 |
Net Profit/(Loss) Before Minority Interest |
334.054 |
|
|
Less: Minority Interest |
- |
|
12 |
Extraordinary Items (net of tax expense) |
- |
|
13 |
Net Profit After Minority Interest |
334.054 |
|
14 |
Paid-up Equity Share Capital |
228.714 |
|
|
(Face Value of Rs. 2/- each) |
|
|
15 |
Reserves excluding revaluation reserves |
7098.044 |
|
16 |
Basic and Diluted Earnings per Share- (Rs.) |
|
|
|
a) Before Extra Ordinary / Prior Period items |
2.93 |
|
|
b) After Extra Ordinary / Prior Period Items |
2.92 |
|
17 |
Public shareholding |
|
|
|
- Number of shares |
66038665 |
|
|
- Percentage of shareholding |
57.75 |
|
|
|
|
|
18 |
Promoters and Promoter group Shareholding a) Pledged/Encumbered |
|
|
|
Number of Shares |
18510320 |
|
|
Percentage of Shares (as a % of the total shareholding of promoter and |
38.31 |
|
|
promoter group) |
|
|
|
Percentage of shares (as a % of the |
16.19 |
|
|
total share capital of the Company) |
|
|
|
b) Non-encumbered |
|
|
|
Number of Shares |
29808110 |
|
|
Percentage of Shares (as a % of the total shareholding of promoter and |
61.69 |
|
|
promoter group) |
|
|
|
Percentage of shares (as a % of the |
26.06 |
|
|
total share capital of the Company) |
|
|
19 |
Income attributable to the Consolidated Group |
|
NOTES:
1) The above Audited results were reviewed and recommended by the Audit
Committee in its meeting held on 27th May 2011and pproved and taken on record by the Board of
Directors in its meeting held on 30th May 2011.
2) The Board has recommended a dividend of Re. 0.25 per equity share
(face value of Rs. 2/- each) (i.e. 12.5%) subject to the approval of
shareholders in the ensuing Annual General Meeting. Cash outflow on account of
dividend including taxes would be Rs. 33.200 Millions for the financial year
ended 31st March 2011.
3) During the last quarter the Company, through its subsidiary, Prozone
Enterprises Private Limited, has signed a restructured deal with Triangle Real
Estate India Fund, co-promoted by ICS Reality Group and Old Mutual Investment
Group Property Investments and Pearlscope
Limited (Investors). The Investors has already invested Rs. 3360.000 Millions
for a 38.5% stake in the three of its project SPVs viz.
4) During the quarter the company has opened 6 new stores.
5) Exceptional items for the year of Rs. 85.132 Millions reflects loss
of Rs 84.499 Millions on discard of certain assets on account of closure of the
company's large format discount Promart Stores at Ahmadabad and Indore and
Prior period expenses of Rs. 0.633 Million.
6) Funds amounting to Rs 19.262 Millions raised by way of Preferential
Issue of Shares and Convertible Warrants in the Financial Year 2006-07 have
been fully utilized in accordance with the objects stated in the explanatory
statement to the notice of the aforesaid preferential issue.
7) During the Financial Year 2008-09 the Company had raised an aggregate
amount of Rs 3298.200 Millions by way of Preferential Issue of Shares and
allotment of convertible warrants. The Company has utilized Rs. 1980.600
Millions towards investment in its
subsidiaries, towards other objects and general corporate purposes upto 31st
March 2011. Pending utilization of the balance funds as at 31st
March 2011 of Rs. 1317.600 Millions has been invested in Mutual Funds, Bonds,
Other Loans and in Fixed Deposits/Current Accounts with Banks.
8) The equity shares of promoters are pledged with banks as a collateral
security for raising loans for the Company.
9) During the Quarter ended March 31st, 2011 the Company has
not received any Investor complaints. As on March 31st, 2011 there
were no investor complaints pending.
10) EPS has been calculated in accordance with Accounting Standard 20
issued by ICAI/Companies (Accounting Standards) Rules, 2006.
11) The Consolidated financial results comprise the results of Provogue
(India) Limited, its subsidiaries and step down subsidiaries, which are
consolidated in accordance with Accounting Standard 21 for Consolidated
Financial Statements issued by ICAI/Companies (Accounting Standards) Rules,
2006. The Company's proportionate shares in the joint venture companies,
through its subsidiary/step down subsidiary companies, are consolidated in
accordance with Accounting Standard 27 for "Financial Reporting of
Interests in Joint Ventures" issued by ICAI/Companies (Accounting
Standards) Rules, 2006.
12) Previous year's figures have been regrouped, rearranged and
reclassified wherever considered necessary.
SEGMENTAL
REPORTING
(Rs.
in Millions)
|
Particulars |
Year
Ended 31st March 2011 |
|
1. Segment
Revenue |
|
|
a. Domestic |
3031.361 |
|
b. Exports |
2622.490 |
|
Total |
5653.851 |
|
2. Segment Results |
|
|
Profit Before Tax and interest for each segment |
|
|
a. Domestic |
781.558 |
|
b. Exports |
280.349 |
|
Total |
1061.907 |
|
Less: i) Interest |
260.382 |
|
ii) Un- Allocable
Expenses net off income |
370.768 |
|
Total Profit Before Tax |
430.757 |
Notes:
1. The Segment Reporting of the Company had been prepared in accordance
with Accounting Standard - 17 on "Segment Reporting" issued by the ICAI/Companies
(Accounting Standards) Rules, 2006.
2. Fixed Assets and other assets used in the Company's operations or
liabilities contracted have not been identified to any of the reportable
segments; hence it is not practicable to provide segment disclosures relating
to total assets and liabilities.
3. The Company, based on business activities during this financial year
has identified the above two primary segments and hence corresponding figures
for the previous year have not been furnished.
STATEMENT OF
ASSETS AND LIABILITIES:
(Rs. in Millions)
|
Particulars |
Standalone
Financials |
|
31.03.2011 |
|
|
(Audited) |
|
|
SHAREHOLDERS FUND: |
|
|
(a) Capital |
228.714 |
|
Share Warrants |
|
|
(b) Reserves and Surplus |
7098.125 |
|
MINORITY INTEREST |
- |
|
LOAN FUNDS |
2492.797 |
|
TOTAL |
9819.636 |
|
FIXED ASSETS |
664.087 |
|
GOODWILL |
- |
|
INVESTMENTS |
2901.835 |
|
DEFERRED TAX ASSETS |
63.589 |
|
CURRENT ASSETS, LOANS AND ADVANCES |
|
|
(a) Inventories |
2718.767 |
|
(b) Sundry Debtors |
1714.638 |
|
(c) Cash and Bank Balances |
199.412 |
|
(d) Loans and Advances |
2193.372 |
|
Less: Current Liabilities and Provisions |
|
|
(a) Liabilities |
596.533 |
|
(b) Provisions |
39.531 |
|
MISCELLANEOUS EXPENDITURE (NOT WRITTEN OFF OR ADJUSTED) |
|
|
PROFIT AND LOSS ACCOUNT |
|
|
TOTAL |
9819.636 |
AWARDS
2000 IFA: Winner ‘Most Admired Product Launch’ - Provogue
2000 IFA Hall of Fame:
‘Most Admired Apparel Company in
2001 IFA: Hall of Fame ‘Most Popular Fashion Campaign of The Year’ - Provogue
2001 IFA Hall of Fame
‘Most Admired Apparel Company in
2001 IFA Hall of Fame: ‘Most Admired Brand Professional of The Year’- Nikhil Chaturvedi
2003 Lycra® IFA: Hall of Fame ‘Most Admired Fashion Campaign of The Year’ – Provogue (for year 2002)
2003 Lycra® IFA Hall of Fame: ‘Most Admired Brand Professional of The Year’- Akhil Chaturvedi (for year 2002)
2003 Lycra® IFA: Winner ‘Most Admired Exclusive Brand Retail Chain Of The year’ – Provogue (for year 2002)
2004 Lycra® IFA: Winner ‘Fashion Retail Concept Of The Year’ – Provogue Lounge (for year 2003)
2004 Lycra® IFA: Hall of Fame ‘Most Admired Shirt Brand of The Year’ - Provogue (for year 2003)
2004 Lycra® IFA: Hall of Fame ‘Most Recalled Fashion Campaign Of The Year’ - Provogue (for year 2003)
2004 Lycra® IFA: Winner ‘Most Admired Exclusive Brand Retail Chain Of The year’ – Provogue (for year 2003)
2004 IFA: Hall of Fame ‘Retailer Of The Year in Fashion’ - Provogue (for year 2003-04)
2004 Golden Scale Award for the Best Brand in Apparel by CMAI 2004
2004 DFU’s inside Fashion brand award for excellence in retail performance
2005 Lycra® IFA Winner: ‘Most Admired Fashion Forward Brand of the year’- Provogue
2005 Master Brand Award for Menswear Apparel
Subject is a retailer of fashion apparel and accessories for men and
women. It is engaged in manufacturing and trading of textile and related
products. The Company operates in three segments: manufacturing and trading of
textile and related products; infrastructure activities, and other activities.
As of March 31, 2010, Provogue fashions and accessories were available across
127 Provogue Stores, and 119 Shop-in Shops. Provogue retails its products
through Provogue Stores and by opening Shop-in Shop outlets in national chain
stores (NCS) and multi brand outlets (MBO). The Company through its subsidiary,
Prozone Enterprises Private Limited, was in the process of developing
properties for commercial purposes including development of regional shopping
malls. During the fiscal year ended March 31, 2010, Provogue acquired 100% of
Acme Advertisements Private Limited, Faridabad Festival City Private Limited,
Meerut Festival City Private Limited and Elite Team Trading Limited. For the
fiscal year ended 31 March 2010, Provogue (
BOARD OF
DIRECTORS:
Arun Bhargava
Non-Executive Independent Chairman of the Board Chairman RT
Reuters Biography (Provogue (
Mr. Arun Bhargava has been appointed as Non-Executive Independent
Chairman of the Board of Provogue India Limited on October 29, 2009. He retired
from the Indian Civil Service and holds bachelors degree in science as well as
in law. He held various positions in Government over a career spanning 38 years
including membership of the Central Board of Direct Taxes (CBDT). Subsequently,
he became a Member of the Securities Appellate Tribunal (SAT). The Board
benefits from his advice on many subjects relevant to the business.
Salil Chaturvedi
Deputy Managing Director, Executive Director, Director/Board Member
RT
Reuters Biography (Provogue (
Mr. Salil Chaturvedi serves as Deputy Managing Director, Executive
Director of Provogue India Limited He is Co-Founder known for his
entrepreneurial drive, he has led the teams and been at the forefront of the
brand creation process. Active in strategy, structuring and investor relations
he leads new business initiatives.
Punit Goenka
Non-Executive Independent Director, Director/Board Member RT
Reuters Biography (Provogue (
Mr. Punit Goenka is Non-Executive Independent Director of Provogue India
Limited He, Director of Essel Group, is the CEO of Zee Entertainment Limited
and manages one of
Deep S. Gupta
Whole Time Director, Director/Board Member RT
Reuters Biography (Provogue (
Mr. Deep S. Gupta serves as Whole Time Director of Provogue India
Limited He leads finance, treasury, administration and legal teams for the
group, involving the development of systems, processes, human resources,
information technology and investment policy.
Surendra L.
Hiranandani
Non-Executive Independent Director
Director/Board Member RT
Reuters Biography (Provogue (
Mr. Surendra L. Hiranandani serves as Non-Executive Independent Director
of Provogue India Limited Mr. Hiranandani is the Managing Director and Founder
of the Hiranandani Group of Companies, a leader in Indian quality real estate
development. He has been honoured by the American Concrete Institute for his
excellence and contribution to the real estate industry, particularly for
adopting the best in foreign technology to the skills of
Rakesh Rawat
Whole Time Director
Director/Board Member RT
Reuters Biography (Provogue (
Mr. Rakesh Rawat serves as Whole Time Director of Provogue India Limited
He leads the Prozone-Liberty design, project management and construction teams
and the health, safety and environmental initiatives. He is also leads the
international trade division.
Amitabh Taneja
Non-Executive Independent Director
Director/Board Member RT
Reuters Biography (Provogue (
Mr. Amitabh Taneja serves as Non-Executive Independent Director of
Provogue India Limited Mr. Taneja is Managing Director and Founder of New Delhi
based Images Multimedia Private Limited, which publishes the country's top
trade journals on fashion and retail. He is also Chairman of Images Fashion
Forum and India Retail Forum, which hosts
OVERVIEW
Subject is engaged in manufacturing and retailing of fashion wear. The
company has a presence across the value chain of fashion wear market. It enjoys
a strong brand image and has been recording strong growth in its revenues and
profits. Its future growth may be propelled by new product launches and
expansion of its store network. Favorable demographic factors may also benefit
it. However, the company's prospects may be limited due to its high dependence
on textile business and seasonality of its business. Furthermore, its business
may face threats from single brand foreign retailers and rising counterfeit
goods market.
PRESS RELEASE:
Accord Fintech (
[What follows is the full text of the news story.]
© 2011 Acquire Media Corporation. Published by OneSource Information Services,
Inc., July 2011
Change in Company Secretary
Accord Fintech (
[What follows is the full text of the news story.]
India, July 13 -- Provogue (India) Limited has informed the Exchange
that Mr. Ajayendra Pratap Jain has been appointed as Company Secretary and
Compliance Officer of the Company with effect from July 06, 2011 in place of
Mr. Mukesh Khetan. Published by HT Syndication with permission from Accord
Fintech.
© 2011 Acquire Media Corporation. Published by OneSource Information Services,
Inc., July 2011
Change in
Compliance Officer
Accord Fintech (
[What follows is the full text of
the news story.]
© 2011 Acquire Media Corporation. Published by OneSource Information
Services, Inc., July 2011
Accord Fintech (
[What follows is the full text of the news story.]
India, June 02 -- Provogue (India) Limited has informed the Exchange
that " Mr. Shahid Balwa, one of the Independent Directors of the Company
has not seeked Leave of Absence from the Board, for the last 3 meetings of the
Board of Directors held during the last 4 months. Hence as per section 283 of
the Companies Act, 1956 and Article 187 of the Articles of Association of the
Company, he is deemed to have been vacated his office as a Director of the
Company and as member of all committees thereof. w.e.f. May 30, 2011. The Board
noted the same." Published by HT Syndication with permission from Accord
Fintech.
© 2011 Acquire Media Corporation. Published by One Source Information
Services, Inc., June 2011
Provogue's net rises 24.7 pc to Rs 260.000 Millions in FY10-11
Press Trust of
[What follows is the full text of the news story.]
Mumbai, May 30 (PTI) Apparel retail chain Provogue India Limited today
said its consolidated net profit grew 24.73 per cent to Rs 261.700 Millions in
the year ended March 31, 2011, over the corresponding period a year ago.
The group had a consolidated net profit of Rs 209.800 Millions in the
last fiscal, Provogue India said in a filing to the Bombay Stock Exchange.
The group's consolidated total income climbed up to Rs 6900.600 Millions
in the year from Rs 4932.800 Millions in the same period last year.
For the year ended March 31, 2011, standalone net profit of the company
increased to Rs 334.000 Millions from Rs 283.500 Millions in the previous year.
Standalone total income of the firm rose to Rs 6900.600 Millions in the
year from Rs 4932.800 Millions in the previous year.
The board of directors at its meeting held on Monday recommended a
dividend of 25 paise per equity share of Rs 2 each of the company, it said.
Cash outflow on account of dividend including taxes would be Rs 3.32
crore for the financial year 2010-11, it said.
In the last quarter, the company, through its subsidiary Prozone
Enterprises, has signed a restructured deal with
Triangle Real Estate India Fund, it said.
Provogue has a range of fashion formal, casual, sporty apparels for men
and women. Jeans, footwear, watches, innerwear, sunglasses are amongst its new
offerings. Provogue is available through its chain of exclusive brand outlets
called "Provogue Studio" at 140 locations, which provide a unique
retail environment, it added.
Shares of the company closed at Rs 36.50, marginally down from the
previous close on the BSE. PTI GIQ
(THROUGH
© 2011 Acquire Media Corporation. Published by OneSource Information
Services, Inc., May 2011
Board Meeting
re-scheduled on May 30, 2011
Accord Fintech (
[What follows is the full text of the news story.]
© 2011 Acquire Media Corporation. Published by OneSource Information Services,
Inc., May 2011
Audience reaction
more important to me than awards: Salman
Indo-Asian News Service: 20 May 2011
[What follows is the full text of the news story.]
Mumbai, May. 20 -- Actor Salman Khan, whose blockbuster film 'Dabangg'
bagged the 58th National Film Award for best film in wholesome entertainment
category, said he is happy with the award but audience reaction is more
important to him. "Awards and rewards, we were already given by the people
of the country long ago for the film. Now the people forced the government of
CMT REPORT (Corruption, Money Laundering & Terrorism]
The Public Notice information has been collected from various sources
including but not limited to: The Courts,
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.44.46 |
|
|
1 |
Rs.71.67 |
|
Euro |
1 |
Rs.62.94 |
SCORE & RATING EXPLANATIONS
|
SCORE FACTORS |
RANGE |
POINTS |
|
HISTORY |
1~10 |
6 |
|
PAID-UP CAPITAL |
1~10 |
5 |
|
OPERATING SCALE |
1~10 |
6 |
|
FINANCIAL CONDITION |
|
|
|
--BUSINESS SCALE |
1~10 |
5 |
|
--PROFITABILIRY |
1~10 |
5 |
|
--LIQUIDITY |
1~10 |
5 |
|
--LEVERAGE |
1~10 |
5 |
|
--RESERVES |
1~10 |
5 |
|
--CREDIT LINES |
1~10 |
5 |
|
--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 |
|
50 |
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 |
- |
This report is issued at your request without any
risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL) or
its officials.