MIRA INFORM REPORT

 

 

Report Date :

02.05.2011

 

 

Note : Given address could not be confirmed

 

 

IDENTIFICATION DETAILS

 

Name :

EROS INTERNATIONAL MEDIA LIMITED [w.e.f. 16.09.2009]

 

 

Formerly Known As :

EROS INTERNATIONAL MEDIA PRIVATE LIMITED

 

 

Registered Office :

Kailash Plaza, 2nd Floor, Plot No.12, Off Veera Desai Road, Mumbai – 53, Maharashtra, India [W.E.F. 05.04.1999]

 

 

Country :

India

 

 

Financials (as on) :

31.03.2010

 

 

Date of Incorporation :

19.08.1994

 

 

Com. Reg. No.:

11-080502

 

 

CIN No.:

[Company Identification No.]

U92110MH1994PLC080502

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

MUMB04686D

 

 

PAN No.:

[Permanent Account No.]

AAACR2148H

 

 

Legal Form :

A Closely Held Public Limited Liability Company

 

 

Line of Business :

Subject is engaged in the purchase and sale of film Distribution rights for Hindi and Indian regional language films and also for co-production activities.

 

 

RATING & COMMENTS

 

MIRA’s Rating :

A (62)

 

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 6540000

 

 

Status :

Good

 

 

Payment Behavior :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is well established and reputed 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 good for normal 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)

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

 

Name :

Mr. Rajesh Bhatia

Designation :

Financial Controller and Company Secretary

Date :

27.04.2011

 

 

LOCATIONS

 

Registered Office :

Kailash Plaza, 2nd Floor, Plot No.12, Off Veera Desai Road, Mumbai – 53, Maharashtra, India [W.E.F. 05.04.1999]

Tel. No.:

91-22-40538500

E-Mail :

eros@erosmultimedia.net

Website :

http://www.erosmultimedia.net

http://www.erosentertainment.com

 

 

Corporate Office :

Second Floor, Satyadev Building, Off New Link Road, Andheri [West], Mumbai – 400053, India

Tel. No.:

91-22-40538500

Fax No.:

91-22-40538540

E-Mail :

eros@erosintl.com

 

 

DIRECTORS

 

As on 27.05.2010

 

Name :

Mr. Naresh Chandra

Designation :

Additional Director

Address :

C4/4053, Vasant Kunj, New Delhi – 110070

Date of Birth/Age :

01.08.1934

Date of Appointment :

28.09.2009

DIN :

00015833

 

 

Name :

Mr. Shankar Nath Acharya

Designation :

Additional Director

Address :

S-523 A, 2nd Floor, Greater Kailash II, New Delhi – 110048

Date of Birth/Age :

21.10.1945

Date of Appointment :

01.11.2009

DIN :

00033242

 

 

Name :

Mr. Sunil Arjan Lulla

Designation :

Director

Address :

Plot NO.172, Omkar, Gandhi Gram Road, Juhu, Mumbai - 400049

Date of Birth/Age :

29.06.1964

Date of Appointment :

19.08.1994

DIN :

00243191

 

 

Name :

Ms. Jyoti Deshpande

Designation :

Additional Director

Address :

16, Cavendish Drive, Edgware, HA8 7NS, UK

Date of Birth/Age :

16.12.1970

Date of Appointment :

28.09.2009

DIN :

02303283

 

 

Name :

Mr. Kishore Lulla

Designation :

Additional Director

Address :

HIghcroft, Totteridge Common, London, N20 8NI, UK

Date of Birth/Age :

04.09.1961

Date of Appointment :

28.09.2009

DIN :

02303295

 

 

Name :

Mr. Dhirendra Swarup

Designation :

Additional Director

Address :

A-9 / 13B, Vasant Vihar, New Delhi – 110057

Date of Birth/Age :

05.12.1944

Date of Appointment :

10.02.2010

DIN :

02878434

 

 

Name :

Mr. Vijay Mohandas Ahuja

Designation :

Additional Director

Address :

10 Draycott, #07-07 Draycott 8, Singapore 259405

Date of Birth/Age :

02.04.1957

Date of Appointment :

10.02.2010

DIN :

02966514

 

 

KEY EXECUTIVES

 

Name :

Mr. Rajesh Dwarkadas Bhatia

Designation :

Secretary

Date of Appointment :

16.12.2009

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on 31.03.2010

 

Names of Shareholders

 

No. of Shares

Eros Digital Private Limited

 

21700000

Eros Worldwide FZ LLC

 

49700000

Sunil Lulla

 

1400

Krishika Lulla

 

1400

Arjan Lulla

 

1400

Meena Lulla

 

1400

Nitu Lulla

 

1400

Total

 

71407000

 

 

As on 27.05.2010

 

Category

Percentage

 

 

Bodies corporate

99.99

Directors or relatives of Directors

0.01

 

 

Total

100.00

 

 

BUSINESS DETAILS

 

Line of Business :

Subject is engaged in the purchase and sale of film Distribution rights for Hindi and Indian regional language films and also for co-production activities.

 

 

GENERAL INFORMATION

 

No. of Employees :

Not Divulged by Management

 

 

Bankers :

  • Union Bank of India, IFB, 1st Floor, Union Bank Bhavan, 239, Vidhan Bhavan Marg, Nariman Point, Mumbai – 400021, Maharashtra, India

 

  • Industrial Development Bank of India Limited, IDBI Tower WTC Complex, Cuffe Parade, Mumbai – 400005, Maharashtra, India

 

 

Facilities :

Secured Loan (Rs.in millions)

31.03.2010

31.03.2009

From banks:

 

 

Term loans

489.202

448.103

Paclting credit and esport bill discounting

1164.094

759.987

Cash Credit

32.574

0.000

From finance companies:

 

 

Car Loans

4.494

12.199

Total

1690.364

1220.289

Note :

a) Term loan from banks are secured by pari passu first charge on the Dvd Satellite rights acquired for the domestic market, actionable claims, revenue and receivables arising on sales of the rights and negatives of films

 

b) Interest accrued and due on term loans amounting to Rs. 3.040 million is included in the loan balance.

 

c) Packing credit is secured by hypothecation of films and film rights with pari passu charge on current assets.

 

d) Bill Discounting (Foreign bills/supplier bills) is secured by document of title to goods and accepted hundies with first pari pasu charge on current assets

 

c) Cash credit is secured by way of hypothecation of stock of DV'D's / VCD's and receivables relating to domestic rights operations along with first pari passu charge on current assets.

 

f) All the above are further  secured by :-

i) Equitable mortgage of Company's immovable property situated at Mumbai, India.

ii) Fixed Deposit of Rs. 250.000 millions

iii) Corporate guarantee of Eros International PLC, the ultimate holding company

 

against

 

h) amount repayable within one year :

on term loan Rs.134.496 million [Previous Year 308.037 million]

on car loan Rs.3.622 million [previous year Rs.7.705 million ]

 

Unsecured Loan (Rs.in millions)

31.03.2010

31.03.2009

From Relatives of Directors [interest free, repayable on demand]

0.000

0.378

Total

0.000

0.378

 

 

 

Banking Relations :

--

 

 

Auditors :

 

Name :

Walker Chandiok and Company [Khushroo B Panthaky]

Chartered Accountant

Address :

Engineering Centre, 6th Floor, 9, Mathew Road, Opera House, Mumbai – 400004, India

Tel. No.:

91-22-23671623

Fax No.:

91-22-23671624

E-Mail :

Mumbai@wcgt.in

 

 

Holding Company :

Eros Worldwide FZ LLC

 

 

 

Subsidiary Companies :

Eros International Films Private Limited

CIN : U92113MH1994PTC080423

 

Eros Music Publishing Private Limited

CIN : U92140MH2008PTC178628

 

Eyeqube Studios Private Limited

CIN : U92120MH2007PTC175027

 

Big Screen Entertainment Private Limited

CIN : U92110MH2005PTC156504

 

Eros Animation Private Limited

CIN : U92100MH2008PTC186402

 

Ayngaran International Media Private Limited

CIN : U92100TN2007PTC072223

 

Ayngaran Anak Media Private Limited

CIN : U92100TN2008PTC069493

 

Ayngaran International Limited

 

Ayngaran International (Mauritius) Limited

 

Copsale Limited

 

Ayngaran International (UK) Limited

 

 

 

CAPITAL STRUCTURE

 

As on 31.03.2010

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

125,000,000

Equity Shares

Rs.10/-each

1250.000 millions

 

 

 

 

 

 

 

 

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

71,407,000

Equity Shares

Rs.10/-each

714.070 millions

 

 

 

 

 

 

 

 

 

Of the above :

- 66.306.500 (previous year Nil) equity shares were allotted as fully paid up bonus shares by capitalization of the surplus in the profit and loss account of the company.

 

- 5,000,000 equity shares were allotted for consideration other than cash in the financial year 1999-00 towards assignment and transfer of the assets and liabilities of a partnership firm.

 

-4970,000 (Previous ]rear 3,550,000) and 2,170,000 (Previous yr 3,350,000) equity shares are held by Eros Worldwide, FZE, the holding company and its subsidiary, Eros Digital Private Limited respectively


 

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

714.070

51.000

51.000

2] Stock Options Outstanding

13.372

0.000

0.000

3] Reserves & Surplus

907.834

1055.289

577.584

4] (Accumulated Losses)

0.000

0.000

0.000

NETWORTH

1635.276

1106.289

628.584

LOAN FUNDS

 

 

 

1] Secured Loans

1690.364

1220.289

1183.158

2] Unsecured Loans

0.000

0.378

1.175

TOTAL BORROWING

1690.364

1220.667

1184.333

DEFERRED TAX LIABILITIES

485.268

259.558

85.571

 

 

 

 

TOTAL

3810.908

2586.514

1898.488

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

2028.881

1491.433

924.734

Capital work-in-progress

2.765

0.000

0.000

 

 

 

 

INVESTMENT

204.061

204.061

9.459

DEFERREX TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

23.557

617.567

397.483

 

Sundry Debtors

802.117

781.460

775.170

 

Cash & Bank Balances

1006.158

324.575

1100.481

 

Other Current Assets

0.000

0.000

0.000

 

Loans & Advances

3181.166

4360.116

3332.844

Total Current Assets

5012.998

6083.718

5605.978

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Sundry Creditors

444.523

281.390

--

 

Other Current Liabilities

2907.551

4913.241

4633.142

 

Provisions

86.303

9.586

8.541

Total Current Liabilities

3438.377

5204.217

4641.683

Net Current Assets

1574.621

879.501

964.295

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

0.000

 

 

 

 

Foreign Currency Monetary Translation Difference AC

0.580

11.519

0.000

 

 

 

 

TOTAL

3810.908

2586.514

1898.488

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

31.03.2010

31.03.2009

31.03.2008

 

SALES

 

 

 

 

 

Income

5345.657

4787.786

4234.976

 

 

Other Income

129.419

8.292

152.831

 

 

TOTAL                                     (A)

5475.076

4796.078

4387.807

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Operating Expenses

3988.935

3384.874

3349.071

 

 

Employee Remuneration and other benefits

105.163

72.592

62.463

 

 

Administrative and other Expenses

493.635

582.394

398.336

 

 

TOTAL                                     (B)

4587.733

4039.860

3809.870

 

 

 

 

 

Less

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

887.343

756.218

577.937

 

 

 

 

 

Less

FINANCIAL EXPENSES                         (D)

64.347

3.185

23.951

 

 

 

 

 

 

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

822.996

753.033

553.986

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

20.001

22.324

14.808

 

 

 

 

 

 

PROFIT BEFORE TAX (E-F)                               (G)

802.995

730.709

539.178

 

 

 

 

 

Less

TAX                                                                  (I)

287.385

251.688

194.450

 

 

 

 

 

 

PROFIT AFTER TAX (G-I)                                  (J)

515.610

479.021

344.728

 

 

 

 

 

 

BALANCE CARRIED TO THE B/S

515.610

479.021

344.728

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

FOB Value of Exports

2858.595

2734.493

--

 

TOTAL EARNINGS

2858.595

2734.493

NA

 

 

 

 

 

 

IMPORTS

 

 

 

 

Purchase of Film/ Serial Rights

8.020

64.440

--

 

Purchase of Beta Tapes

0.243

0.295

--

 

Purchase of DVD’s

0.343

0.271

--

 

Purchase of Software

0.000

0.152

--

 

TOTAL IMPORTS

8.606

65.158

NA

 

 

 

 

 

 

Earnings Per Share (Rs.)

7.22

6.71

--

 

 


KEY RATIOS

 

PARTICULARS

 

 

31.03.2010

31.03.2009

31.03.2008

PAT / Total Income

(%)

9.42

9.99

7.86

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

15.02

15.26

12.73

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

11.40

9.65

8.26

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.49

0.66

0.86

 

 

 

 

 

Debt Equity Ratio

(Total Liability/Networth)

 

3.14

5.81

9.27

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

1.46

1.17

1.21

 

 

LOCAL AGENCY FURTHER INFORMATION

 

Sundry Creditors : (Rs.in million)

 

Particulars

31.03.2010

31.03.2009

31.03.2008

 

 

 

 

Sundry Creditors

444.523

281.390

NA

 

 

 

 

Total

444.523

281.390

NA

 

 

Bankers Charges Report as per Registry

 

Corporate identity number of the company

U92110MH1994PTC080502

Name of the company

EROS INTERNATIONAL MEDIA PRIVATE LIMITED

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

Kailash Plaza2nd Floor, Plot No. 12, Off Veera Desai Road,Mumbai-53, W.E.F.05/04/99, Maharashtra, India

This form is for

Modification of Charge

Charge identification (ID) number of the charge to be modified

10087143

Type of charge

  • Book Debts
  • Movable Property
  • Floating Charge

Particular of charge holder

Union Bank of India, IFB, 1st Floor, Union Bank Bhavan, 239, Vidhan Bhavan Marg, Nariman Point, Mumbai – 400021, Maharashtra, India

Nature of instrument creating charge

Composite Hypothecation Agreement

Date of instrument Creating the charge

24.09.2009

Amount secured by the charge

Rs.554.000 millions

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

Rate of Interest - As stipulated by and with the Bank from time to time.

 

Terms of Repayment - As stipulated by and with the Bank from time to time.

 

Margin - As applicable.

 

Extent and Operation of the charge - The Bank is having first pari passu charge on the security, as described in sr. no. 15, given by the Company.

Short particulars of the property or asset(s) charged (including complete address and location of the property)

A) films, movies, television serials, publicity materials and other similar material together with its free television / merchandising / theatrical / non theatrical / publishing / satellite television / ship / subscription television / surface transport / television / video gram / DVD rights and intended for entertainment / commercial / non commercial exploitation by the borrower. B) all the stocks of DVDs / VCDs and the present and future book debts, operating cash flows, o/s monies, receivables, claims, arising out of sale of rights of the borrower. C) Assignment in favor of the bank of all actionable claims arising out of sale of rights of the borrower and whatsoever rights to the films t/with the copyrights in the publicity material D) Assignment of all the proceeds of all policies of insurance now or in the future taken out by the borrower in respect of the films and / or rights and the benefit of all options and rights devolving upon the borrower under any such policy of the insurance which shall accrue to the bank. E) Hypothecation by way of first charge on all movable property including movable goods / equipment and F) hypothecation by way of first charge on all its vehicles.

Particulars of the present modification

By present modification, the existing charge of Rs.250.000 millions enhanced to Rs.554.000 millions against the security

 

FIXED ASSETS :

 

  • Building
  • Studio Equipment
  • Data Processing Equipment
  • Office Equipment
  • Furniture and Fixture
  • Motor Vehicles
  • Software

 

 


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.44.38

UK Pound

1

Rs.73.87

Euro

1

Rs.65.83

 

 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

7

PAID-UP CAPITAL

1~10

6

OPERATING SCALE

1~10

7

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

7

--PROFITABILIRY

1~10

7

--LIQUIDITY

1~10

7

--LEVERAGE

1~10

7

--RESERVES

1~10

7

--CREDIT LINES

1~10

7

--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

YES

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

62

 

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.