MIRA INFORM REPORT

Report Date :

03.10.2011

IDENTIFICATION DETAILS

Name :	VODAFONE ESSAR CELLULAR LIMITED

Formerly Known As :	BPL MOBILE CELLULAR LIMITED

Registered Office :	# 1045/1046, Avanashi Road, Coimbatore-641018, Tamilnadu

Country :	India

Financials (as on) :	31.03.2010

Date of Incorporation :	30.03.1995

Com. Reg. No.:	18-007674

Capital Investment / Paid-up Capital :	Rs.10726.800 Millions

CIN No.: [Company Identification No.]	U64202TZ1995PLC007674

Legal Form :	A Closely Held Public Limited Liability Company

Line of Business :	Providing Mobile Communication Service

No. of Employees :	1000 (Approximately) (In Office and In Branches)

RATING & COMMENTS

MIRA’s Rating :

B (30)

RATING		STATUS	PROPOSED CREDIT LINE
26-40	B	Capability to overcome financial difficulties seems comparatively below average.	Small

Maximum Credit Limit :	USD 94000000

Status :	Moderate

Payment Behaviour :	Slow

Litigation :	Clear

Comments :	Subject is one of the leading mobile services provides in the country. There being many palyers in the market, there appears to be fierce competition in this particular sector. Profitability of the company is under pressure. There appears to be some accumulated losses recorded by the company. However trade relations are reported as fair. Business is active. Payments are reported to be slow. However in view of strong promoters 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 PARTED BY (GENERAL INFORMATION)

Name :	Ms. Sangeeta
Designation :	Account Executive
Contact No.:	91-9923007493
Date :	30.09.2011

LOCATIONS

Registered Office :	# 1045/1046, Avanashi Road, Coimbatore-641018, Tamilnadu, India
Tel. No.:	91-422-2213005
Fax No.:	91-422-2201388
E-Mail :	Sambasivan.g@vodafone.com sangeeta@vodafone.com pushkaraj.joshi@vodafone.com
Location :	Owned

Corporate Office 1 :	FP No. 27, Survey No. 21, Old Pune – Mumbai Highway, Wakdewadi, Shivaji Nagar, Pune – 411005, Maharashtra, India
Tel. No.:	91-20-30116000 / 01

Corporate Office 2 :	Tilak Road, Hira Bagh, Shukrawar Peth, Pune – 411002, Maharashtra, India

Branches :	Located at : Pune Aurangabad Kolhapur Nasik Solapur Goa Vasai

DIRECTORS

As on 30.09.2010

Name :	Mr. Vikas Saraf
Designation :	Director
Address :	2B, Saker Apartments, 71, Pochkhanwala Road, Worli, Mumbai – 400025, Maharashtra, India
Date of Birth/Age :	18.12.1968
Date of Appointment :	21.07.2005
DIN No.:	00055579

Other Directorship

S.No.	CIN	Name of the Company	Current designation of the director	Date of appointment at current designation	Original date of appointment	Date of cessation	Company Status	Defaulting status
1	U67190TN1995PLC029804	KARTHIK FINANCIAL SERVICES LIMITED	Director	18-08-02	18-08-02	02-09-06	Active	NO
2	U99999MH1992PLC064767	AEGIS LIMITED	Director	01-11-02	01-11-02	04-06-11	Active	NO
3	U64202MH1995PLC087774	ESSAR INFRASTRUCTURE SERVICES LIMITED	Director	15-12-02	15-12-02	13-12-06	Active	NO
4	U92199WB2002PTC095570	CONSOLIDATED ENTERTAINMENT PRIVATE LIMITED	Director	30-12-02	30-12-02	-	Active	NO
5	U92112WB2003PTC096078	CALCUTTA CINE PRIVATE LIMITED	Director	22-04-03	22-04-03	-	Amalgamated	NO
6	U72900MH2003PTC143018	PAPRIKA MEDIA PRIVATE LIMITED	Director	23-01-04	23-01-04	-	Active	NO
7	U30006TN1981PLC008616	ESSAR TELEHOLDINGS LIMITED	Director	04-06-04	04-06-04	13-08-10	Active	NO
8	U65990MH2004FLC149552	ETHL GLOBAL CAPITAL LIMITED	Director	17-11-04	17-11-04	01-07-07	Under liquidation	NO
9	U65990MH2004FLC149555	ESSAR TELECOM INVESTMENTS LIMITED	Director	17-11-04	17-11-04	16-08-07	Under liquidation	NO
10	U29299MH1975PLC193684	LOOP MOBILE (INDIA) LIMITED	Director	03-12-04	03-12-04	27-03-09	Active	NO
11	U32204WB1992PLC079998	VODAFONE ESSAR EAST LIMITED	Director	01-02-05	01-02-05	20-10-10	Active	NO
12	U64201DL1997PLC088088	VODAFONE ESSAR DIGILINK LIMITED	Director	01-02-05	01-02-05	20-10-10	Active	NO
13	U64202DL1992PLC088087	VODAFONE ESSAR MOBILE SERVICES LIMITED	Director	01-02-05	01-02-05	20-10-10	Active	NO
14	U32200MH1992PLC119108	VODAFONE ESSAR LIMITED	Director	01-02-05	01-02-05	01-07-11	Active	NO
15	U32100GJ1995PLC035282	VODAFONE ESSAR GUJARAT LIMITED	Director	01-02-05	01-02-05	20-10-10	Active	NO
16	U74899DL1995PLC074451	VODAFONE ESSAR SOUTH LIMITED	Director	01-02-05	01-02-05	20-10-10	Active	NO
17	U65990MH1995PTC087697	ESSAR TELECOM HOLDINGS OVERSEAS PRIVATE LIMITED	Director	22-08-05	22-08-05	05-11-07	Active	NO
18	U99999MH1995PLC130159	ESSAR HOLDINGS LIMITED	Director	01-09-05	01-09-05	15-09-06	Active	YES
19	U70101WB2006PTC109714	DAIWIK HOTELS PRIVATE LIMITED	Director	31-05-06	31-05-06	-	Active	NO
20	U72200DL1997PLC085764	VODAFONE ESSAR SPACETEL LIMITED	Director	15-06-07	03-10-06	20-10-10	Active	NO
21	U74999DL2001PTC112501	GLOBAL VANTEDGE PRIVATE LIMITED	Director	15-02-07	15-02-07	13-08-10	Active	NO
22	U51101DL2007PLC180238	VODAFONE ESSAR INFRASTRUCTURE LIMITED	Director	17-07-08	15-06-07	09-12-09	Active	NO
23	U40107WB2007PTC116631	GRACIOUS HOSPITALITY PRIVATE LIMITED	Director	18-06-07	18-06-07	-	Active	NO
24	U64202TZ1995PLC007674	VODAFONE ESSAR CELLULAR LIMITED	Director	25-06-07	25-06-07	20-10-10	Active	NO
25	U64200DL2007PLC207420	VODAFONE ESSAR TOWERS LIMITED	Director	20-08-08	09-11-07	30-09-09	Active	NO
26	U65999MH2008NPL182612	UNIQUE INTERMEDIARY FACILITATORS	Director	08-07-09	26-05-08	20-10-10	Active	NO
27	L65990TN2005PLC071791	ESSAR SECURITIES LIMITED	Director	14-08-09	31-03-09	-	Active	NO
28	U92100DL2007PLC170574	INDUS TOWERS LIMITED	Director	26-06-09	08-04-09	01-07-11	Active	NO
29	U74900GJ2009PLC058189	VODAFONE ESSAR SHARED SERVICES LIMITED	Director	24-09-09	24-09-09	20-10-10	Active	NO
30	U40105AP2007PTC052403	MALAXMI ENERGY VENTURES(INDIA)PRIVATE LIMITED	Director	16-11-09	16-11-09	19-07-10	Active	NO
31	U74900MH2008PLC183456	MOBILE COMMERCE SOLUTIONS LIMITED	Additional director	09-02-10	09-02-10	20-10-10	Active	NO
32	U40102TN2007PTC063507	SURAJBARI WINDFARM DEVELOPMENT PRIVATE LIMITED	Director	19-07-11	28-04-10	-	Active	NO
33	L99999TN1984PLC075902	INDIA SECURITIES LIMITED	Director	31-07-10	04-06-10	-	Active	NO
34	L32200MH1986PLC040652	AGC NETWORKS LIMITED	Additional director	31-08-10	31-08-10	28-07-11	Active	NO

Name :	Mr. Iyer Seshan Krishnan
Designation :	Director
Address :	79, Tejal, Road No. 2, Hindu Colony, Dadar, Mumbai-400014, Maharashtra, India
Date of Birth/Age :	09.08.1968
Date of Appointment :	01.04.2009
DIN No.:	01724793

Other Directorship

S.No.	CIN	Name of the Company	Current designation of the director	Date of appointment at current designation	Original date of appointment	Date of cessation	Company Status	Defaulting status
1	U64200DL2007PLC207420	VODAFONE ESSAR TOWERS LIMITED	Director	27-09-10	19-10-07	08-02-11	Active	NO
2	U32202MH1999PTC120818	CONNECT (INDIA) MOBILE TECHNOLOGIES PRIVATE LIMITED	Director	30-09-08	14-12-07	26-03-09	Active	NO
3	U74900MH2008PLC183456	MOBILE COMMERCE SOLUTIONS LIMITED	Director	12-06-08	12-06-08	08-02-11	Active	NO
4	U64201DL1997PLC088088	VODAFONE ESSAR DIGILINK LIMITED	Director	27-09-10	01-04-09	08-02-11	Active	NO
5	U65999MH2008NPL182612	UNIQUE INTERMEDIARY FACILITATORS	Director	08-07-09	01-04-09	08-02-11	Active	NO
6	U64202TZ1995PLC007674	VODAFONE ESSAR CELLULAR LIMITED	Director	27-09-10	01-04-09	08-02-11	Active	NO
7	U32100GJ1995PLC035282	VODAFONE ESSAR GUJARAT LIMITED	Director	27-09-10	01-04-09	08-02-11	Active	NO
8	U74899DL1995PLC074451	VODAFONE ESSAR SOUTH LIMITED	Director	27-09-10	01-04-09	08-02-11	Active	NO
9	U72200DL1997PLC085764	VODAFONE ESSAR SPACETEL LIMITED	Director	27-09-10	01-04-09	08-02-11	Active	NO
10	U32204WB1992PLC079998	VODAFONE ESSAR EAST LIMITED	Director	28-09-10	01-04-09	08-02-11	Active	NO
11	U64202DL1992PLC088087	VODAFONE ESSAR MOBILE SERVICES LIMITED	Director	27-09-10	01-04-09	08-02-11	Active	NO
12	U74900GJ2009PLC058189	VODAFONE ESSAR SHARED SERVICES LIMITED	Director	24-09-09	24-09-09	08-02-11	Active	NO
13	U51101DL2007PLC180238	VODAFONE ESSAR INFRASTRUCTURE LIMITED	Director	27-09-10	10-02-10	08-02-11	Active	NO

Name :	Mr. John William Lorimer Otty
Designation :	Director
Address :	1, Harvest Place, WArgrave, Reading, Berkshire, United Kingdom
Date of Birth/Age :	13.01.1964
Date of Appointment :	09.07.2009
DIN No.:	02432741

Other Directorship

S.No.	CIN	Name of the Company	Current designation of the director	Date of appointment at current designation	Original date of appointment	Date of cessation	Company Status	Defaulting status
1	U32100GJ1995PLC035282	VODAFONE ESSAR GUJARAT LIMITED	Director	10-07-09	07-01-09	05-04-11	Active	NO
2	U64201DL1997PLC088088	VODAFONE ESSAR DIGILINK LIMITED	Director	06-07-09	07-01-09	05-04-11	Active	NO
3	U64202DL1992PLC088087	VODAFONE ESSAR MOBILE SERVICES LIMITED	Director	06-07-09	07-01-09	05-04-11	Active	NO
4	U72200DL1997PLC085764	VODAFONE ESSAR SPACETEL LIMITED	Director	06-07-09	07-01-09	05-04-11	Active	NO
5	U64202TZ1995PLC007674	VODAFONE ESSAR CELLULAR LIMITED	Director	09-07-09	07-01-09	05-04-11	Active	NO
6	U32204WB1992PLC079998	VODAFONE ESSAR EAST LIMITED	Director	10-07-09	07-01-09	05-04-11	Active	NO
7	U51101DL2007PLC180238	VODAFONE ESSAR INFRASTRUCTURE LIMITED	Director	06-07-09	07-01-09	05-04-11	Active	NO
8	U65999MH2008NPL182612	UNIQUE INTERMEDIARY FACILITATORS	Director	08-07-09	07-01-09	05-04-11	Active	NO
9	U64200DL2007PLC207420	VODAFONE ESSAR TOWERS LIMITED	Director	08-07-09	07-01-09	05-04-11	Active	NO
10	U32200MH1992PLC119108	VODAFONE ESSAR LIMITED	Director appointed in casual vacancy	10-02-10	07-01-09	05-04-11	Active	NO
11	U74899DL1995PLC074451	VODAFONE ESSAR SOUTH LIMITED	Director	06-07-09	07-01-09	05-04-11	Active	NO
12	U74900GJ2009PLC058189	VODAFONE ESSAR SHARED SERVICES LIMITED	Director	27-09-10	01-10-09	05-04-11	Active	NO
13	U74900MH2008PLC183456	MOBILE COMMERCE SOLUTIONS LIMITED	Director	27-09-10	09-02-10	05-04-11	Active	NO

Name :	Mr. Ravinder Takkar
Designation :	Director appointed in causal vacancy
Address :	Villa No. 111, Laburnum Condominium Complex, Sushant Lok, Gurgaon – 122001, Haryana, India
Date of Birth/Age :	05.07.1968
Date of Appointment :	10.02.2010
DIN No.:	01719511

Other Directorship

S.No.	CIN	Name of the Company	Current designation of the director	Date of appointment at current designation	Original date of appointment	Date of cessation	Company Status	Defaulting status
1	U64201GJ1999PTC059542	VODAFONE INDIA SERVICES PRIVATE LIMITED	Director	22-07-08	30-08-07	01-02-10	Active	NO
2	U92100DL2007PLC170574	INDUS TOWERS LIMITED	Director	19-07-10	21-01-08	-	Active	NO
3	U51101DL2007PLC180238	VODAFONE ESSAR INFRASTRUCTURE LIMITED	Director	17-07-08	30-04-08	-	Active	NO
4	U74900MH2008PLC183456	MOBILE COMMERCE SOLUTIONS LIMITED	Director	27-09-10	09-02-10	-	Active	NO
5	U64202TZ1995PLC007674	VODAFONE ESSAR CELLULAR LIMITED	Director appointed in casual vacancy	10-02-10	10-02-10	-	Active	NO
6	U32100GJ1995PLC035282	VODAFONE ESSAR GUJARAT LIMITED	Director appointed in casual vacancy	10-02-10	10-02-10	-	Active	NO
7	U64202DL1992PLC088087	VODAFONE ESSAR MOBILE SERVICES LIMITED	Director appointed in casual vacancy	10-02-10	10-02-10	-	Active	NO
8	U72200DL1997PLC085764	VODAFONE ESSAR SPACETEL LIMITED	Director appointed in casual vacancy	10-02-10	10-02-10	-	Active	NO
9	U32204WB1992PLC079998	VODAFONE ESSAR EAST LIMITED	Director appointed in casual vacancy	10-02-10	10-02-10	-	Active	NO
10	U64201DL1997PLC088088	VODAFONE ESSAR DIGILINK LIMITED	Director appointed in casual vacancy	10-02-10	10-02-10	-	Active	NO
11	U74899DL1995PLC074451	VODAFONE ESSAR SOUTH LIMITED	Director appointed in casual vacancy	10-02-10	10-02-10	-	Active	NO
12	U65999MH2008NPL182612	UNIQUE INTERMEDIARY FACILITATORS	Director appointed in casual vacancy	10-02-10	10-02-10	-	Active	NO
13	U64200DL2007PLC207420	VODAFONE ESSAR TOWERS LIMITED	Director appointed in casual vacancy	10-02-10	10-02-10	-	Active	NO
14	U74900GJ2009PLC058189	VODAFONE ESSAR SHARED SERVICES LIMITED	Director	27-09-10	10-02-10	-	Active	NO
15	U32200MH1992PLC119108	VODAFONE ESSAR LIMITED	Alternate director	06-07-11	10-02-10	-	Active	NO

Name :	Mr. Sunil Sood
Designation :	Managing Director
Address :	4C, Il Palazzo, Little Gibbs Road, Malabar Hill, Mumbai – 400006, Maharashtra, India
Date of Birth/Age :	09.02.1961
Date of Appointment :	09.07.2010
DIN No.:	03132202

Other Directorship

S.No.	CIN	Name of the Company	Current designation of the director	Date of appointment at current designation	Original date of appointment	Date of cessation	Company Status	Defaulting status
1	U64202TZ1995PLC007674	VODAFONE ESSAR CELLULAR LIMITED	Managing director	09-07-10	09-07-10	-	Active	NO
2	U74899DL1995PLC074451	VODAFONE ESSAR SOUTH LIMITED	Managing director	09-07-10	09-07-10	-	Active	NO

KEY EXECUTIVES

Name :	Ms. Sangeeta
Designation :	Account Executive

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 30.09.2010

Names of Shareholders		No. of Shares
NSDL Beneficiary – Vodafone Essar Limited, India		126197857
Vodafone Essar Limited, India		35
Vodafone Essar Mobile Services Limited Jointly With Vodafone Essar Limited, India		6
Vodafone Essar South Limited Jointly with Voadafone Essar Limited, India		1
Vodafone Essar Gujarat Limited Jointly with Vodafone Essar Limited, India		1
Vodafone Essar Digilink Limited Jointly with Vodafone Essar Limited, India		1
Vodafone Essar East Limited Jointly with Vodafone Essar Limited, India		5
Vodafone Essar Specetel Limited, Jointly with Vodafone Essar Limited, India		50
Total		126197956

Equity Share Breakup (Percentage of Total Equity)

As on 30.09.2010

Category		Percentage of Holding
Bodies corporate		100.00

BUSINESS DETAILS

Line of Business :	Providing Mobile Communication Service

Services :	Mobile Internet Mobile Mail Mobile SMS Mobile Conferencing When you need to talk to more than one person at the same time, you can use BPL Mobile's special call conferencing facility.

Terms :
Selling :	L/C, Cash and Credit

Purchasing :	L/C, Cash and Credit

GENERAL INFORMATION

No. of Employees :

1000 (Approximately) (In office and In Branches)

Bankers :

ABN Amro Bank NV, 19/1 Haddows Road, Nugambakkam, Chennai - 600006, Tamilnadu

Bank of India, Skip House, Museum Road, Bangalore, Karnataka, India

Global Trust Bank, M. G. Road, Bangalore, Karnataka

Axis Bank Limited, Universal Insurance Building Sir P. M. Road, Fort, Mumbai – 400021, Maharashtra, India

Facilities :

Secured Loans	31.03.2010 Rs. In Millions	31.03.2009 Rs. In Millions

From Bank (Amount payable within one year Rs.6030.200 Millions)	29615.000	29286.000

Total	29615.000	29286.000

Unsecured Loans	31.03.2010 Rs. In Millions	31.03.2009 Rs. In Millions

From Banks (Short Term Loan From Banks)	1800.000	15000.000

Other Loans (From Vodafone Essar Limited the holding company repayable on demand)	20707.100	6284.900

Total	22507.100	21284.900


Banking Relations :	--

Financial Institute:	IL and FS Trust Company Limited, IL and FS Financial Centre, Plot No. C22, G Block, Bandra Kurla Complex, Bandra (East), Mumbai-400051, Maharashtra, India

Auditors :
Name :	Deloitte Haskins and Sells Chartered Accountant
Address :	12, Annie Besant Road, Opposite Shiv Sagar Estate, Worli, Mumbai-400018, Maharashtra, India
Tel No.:	91-22-66679000
Fax No.:	91-22-66679100
PAN :	AACFD4815A


Holding Company :	Vodafone Essar Limited U32200MH1992PLC119108

Ultimate Holding Company:	Vodafone Group Plc

Intermediate Holding Company:	Vodafone International Holding B.V

Fellow Subsidiaries :	Vodafone Essar Digilink Limited Vodafone Essar East Limited Vodafone Essar Gujarat Limited Vodafone Essar Mobile Services Limited Vodafone Essar South Limited Vodafone Essar Spacetel Limited Vodafone Essar Tower Limited Vodafone Essar Infrastructure Limited Unique Facilators Arcor AG and Company KG Vodafone Albania Sh.A. Vodafone Americas Inc. Vodafone Czech Republic a.s. Vodafone D2 GmbH Vodafone Egypt Telecommunications S.A.E. Vodafone España S.A. Vodafone Europe B.V. Vodafone Company Services Limited Vodafone Holding GmbH Vodafone Holdings Europe S.L. Vodafone Hungary Mobile Telecommunications Limited Vodafone International Holdings B.V. Vodafone Investments Luxembourg S.a.r.l. Vodafone Ireland Limited Vodafone Libertel B.V. Vodafone Limited Vodafone Malta Limited Vodafone Marketing S.a.r.l. Vodafone Network Pty Limited Vodafone New Zealand Limited Vodafone-Panafon Hellenic Telecommunications Company S.A. Vodafone Portugal-Comunicações Pessoais, S.A. Vodafone Romania S.A. Vodafone Telekomunikasyon A.S.

Joint Ventures of Vodafone Plc :	Polkomtel S.A. Safaricom Limited Vodacom Company (Pty) Limited Vodafone Fiji Limited Vodafone Omnitel N.V.

Associates of Vodafone Plc :	Cellco Partnership Société Française du Radiotéléphone S.A.

CAPITAL STRUCTURE

As on 31.03.2010

Authorised Capital :

No. of Shares	Type	Value	Amount

237700000	Equity Shares	Rs.85 /- each	Rs.20204.500 Millions
48000000	Preference Shares	Rs.100/- each	Rs.4800.000 Millions
	Total		Rs. 25004.500 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount

126197956	Equity Shares	Rs.85/- each	Rs.10726.826 Millions

Note:

All the above equity shares are held by Vodafone Essar Limited (VEL) and its nominees jointly with VEL Pursuant to Sub – Section (6) of Section 4 of the companies Act, 1956, VEL is a subsidiary of Vodafone Group Plc, United Kingdom, Accordingly it is the ultimate holding Company.

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		10726.800	10726.800	10726.800
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		22.900	8.300	0.000
4] (Accumulated Losses)		[34260.800]	[31785.400]	[28748.700]
NETWORTH		[23511.100]	[21050.300]	[18021.900]
LOAN FUNDS
1] Secured Loans		29615.000	29286.000	23000.000
2] Unsecured Loans		22507.100	21284.900	15226.300
TOTAL BORROWING		52122.100	50570.900	38226.300
DEFERRED TAX LIABILITIES		0.000	0.000	0.000

TOTAL		28611.000	29520.600	20204.400

APPLICATION OF FUNDS

FIXED ASSETS [Net Block]		32458.300	30858.200	23216.500
Capital work-in-progress		2169.800	2410.400	3772.400

INVESTMENT		0.000	0.000	0.000
DEFERREX TAX ASSETS		0.000	0.000	0.000

CURRENT ASSETS, LOANS & ADVANCES
	Inventories	0.000	0.000	19.000
	Sundry Debtors	2962.500	2190.400	1717.200
	Cash & Bank Balances	1233.400	2392.500	1040.300
	Other Current Assets	0.000	0.000	1.000
	Loans & Advances	5871.100	6167.700	2881.000
Total Current Assets		10067.000	10750.600	5658.500
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	11866.400	10739.300	9625.400
	Other Liability	3988.900	3556.600	2713.100
	Provisions	228.800	202.700	104.500
Total Current Liabilities		16084.100	14498.600	12443.000
Net Current Assets		[6017.100]	[3748.000]	[6784.500]

MISCELLANEOUS EXPENSES		0.000	0.000	0.000

TOTAL		28611.000	29520.600	20204.400

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2010	31.03.2009	31.03.2008
	SALES
		Income	39768.800	33937.700	23297.600
		Other Income	1145.500	618.600	477.500
		TOTAL (A)	40914.300	34556.300	23775.100

Less	EXPENSES
		Cost of SIM cards consumed	214.600	209.400	216.500
		Access and regulatory charges	13371.800	11400.900	6900.000
		Network operating expenditure	9929.100	6860.900	4273.300
		Personnel expenses	1052.600	914.300	986.600
		Advertisement, marketing, sales and distribution expenses	2602.700	2776.300	2868.900
		Advertisement, marketing, sales and distribution expenses	4408.500	5143.700	4153.000
		TOTAL (B)	31579.300	27305.500	19398.300

Less	PROFIT / LOSS BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		9335.000	7250.800	4376.800

Less	FINANCIAL EXPENSES (D)		5984.100	5166.600	4459.100

	PROFIT / LOSS BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		3350.900	2084.200	[82.300]

Less/ Add	DEPRECIATION/ AMORTISATION (F)		5826.300	5107.900	4469.100

	PROFIT / LOSS BEFORE TAX (E-F) (G)		[2475.400]	[3023.700]	[4551.400]

Less	TAX (H)		0.000	13.000	15.000

	PROFIT / LOSS AFTER TAX (G-H) (I)		[2475.400]	[3036.700]	[4566.400]

Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		[31785.400]	[28748.700]	[24182.300]

	BALANCE CARRIED TO THE B/S		[34260.800]	[31785.400]	[28748.700]

	Earnings Per Share (Rs.)		[19.62]	[24.06]	[36.18]

KEY RATIOS

PARTICULARS		31.03.2010	31.03.2009	31.03.2008
PAT / Total Income	(%)	[6.05]	[8.79]	[19.21]

Net Profit Margin (PBT/Sales)	(%)	[6.22]	[8.91]	[19.54]

Return on Total Assets (PBT/Total Assets}	(%)	[5.82]	[7.27]	[15.76]

Return on Investment (ROI) (PBT/Networth)		[0.11]	[0.14]	[0.25]

Debt Equity Ratio (Total Liability/Networth)		2.90	3.09	2.811

Current Ratio (Current Asset/Current Liability)		0.63	0.74	0.45

LOCAL AGENCY FURTHER INFORMATION

SUNDRY CREDITORS

(Rs. In Millions)

PARTICULARS	31.03.2010	31.03.2009	31.03.2008
Sundry Creditors
- Dues of micro and small enterprises	4.300	4.100	3.600
- Others	11862.100	10735.200	9621.800

Total	11866.400	10739.300	9625.400

NOTE

The Registered office of the company has been shifted from BPL Centre, 1045 and 1046, Avanashi Road, Coimbatore, Tamilnadu, India to present address w.e.f. 30.04.2008

Check List by Info Agents	Available in Report (Yes / No)
1) Year of Establishment	YES
2) Locality of the firm	YES
3) Constitutions of the firm	YES
4) Premises details	YES
5) Type of Business	YES
6) Line of Business•	YES
7) Promoter’s background	--
8) No. of employees	YES
9) Name of person contacted	YES
10) Designation of contact person	YES
11) Turnover of firm for last three years	NO
12) Profitability for last three years	NO
13) Reasons for variation <> 20%	NO
14) Estimation for coming financial year	NO
15) Capital in the business	NO
16) Details of sister concerns	NO
17) Major suppliers	NO
18) Major customers	NO
19) Payments terms	YES
20) Export / Import details (if applicable)	NO
21) Market information	--
22) Litigations that the firm / promoter	--
23) Banking Details	YES
24) Banking facility details	NO
25) Conduct of the banking account	--
26) Buyer visit details	--
27) Financials, if provided	NO
28) Incorporation details, if applicable	--
29) Last accounts filed at ROC	--
30) Major Shareholders, if available	--

OPERATIONS

The year ended March 2010 finally saw the impact of lower tariffs and increased competition visibly in statistical terms. Whilst the year under review has been challenging, the company’s customer base grew to 18.587 million subscribers with a growth rate of 43% on a year on year basis. Your Company continues to be the market leader, having a market share of 16% as at 31 March 2010 in a very competitive 11 players market. During the year 2009-10, the Company has further expanded its network to increase its coverage and networks continue to perform better against acceptable thresholds for the major performance parameters. The Company added 2,273 cell sites to enhance its network coverage, closing with 16,276 cell sites as at 31 March 2010.

STATUS OF DEMERGER OF PASSIVE INFRASTRUCTURE

During the year under review, the Company had filed a Scheme of Arrangement (“Scheme”) in the Honorable High Court of Judicature at Madras under Sections 391 to 395 of the Companies Act, 1956 by which the passive infrastructure assets of the Company along with its other fellow subsidiaries and the holding company would be vested in Vodafone Essar Infrastructure Limited. The effective date of the demerger is 1 April 2009. The Company has received the Order of the Honorable High Court of Judicature at Madras for the said Scheme. However, the transferee company is yet to receive its Order from the Honorable Delhi High Court and the Scheme would be effective once the same is received by it.

OUTLOOK FOR 2010-11

Intense competition is expected to continue in FY-2010-11. Pricing action that was undertaken by new operators in FY 2009-10 to penetrate the market will continue to impact revenues. However, it is expected that subscribers will bond with the Company in view of the benefits of customer service, relevant pre-positions and a reliable network as is understood by them. With your company along with its group companies being successful in the recently concluded bids for 3G spectrum, relevant value added services will be launched to enhance income from data and other 3G enabled services. The Company is ready for Mobile Number Portability as and when it would be introduced by the Government. Plans to attract new high value customers and retain existing customers are in place. The focus on cost reduction and working capital improvement will continue. The regulatory environment is expected to continue to be challenging in the coming year. Given the strong presence in the circles in which your Company operates coupled with the brand strength of the Group, you company is confident of addressing these challenges.

EVENTS SUBSEQUENT TO BALANCE SHEET DATE

The Company has been successful in the recently concluded auctions conducted by the Department of Telecommunications for 3G spectrum in two service areas viz – Tamil Nadu and Maharashtra in which it operates at a price of Rs.14649.400 Millions and Rs.12578.200 Millions respectively.

CONTINGENT LIABILITY

(Rs. In Millions)

PARTICULARS	31.03.2010	31.03.2009
Service tax demands	607.800	906.300
Demands from Department of Telecommunication (DOT) / Mahanagar Telecom Nigam Limited (MTNL) / Bharat Sanchar Nigam Limited (BSNL) / Bharti Infotel / Operators	582.400	509.600
Income tax matters*	91.600	91.600
Sales tax matters*	198.000	121.500
Customs/Excise Duty/Entry tax*	20.500	20.500
Other claims	46.800	24.000

Note :

* These amounts have been arrived at based on the notice of demand or assessment orders or decisions by the authorities in similar circumstances , as the case may be , and the Company contesting these claims with the respective appellate authorities. Outflows, if any, arising out of these claims would depend on the outcome of the decisions of the appellate authorities and the Company's rights for future appeals before the judiciary. No reimbursements are expected.

FORM 8

Corporate identity number of the company	U64202TZ1995PLC007674
Name of the company	VODAFONE ESSAR CELLULAR LIMITED
Address of the registered office or of the principal place of business in India of the company	# 1045/1046, Avanashi Road, Coimbatore-641018, Tamilnadu, India E-mail Id : sambasivan.g@vodafone.com
This form is for	Modification of Charge
Charge identification number of the modified	10142087
Type of charge	Others (telecom licences under tripartite agreements)
Particular of charge holder	IL and FS Trust Company Limited, IL and FS Financial Centre, Plot No. C22, G Block, Bandra Kurla Complex, Bandra (East), Mumbai-400051, Maharashtra, India E-mail Id : itclroc@ilfsindia.com
Nature of instrument creating charge	Notification to the Department of Telecommunications, Government of India dated 20.07.2009 in respect to tripartite Agreements relating to Maharashtra and Goa, Tamil Nadu and Kerala Circles pursuant to the Amendment Dated 25.05.2009 to the amended and restated intercredtor agreement
Date of instrument Creating the charge	20.07.2009
Amount secured by the charge	Rs.280000.000 Millions
Brief of the principal terms an conditions and extent and operation of the charge	Rate of Interest: Rate of Interest to be fixed under the terms o f the individual facility agreement in respect to debt secured under this charge Terms of repayment Terms of repayment are to be defined in the individual facility agreement in respect to debt secured by this charge. Margin Margin is to be defined in the individual facility agreement in respect to debt secured by this charge Extent and operations of the charge Original charges were created on the telecom licences of the company for Maharashtra and Goa, Tamil Nadu and Kerala to secure an amount of Agreegate debt of Rs. 140000.000 Millions The amount secured is increased to Rs. 280000.000 Millions pursuant to the amendment dated 25 May 2009 to the Amended and restate intercreditor agreement
Short particulars of the property charged	Telecom Licences of the company in respect to Maharashtra and Goa, Tamil Nadu and Kerala Circles
Particulars of the present modification	Original charges were created on the telecom licences of the company for Maharashtra and Goa, Tamil Nadu and Kerala to secure an amount of Aggregate debt of Rs.140000.000 Millions The amount secured is increased to Rs.280000.000 Millions pursuant to the amendment dated 25 May 2009 to the Amended and restate intercreditor agreement

FIXED ASSETS

Freehold Land
Leasehold Land
Building
Network Equipment
Computers
Office Equipment
Furniture and fixture
Vehicles

CMT REPORT (Corruption, Money Laundering & Terrorism]

The Public Notice information has been collected from various sources including but not limited to: The Courts, India Prisons Service, Interpol, etc.

1] INFORMATION ON DESIGNATED PARTY

No exist designating subject or any of its beneficial owners, controlling shareholders or senior officers as terrorist or terrorist organization or whom notice had been received that all financial transactions involving their assets have been blocked or convicted, found guilty or against whom a judgement or order had been entered in a proceedings for violating money-laundering, anti-corruption or bribery or international economic or anti-terrorism sanction laws or whose assets were seized, blocked, frozen or ordered forfeited for violation of money laundering or international anti-terrorism laws.

2] Court Declaration :

No records exist to suggest that subject is or was the subject of any formal or informal allegations, prosecutions or other official proceeding for making any prohibited payments or other improper payments to government officials for engaging in prohibited transactions or with designated parties.

3] Asset Declaration :

No records exist to suggest that the property or assets of the subject are derived from criminal conduct or a prohibited transaction.

4] Record on Financial Crime :

Charges or conviction registered against subject: None

5] Records on Violation of Anti-Corruption Laws :

Charges or investigation registered against subject: None

6] Records on Int’l Anti-Money Laundering Laws/Standards :

Charges or investigation registered against subject: None

7] Criminal Records

No available information exist that suggest that subject or any of its principals have been formally charged or convicted by a competent governmental authority for any financial crime or under any formal investigation by a competent government authority for any violation of anti-corruption laws or international anti-money laundering laws or standard.

8] Affiliation with Government :

No record exists to suggest that any director or indirect owners, controlling shareholders, director, officer or employee of the company is a government official or a family member or close business associate of a Government official.

9] Compensation Package :

Our market survey revealed that the amount of compensation sought by the subject is fair and reasonable and comparable to compensation paid to others for similar services.

10] Press Report :

No press reports / filings exists on the subject.

CORPORATE GOVERNANCE

MIRA INFORM as part of its Due Diligence do provide comments on Corporate Governance to identify management and governance. These factors often have been predictive and in some cases have created vulnerabilities to credit deterioration.

Our Governance Assessment focuses principally on the interactions between a company’s management, its Board of Directors, Shareholders and other financial stakeholders.

CONTRAVENTION

Subject is not known to have contravened any existing local laws, regulations or policies that prohibit, restrict or otherwise affect the terms and conditions that could be included in the agreement with the subject.

FOREIGN EXCHANGE RATES

Currency	Unit	Indian Rupees
US Dollar	1	Rs.48.93
UK Pound	1	Rs.76.52
Euro	1	Rs.66.65

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	5
PAID-UP CAPITAL	1~10	4
OPERATING SCALE	1~10	4
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	4
--PROFITABILIRY	1~10	--
--LIQUIDITY	1~10	3
--LEVERAGE	1~10	3
--RESERVES	1~10	3
--CREDIT LINES	1~10	4
--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		30

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
NR		In view of the lack of information, we have no basis upon which to recommend credit dealings	No Rating

PRIVATE & CONFIDENTIAL : This information is provided to you at your request, you having employed MIPL for such purpose. You will use the information as aid only in determining the propriety of giving credit and generally as an aid to your business and for no other purpose. You will hold the information in strict confidence, and shall not reveal it or make it known to the subject persons, firms or corporations or to any other. MIPL does not warrant the correctness of the information as you hold it free of any liability whatsoever. You will be liable to and indemnify MIPL for any loss, damage or expense, occasioned by your breach or non observance of any one, or more of these conditions

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

MIRA INFORM REPORT

0.000

0.000

2962.500

2190.400

1233.400

2392.500

0.000

0.000

5871.100

6167.700

10067.000

10750.600

11866.400

10739.300

3988.900

3556.600

228.800

202.700

16084.100

14498.600

[6017.100]

[3748.000]

[6.05]

[6.22]

[5.82]

[0.11]

2.90

0.63

Unit