MIRA INFORM REPORT

 

 

Report Date :

28.03.2012

 

IDENTIFICATION DETAILS

 

Name :

VODAFONE INDIA LIMITED (w.e.f. 11.10.2011)

 

 

Formerly Known As :

VODAFONE ESSAR LIMITED

 

 

Registered Office :

Peninsula Corporate Park, Ganpatrao Kadam Marg, Lower Parel, Mumbai – 400 013, Maharashtra

 

 

Country :

India

 

 

Financials (as on) :

31.03.2011

 

 

Date of Incorporation :

21.02.1992

 

 

Com. Reg. No.:

11-119108

 

 

Capital Investment / Paid-up Capital :

Rs.4140.869 millions

 

 

CIN No.:

[Company Identification No.]

U32200MH1992PLC119108

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

MUMH07197B

 

 

PAN No.:

[Permanent Account No.]

AAACH5332B

 

 

Legal Form :

A Closely Held Public Limited Liability Company

 

 

Line of Business :

The Company is engaged in providing cellular mobile telephony services in "Mumbai Metro Circle".

 

 

No. of Employees :

2000 (Approximately)

 

 

RATING & COMMENTS

 

MIRA’s Rating :

Ba (50)

 

RATING

STATUS

 

PROPOSED CREDIT LINE

41-55

Ba

Overall operation is considered normal. Capable to meet normal commitments.

Satisfactory

 

Maximum Credit Limit :

USD 340756000

 

 

Status :

Satisfactory

 

 

Payment Behaviour :

Usually correct

 

 

Litigation :

Clear

 

 

Comments :

Subject is an established and well known company having satisfactory track. The company has incurred huge loss in the current year. However, net worth appears to be satisfactory. Trade relations are reported as fair. Business is active. Payments are reported to be usually correct and as per commitments.

 

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

 

NOTES :

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

 

INFORMATION DECLINED BY

 

Name :

Mr. Pratik

Designation :

Office Executive

Contact No.:

91-9820098200

Date :

24.03.2012

 

 

LOCATIONS

 

Registered/ Corporate Office :

Peninsula Corporate Park, Ganpatrao Kadam Marg, Lower Parel, Mumbai – 400 013, Maharashtra, India

Tel. No.:

91-22-66645000/ 66645000

Fax No.:

91-22-24963645/ 66661222/ 66661200

E-Mail :

krishnan.iyer@vodafone.com

pushkaraj.joshi@vodafone.com 

Website :

http://www.vodafone.in

 

 

Delhi Office :

C-48, Okhla Industrial Area, Phase II, Delhi – 110020, India

 

 

Mumbai Office :

 

Tel. No.:

 

 

 

Tel No :

Fax No :

Email :

Ganpat Rao, Kadam Marg, Peninsula Corporate Park, Lower Parel, Mumbai – 400 013, Maharashtra, India

91-22-66645000

 

N M Joshi Marg Police Station, Opposite BDD Chawl I and 2, Lower Parel, Mumbai – 400 013, Maharashtra, India

91-22-66645000

91-22-24963645/ 24971069

krishnan.iyer@hutch.in

 

 

Karnataka Office:

Maruti Infotech Centre, Ground Floor, B,11/1, 12/1, Koramangala, Intermediate Ring Road, Amar Jyoti Layout, Bangalore – 560 071, Karnataka, India

Tel. No.:

91-80-41193000

 

 

Gujarat Office :

6th Floor SAKAR II, ELLIS Bridge Ahmedabad – 380 006, Gujarat, India

 

 

Rajasthan Office :

Gaurav tower, 5th Floor, Malviya Nagar, Jaipur

 

 

Kolkata Office:

Constantia  Office Complex, 4 Floor, 11 UN Bramachari Street, Kolkata – 700 017, West Bengal, India

 

 

Uttar Pradesh (East) Office:

5 Shahnajaf Road, Hazratganj, Lucknow – 226 001, Uttar Pradesh, India

Tel No.:

91-522-6544301

 

 

Punjab  Office:

C – 131, Phase – VIII Sas Nagar, Eltop, Industrial Area, Mohali , Punjab, India

Tel No.:

91-172-5090300

 

 

Andhra Pradesh  Office:

6 Floor Varun Tower II, Begumput, Hyderabad – 500 016, Andhra Pradesh, India

 

 

Uttar Pradesh (West)  Office:

135/1 and 137/1, Mangal Pandey Road, University Road Meerut City, Meerut – 250004, Uttar Pradesh, India

 

 

Chennai Office:

 9th Floor, TVH Beliciaa Towers I , Block No. 94 MRC Nagar, Santhome, Chennai, Tamilnadu, India

 

 

Haryana Office:

Yogesh Towers Kunjpura Road, Karnal, Haryana, India

Tel No.:

91-184-2207410

 

 

Kerala  Office:

Ashish Building Shanmugham Road, P.O. Kochin – 682 031, Kerala, India

Tel No.:

91-484-2382281/ 82/ 83

 

 

Maharashtra and Goa Office:

 The Metropolitan F.P. No.27 Survey No. 21 Old Mumbai Pune Highway Wadekawadi , Shivaji Nagar, Pune – 411 005, Maharashtra, India

 

 

DIRECTORS

 

As on 29.09.2011

 

Name :

Mr. Analjit Mohanbhai Singh

Designation :

Director

Address :

15, Aurangzeb Road, New Delhi – 110 011, India

Date of Birth/Age :

11.01.1954

Date of Appointment :

23.03.2006

DIN No.:

00029641

 

 

Name :

Mr. Chittranjan Dua

Designation :

Director

Address :

88, Sunder Nagar, New Delhi – 110 003, India

Date of Birth/Age :

03.11.1951

Date of Appointment :

27.09.2006

DIN No.:

00036080

 

 

Name :

Mr. Ravinder Takkar

Designation :

Director

Address :

Villa No.111, Laburnum Condominium Complex, Sushant Lok, Gurgaon – 122 001, Haryana, India

Date of Birth/Age :

05.07.1968

Date of Appointment :

06.07.2011

DIN No.:

01719511

 

 

Name :

Mr. Kumar Kanti Das

Designation :

Director

Address :

Flat 2902, 29th Floor, Phoenix Towers, B Wing, Senapati Bapat Marg, Lower Parel, Mumbai – 400 013, Maharashtra, India

Date of Birth/Age :

21.11.1963

Date of Appointment :

01.07.2011

DIN No.:

02035739

 

 

Name :

Mr. Nicholas Johnathan Read

Designation :

Director

Address :

8, Cresta, Queens Hills Rise, Ascot, United Kingdom - SL5 7DP

Date of Birth/Age :

29.09.1964

Date of Appointment :

28.11.2008

DIN No.:

02392270

 

 

Name :

Mr. Rajat Sethi

Designation :

Director appointed in casual vacancy

Address :

181, Jor Bagh, New Delhi – 110 003, India

Date of Appointment :

10.02.2010

DIN No.:

02393521

 

 

Name :

Mr. Marten Pieters

Designation :

Managing Director

Address :

Room No.801, Taj Wellington Mews, 33, Nathalal Parekh Marg, Colaba, Mumbai - 400 001, Maharashtra, India

Date of Birth/Age :

29.04.1953

Qualification :

Post Graduate in Economics 1977, Dutch Law (University of Groningen) 1976.

Experience :

33 Years

Date of Appointment :

11.06.2009

DIN No.:

02598456

 

 

Name :

Mr. Karen Witts

Designation :

Director

Address :

14, Kersley ST, United Kingdom – SW114PT, London

Date of Birth/Age :

28.05.1963

Date of Appointment :

08.04.2011

DIN No.:

03410673

 

 

KEY EXECUTIVES

 

Name :

Mr. Pushkaraj Vishnu Joshi

Designation :

Secretary

Address :

5-23, Third Floor, Goregaonkar Lane, Near Central Cinema, Girgaon, Mumbai – 400 004, Maharashtra, India

Date of Birth/Age :

14.05.1974

Date of Appointment :

01.11.2010

PAN No.:

ABBPJ7121R

 

 

Name :

Mr. Ramanathan Kumar

Designation :

Chief Marketing Officer

 

 

Name :

Mr. Stephen Charles Walters

Designation :

Head–Financial Planning and Analysis

 

 

Name :

Mr. Naveen Chopra

Designation :

Director - Enterprise and Carrier Business

 

 

Name :

Mr. Hans C. Moritz

Designation :

Head – Project Management Office

 

 

Name :

Mr. Navin Chadha

Designation :

IT Director

 

 

Name :

Mr. SamareshParida

Designation :

Strategy Director

 

 

Name :

Mr. T V Ramachandran

Designation :

Resident Director

 

 

Name :

Mr. Rohit Adya

Designation :

Chief Executive Officer – Mumbai Circle

 

 

Name :

Mr. Ashok Ramchandran

Designation :

Director HR

 

 

Name :

Mr. Sambasivan G.

Designation :

Senior Vice President – Corporate Finance

 

 

Name :

Mr. Daniel Lloyd

Designation :

Head of Regulatory

 

 

Name :

Mr. Rajshekhar Metgud

Designation :

Executive Vice President – Business Process Improvements

 

 

Name :

Mr. Deepak Pande

Designation :

Chief Operating Officer – Enterprise Business

 

 

Name :

Ms. Mitali Chowhan

Designation :

Vice President – Business Intelligence

 

 

Name :

Mr. Rohit Agarwal

Designation :

Vice President – Taxation

 

 

Name :

Mr. Lakshmikant Natarajan

Designation :

Vice President – Vas Technology

 

 

Name :

Col. Yeshwant Pai

Designation :

Senior Vice President – Network Operations

 

 

Name :

Mr. Dinesh Sharma

Designation :

Senior Vice President - Strategy

 

 

Name :

Mr. Virendra Sethi

Designation :

Senior Vice President – Corporate Network Operations

 

 

Name :

Mr. Sridhar Ranganathan

Designation :

Vice President – Revenue Assurance

 

 

Name :

Mr. Ajay Jain

Designation :

Vice President – Access Network

 

 

Name :

Mr. Suresh Bagrodia

Designation :

Vice President - Finance and Accounts

 

 

Name :

Mr. Unnikrishnan Raghavan Nair

Designation :

Vice President – Netwok Commercial

 

 

Name :

Mr. Mihir Oza

Designation :

Vice President – Revenue Support

 

 

Name :

Mr. Vikas Grover

Designation :

Vice President – Core Network

 

 

Name :

Mr. Madhav Samant

Designation :

Financial Controller (Senior Vice President)

 

 

Name :

Laxmi Bhan Rajan

Designation :

Vice President – Service Delivery

 

 

Name :

Mr. Sanjdip Kandhari

Designation :

Vice President – Customer Service

 

 

Name :

Mr. Niraj Singh

Designation :

Chief Operating Officer – Vge

 

 

Name :

Mr. Prashant Pavaskar

Designation :

Vice President – Network Operations

 

 

Name :

Hammer

Designation :

Manager

 

 

Name :

Mr. Surender Mehta

Designation :

Vice President - Performance and Rewards

 

 

Name :

Mr. Deepak Soman

Designation :

Vice President – Customer Billing Operations

 

 

Name :

Mr. Sibaji Biswas

Designation :

Vice President - Finance and Accounts

 

 

Name :

Mr. S Hariharan

Designation :

Vice President – Credit and Collections

 

 

Name :

Kavita Nair

Designation :

Vice President – Enterprise Marketing

 

 

Name :

Mr. Ranganathan Ramani

Designation :

Vice President – IT Infrastructure

 

 

Name :

Madhumati Lele

Designation :

Corporate Vice President – Customer Service

 

 

Name :

Baskar Lakshmanan

Designation :

Vice President – Enterprise Finance

 

 

Name :

Mr. Raj Sethia

Designation :

Vice President – Business Transformation

 

 

Name :

Burgess Sam COOper

Designation :

AVP – Information Security

 

 

Name :

Mr. Govind Khandelwal

Designation :

AVP – Network Category Management

 

 

Name :

Mr. Deepak Korpal

Designation :

Senior Vice President

 

 

Name :

Mr. Rahul Gupta

Designation :

AVP - Information Technology

 

 

Name :

Mr. Pramod Rao

Designation :

Senior Vice President - Fraud, Risk and Security

 

 

Name :

Mr. Surendra Suresh Mahajan

Designation :

Vice President -Transmission

 

 

Name :

Mr. Manoj Nigam

Designation :

Vice President - IT

 

 

Name :

Ranajoy Punja

Designation :

Vice President – Enterprise Sales

 

 

Name :

Mr. Madhav Malhotra

Designation :

AVP - Spmg

 

 

Name :

Pallavi Puri

Designation :

AVP - Cvm

 

 

Name :

Shammy Joseph

Designation :

AVP Human Resources

 

 

Name :

Mr. Shiva Prasad Das

Designation :

General Manager - Credit and Collection

 

 

Name :

Mr. Shailesh Varudkar

Designation :

AVP - Terminals

 

 

Name :

Mr. Vishwanathan Ramaswamy

Designation :

Senior Vice President – Network (Enterprise Business)

 

 

Name :

Mr. Thomas Cherian

Designation :

Vice President – Information Technology

 

 

Name :

Mr. Rohit Krishna

Designation :

General Manager - Postpaid

 

 

Name :

Rupal Vaidya

Designation :

General Manager - Content

 

 

Name :

Ms. Anuradha Aggarwal

Designation :

Vice President – Consumer Insights and Communication

 

 

Name :

Mr. Shantanu Mukherjee

Designation :

General Manager – Prepaid Marketing

 

 

Name :

Mr. Meghdoot Jajoo

Designation :

General Manager – Financial Reporting

 

 

Name :

J Srinivasan

Designation :

General Manager – Human Resources

 

 

Name :

Mr. Venkatesh Viswanathan

Designation :

AVP Treasury

 

 

Name :

Mr. Krishnan Iyer

Designation :

General Manager - Legal

 

 

Name :

Mr. Jagadish B

Designation :

General Manager - Resourcing

 

 

Name :

Mr. Santosh Abbimane

Designation :

General Manager – Financial Planning and Analysis

 

 

Name :

Mr. Mohansingh Rajawat

Designation :

AVP – Revenue Applications

 

 

Name :

Mr. Shailesh Abhyankar

Designation :

General Manager - Transmission

 

 

Name :

Mr. Amit Jain

Designation :

Head-program Management

 

 

Name :

Praveenraj Andivasu

Designation :

AVP – Customer Service Training

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on 29.09.2011

 

Names of Shareholders

 

No. of Shares

Central Depository Services (India) Limited, India (Demat)

395251799

Vodafone Telecommunications (India) Limited, Mauritius

18835021

Telecom Investments India Private Limited, India

30

Total

414086850

 

List of shareholders holding shares in dematerialized form as on the date of AGM

 

Names of Shareholders

 

No. of Shares

Al-Amin Investments Limited

19238530

Asian Telecommunication Investments (Mauritius) Limited

23218582

CCII (Mauritius) Inc

10568355

Euro Pacific Securities Limited

94459317

Vodafone Telecommunications (India) Limited (formerly, Hutchison Telecommunications (India) Limited)

19642064

Mobilvest

39684917

Prime Metals Limited

6346082

Trans Crystal

34600965

ETHL Communications Holdings Private Limited

22712664

Omega Telecom Holdings Private Limited (formerly, IndusInd Telecom Network Private Limited)

21163258

Telecom Investments India Private Limited

53658489

Jankay Finholding (India) Private Limited

2122557

Usha Martin Telematics Limited

25123355

Piramal Healthcare Limited

22712664

Total

395251799

 

As on 29.09.2011

 

Equity Share Breakup

 

Percentage of Holding

Category

 

 

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

 

64.38

Bodies corporate

 

35.62

Total

 

100.00

 

 

BUSINESS DETAILS

 

Line of Business :

The Company is engaged in providing cellular mobile telephony services in "Mumbai Metro Circle".

 

 

 

 

GENERAL INFORMATION

 

No. of Employees :

2000 (Approximately)

 

 

Bankers :

Not Available

 

 

Facilities :

Secured Loan

31.03.2011

(Rs. In Millions)

31.03.2010

(Rs. In Millions)

Term Loan from Banks

55118.800

33444.400

Total

55118.800

33444.400

 

Unsecured Loan

31.03.2011

(Rs. In Millions)

31.03.2010

(Rs. In Millions)

Working Capital Loans from Banks 

26007.100

11442.900

Working Capital Loans from Others (Commercial paper)

17750.000

0.000

Other debt unsecured

[From others (subordinated loan from Vodafone Overseas Finance Limited)]

9300.000

0.000

Total

53057.100

11442.900

 

 

Financial Institution:

IL and FS Trust Company Limited

IL and FS Financial Centre, Plot No. C-22, G Block, BA, Kurla Complex Bandra E, Mumbai – 400 051, Maharashtra, India

 

 

Auditors :

 

Name :

Deloitte Haskins and Sells

Chartered Accountants

Address :

12, Dr. Annie Besant Road, Opposite Shiv Sagar Estate, Worli, Mumbai – 400 018, Maharashtra, India

Tel No.:

91-22-66679000

Fax No.:

91-22-66679025

PAN No.:

AACFD4815A

 

 

Holding Company :

Vodafone Group Plc (Under section 4(6) of the Companies Act, 1956)

 

 

Intermediate Holding Company :

Vodafone International Holdings B.V. (Under section 4(6) of the Companies Act, 1956)

 

 

Subsidiaries :

v      Vodafone Essar Mobile Services Limited

v      Vodafone Essar East Limited

v      Vodafone Essar Gujarat Limited

v      Vodafone Essar South Limited

v      Vodafone Essar Digilink Limited

v      Vodafone Essar Cellular Limited

v      Vodafone Essar Spacetel Limited

v      Vodafone Essar Shared Services Limited

v      Mobile Commerce Solutions Limited

v      Vodafone Essar Towers Limited

v      Vodafone Essar Infrastructure Limited

v      Unique Intermediary Facilitators (a section 25 company)

 

 

Fellow Subsidiary where transactions exist :

v      Vodacom Group (Pty) Limited

v      Vodafone Czech Republic a.s.

v      Vodafone D2 GmbH

v      Vodafone Egypt Telecommunications S.A.E.

v      Vodafone Espańa S.A.

v      Vodafone Fiji Limited

v      Vodafone Group Services Limited

v      Vodafone Holding GmbH

v      Vodafone Hungary Mobile Telecommunications Limited

v      Vodafone India Services Private Limited

v      Vodafone Ireland Limited

v      Vodafone Malta Limited

v      Vodafone Netherlands

v      Vodafone New Zealand Limited

v      Vodafone Omnitel N.V.

v      Vodafone Australia Pty Limited

v      Vodafone Romania S.A.

v      Vodafone Spain S.A

v      Vodafone Telekomunikasyon A.S.

v      Vodafone UK

v      Vodafone-Panafon Hellenic Telecommunications Company S.A.

v      Vodafone Ireland Marketing Limited

v      Vodafone Overseas Finance Limited

v      Ghana Telecommunications Company Limited

v      Mobile Telecom Limited

v      Mtc Vodafone (Bahrain)

v      Vodacom (Pty) Limited

v      Vodacom Lesotho (Pty)Limited

v      Vodafone Albania Sha

v      Vodafone Australia Limited (Branch Register)

v      Vodafone Espana S.A.U.

v      Vodafone Global Enterprise Limited

v      Vodafone Group Services No.2 Limited

v      Vodafone Libertel B.V.

v      Vodafone Limited

v      Vodafone Portugal - Comunicacoes Pessoais, S.A.

v      Vodacom Congo (Rdc) Sprl

v      Vodacom Tanzania Limited

v      Vodafone Hungary Limited

v      Vodafone Asia Pacific Limited

v      Vodafone Group Services GmbH

 

 

Joint Venture :

Indus Towers Limited

 

 

CAPITAL STRUCTURE

 

As on 31.03.2011

 

Authorised Capital :

No. of Shares

Type

Value

Amount

500000000

Equity Shares

Rs.10/-each

Rs.5000.000 millions

 

 

 

 

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

414086850

Equity Shares

Rs.10/-each

Rs.4140.900 millions

 

 

 

 

 

Notes:

 

Of the above shares, 234,661,713 equity shares were allotted as fully paid-up pursuant to investments in subsidiary companies without payments being received in cash.

 

Of the above 175,307,557 equity shares are held indirectly by Vodafone Group Plc, a company incorporated outside India, a holding company within the meaning of Sec 4 (6) of the Companies Act, 1956.

 

80,904,431 equity shares are held through Indian affiliates in which Vodafone Group Plc has 37.25% effective interest.

 

21,163,258 equity shares are held through other Indian affiliates in which Vodafone Group Plc has 38.40% effective interest.

 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.03.2011

31.03.2010

31.03.2009

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

4140.900

4140.900

4140.900

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

81048.100

92458.000

89863.800

4] (Accumulated Losses)

0.000

0.000

0.000

NETWORTH

85189.000

96598.900

94004.700

LOAN FUNDS

 

 

 

1] Secured Loans

55118.800

33444.400

32275.900

2] Unsecured Loans

53057.100

11442.900

13942.900

TOTAL BORROWING

108175.900

44887.300

46218.800

DEFERRED TAX LIABILITIES

252.300

0.000

0.000

 

 

 

 

TOTAL

193617.200

141486.200

140223.500

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

44347.300

8660.800

8731.100

Capital work-in-progress

2362.600

1276.800

1595.800

 

 

 

 

INVESTMENT

69725.600

69725.600

69724.600

DEFERRED TAX ASSETS

0.000

347.800

210.600

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories
0.000
0.000
0.000

 

Sundry Debtors
2652.800
2504.900
2963.500

 

Cash & Bank Balances
2003.300
1986.200
631.700

 

Other Current Assets
0.200
2.600
0.500

 

Loans & Advances
85997.100
67774.600
65565.500

Total Current Assets
90653.400
72268.300
69161.200

Less : CURRENT LIABILITIES & PROVISIONS
 
 

 

 

Sundry Creditors

10532.700
8067.400
6365.200

 

Other Current Liabilities
2432.900
2014.000
2190.600

 

Provisions
506.100
711.700
644.000

Total Current Liabilities
13471.700
10793.100
9199.800

Net Current Assets
77181.700
61475.200
59961.400

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

0.000

 

 

 

 

TOTAL

193617.200

141486.200

140223.500

 

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

31.03.2011

31.03.2010

31.03.2009

 

SALES

 

 

 

 

 

Operating revenue, net

26520.300

24876.500

25471.600

 

 

Other Income

8610.900

8319.500

2367.400

 

 

TOTAL                                     (A)

35131.200

33196.000

27839.000

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Manufacturing Service Cost

15697.300

13815.300

12903.300

 

 

Employee Related Expenses

3794.000

3164.200

2455.600

 

 

Administrative Selling Other Expenses

6383.400

5137.700

4847.600

 

 

Exceptional income expense, net

11669.700

0.000

0.000

 

 

TOTAL                                     (B)

37544.400

22117.200

20206.500

 

 

 

 

 

Less

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

(2413.200)

11078.800

7632.500

 

 

 

 

 

Less

INTEREST FINANCIAL EXPENSES                    (D)

6082.700

4944.900

4260.200

 

 

 

 

 

 

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

(8495.900)

6133.900

3372.300

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

1824.100

1823.200

1982.500

 

 

 

 

 

 

PROFIT/ (LOSS) BEFORE TAX (E-F)                  (G)

(10320.000)

4310.700

1389.800

 

 

 

 

 

Less

TAX                                                                  (H)

476.200

1807.500

(77.600)

 

 

 

 

 

 

PROFIT/ (LOSS) AFTER TAX (G-H)                   (I)

(10796.200)

2503.200

1467.400

 

 

 

 

 

 

Adjustments related merger acquisitions

(777.400)

0.000

0.000

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

17491.000

14987.800

13520.400

 

 

 

 

 

 

BALANCE CARRIED TO THE B/S

5917.400

17491.000

14987.800

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

 

Roaming Revenue

687.200

851.000

1065.800

 

TOTAL EARNINGS

687.200

851.000

1065.800

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Capital Goods

NA

1036.800

2339.000

 

TOTAL IMPORTS

NA

1036.800

2339.000

 

 

 

 

 

 

Earnings/ (Loss) Per Share (Rs.)

(27.90)

6.00

3.50

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2011

31.03.2010

31.03.2009

PAT / Total Income

(%)

(30.73)
7.54

5.27

 

 

 
 

 

Net Profit Margin

(PBT/Sales)

(%)

(38.91)
17.33

5.46

 

 

 
 

 

Return on Total Assets

(PBT/Total Assets}

(%)

(7.64)
5.33

1.78

 

 

 
 

 

Return on Investment (ROI)

(PBT/Networth)

 

(0.12)
0.04

0.01

 

 

 
 

 

Debt Equity Ratio

(Total Liability/Networth)

 

1.43
0.58

0.59

 

 

 
 

 

Current Ratio

(Current Asset/Current Liability)

 

6.73
6.70

7.52

 

 

LOCAL AGENCY FURTHER INFORMATION

 

Details of Sundry Creditors:

 

Particulars

 

31.03.2011

(Rs. in millions)

31.03.2010

(Rs. in millions)

31.03.2009

(Rs. in millions)

Sundry Creditors

 

 
 

- Creditors due small micro enterprises

11.500

0.000
0.000

- Creditors due others

10521.200

8067.400
6365.200

Total

10532.700

8067.400

6365.200

 

Note:

The registered office of the company has been shifted from Hutch House, Ganpatrao Kadam Marg, Peninsula Corporate Park, Lower Parel, Mumbai -  400 013, Maharashtra, India to the present address w. e. f. 21.09.2007.

 

VODAFONE ESSAR GROUP

 

Subscriber base

 

During the year , the subscriber base of Vodafone Essar Group as a whole achieved the landmark 134.57 million Customers translating into an increase by more than 33.42% over the last year from 102.49 million as at 31st March, 2010. This constitutes a 19.3% of the total market share in the GSM mobile space.

 

Mobile Number Portability (MNP)

 

The year  finally saw the Government allowing MNP whereby customer of mobile operators was allowed to switch their operators without changing their mobile number. The VE Group has significantly benefited from this action by gaining a net Port-in of 4,96,603 number of subscribers.

 

Events Subsequent To Balance Sheet Date

 

The year 2010-11 has seen further corporate changes with respect to the Company and its subsidiaries (VE Group) and the following major events occurred during the year:

 

v      Demerger of Passive Infrastructure Assets

v      Merger of Tower Company with Indus Towers Limited

v      Demerger of Long Distance Business

v      Launch of 3G Services

v      Settlement of BPL Mobile Communications Limited ( BMCL)

 

Demerger of Passive Infrastructure

 

As a part of the internal restructuring of its business and operations, the VE Group had under a Scheme of Arrangement initiated the demerger of its Passive Infrastructure in 16 circles to a separate subsidiary for effective and focused management of network and resources. The VE Group had received Orders of three High Courts of a total of five High Courts involved in the process in the previous year 2009-10. During the year, the VE Group has received approval of the Delhi High Court for four of the group entities including the transferee company. The management expects to receive approval of the one remaining High Court shortly.

 

Merger of Vodafone Essar infrastructure Limited

 

Indus Towers Limited was formed as a three- party joint venture between the Company, Bharti Group and Idea Group. As a part of the strategic initiative for forming Indus Towers Limited, the three JV partners have demerged their passive infrastructure assets of 16 telecom circles into their respective tower companies. It is now proposed that these tower companies, namely Vodafone Essar Infrastructure Limited, Bharti Infratel Ventures Limited and Idea Cellular Towers Infrastructure Limited be merged into Indus Towers Limited to form the largest Telecom Tower Company in India / Asia. This would enable segregation of pure telecom services business from telecommunications infrastructure business and consolidation of passive infrastructure assets in asingleentity for each of the JV partners. Further, establish high operational standards, provide a good value proposition to other wireless service providers and enable stakeholders to differentiate between the Passive Infrastructure Assets business and the telecommunications services business.

 

Some of the benefits of the merger would include:

 

(a) lower the cost of operations for telecommunications service providers, thereby lowering charges paid by consumers;

 

(b) contribute to economies of scale and enable faster growth of business and maximization of value;

 

(c) improved quality of services to consumers by establishing consistently high service standards across the business;

 

(d) an increase in the speed of roll-out, efficiency in the provision of services and administrative convenience through the centralization of infrastructure sharing and planning; and

 

(e) improved network quality and greater coverage, particularly in rural areas in India, and contributing to the economic development of India.

 

Demerger of Long Distance Business

 

As a strategic part of internal restructuring, it was decided that the Long Distance Business comprising of National Long Distance and International Long Distance be demerged under a Scheme of Arrangement from Vodafone Essar South Limited into Vodafone Essar Spacetel Limited, both of which entities are subsidiaries of the Company. The requisite Court related processes had been commenced during the year and approval of the Delhi High Court was received in March 2011 for the same. Necessary filings with the Registrar of Companies had been done. The Scheme would be effective on receiving approval of the Department of Telecommunications for the said Scheme.

 

Launch of 3G Services

 

Having been successful in the fiercely competed auctions for securing 3G spectrum, VE Group successfully launched 3G services in all the 9 circles in which it had won 3G spectrum. The market response for the services has been over whelming.

 

Pan - India 3G Presence

 

In line with the 3G strategy for the VE Group and to acquire a nationwide 3G footprint, the Company and its 7 Telecom licencee subsidiaries has entered into bilateral 3G Intra and Inter Circle Roaming agreements with Bharti Group and Idea Group for a 20 year term period. The Board believes that this arrangement is in the best interest of the VE Group for creating significant brand value, retention of its High Value Customers even in circles where it did not receive a 3G license, enhancing the customer services and product range.

 

Settlement of BPL Mobile Communications Limited (BMCL)

 

As of 31 March 2011, the acquisition of BMCL was still under dispute with the vendors and the matter had been referred to arbitration in the previous years. The Hon’ble High Court of Mumbai had granted a stay against the disposal of the shares of BMCL to any other party by the vendors, which has been continued by the Arbitral Tribunal. Subsequently, the Company has reached a settlement with the Vendors of BMCL wherein it was agreed between the parties to fully and finally settle the claims and counter claims made against each other in arbitration proceedings in relation to the dispute on Share Purchase Agreement and the termination letters of 1 August 2006 in relation to the Share Purchase Agreement, including any agreements and / or disputes that have arisen during the course of the arbitration proceedings.

 

Mumbai Metro service area

 

Operations

 

The year ended March 2011 has been a good year for the Company. The favourable revenue performance was primarily due to both higher Outbound and Inbound Voice and greater Messaging and Data usage. During the year, the Company has widened its subscriber base by launch of various segmented products. The company’s customer base grew to a landmark 5.77 million subscribers with a growth rate of 13.01 % on a year on year basis. The Company continues to be the leading operator, having a Revenue market share of 27.32 % (Includes fixed line revenue of all operators) as at 31 March 2011 in a very competitive 12 players market.. During the year 2010-11, the Company has further expanded its network to increase its coverage and net works continue to perform better against acceptable thresholds for the major performance parameters. The Company has added 158 more cell sites to enhance its network coverage, closing with a total of 3370 cell sites as at 31 March 2011. Mobile Number Portability has resulted in net addition of 30,731 customers at Mumbai as of 31 March 2011.

 

OUTLOOK FOR 2011-12

 

Intense competition is expected to continue in FY-2011-12 both in the voice and data (2G and 3G) space. Though pricing action that was undertaken by new operators in FY2009-10 and 2010-11 to penetrate the market continued to impact revenues, the Company had the benefit of the first mover advantage in the 3G and data space. 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 the VE Group launching 3G services, relevant value added services were launched to enhance income from data and other 3G enabled services. Plans to attract new high value customers and retain existing customers are in place. The focus on cost reduction and working capital improvement continued during the year. The regulatory environment is expected to continue to be challenging in the coming years. Given the strong presence in Mumbai and brand strength of the Vodafone Essar Group, the company is confident of addressing these challenges.

 

HISTORY

 

Subject was incorporated on 21.02.1992 as Hutchison Max Telecom Limited. The name was changed to Hutchison Essar Limited w.e.f. 25.03.1999.

 

CONTINGENT LIABILITIES NOT PROVIDED FOR:

 

PARTICULARS

31.03.2011

(Rs. In Millions)

31.03.2010

(Rs. In Millions)

Claims not acknowledged as debt:

 

 

Service Tax demands for disputed allowance of CENVAT credit and non payment of tax on SIMs

1131.200

684.300

Demands from Department of Telecommunications for License fees and WPC demand

562.000

562.000

Claims from BSNL and MTNL for payment of Port charges

14.800

14.800

Income Tax matters pending in appeals for TDS matters u/s. 201/ 201(1A) for shortfall of TDS

9359.100

493.100

Custom Duty for classification issue

98.800

98.800

Stamp duties and other related demands

97.200

76.900

Other claims relating to consumer / civil cases

34.300

17.100

Guarantees:

 

 

Guarantees given by bankers to third parties, counter guaranteed by the Company. Outstanding guarantees issued by the Company jointly and severally with

92.500

92.500

Vodafone Essar Mobile Services Limited, Vodafone Essar Gujarat Limited, Vodafone Essar East Limited, Vodafone Essar South Limited, Vodafone Essar Digilink Limited, Vodafone Essar Cellular Limited, Vodafone Essar Spacetel Limited.

280716.400

158713.400

Total amount of cross guarantees utilised against the above Guarantees

227077.700

140522.200

 

FORM 8

 

This form is for

Modification of charge

Charge identification number of the modified 

80039461

Corporate identity number of the company

U32200MH1992PLC119108

Name of the company

VODAFONE ESSAR LIMITED

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

Peninsula Corporate Park, Ganpatrao Kadam Marg, Lower Parel, Mumbai – 400 013, Maharashtra, India

Type of charge

Others (Tripartite Agreement, Share Pledge)

Particular of charge holder

IL and FS Trust Company Limited

IL and FS Financial Centre, Plot No. C-22, G Block, BA, Kurla Complex Bandra E, Mumbai – 400 051, Maharashtra, India

 

E-Mail: itclroc@ilfsindia.com

Nature of description of the instrument creating or modifying the charge

Deed of confirmation dated 25.05.2009 in respect to amended and restated original share pledge agreement.

Date of instrument Creating the charge

25.05.2009

Amount secured by the charge

Rs.280000.000 Millions

Brief particulars 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 of the individual facility agreements in respect to debt secured under this charge.

 

Terms of Repayment

Terms of repayments are to be defined in the individual facility agreement in respect to debt secured by this charges.

 

Margin

Margin is to be defined in the individual facility agreement in respect to debt secured by this charge.

 

Extent and Operation of the charge

Earlier charge was for Rs.140000.000 Millions, now increased to Rs.280000.000 Millions in respect to share pledges and telecom licence under tripartite agreement  vide

1. Deed of confirmation dated 25-05-09 in respect of amended and restated original share pledge agreement

2. Deed of confirmation dated 25-05-09 in respect of new share pledge agreement 

3. Notice to dept of telecommunications in respect to the tripartite agreement dated 14-01-09

 

All pursuant to amendment dated 25-05-09 to the amended and restated intercreditor agreement 

Short particulars of the property charged

Telecom licence of the company in respect to Mumbai circle under tripartite agreement dated 14 January 2009

 

Shares of certain subsidiaries pledged under the amended and restated share pledge agreement dated 14 November 2008

 

Shares of certain subsidiaries pledged under the new share pledge agreement dated 14 November 2008

Date of latest modification prior to the present modification

30.03.2009

Particulars of the present modification 

Earlier charge was for Rs.140000.000 Millions, now increased to Rs.280000.000 Millions in respect to share pledges and telecom licence under tripartite agreement vide

1. Deed of confirmation dated 25.05.09 in respect of amended and restated original share pledge agreement

2. Deed of confirmation dated 25.05.09 in respect of new share pledge agreement

3. Notice to dept of telecommunications in respect to the tripartite agreement dated 14.01.09

 

All pursuant to amendment dated 25.05.09 to the amended and restated intercreditor agreement

 

FIXED ASSETS

Intangible Assets:

v      Computer Software

Tangible Assets

v      Leasehold Land

v      Plant and Machinery

v      Computer Hardware

v      Office Equipments

v      Furniture and Fixtures

v      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 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.50.90

UK Pound

1

Rs.81.27

Euro

1

Rs.67.99

 

 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

6

PAID-UP CAPITAL

1~10

6

OPERATING SCALE

1~10

6

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

6

--PROFITABILIRY

1~10

4

--LIQUIDITY

1~10

5

--LEVERAGE

1~10

5

--RESERVES

1~10

7

--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

NO

--AFFILIATION

YES/NO

YES

--LISTED

YES/NO

NO

--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

-

 

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.