|
Report Date : |
23.05.2012 |
IDENTIFICATION DETAILS
|
Name : |
NUANCE GROUP (INDIA) PRIVATE LIMITED (w.e.f. 16.03.2007) |
|
|
|
|
Formerly Known
As : |
SHOPPER’S STOP DUTY FREE PRIVATE LIMITED |
|
|
|
|
Registered
Office : |
|
|
|
|
|
Country : |
|
|
|
|
|
Financials (as
on) : |
31.12.2010 |
|
|
|
|
Date of
Incorporation : |
12.12.2006 |
|
|
|
|
Com. Reg. No.: |
11-166148 |
|
|
|
|
Capital
Investment / Paid-up Capital : |
Rs. 728.200
Millions |
|
|
|
|
CIN No.: [Company Identification
No.] |
U51228MH2006PTC166148 |
|
|
|
|
TAN No.: [Tax Deduction &
Collection Account No.] |
MUMN14745D |
|
|
|
|
PAN No.: [Permanent Account No.] |
AAKCS4860P |
|
|
|
|
Legal Form : |
Private Limited Liability Company |
|
|
|
|
Line of Business
: |
Subject is engaged in the business of retailing products through duty free
retail outlets at international airports. |
|
|
|
|
No. of Employees
: |
Information denied by the management. |
RATING & COMMENTS
|
MIRA’s Rating : |
B (26) |
|
RATING |
STATUS |
PROPOSED CREDIT LINE |
|
|
26-40 |
B |
Capability to overcome financial difficulties seems comparatively
below average. |
Small |
|
Maximum Credit Limit : |
USD 920000 |
|
|
|
|
Status : |
Moderate |
|
|
|
|
Payment Behaviour : |
Slow |
|
|
|
|
Litigation : |
Clear |
|
|
|
|
Comments : |
Subject is an established company having moderate track. Profitability
of the company appears to be under pressure. There appears some accumulated
losses recorded by the company. Business is active. Payments are reported to
be slow. The company can be considered for business dealings with some caution.
|
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. Prashant Mehta |
|
Designation : |
Legal Department |
|
Contact No.: |
91-22-42497408 |
|
Date : |
22.05.2012 |
LOCATIONS
|
Registered Office : |
|
|
Tel. No.: |
91-22-66887688/28800808/ 42497000/ 66887239 |
|
Fax No.: |
91-22-28445060/ 66887455/ 28808877 |
|
E-Mail : |
|
|
Website : |
|
|
Location : |
Owned |
|
|
|
|
Regional Customer Service Office : |
2/13, 1st and 2nd Floor, Balaji Complex, 80 Feet
Road, Poojari Layout, RMV 2nd Stage, Bangalore – 560094,
Karnataka, India |
|
Tel. No.: |
91-80-42848000 |
|
Fax No.: |
91-80-42848036 |
DIRECTORS
As on 29.06.2011
|
Name : |
Mr. Roberto Graziani |
|
Designation : |
Director |
|
Address : |
Hadlaubstrasse 56,
8006 Zanch. |
|
Date of Birth/Age : |
25.11.1964 |
|
Date of Appointment : |
08.02.2007 |
|
DIN No.: |
01236846 |
|
|
|
|
Name : |
Mr. Christopher Wood |
|
Designation : |
Director |
|
Address : |
Via Ronco Nuova 8. 6949 Comano, |
|
Date of Birth/Age : |
19.03.1961 |
|
Date of Appointment : |
08.02.2007 |
|
DIN No.: |
01237030 |
|
|
|
|
Name : |
Mr. Carlo Bernasconi |
|
Designation : |
Director |
|
Address : |
Homstrasse 30, 5016 |
|
Date of Birth/Age : |
05.09.1960 |
|
Date of Appointment : |
08.02.2007 |
|
DIN No.: |
01236974 |
|
|
|
|
Name : |
Mr. Vivek Manohar Nath Mathur |
|
Designation : |
Director |
|
Address : |
803 Pinewood, Raheja Willows, |
|
Date of Birth/Age : |
06.08.1969 |
|
Date of Appointment : |
16.01.2007 |
|
DIN No.: |
01635306 |
|
|
|
|
Name : |
Mr. Salil Puliankodan Kunjiraman Nair |
|
Designation : |
Director |
|
Address : |
Plat No.201, 20th Floor, Yugdharma, |
|
Date of Birth/Age : |
01.06.1965 |
|
Date of Appointment : |
18.10.2007 |
|
DIN No.: |
01955091 |
KEY EXECUTIVES
|
Name : |
Mr. Prashant Mehta |
|
Designation : |
Legal Department |
|
Email: |
MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN
As on 29.06.2011
|
Names of Shareholders |
|
No. of Shares |
|
Shopper’s Stop Limited, |
|
36410000 |
|
The Nuance Group AG, |
|
36410000 |
|
|
|
|
|
Total |
|
72820000 |
As on 29.06.2011
|
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] |
|
50.00 |
|
Bodies
corporate |
|
50.00 |
|
Total |
|
100.00 |
BUSINESS DETAILS
|
Line of Business : |
Subject is engaged in the business of retailing products through duty
free retail outlets at international airports. |
GENERAL INFORMATION
|
No. of Employees : |
Information denied by the management. |
|||||||||
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|||||||||
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Bankers : |
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Facilities : |
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|
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Banking
Relations : |
-- |
|
|
|
|
Auditors : |
|
|
Name : |
Delloitte Haskins and Sells Chartered Accountants |
|
Address : |
12, Dr. Annie Besant Road, Opposite Siv Sagar Estate, Worli, Mumbai –
400018, Maharashtra, India |
|
Tel. No.: |
91-22-66679030 |
|
Fax No.: |
91-22-66679100 |
|
PAN No. : |
AACFD4815A |
|
|
|
|
Joint Ventures: |
|
CAPITAL STRUCTURE
(AS ON 31.12.2010)
Authorised Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
85000000 |
Equity Shares |
Rs. 10/- each |
Rs. 850.000 Millions |
|
|
|
|
|
Issued, Subscribed & Paid-up Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
72820000 |
Equity Shares |
Rs. 10/- each |
Rs. 728.200
Millions |
|
|
|
|
|
FINANCIAL DATA
[all figures are
in Rupees Millions]
ABRIDGED BALANCE SHEET
|
SOURCES OF FUNDS |
31.12.2010 |
31.12.2009 |
31.12.2008 |
|
|
SHAREHOLDERS FUNDS |
|
|
|
|
|
1] Share Capital |
728.200 |
712.000 |
492.000 |
|
|
2] Share Application Money |
0.000 |
0.000 |
0.000 |
|
|
3] Reserves & Surplus |
0.000 |
0.000 |
0.000 |
|
|
4] (Accumulated Losses) |
(545.566) |
(480.824) |
(197.511) |
|
|
NETWORTH |
182.634 |
231.176 |
294.489 |
|
|
LOAN FUNDS |
|
|
|
|
|
1] Secured Loans |
115.000 |
350.000 |
585.000 |
|
|
2] Unsecured Loans |
0.000 |
0.000 |
0.000 |
|
|
TOTAL BORROWING |
115.000 |
350.000 |
585.000 |
|
|
DEFERRED TAX LIABILITIES |
0.000 |
0.000 |
0.000 |
|
|
|
|
|
|
|
|
TOTAL |
297.634 |
581.176 |
879.489 |
|
|
|
|
|
|
|
|
APPLICATION OF FUNDS |
|
|
|
|
|
|
|
|
|
|
|
FIXED ASSETS [Net Block] |
101.321 |
223.308 |
324.407 |
|
|
Capital work-in-progress |
0.000 |
0.000 |
0.000 |
|
|
|
|
|
|
|
|
INVESTMENT |
0.000 |
0.000 |
0.000 |
|
|
DEFERREX TAX ASSETS |
0.000 |
0.000 |
0.000 |
|
|
|
|
|
|
|
|
CURRENT ASSETS, LOANS & ADVANCES |
|
|
|
|
|
|
Inventories |
128.494
|
181.819
|
261.736 |
|
|
Sundry Debtors |
19.655
|
22.237
|
101.562 |
|
|
Cash & Bank Balances |
69.265
|
81.847
|
83.356 |
|
|
Other Current Assets |
0.000
|
0.000
|
0.000 |
|
|
Loans & Advances |
229.706
|
322.554
|
471.647 |
|
Total
Current Assets |
447.120
|
608.457
|
918.301 |
|
|
Less : CURRENT
LIABILITIES & PROVISIONS |
|
|
|
|
|
|
Sundry Creditor |
226.348
|
240.446
|
348.473 |
|
|
Other Current Liabilities |
23.843
|
8.645
|
13.416 |
|
|
Provisions |
0.616
|
1.498
|
1.330 |
|
Total
Current Liabilities |
250.807
|
250.589
|
363.219 |
|
|
Net Current Assets |
196.313
|
357.868
|
555.082 |
|
|
|
|
|
|
|
|
MISCELLANEOUS EXPENSES |
0.000 |
0.000 |
0.000 |
|
|
|
|
|
|
|
|
TOTAL |
297.634 |
581.176 |
879.489 |
|
PROFIT & LOSS
ACCOUNT
|
|
PARTICULARS |
31.12.2010 |
31.12.2009 |
31.12.2008 |
|
|
|
SALES |
|
|
|
|
|
|
|
|
580.795 |
636.663 |
357.904 |
|
|
|
Other Retail Operating Income |
63.273 |
42.520 |
57.756 |
|
|
|
Other Income |
6.125 |
1.052 |
4.134 |
|
|
|
TOTAL (A) |
650.193 |
680.235 |
419.794 |
|
|
|
|
|
|
|
|
Less |
EXPENSES |
|
|
|
|
|
|
|
Cost of Goods Sold |
350.284 |
376.100 |
167.021 |
|
|
|
Employees Costs |
42.719 |
64.126 |
64.019 |
|
|
|
Operating and Administrative Expenses |
254.255 |
393.841 |
246.260 |
|
|
|
TOTAL (B) |
647.258 |
834.067 |
477.300 |
|
|
|
|
|
|
|
|
Less |
PROFIT
/ (LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C) |
2.935 |
(153.832) |
(57.506) |
|
|
|
|
|
|
|
|
|
Less |
INTEREST &
FINANCIAL EXPENSES (D) |
28.526 |
54.335 |
52.205 |
|
|
|
|
|
|
|
|
|
|
PROFIT
/ (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E) |
(25.591) |
(208.167) |
(109.711) |
|
|
|
|
|
|
|
|
|
Less/ Add |
DEPRECIATION/
AMORTISATION (F) |
39.151 |
74.547 |
45.000 |
|
|
|
|
|
|
|
|
|
|
PROFIT / (LOSS) BEFORE
TAX (E-F) (G) |
(64.742) |
(282.714) |
(154.711) |
|
|
|
|
|
|
|
|
|
Less |
TAX (H) |
0.000 |
0.600 |
1.746 |
|
|
|
|
|
|
|
|
|
|
PROFIT / (LOSS)
AFTER TAX (G-H) (I) |
(64.742) |
(283.314) |
(156.457) |
|
|
|
|
|
|
|
|
|
Add |
PREVIOUS
YEARS’ BALANCE BROUGHT FORWARD |
(480.824) |
(197.510) |
(41.053) |
|
|
|
|
|
|
|
|
|
|
BALANCE CARRIED
TO THE B/S |
(545.566) |
(480.824) |
(197.510) |
|
|
|
|
|
|
|
|
|
|
EARNINGS IN
FOREIGN CURRENCY |
|
|
|
|
|
|
|
Foreign currency and foreign credit collection on sale of merchandise |
459.180 |
454.671 |
344.004 |
|
|
|
Other retail operating income received in foreign currency |
54.079 |
136.347 |
12.610 |
|
|
TOTAL EARNINGS |
513.259 |
591.018 |
356.614 |
|
|
|
|
|
|
|
|
|
|
IMPORTS |
|
|
|
|
|
|
|
Furniture and Fixtures and Electrical Charges |
0.000 |
2.984 |
37.551 |
|
|
|
Purchase of Machineries |
234.749 |
219.791 |
407.294 |
|
|
TOTAL IMPORTS |
234.749 |
222.775 |
444.845 |
|
|
|
|
|
|
|
|
|
|
Earnings /
(Loss) Per Share (Rs.) |
(0.89) |
(5.65) |
(4.03) |
|
KEY RATIOS
|
PARTICULARS |
|
31.12.2010 |
31.12.2009 |
31.12.2008 |
|
PAT / Total Income |
(%) |
(9.96)
|
(41.65)
|
(37.27) |
|
|
|
|
|
|
|
Net Profit Margin (PBT/Sales) |
(%) |
(11.15)
|
(44.41)
|
(43.23) |
|
|
|
|
|
|
|
Return on Total Assets (PBT/Total Assets} |
(%) |
(11.80)
|
(33.99)
|
(12.45) |
|
|
|
|
|
|
|
Return on Investment (ROI) (PBT/Networth) |
|
(0.35)
|
(1.22)
|
(0.53) |
|
|
|
|
|
|
|
Debt Equity Ratio (Total Liability/Networth) |
|
2.00
|
2.60
|
3.22 |
|
|
|
|
|
|
|
Current Ratio (Current Asset/Current Liability) |
|
1.78
|
2.43
|
2.53 |
LOCAL AGENCY FURTHER INFORMATION
SUNDRY CREDITORS
DETAILS:
|
Particulars |
Rs. in millions 31.12.2010 |
Rs. in millions 31.12.2009 |
Rs. in millions 31.12.2008 |
|
Sundry Creditors |
|
|
|
|
-Total
outstanding dues of micro enterprises and small enterprises |
0.412 |
0.801 |
0.000 |
|
-Total
outstanding dues of creditors other than micro enterprises and small
enterprises |
225.936 |
239.645 |
348.473 |
|
Total |
226.348 |
240.446 |
348.473 |
|
Check list by info
Agents |
Available in Report (Yes/ No) |
|
Year of Establishment |
Yes |
|
Locality of the Firm |
Yes |
|
Constitution of the Firm |
Yes |
|
Premises details |
No |
|
Type of Business |
Yes |
|
Line of Business |
Yes |
|
Promoter’s Background |
Yes |
|
No. of Employees |
No |
|
Name of Person Contacted |
Yes |
|
Designation of Contact person |
Yes |
|
Turnover of Firm for last three years |
Yes |
|
Profitability for last three years |
Yes |
|
Reasons for variation <> 20% |
--------------- |
|
Estimation for coming financial year |
No |
|
Capital in the business |
Yes |
|
Details of sister concerns |
Yes |
|
Major Suppliers |
No |
|
Major Customers |
No |
|
Payments Terms |
No |
|
Export/ Imports Details (If applicable) |
No |
|
Market Information |
-------------- |
|
Litigations that the firm/ Promoters Involved in |
------------- |
|
Banking details |
Yes |
|
Banking Facility Details |
Yes |
|
Conduct of the Banking Account |
------------- |
|
Buyer visit details |
------------ |
|
Financials, if provided |
Yes |
|
Incorporation details is applicable |
Yes |
|
Last Accounts filed at ROC |
Yes |
|
Major Shareholders, if available |
Yes |
COMPANY BACKGROUND
The company is jointly promoted by Shoppers
Stop Limited and the Nuance Group AG. The company is engaged in the business of
retailing products through duty free retail outlets at international airports
in
SHARE CAPITAL:
During the year, the paid up share capital of the company has increased
to Rs. 728.200 Millions.
Bankers Charges:
|
Corporate
identity number of the company |
U51228MH2006PTC166148 |
|
Name of the
company |
Nuance Group ( |
|
Address of the registered
office or of the principal place of
business in |
|
|
This form is for |
Creation of
charge |
|
Type of charge |
Book Debts Movable Property
(not being pledge) |
|
Particular of
charge holder |
IDBI Bank Limited, 47, Opus Center, Central Road, MIDC, Andheri East, Mumbai-400093, Maharashtra, India Email: rakesh.ranjan@idbi.co.in |
|
Nature of
description of the instrument creating or modifying the charge |
Deed of
Hypothecation dated November 30, 2010 |
|
Date of
instrument Creating the charge |
30.11.2010 |
|
Amount secured by
the charge |
Rs. 165.000 Millions
|
|
Brief particulars
of the principal terms an conditions and extent and operation of the charge |
Rate of Interest As applicable
from time to time. Terms of Repayment Bank Guarantee:
Return of original guarantee Letter of Credit:
Out of internal accruals/ working capital limits. Treasury Limit:
Out of internal accruals Margin Bank Guarantee:
10% - BG's upto 1 year 20% - BG's upto
2 years 35% - BG's upto
5 years 100% - BG's above 5 years and upto 10
years Letter of Credit:
10% Treasury
Limit: Nil Extent and Operation of the charge The extent and
operation includes 1st charge on borrower's entire stock of raw materials,
semi-finished and finished goods, consumable stores and spares and such other
movables including book-debts, bills whether documentary or clean,
outstanding monies receivables, both present and future. First charge on
whole of the moveable properties of the borrower including its moveable plant
and machinery, machinery spares, tools and accessories and other moveables
both present and future. |
|
Short particulars
of the property charged |
I)
1st
charge on borrower's entire stock of raw materials, semi-finished and finished
goods, consumable stores and spares. II)
such
other movables including book-debts, bills whether documentary or clean,
outstanding monies receivable, both present and future and III)
1st
charge on whole of the moveable properties including moveable plant and
machinery, machinery spares, tools and accessories and other moveables both
present and future. |
FIXED ASSETS:
CMT REPORT (Corruption, Money Laundering & Terrorism]
The Public Notice information has been collected from various sources
including but not limited to: The Courts,
1] INFORMATION ON
DESIGNATED PARTY
No records exist designating subject or any of its beneficial owners,
controlling shareholders or senior officers as terrorist or terrorist
organization or whom notice had been received that all financial transactions
involving their assets have been blocked or convicted, found guilty or against
whom a judgement or order had been entered in a proceedings for violating
money-laundering, anti-corruption or bribery or international economic or
anti-terrorism sanction laws or whose assets were seized, blocked, frozen or
ordered forfeited for violation of money laundering or international
anti-terrorism laws.
2] Court Declaration :
No records exist to suggest that subject is
or was the subject of any formal or informal allegations, prosecutions or other
official proceeding for making any prohibited payments or other improper
payments to government officials for engaging in prohibited transactions or
with designated parties.
3] Asset Declaration :
No records exist to suggest that the property or assets of the subject
are derived from criminal conduct or a prohibited transaction.
4] Record on Financial
Crime :
Charges or conviction
registered against subject: None
5] Records on Violation of
Anti-Corruption Laws :
Charges or
investigation registered against subject: None
6] Records on Int’l
Anti-Money Laundering Laws/Standards :
Charges or
investigation registered against subject: None
7] Criminal Records
No
available information exist that suggest that subject or any of its principals have
been formally charged or convicted by a competent governmental authority for
any financial crime or under any formal investigation by a competent government
authority for any violation of anti-corruption laws or international anti-money
laundering laws or standard.
8] Affiliation with
Government :
No record
exists to suggest that any director or indirect owners, controlling
shareholders, director, officer or employee of the company is a government
official or a family member or close business associate of a Government
official.
9] Compensation Package :
Our market
survey revealed that the amount of compensation sought by the subject is fair
and reasonable and comparable to compensation paid to others for similar
services.
10] Press Report :
No press reports / filings exists on
the subject.
CORPORATE GOVERNANCE
MIRA INFORM as part of its Due Diligence do provide comments on
Corporate Governance to identify management and governance. These factors often
have been predictive and in some cases have created vulnerabilities to credit
deterioration.
Our Governance Assessment focuses principally on the interactions
between a company’s management, its Board of Directors, Shareholders and other
financial stakeholders.
CONTRAVENTION
Subject is not known to have contravened any existing local laws,
regulations or policies that prohibit, restrict or otherwise affect the terms
and conditions that could be included in the agreement with the subject.
FOREIGN EXCHANGE RATES
|
Currency |
Unit
|
Indian Rupees |
|
US Dollar |
1 |
Rs. 54.88 |
|
|
1 |
Rs. 86.84 |
|
Euro |
1 |
Rs. 70.20 |
INFORMATION DETAILS
|
Information
Gathered by : |
PDT |
|
|
|
|
Report Prepared
by : |
ACH |
SCORE & RATING EXPLANATIONS
|
SCORE FACTORS |
RANGE |
POINTS |
|
HISTORY |
1~10 |
3 |
|
PAID-UP CAPITAL |
1~10 |
3 |
|
OPERATING SCALE |
1~10 |
4 |
|
FINANCIAL CONDITION |
|
|
|
--BUSINESS SCALE |
1~10 |
4 |
|
--PROFITABILIRY |
1~10 |
- |
|
--LIQUIDITY |
1~10 |
4 |
|
--LEVERAGE |
1~10 |
4 |
|
--RESERVES |
1~10 |
- |
|
--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 |
|
26 |
This score serves as a reference to assess SC’s credit risk and
to set the amount of credit to be extended. It is calculated from a composite
of weighted scores obtained from each of the major sections of this report. The
assessed factors and their relative weights (as indicated through %) are as
follows:
Financial
condition (40%) Ownership
background (20%) Payment
record (10%)
Credit history
(10%) Market trend
(10%) Operational
size (10%)
RATING EXPLANATIONS
|
RATING |
STATUS |
PROPOSED CREDIT LINE |
|
|
>86 |
Aaa |
Possesses an extremely sound financial base with the strongest
capability for timely payment of interest and principal sums |
Unlimited |
|
71-85 |
Aa |
Possesses adequate working capital. No caution needed for credit
transaction. It has above average (strong) capability for payment of interest
and principal sums |
Large |
|
56-70 |
A |
Financial & operational base are regarded healthy. General
unfavourable factors will not cause fatal effect. Satisfactory capability for
payment of interest and principal sums |
Fairly Large |
|
41-55 |
Ba |
Overall operation is considered normal. Capable to meet normal
commitments. |
Satisfactory |
|
26-40 |
B |
Capability to overcome financial difficulties seems comparatively below
average. |
Small |
|
11-25 |
Ca |
Adverse factors are apparent. Repayment of interest and principal sums
in default or expected to be in default upon maturity |
Limited with
full security |
|
<10 |
C |
Absolute credit risk exists. Caution needed to be exercised |
Credit not
recommended |
|
- |
NB |
New Business |
- |
This report is issued at your request without any
risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL)
or its officials.