MIRA
INFORM REPORT
|
Report Date : |
01.11.2012 |
IDENTIFICATION DETAILS
|
Name : |
GTL INFRASTRUCTURE LIMITED |
|
|
|
|
Registered
Office : |
3rd
Floor, Global Vision, Electronic Sadan
– II, MIDC, TTC Industrial Area, Mahape, Navi Mumbai-400710, |
|
|
|
|
Country : |
|
|
|
|
|
Financials (as
on) : |
31.03.2012 |
|
|
|
|
Date of
Incorporation : |
04.02.2004 |
|
|
|
|
Com. Reg. No.: |
144367 |
|
|
|
|
Capital
Investment / Paid-up Capital : |
Rs.9573.486 Millions |
|
|
|
|
CIN No.: [Company
Identification No.] |
L74210MH2004PLC144367 |
|
|
|
|
TAN No.: [Tax Deduction
& Collection Account No.] |
MUMG10575F |
|
|
|
|
PAN No.: [Permanent
Account No.] |
AACCG2107K |
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|
|
|
Legal Form : |
A Public Limited Liability company. The company’s Share are Listed on
the Stock Exchange. |
|
|
|
|
Line of Business
: |
The company is in the Business of Providing Infrastructure Services |
|
|
|
|
No. of Employees
: |
451 (Approximately) |
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 50680000 |
|
|
|
|
Status : |
Moderate |
|
|
|
|
Payment Behaviour : |
Slow but correct |
|
|
|
|
Litigation : |
Clear |
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|
|
|
Comments : |
Subject is an established company having moderate track record. There appears
a huge loss recorded by the company in the current year. However, Net worth
appears to be strong. Trade relations are reported to be fair. Business is
active. Payments are reported to be slow but correct. The company can be considered for business dealing 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.
ECGC Country Risk Classification List – June 30, 2012
|
Country Name |
Previous Rating (31.03.2012) |
Current Rating (30.06.2012) |
|
India |
A1 |
A1 |
|
Risk Category |
ECGC
Classification |
|
Insignificant |
A1 |
|
Low |
A2 |
|
Moderate |
B1 |
|
High |
B2 |
|
Very High |
C1 |
|
Restricted |
C2 |
|
Off-credit |
D |
INDIAN ECONOMIC OVERVIEW
India is developing into an open-market economy, yet traces
of its past autarkic policies remain. Economic liberalization, including industrial
deregulation, privatization of state-owned enterprises, and reduced controls on
foreign trade and investment, began in the early 1990s and has served to
accelerate the country's growth, which has averaged more than 7% per year since
1997. India's diverse economy encompasses traditional village farming, modern
agriculture, handicrafts, a wide range of modern industries, and a multitude of
services. Slightly more than half of the work force is in agriculture, but
services are the major source of economic growth, accounting for more than half
of India's output, with only one-third of its labor force. India has
capitalized on its large educated English-speaking population to become a major
exporter of information technology services and software workers. In 2010, the
Indian economy rebounded robustly from the global financial crisis - in large
part because of strong domestic demand - and growth exceeded 8% year-on-year in
real terms. However, India's economic growth in 2011 slowed because of persistently
high inflation and interest rates and little progress on economic reforms. High
international crude prices have exacerbated the government's fuel subsidy
expenditures contributing to a higher fiscal deficit, and a worsening current
account deficit. Little economic reform took place in 2011 largely due to
corruption scandals that have slowed legislative work. India's medium-term
growth outlook is positive due to a young population and corresponding low
dependency ratio, healthy savings and investment rates, and increasing
integration into the global economy. India has many long-term challenges that
it has not yet fully addressed, including widespread poverty, inadequate
physical and social infrastructure, limited non-agricultural employment
opportunities, scarce access to quality basic and higher education, and
accommodating rural-to-urban migration.
|
Source
: CIA |
EXTERNAL AGENCY RATING
|
Rating Agency Name |
FITCH |
|
Rating |
BB+ (Long term Bank Facilities) |
|
Rating Explanation |
Indicate an elevated vulnerability to default risk, particularly in
the event of adverse change in business of economic condition over time |
|
Date |
July, 2011 |
RBI DEFAULTERS’ LIST STATUS
Subject’s name is not enlisted as a defaulter in
the publicly available RBI Defaulters’ list.
EPF (Employee Provident Fund) DEFAULTERS’ LIST STATUS
Subject’s name is not enlisted as a defaulter
in the publicly available EPF (Employee Provident Fund) Defaulters’ list as of
31-03-2012.
LOCATIONS
|
Registered Office : |
3rd Floor, Global Vision, Electronic Sadan – II, MIDC, TTC Industrial
Area, Mahape, Navi Mumbai-400710, Maharashtra |
|
Tel. No.: |
91-22-27673000 |
|
Fax No.: |
91-22-39137440 |
|
E-Mail : |
|
|
Website : |
|
|
|
|
|
Head Office : |
412, Janmabhoomi Chambers,
29, Walchand Hirachand Marg, Ballard
Estate, Mumbai-400038, Maharashtra, India |
|
Tel. No.: |
91-22-22613010 / 22715000 |
|
Fax No.: |
91-22-22619649 / 7000 |
|
|
|
|
Branches : |
Located at: ·
Peninsula –
Mumbai ·
Gujarat ·
Karnataka ·
Madhya Pradesh ·
Kerala ·
Coimbatore ·
Tamilnadu ·
Maharashtra and
Goa ·
Delhi ·
Assam ·
Andhra Pradesh ·
Rajasthan ·
Jammu and
Kashmir ·
West Bengal ·
Uttar
Pradesh-East ·
Uttar-Pradesh –
West ·
Punjab and
Haryana ·
Orissa ·
Bihar ·
Pune ·
Goa ·
Jharkhand |
DIRECTORS
As on 31.03.2012
|
Name : |
Mr. Manoj
G Tirodkar |
|
Designation : |
Chairman |
|
|
|
|
Name : |
Mr. N
Balasubramanian |
|
Designation : |
Vice Chairman |
|
|
|
|
Name : |
Mr. Prakash
Ranjalkar |
|
Designation : |
Whole-time
Director |
|
Date of Cessation: |
31.12.2011 |
|
|
|
|
Name : |
Milind Naik |
|
Designation : |
Whole-time Director and Co-COO |
|
Date of Appointment: |
21.07.2011 |
|
|
|
|
Name : |
Mr. Vinod
B Agarwala |
|
Designation : |
Director |
|
|
|
|
Name : |
Dr. Anand
Patkar |
|
Designation : |
Director |
|
|
|
|
Name : |
Mr. Vivek
Kulkarni |
|
Designation : |
Director |
|
|
|
|
Name : |
Mr. Charudatta
Naik |
|
Designation : |
Director |
|
|
|
|
Name : |
Mr. Pathak
Vishwas |
|
Designation : |
Director |
|
Date of Cessation: |
27.12.2011 |
|
|
|
|
Name : |
Mr. A. Ravi |
|
Designation : |
Whole-time
Director and CEO (from May 2, 2011 to July 21, 2011) |
|
|
|
|
Name : |
Mr. Satya
Pal Talwar |
|
Designation : |
Director |
|
|
|
|
Name : |
Mr. Vijay
M Vij |
|
Designation : |
Director |
KEY EXECUTIVES
|
Name : |
Suresh V Joshi |
|
Designation : |
Company Secretary |
MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN
As on 30.09.2012
|
Names of Shareholders |
No. of Shares |
Percentage of
Holding |
|
(A) Shareholding
of Promoter and Promoter Group |
|
|
|
|
|
|
|
|
453289282 |
23.75 |
|
|
453289282 |
23.75 |
|
|
|
|
|
Total
shareholding of Promoter and Promoter Group (A) |
453289282 |
23.75 |
|
(B) Public
Shareholding |
|
|
|
|
|
|
|
|
214 |
0.00 |
|
|
1028402481 |
53.88 |
|
|
30094886 |
1.58 |
|
|
18545681 |
0.97 |
|
|
1077043262 |
56.43 |
|
|
|
|
|
|
43758021 |
2.29 |
|
|
|
|
|
|
78853853 |
4.13 |
|
|
39528320 |
2.07 |
|
|
216078181 |
11.32 |
|
|
197266 |
0.01 |
|
|
213096000 |
11.17 |
|
|
2784915 |
0.15 |
|
|
378218375 |
19.82 |
|
Total Public
shareholding (B) |
1455261637 |
76.25 |
|
Total (A)+(B) |
1908550919 |
100.00 |
|
(C) Shares held
by Custodians and against which Depository Receipts have been issued |
0 |
0.00 |
|
|
0 |
0.00 |
|
|
0 |
0.00 |
|
|
0 |
0.00 |
|
Total
(A)+(B)+(C) |
1908550919 |
0.00 |
BUSINESS DETAILS
|
Line of Business : |
The company is predominantly in the business of providing Telecom
Towers. |
|
|
|
GENERAL INFORMATION
|
No. of Employees : |
451 (Approximately) |
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Bankers : |
·
Andhra Bank Indian ·
Overseas Bank ·
Axis Bank Life Insurance ·
Corporation of India ·
Bank of Baroda Oriental ·
Bank of Commerce ·
Bank of India ·
Punjab National Bank ·
Canara Bank ·
State Bank of Bikaner and Jaipur ·
Central Bank of India ·
State Bank of India ·
Corporation Bank ·
State Bank of Patiala ·
DEG, Germany ·
State Bank of Travancore ·
Dena Bank ·
Union Bank of India ·
IDBI Bank ·
United Bank of India ·
Indian Bank ·
Vijaya Bank |
|||||||||||||||||||||||||||||||||
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Facilities : |
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|
Banking
Relations : |
-- |
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|
|
|
Joint Auditors : |
|
|
Name : |
Chaturvedi and
Shah Chartered Accountants |
|
|
|
|
Name : |
Yeolekar and
Associates Chartered Accountants |
|
|
|
|
Subsidiaries : |
Chennai Network Infrastructure Limited |
|
|
|
|
Trust: |
Tower Trust (The Company is sole beneficiary) |
|
|
|
|
Associates: |
•
GTL Limited •
Technology Infrastructure limited •
Global Holding Corporation Private Limited |
CAPITAL STRUCTURE
As on 31.03.2012
Authorised Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
3000000000 |
Equity Shares |
Rs.10/- each |
Rs.30000.000 Millions |
|
50000000 |
Preference Shares |
Rs.100/- each |
Rs.5000.000 Millions |
|
|
Total |
|
Rs.35000.000
Millions |
Issued, Subscribed & Paid-up Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
957348604 |
Equity Shares |
Rs.10/- each |
Rs.9573.486 Millions |
|
|
|
|
|
Reconciliation of the shares outstanding at the beginning and at the end
of the year
|
Particulars |
31.03.2012 |
|
|
Number |
Rs. in Millions |
|
|
Equity Shares at the beginning of the Year |
957,348,604 |
Rs.9573.486 |
|
Equity Shares at the end of the Year |
957,348,604 |
Rs.9573.486 |
Terms/rights
attached to equity shares
The Company has only
one class of equity shares having par value of Rs.10 per share. Each holder of
equity shares is entitled to one vote per share.
In the event of
liquidation of the Company, the holders of equity shares will be entitled to
receive any of the remaining assets of the Company, after
distribution of all the preferential amounts. The distribution will be
in proportion to the number of equity shares held by the shareholders.
Shares reserved
for issue under options to :
(i) The Employee
Stock Option Schemes (ESOS) holders under the ESOS have the option to
exercise/convert ESOS into 13,495,004 (Previous Year 13,651,804)
(ii) The Foreign
Currency Convertible Bonds (FCCB) holders have the option to convert FCCB into
169,158,948 (Previous Year 169,158,948)
Note:
Zero Coupon
Foreign Currency Convertible Bonds (FCCBs) :
(i) 2,283 Foreign
Currency Convertible Bonds (FCCBs) of USD 100,000 each, aggregating to USD
228.30 Million were outstanding as on March 31, 2012 convertible at the option
of the bondholders into Equity shares of the Company by November 22, 2012. In
the event the FCCBs holders do not exercise their option by the due date, the
FCCBs are redeemable at a premium of 40.4064 percent of the principal amount.
The pro-rata premium as on March 31, 2012 works out to Rs.4073.034 Millions. At
the time of redemption, the Company will adjust the premium on redemption to
Securities Premium Account and it will not have any impact on profit or loss of
the Company. Meanwhile, the Company has also initiated the process of
restructuring the FCCB’s.
(ii) Zero Coupon
Foreign Currency Convertible Bonds (FCCBs) of USD 100,000 each are:
(a) Convertible by
the bond holders at any time on and after January 27, 2008 but prior to close of
business on November 22 , 2012. Each bond will be converted into fully paid up
Equity Shares of Rs.10 each at an initial Conversion Price of Rs.53.04 per
share translated from U.S. dollars at the Fixed exchange rate of Rs.39.30 per
U.S. dollar.
(b) Redeemable, in
whole but not in part, at the option of the Company at any time on or after
November 28, 2010 but not less than seven business days prior to maturity date
subject to fulfillment of certain terms and obtaining requisite approvals.
(c) Redeemable on
maturity date at 140.4064 percent of its principal amount, if not redeemed or
converted earlier.
(iii) Compulsorily
Convertible Debenture (CCD) holders to be allotted pursuant to the Corporate
Debt restructuring package
Note:
CDR Empowered
Group (CDR EG) vide their letter dated December 23, 2011 (‘CDR Letter’)
approved the Company’s financial restructuring package under the corporate debt
restructuring mechanism (CDR) effective from July 1, 2011. As per the above
mentioned restructuring package, a part of the debts outstanding in respect of
CDR lenders who have signed the agreement as on that date and CCD contribution
received from promoters, aggregating to Rs.10994.774 Millions has been
disclosed as CCD Application Money in Note No. 8 “Other Current Liabilities”.
Further, as per the above package the balance Rupee debt of the CDR lender are
repayable over the period of 15 years with a moratorium of one year nine months
from the effective date carrying interest on step up basis with an effective
yield of 10.75% over the tenure of the facility and payable after one year six
months from the effective date. Subsequent to March 31, 2012 the Company
allotted Compulsorily Convertible Debentures against the above CCD Application
Money of Rs.10994.774 Millions. Further, on May 5, 2012 these CCD’s have been
converted into 869,839,670 equity shares of Rs.10/- each fully paid up.
(iv) Refer Note No. 27 in respect of shares to be issued pursuant to the
Scheme of Arrangement.
The Board of
Directors of the Company in its meeting held on December 16, 2010 had
considered and approved the Scheme of Arrangement providing for merger of
“Chennai Network Infrastructure Limited” (CNIL) with the Company w.e.f. August
1, 2010 (the appointed date) subject to necessary approvals from various
statutory authorities. On July 22, 2011, the Hon’ble High Court of Judicature
at Bombay has sactioned the above scheme of arrangement between Chennai Network
Infrastructure Limited (CNIL) and GTL Infrastructure Limited and their
respective shareholders (Scheme) under Section 391 to 394 of the Companies Act,
1956. Sanction of Hon’ble High Court of Judicature at Madras is awaited. In
terms of the CDR package (Refer note no 4.4), the above scheme of arrangement
will be modified / revised and once the scheme is effective, these accounts
will undergo change w.e.f. the appointed date.
Details of
shareholders holding more than 5% shares in the Company
|
Particulars |
31.03.2012 |
|
|
Number of Shares held |
% holding in Share Capital |
|
|
GTL Limited |
170226673 |
17.78% |
|
Global Holding Corporation Private Limited |
211733496 |
22.12% |
|
Technology Infrastructure Limited |
222345700 |
23.23% |
|
IFCI Limited |
175536793 |
18.34% |
FINANCIAL DATA
[all figures are
in Rupees Millions]
ABRIDGED BALANCE
SHEET
|
SOURCES OF FUNDS |
31.03.2012 |
31.03.2011 |
31.03.2010 |
|
|
SHAREHOLDERS FUNDS |
|
|
|
|
|
1] Share Capital |
9573.486 |
9573.486 |
9573.486 |
|
|
2] Share Application Money |
0.000 |
0.000 |
0.000 |
|
|
3] Reserves & Surplus |
3097.918 |
6797.270 |
9080.207 |
|
|
4] (Accumulated Losses) |
0.000 |
0.000 |
(937.340) |
|
|
NETWORTH |
12671.404 |
16370.756 |
17716.353 |
|
|
LOAN FUNDS |
|
|
|
|
|
1] Secured Loans |
31906.186 |
27805.168 |
28268.210 |
|
|
2] Unsecured Loans |
0.000 |
20575.026 |
16436.847 |
|
|
TOTAL BORROWING |
31906.186 |
48380.194 |
44705.057 |
|
|
DEFERRED TAX LIABILITIES |
0.000 |
0.000 |
0.000 |
|
|
|
|
|
|
|
|
TOTAL |
44577.590 |
64750.950 |
62421.410 |
|
|
|
|
|
|
|
|
APPLICATION OF FUNDS |
|
|
|
|
|
|
|
|
|
|
|
FIXED ASSETS [Net Block] |
41351.966 |
35672.504 |
30475.568 |
|
|
Capital work-in-progress |
2786.068 |
8616.308 |
9815.006 |
|
|
|
|
|
|
|
|
INVESTMENT |
18524.724 |
18489.724 |
18584.724 |
|
|
DEFERRED TAX ASSETS |
0.000 |
0.000 |
0.000 |
|
|
|
|
|
|
|
|
CURRENT ASSETS, LOANS & ADVANCES |
|
|
|
|
|
|
Inventories |
11.661
|
10.948 |
39.413 |
|
|
Sundry Debtors |
361.255
|
376.145 |
337.117 |
|
|
Cash & Bank Balances |
485.939
|
2657.980 |
4602.526 |
|
|
Other Current Assets |
1074.149
|
415.866 |
100.780 |
|
|
Loans & Advances |
8793.396
|
9492.208 |
2633.212 |
|
Total
Current Assets |
10726.400
|
12953.147 |
7713.048 |
|
|
Less : CURRENT
LIABILITIES & PROVISIONS |
|
|
|
|
|
|
Sundry Creditors |
984.125
|
998.424 |
267.853 |
|
|
Other Current Liabilities |
27817.185
|
9969.679 |
3665.403 |
|
|
Provisions |
10.258
|
12.630 |
233.680 |
|
Total
Current Liabilities |
28811.568
|
10980.733 |
4166.936 |
|
|
Net Current Assets |
(18085.168)
|
1972.414 |
3546.112 |
|
|
|
|
|
|
|
|
MISCELLANEOUS EXPENSES |
0.000 |
0.000 |
0.000 |
|
|
|
|
|
|
|
|
TOTAL |
44577.590 |
64750.950 |
62421.410 |
|
PROFIT & LOSS
ACCOUNT
|
|
PARTICULARS |
31.03.2012 |
31.03.2011 |
31.03.2010 |
|
|
|
SALES |
|
|
|
|
|
|
|
Income |
5505.560 |
4904.186 |
3479.548 |
|
|
|
Other Income |
66.125 |
436.431 |
333.687 |
|
|
|
TOTAL (A) |
5571.685 |
5340.617 |
3813.235 |
|
|
|
|
|
|
|
|
Less |
EXPENSES |
|
|
|
|
|
|
|
Infrastructure Operation and Maintenance Cost (Net) |
1837.908 |
1532.882 |
1051.073 |
|
|
|
Employee Benefits Expense |
156.818 |
204.138 |
205.971 |
|
|
|
Other Expenses |
565.919 |
357.141 |
314.468 |
|
|
|
TOTAL (B) |
2560.645 |
2094.161 |
1571.512 |
|
|
|
|
|
|
|
|
Less |
PROFIT
BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C) |
3011.040 |
3246.456 |
2241.723 |
|
|
|
|
|
|
|
|
|
Less |
FINANCIAL
EXPENSES (D) |
4285.076 |
2562.745 |
284.307 |
|
|
|
|
|
|
|
|
|
|
PROFIT
BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E) |
(1274.036) |
683.711 |
1957.416 |
|
|
|
|
|
|
|
|
|
Less/ Add |
DEPRECIATION/
AMORTISATION (F) |
2434.237 |
2076.597 |
1983.212 |
|
|
|
|
|
|
|
|
|
|
PROFIT BEFORE
TAX (E-F) (G) |
(3708.273) |
(1392.886) |
(25.796) |
|
|
|
|
|
|
|
|
|
Less |
TAX (H) |
0.000 |
0.000 |
0.000 |
|
|
|
|
|
|
|
|
|
|
PROFIT AFTER TAX
(G- H) (I) |
(3708.273) |
(1392.886) |
(25.796) |
|
|
|
|
|
|
|
|
|
Add |
PREVIOUS
YEARS’ BALANCE BROUGHT FORWARD |
(2330.226) |
(937.340) |
(911.544) |
|
|
|
|
|
|
|
|
|
|
BALANCE CARRIED
TO THE B/S |
(6038.499) |
(2330.226) |
(937.340) |
|
|
|
|
|
|
|
|
|
|
EARNINGS IN
FOREIGN CURRENCY |
|
|
|
|
|
|
|
Interest Received |
NA |
0.000 |
93.213 |
|
|
|
Profit on sale of investment in subsidiary |
NA |
0.000 |
3.051 |
|
|
TOTAL EARNINGS |
NA |
0.000 |
96.264 |
|
|
|
|
|
|
|
|
|
|
IMPORTS |
59.269 |
343.563 |
0.000 |
|
|
|
|
|
|
|
|
|
|
Earnings Per
Share (Rs.) |
(3.87) |
(1.45) |
(0.03) |
|
QUARTERLY RESULTS
|
PARTICULARS |
|
30.06.2012 Unaudited |
|
Type |
|
1st
Quarter |
|
Net Sales |
|
1398.530 |
|
Total Expenditure |
|
651.330 |
|
PBIDT (Excl OI) |
|
747.200 |
|
Other Income |
|
5.060 |
|
Operating Profit |
|
752.260 |
|
Interest |
|
872.060 |
|
Exceptional Items |
|
0.000 |
|
PBDT |
|
(119.800) |
|
Depreciation |
|
731.790 |
|
Profit Before Tax |
|
(851.590) |
|
Tax |
|
0.000 |
|
Provisions and contingencies |
|
0.000 |
|
Profit After Tax |
|
(851.590) |
|
Extraordinary Items |
|
0.000 |
|
Prior Period Expenses |
|
0.000 |
|
Other Adjustments |
|
0.000 |
|
Net Profit |
|
(851.590) |
KEY RATIOS
|
PARTICULARS |
|
31.03.2012 |
31.03.2011 |
31.03.2010 |
|
PAT / Total Income |
(%) |
(66.57)
|
(26.08) |
(0.68) |
|
|
|
|
|
|
|
Net Profit Margin (PBT/Sales) |
(%) |
(67.36)
|
(28.40) |
(0.74) |
|
|
|
|
|
|
|
Return on Total Assets (PBT/Total Assets} |
(%) |
(7.12)
|
(2.86) |
(0.07) |
|
|
|
|
|
|
|
Return on Investment (ROI) (PBT/Net worth) |
|
(0.29)
|
(0.09) |
0.00 |
|
|
|
|
|
|
|
Debt Equity Ratio (Total Liability/Net worth) |
|
4.79
|
3.63 |
2.76 |
|
|
|
|
|
|
|
Current Ratio (Current Asset/Current Liability) |
|
0.37
|
1.18 |
1.85 |
LOCAL AGENCY FURTHER INFORMATION
|
Sr. No. |
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 |
No |
|
5] |
Type of Business |
Yes |
|
6] |
Line of Business |
Yes |
|
7] |
Promoter's background |
No |
|
8] |
No. of employees |
Yes |
|
9] |
Name of person contacted |
No |
|
10] |
Designation of contact
person |
No |
|
11] |
Turnover of firm for last
three years |
Yes |
|
12] |
Profitability for last
three years |
Yes |
|
13] |
Reasons for variation
<> 20% |
------ |
|
14] |
Estimation for coming
financial year |
No |
|
15] |
Capital in the business |
Yes |
|
16] |
Details of sister
concerns |
Yes |
|
17] |
Major suppliers |
No |
|
18] |
Major customers |
No |
|
19] |
Payments terms |
No |
|
20] |
Export / Import details
(if applicable) |
No |
|
21] |
Market information |
------ |
|
22] |
Litigations that the firm
/ promoter involved in |
------ |
|
23] |
Banking Details |
Yes |
|
24] |
Banking facility details |
Yes |
|
25] |
Conduct of the banking
account |
------ |
|
26] |
Buyer visit details |
------ |
|
27] |
Financials, if provided |
Yes |
|
28] |
Incorporation details, if
applicable |
Yes |
|
29] |
Last accounts filed at
ROC |
Yes |
|
30] |
Major Shareholders, if
available |
Yes |
|
31] |
Date of Birth of
Proprietor/Partner/Director, if available |
No |
|
32] |
PAN of Proprietor/Partner/Director,
if available |
No |
|
33] |
Voter ID No of
Proprietor/Partner/Director, if available |
No |
|
34] |
External Agency Rating,
if available |
Yes |
CONTINGENT
LIABILITY AS ON 31.03.2012
(Rs. in millions)
|
PARTICULARS |
31.03.2012 |
31.03.2011 |
|
Contingent Liabilities not provided for (No Cash Outflow is expected) |
|
|
|
Bank Guarantees (Bank Guarantees are provided under contractual / legal obligation) |
25.851 |
85.753 |
|
Corporate Guarantee (Given to Banks and Financial Institution for loans taken by the
subsidiary company) |
10810.000 |
10560.000 |
|
Claims against the Company not acknowledged as debts |
15.234 |
11.505 |
|
Premium on Foreign Currency Convertible Bonds issued |
4073.033 |
4187.849 |
|
Disputed liability in respect of Sales Tax Matter under appeal (Amount
deposited Rs. 38.869 Millions (Previous Year Rs. 27.576 Millions) |
170.931 |
108.202 |
BOARD
OF DIRECTORS
Mr. Manoj Tirodkar – Chairman
Mr. Manoj G. Tirodkar, founder of the Global Group is a
first generation entrepreneur. He is widely credited with pioneering an
integrated telecom play based on Network Services and Telecom Infrastructure.
Global Group has 7 operating
companies, two of which are listed on Indian Stock Exchanges (BSE and NSE).
The Group is expected to cross
revenues of US $ 1.5 Billion, total asset size of over US$ 5 Billion and more
than 35,000 professionals by FY 2011. The Group has Operations across 46
countries, employs people of 22 nationalities and supports 18 social causes.
Mr. Manoj Tirodkar has been quick to
recognize changes in the business environment and has been a pioneer in conceptualizing
new business models. Under his leadership, GTL, the flagship Company of Global
Group is India's largest Network Services Provider to the world. In a span of
five years, GTL Infrastructure has grown to be the World's largest independent
and neutral telecom tower company.
As part of his vision for a cleaner
and greener environment, Global Group is investing over 2,500 Crores in
engineering the world's largest green tower roll out, using energy management
solutions and greener sources of fuel like Solar, Wind, Biomass etc.
A firm believer in Corporate Social
Responsibility, Mr. Manoj Tirodkar supports a number of causes through Global
Foundation. He takes keen interest in educating children in rural India,
improving their health and helping the cause of visually challenged.
Mr. Manoj Tirodkar has won several
awards and recognitions for his contribution to industry and entrepreneurship.
He is the first Indian to win the prestigious "World Young Business
Achiever Award 2000" (WYBA) presented by Worldcom group. He also won the
Confederation of Indian Industry's (CII) Young Entrepreneur Trophy in 2001 and
Telecom Man of the year.
Mr. N. Balasubramanian - Vice Chairman
Mr. Balasubramanian is a Post Graduate in Science and a Post
Graduate from IIM, Ahmedabad, and has extensive experience in Banking and
Finance. He has had experience with institutions like SIDBI, IFCI, Bank of
Baroda etc. He had joined SIDBI as deputy managing director and was
subsequently promoted as its Chairman and Managing Director. Mr.
Balasubramanian has also served IFCI as Chairman for a short stint He served
Bank of Baroda in rural and semi-urban branches. His service as Banker includes
5 years term as General Manager in Bank of Baroda at Brussels. He was
associated with planning commission in preparing 5 years plan documents,
focused on SME Financing as Chairman of the Sub-Committee. He was Instrumental
in starting rating agency for SME.
Mr. Milind Naik: Whole Time Director and Company - Chief Operating Officer
Mr. Milind Naik, Whole Time Director
and Co - Chief Operating Officer, would be responsible for commercial,
operations and cost optimization measures. He has extensive experience in
telecom industry with expertise in treasury operations. Mr. Naik has been
associated with Global Group for over 26 years.
Charudatta Naik: Director
Mr. Charudatta Naik has an
experience of over 22 years in the telecom industry spanning across, Technical
Support, Sales and Marketing and Business Operations
He is on the Board of GTL Limited
and GTL Infrastructure Limited. He is also on the advisory board of Global
Foundation, the charitable arm of the Global Group. As a whole time director,
he provides strategic guidance to GTL Limited to enhance the company's growth
potential, globally
Mr. Charudatta Naik has earlier
worked with companies like Crompton Greaves and Unitel Communications.
He is an
Engineering Graduate in Electronics and Telecom.
Dr. Anand Patkar - Independent Director
Dr. Patkar is a rank holder in Management Studies and has done
Ph. D in Management and has handled variety of assignments across all areas of
finance, Corporate Planning, Strategic Management, Mergers and Acquisitions,
Collaboration and Joint Ventures, Feasibility Studies, Budgetary Control, HRD,
Treasury and Systems in diverse industries. His senior level assignments
include Group Treasurer and Systems Head of Greaves Limited.
Mr. Satya Pal Talwar - Independent Director
Mr. Talwar, was Deputy Governor of Reserve Bank
of India with more than 40 years of operational and policy formulation
experience in Commercial and Central Banking.
He has held several positions across
banks like Reserve Bank of India, Bank of Baroda, Union Bank of India, Oriental
Bank of Commerce. He held other positions earlier, such as Chairman, Indian
Banks Association (IBA) Director, SEBI Director, IDBI Director, SIDBI Director,
Oriental Insurance Co Director, IBU International Finance Limited, Hong Kong
Director, Master Card International (Asia Pacific Regional Board, Singapore)
Member, Advisory Committee, Ministry of Corporate Affairs, Government of India,
New Delhi Member, Court of Jawaharlal Nehru University and other Directorships.
Presently, Mr. Talwar is Senior
Advisor, YES Bank Limited and serves on the board of various companies.
Mr. Vinod B. Agarwala - Independent Director
Mr. Vinod B. Agarwala, is Solicitor, Supreme Court of
England and Wales and Advocate of Supreme Court of India. He has been
practicing in Mumbai for the last 35 years.
Mr. Agarwala specializes in
Corporate laws, Securities laws, Project Finance, Property Law, FDI and
Commercial Laws.
He is a Partner in Vigil Juris,
Solicitors and Advocates, Mumbai. Besides being a lawyer, he is a Trustee and
Managing Committee member of Public Trusts and educational Institute as also
member of Ethics Committee of a well known Hospital in Mumbai.
Mr. Vijay M. Vij - Independent Director
Born on September 21st, 1970, Mr.
Vijay M Vij, is a Practicing Chartered Accountant and has an experience of over
18 years in almost every facet of taxation, auditing and consulting profession.
Mr. Vijay is a commerce graduate from Mumbai University and became Chartered
Accountant from ICAI in 1995.
Mr. Vijay is the Managing Partner of
P. Parekh and Associates, Chartered Accountants, and is an expert in Direct
Taxation, Valuations, Financial Modeling, Business consultancy and M and A. He
has effectively advised several companies on business restructuring and start
up ventures, and helped them compete in tough Business Environment. He has
hands on experience in providing advice on tax efficient entry strategy for
India, transfer pricing and tax treaty implications.
EXECUTIVE MANAGEMENT
Mr. Milind Bengali : Co Chief Operating Officer
Milind Bengali as Co-Chief Operating
Officer is responsible for business and operations of the company. Milind was
earlier heading the M and A function for Global Group.
He has over 20 years of experience
in Telecom and ITES across Business Operations and Strategy, Sales and
Marketing and Business and Market Development. Besides India, he has lived and
worked in Africa and North America. He has previously worked with Crompton
Greaves, Aptech and The Thapar Group.
Milind Bengali is a Bachelor of
Engineering and Masters in Management Studies.
Mr. R.S. Ahluwalia - President - Business Development
Mr. R.S. Ahluwalia is President Business Development
and Chief Sales Officer of GTL Infrastructure Limited, based out of Gurgaon
office. He has extensive experience as a Senior Management Professional in the
areas of Sales, International Marketing and Business Development and Transition
in IT/ITES and Telecom vertical. His total experience spans close to 20 years
in the Industry.
Prior to GTL Infrastructure Limited
he has held senior level positions at Multinational companies like CINCOM
Systems India Private Limited (Indian Subcontinent and Middle East) as the
Country Manager, Director (National Sales) in Simoco International LIMITED
(formally Philips Telecommunications India Private Limited), National Accounts
Manager at Crompton Greaves Limited and Business Development Manager in Tata
Telecom, New Delhi.
Rupinder is an Engineering Graduate
from Delhi College of Engineering and is fellow at IETE besides being Member
with National Telecom Committee of CII.
Mr. M.R. Bharath - President – Operations
Mr. M.R. Bharath as President Operations is playing
a crucial role in driving the Telecom Operations by ensuring quality and timely
delivery of the sites to the operators. He is the overall in charge of various
functions like Supply Chain, Implementation and O and M.
Bharath brings with him about 20
years of vast expertise in successfully handling various Projects. Bharath is
associated with Global Group for over 5 years.
In his previous assignments has
worked with Essar group for 3 years and Nagarjuna group for 6 years in planning
and Project monitoring of their major projects in Steel and Power sectors.
Bharath is a Mechanical Engineering
Graduate and an MBA.
Mr. Prasanna Bidnurkar - Head CDR
Mr.Prasanna Bidnurkar as Head - CDR will be responsible
for all the matters related to CDR. He has been associated with GTL
Infrastructure Limited for over 5 years and has an overall experience of over
13 years in the field of Finance, Treasury, Contract Management, Budgets and
MIS.
He has been associated with
organizations like EDS, GTL Limited, Indian Hotels prior to joining GTL
Infrastructure Limited.
He has been associated with
organizations like EDS, GTL Limited, Indian Hotels prior to joining GTL
Infrastructure Limited.
Prasanna is a qualified Chartered
Accountant and a Commerce Graduate from Mumbai University.
Mr. Bhupendra Kiny Chief Financial Officer
Bhupendra Kiny is the Chief
Financial Officer. He is a qualified Chartered Accountant with vast experience
in accounts and finance. He has been associated with Global Group for over 17
years.
GTL Infra is in the business of
providing telecom towers to the
operators on shared basis.
MANAGEMENT
DISCUSSION AND ANALYSIS
Indian Telecom
Industry
Third largest in
the world and the second largest among the emerging economies of Asia, the
Indian Telecommunication industry has experienced stupendous growth in the last
4 to 5 years recording a subscriber’s base of 951.34 million. Sharing of
telecom towers played a key role in supporting this growth by helping operators
bring down their Capex and Opex and making tariffs affordable.
While the mobile
subscriber base was continuing to grow at an annual rate of around 20% coming
into 2012, Average Revenue Per User (ARPU) has been steadily declining as
competing operators offer cheaper tariffs; at the same time usage levels have
remained reasonably high thus slowing the decline in revenues. There has been a
major push in recent years to take mobile services into the poorer and rural
areas of the country; this has also weighed heavily on ARPUs.
The Financial year
2011-12 could be termed as one of the worst year in the history of Indian telecom
industry which was plagued by corruption, pricing war, regulatory uncertainty
and over competition which lowered the investors’ confidence in the sector.
This has affected the business and thus the growth prospects of the Tower
companies.
The cancellation
of 122 mobile licenses by of the Supreme Court, has resulted in slowdown in the
industry as the operators are not expanding their networks. At the same time
the inability of the operators to raise fresh capital in the light of the
current scenario of high interest rates and the unwillingness of banks to lend
to the telecom operators due to uncertainties in the sector, has deferred the
expansion plans.
There are some
regulatory concerns with regard to bringing Infrastructure Provider – I
category under the umbrella of Unified License which might result into 6%
license fees for IP-I players as a part of revenue sharing and lowering of FDI
limit to 74% from current 100%.
This has had a
major negative impact on the revenues and growth of companies providing telecom
towers and related services to the industry. The Sector thus awaits clear
policy guidelines that shall define a cohesive direction for development and
growth of this industry.
Indian Telecom
Tower Industry and Sharing of Telecom Towers
Telecom towers
form the backbone of the wireless networks and provide last mile connectivity
to subscribers. To sum up, the Indian tower space can be categorized into the
following:
• Operator owned
Tower companies (Bharti Infratel, Reliance Infratel, VIOM etc.)
• Operator owned
Alliances (Indus, jointly owned by Bharti, Idea and Vodafone)
• Independent
Tower companies (GTL Infra, American Towers, Tower Vision etc.)
• In addition to
this, there are towers owned by Government Operators like BSNL and MTNL
OPERATIONS
The Company is a
pioneer in the telecom tower business in India and has emerged to be the
largest independent telecom tower company in India by number of towers. The
Company’s approach towards business growth and delivery is focused on leveraging
its leading position to take advantage of the growth opportunities in the
fastest growing and second largest telecom market in the world.
Operations
strategy
The Company
focuses on increasing the demand for its towers by providing the customers well
managed tower portfolio of 32,578 towers covering all the 22 telecom circles.
This is achieved by increasing the saleability of the towers which revolves
around two core principles, which are as follows:
(A) Enhancing
tenancy with minimal capex
The sudden and
major slowdown in the telecom sector last year resulted into very few new
towers being rolled out in the industry. With pan India network footprint and a
substantial scale the Company believes that fresh rollout of towers may be
limited to cater to the current demand from the operators. However the newer
concepts like bartering, swapping and trading of tenancies is rapidly gaining
traction among the tower companies, making fresh rollouts unnecessary. Of the
20,000 RoFR tenancy commitments from Aircel, the Company has successfully
received over 2,500 orders till Mar’12 and still has nearly 17,500 tenancies
commitment in hand. Thus the company is very well placed to take advantage of
this new concept which will help it increase its tenancy on the towers.
(B) Increasing
efficiency and reducing operational cost
The Company
intends to improve returns on its tower portfolio by entering into arrangement
with other players in the industry bilateral basis for single tenant towers.
The Company also in the process of rationalising its tower portfolio to reduce
its operating cost. The Company will reduce the overlap between its tower
portfolio and CNIL tower portfolio . The Company is also planning to monetize
some unoccupied towers. The Company expects that these efforts will result into
rationalizing its tower portfolio by 10 to 15% and saving of operational cost.
Tower Operations
Cellsite
Operational expenditure
The major elements
of tower operating expenses include monthly site rentals, Operations and
Maintenance (OandM) expenses and energy and fuel expenses. Tower OandM expenses
consists primarily of repairs and maintenance charges, Annual Maintenance
Charges (AMC), rates and taxes and security expenses. The energy and fuel
expenses are reimbursable from Operators and are apportioned equally among all
tenants. Overhead expenses for tower OandM include Selling, General and
Administrative (SGandA) expenses to support the services. SGandA expenses
remain almost unchanged on addition of incremental customers to their sites.
Site Ownership
The average size
of the land for ground-based and roof top towers are approximately 4,000 sq.ft.
and 500 sq.ft. respectively. Most of the land acquired by the Company for
cellsite rollout is owned by third parties. These tower premises have been
taken on lease or ‘Leave and License’ basis, wherein the agreements are for
approximately 10 to 15 years and provide for escalation once in every three to
five years. The Company has the right to cancel or exit the lease at any point
of time.
Site Security
The Company has
site security arrangements in place for its tower sites wherever required. In
case of roof top towers, the building owners generally take responsibility for
maintaining security. Ground-based towers are typically protected either by
site security service arrangements with agencies which ensures security guards
at all the cellsites or delegation of site security to the land lord of the
cellsite premises.
Site O and M
The Company has
signed Master Service Agreement (MSA) with its customers which include the key
SLA parameters of maintaining DC power availability uptime, ensuring right
temperature inside the shelter and overall upkeep of the cellsite. Effective
Operation and Maintenance services are key to ensuring compliance to SLA
parameters and customer satisfaction. The site O and M activities include
Diesel filling, Payment of energy and fuel charges, Field level maintenance,
Warranty and Annual Maintenance Contract (AMC) coordination, Energy management,
Remote monitoring, and Remote metering facility.
The Company has
outsourced the O and M of a section of its cellsites to GTL Limited. It has set
up internal supervisory teams which centrally monitor the O and M activities of
each circle and collect periodic reports on the critical performance
parameters.
Power and Fuel
The Company
sources power for its cellsites from local electricity boards. The supply of
electricity from local and regional power grids within India is generally not
adequate or reliable. Thus the Company cellsites are also equipped with
batteries and diesel generator sets as back-up power arrangements. Typically,
the Company passes on the power and fuel costs to its tenants, and in cases
where the Company has multiple tenants at a site the total charges are
apportioned among tenants. As mentioned earlier the company has signed a
contract with GTL Ltd. which will bring down the energy costs at company’s
towers.
Information
Systems
The Company’s web
based software tool called ‘Site Locator’ allows indentifying existing GTL
Infra tower nearest to the RF of the operator and thus enables effective
response to customer inquiries. The Company has an Enterprise Project
Management system for close monitoring of the progress of the sites during
their implementation stage across India.
In addition, the
Company uses Oracle Financial to make the processes of billing and accounts,
efficient and accurate. The Company has implemented a nationwide portal
integrating the various Management Information Systems, which provides
selective access to concerned sales, planning, site implementation and O and
M personnel.
Merger of CNIL
into GTL Infra
Post CDR of GTL
Infra and CNIL, the financials and capital structure of both the Companies have
changed substantially. Therefore the Company has decided to modify the Scheme
of Arrangement and submit it afresh for the approval of the Hon’ble Courts.
FUTURE OUTLOOK
The Company
intends to maintain its leadership position, as the leading third party
Independent Telecom Tower Infrastructure Company in India. The Company plans to
capitalize on the 3G and BWA rollouts by providing comprehensive and value
enhanced services to the Operators in cost efficient manner this could increase
the occupancy on the tower and the Company will continue to explore organic and
inorganic growth opportunities to strengthen its footprint in the Tower
Infrastructure business.
Overall, the
Company expects the tenancy growth to come from the expansion in the Rural
areas and the growth in the 3G / 4G and BWA networks. The Government is working
on a new telecom policy which is expected to provide the impetus for the next
phase of growth. There are several policy decisions like refarming of spectrum,
auction of spectrum, renewal of licenses etc which will have an impact on the
growth prospects and profitability of the tower companies. Also, clarifications
on the Retrospective Tax, GAAR and M and A norms for the industry will boost
development and growth of the Industry.
INTERNAL CONTROL SYSTEM
The Company has
Internal Control system in place in order to achieve orderly and efficient
conduct of its business, including adherence to management policies,
safeguarding of assets, prevention and detection of fraud and error, accuracy
and completeness of the accounting, and timely preparation of reliable
financial information.
The Internal Audit
Department is responsible for the internal control function in the Company. It
performs audit to monitor and evaluate the effectiveness of the organization’s
internal control systems and their adherence to management policies and
statutory requirements.
The audit coverage
in the Internal Audit Department of the Company is in sync with the objectives
of Internal Audit as prescribed by the Institute of Chartered Accountants of
India (ICAI). The role of Internal Audit Department in the Company is as given
below:
•
Understanding and assessing the risks and
evaluating the adequacies of the prevalent internal controls
•
Identifying areas for system improvement and
strengthening controls
•
Ensuring optimum utilisation of the resources of
the Company
•
Ensuring proper and timely identification of
liabilities, including contingent liabilities of the Company
•
Ensuring compliance with internal and external
guidelines and policies of the Company as well as the applicable statutory and
regulatory requirements
•
Safeguarding the assets of the Company
•
Reviewing and ensuring adequacy of information
systems security control
•
Reviewing and ensuring adequacy, relevance,
reliability and timeliness of management information system
The Internal Audit
Committee meets regularly as may be required to review the functioning of
internal audit setup in the Company. The Internal Audit function in the Company
is monitored by the Board Audit committee with assistance from the Internal
Audit Committee. The Board Audit Committee periodically reviews the audit
plans, audit observations of both internal and external audits, audit coverage,
risk assessment and adequacy of internal controls.
Thus effective
internal controls structure has been set up in the Company to enhance
organisational performance and contribute towards accomplishment of its
objectives.
FINANCIAL PERFORMANCE
Operating Profit / (Loss) was at Rs.
510.700 Millions in comparison to previous year's Operating Profit / (Loss) of
Rs. 733.400 Millions Net Profit/(Loss) for the year was at (Rs. 3708.300)
Millions in comparison to previous year's net profit /(loss) of (Rs. 1392.900)
Millions
On a consolidated basis, total
income for the year under review was at Rs. 1407.78 Cr. Operating Profit /
(Loss) (profit before taxes excluding other income and finance costs) was at
(Rs. 30.23) Cr. Net Profit / (Loss) for the year was at (Rs. 997.72) Cr.
The factors contributing to the
financial performance are discussed more elaborately in the Management
Discussion and Analysis Report which forms part of this Annual Report.
MANAGEMENT DISCUSSION AND ANALYSIS
The Management Discussion and
Analysis for the year under review, as stipulated under Clause 49 of the
listing agreement with the stock exchanges in India, on the Company's
performance, industry trends and other material changes with respect to the
Company and its subsidiary, wherever applicable, is presented in a separate
section forming part of this Annual Report.
SUBSIDIARY COMPANY
Chennai Network Infrastructure
Limited (CNIL), promoted by Global Group, became subsidiary of the Company
during FY 2010-11.
In terms of the general approval granted
under Section 212(8) of the Companies Act, 1956 by the Ministry of Corporate
Affairs, Government of India vide its Circular No. 2/2011 dated February 8,
2011, copies of Balance Sheet, Profit and Loss Account and other documents of
the subsidiary company have not been attached with the Balance Sheet of the
Company. Financial information of the subsidiary company, as required by the
said general approval has been furnished separately in the Consolidated Balance
Sheet in this Annual Report. The Company will make available the Annual
Accounts of the subsidiary company and related detailed information to the
Company's and the subsidiary company's shareholders, seeking such information
at any point of time. The Annual Accounts of the subsidiary company will also
be kept open for inspection by any shareholder at the Registered/Head Office of
the Company and that of the subsidiary company.
In the year 2010-11, the Company and
its subsidiary, CNIL filed petitions in the High Courts of Judicature at Bombay
and Madras respectively for approval of the Scheme of Arrangement between the
Company and CNIL. The Hon'ble Bombay High Court had sanctioned Scheme of
Arrangement for the merger of CNIL with the Company, however, approval is
awaited from the Hon'ble Madras High Court.
In the meantime the Company and its
subsidiary had approached the Lenders with a proposal to restructure its debts
under the CDR Mechanism. Both the proposals of the Company and CNIL
respectively have been approved by the CDR Empowered Group. Consequent to these
approvals the financials and capital structure of both the Companies have
changed substantially and therefore the Company has decided to modify the
Scheme of Arrangement and submit it afresh for the approval of the Hon'ble
Courts. Approval of the revised Scheme is not likely to be received on or
before the date of convening of the ensuing Annual General Meeting, and
therefore the financial statements of the Company for the financial year ended
March, 31, 2012 are prepared without considering the CNIL financial statements
and once the modifed merger scheme between CNIL and Company is approved by the
Hon'ble Bombay and Madras High Courts, the Company's financial statements will
be re-casted with effect from the Appointed Date as approved by the High
Courts.
The consolidated financial
statements of the Company prepared in accordance with applicable accounting
standards forms part of this Annual Report.
RECENT DEVELOPMENTS AT MACRO AND MICRO ECONOMIC LEVEL
The Indian telecom industry has
shown minimal growth in the last year. The mobile subscriber base in India has
increased to 919.17 Million at the end of March 2012, registering a growth of
0.88%. The share of Urban subscribers that was giving higher average revenue
per user has declined to 65.23% from 65.59% whereas share of Rural subscribers
has increased to 34.77% in the month of March 2012. With this, the overall
Teledensity in India has reached 78.66 at the end of March, 2012.
The industry today is undergoing
stress and has been dealing with several challenges on the financial, revenue
and profitability fronts on one hand and Regulator, Government and Judiciary on
the other hand.
Some of the developments that had
negative impact on the sector are
- Cancellation of 122 2G licenses by
Supreme Court
- TRAI recommendations for
•
Rs.
Fixation of higher reserve price for spectrum auction
•
Rs.
Re farming of 900 MHz spectrum leading to higher investment by all telecom
operators
•
- Shutting down of Indian operations
partially or fully by Etisalat DB, Loop Telecom, S-Tel and cancellation of all
122 2G licences.
- Slower than expected off take of
the 3G roll outs, and the delay in rolling out the BWA networks even after a
year of paying out the license fees
The above factors have resulted in
lack of investor interest in telecom sector. This had a direct impact on the
telecom operator's ability to spend and has resulted into lower capital
expenditure. The 3G rollouts were limited to the top 40 cities in India and the
primary focus has been on upgrading and utilizing the existing infrastructure.
However as the roll out spreads it will lead to the growth of telecom tower
sector.
Since the operators have reduced
their capital expenditure the expansion is happening through sharing. The tower
industry shifted its focus from building more towers to increasing tenancies.
Single-tenant towers are not viable and tower sharing is likely to augment
industry profitability.
Moving forward the growth drivers
for the tower sector would be as follows
- Growth of Data Services in Indian
Telecom Market: the increasing usage of smart phones, and the growth of Value
added services and the resultant growth in the data usage would require further
investments in augmenting the network
- Focus on rural expansion: with
mobile coverage expected to increase, especially in rural areas, there will be
a steady increase in tenancies and telecom towers in rural areas
- Rollout of 3G and BWA services:
The expansion of the 3G networks and rollout of BWA networks will also impact
positively, leading to growth in tenancies
- Quality of Service: the recently
launched mobile number portability has encouraged competition amongst operators
to lure new customers and retain the existing user base. This is expected to
drive additional investment into tower infrastructure to support the Quality of
Service (QoS) indicators and differentiation strategies for operators.
Pledge of Promoter shareholding in the Company
Further to the information furnished
in the Directors' Report for the FY 2010-11, GTL Limited (GTL), Chennai Network
Infrastructure Limited (CNIL) and IFCI Limited (IFCI) are at the final stage of
settlement of the dispute, whereupon the shares appropriated by IFCI would be
returned to GTL. Also as part of the settlement, IFCI is likely to convert its
loan in CNIL into equity shares of CNIL, with the consent from CDR Lenders.
FIXED ASSETS:
•
Tangible Assets:
•
Land
•
Buildings
•
Plant
and Equipments
•
Office
Equipments
•
Furniture
& Fixtures
•
Vehicles
•
Intangible Assets :
•
Softwares
WEB DETAILS:
Global Group
Profile
Global Group is India's leading
business group focused on Network Services and Shared Telecom Infrastructure.
Global Holding Corporation Pvt. Ltd. is the holding company of "Global Group" that has 7 operating companies, two of which
are listed on Indian Stock Exchanges. The
Group is expected to own more than 30,500 towers and have
revenues in excess of US$ 1.2 Billion,
Balance sheet size of over US$ 5
Billion and more than 35,000
professionals by FY 2011. The Group has Operations across 46
countries, employs people of 22
nationalities and supports
18 social causes.
For over 2 decades Global Group has been partnering with leading telecom
operators and OEMs offering its expertise in wireless communications. From 2G
Networks to 3G, from WiMAX to IPTV, Global group provides complete life-cycle
solutions around Network Services. The services include Network Planning and
Design, Network Deployment, Network Operations and Maintenance, Infrastructure
Management, Energy Management and Professional services.
Global Group Enterprises have received more than 35 accolades and awards for
excellence in Business, CSR and Corporate Governance. The group's flagship
company GTL features in the in the S and P's ESG India Index, is the recipient
of "Outstanding Achievement" trophy from IMC RBNQA, "Certificate
for strong Commitment" from CII-ITC for Sustainable Development and
"Greentech Environment Excellence" Award. GTL Infra has won
"Best Independent Infrastructure Provider" from Tele.Net,
"Innovative Infrastructure Company of the year" by CNBC TV18 and
"Top Independent Infrastructure Provider of India" by V and D. Global
Towers has been awarded the "Best in class Innovation in Manufacturing
Award" at International India Innovation summit, 2010. The Group offers
excellent working conditions and provides social benefits like free Medical
Care and Insurance for the employees' families.
By 2013, the Group plans to Erect, Engineer and Manage 100,000 Cell Sites across
150 Networks. These Networks are expected to connect more than 100 million
subscribers in 50 countries across the world.
Corporate Profile
GTL Infrastructure Limited (GTL
Infra), a Global Group enterprise, is in the business of Shared Passive Telecom
Infrastructure in India. The company has a portfolio of over 30,000 towers
located across India that will help bringing in connectivity at affordable
prices to the poorest of poor, creating a positive impact on Indian economy.
GTL Infra is a publicly listed company (BSE: 532775 and NSE: GTL Infra), and
has emerged as the world’s largest independent tower company in India. It is
registered with the Department of Telecommunications as an Infrastructure
Provider in Category I (IP-I).
GTL Infra has a portfolio of towers serving all the major cellular operators
and is associated with prestigious projects being promoted by DoT and COAI such
as USO (Universal Services Obligation Fund) for rural telecom infrastructure
and MOST (Mobile Operator Shared Tower).
Our business model of infrastructure sharing is based on building, owning,
operating and maintaining the passive telecom infrastructure sites capable of
hosting multiple service providers. The model enables the operator to convert
their capital expenditure to a fixed and predictable operational expenditure
allowing them to divert precious capital towards core activities.
GTL Infra aims to be the World’s most Efficient and Environment friendly tower
company.
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 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.54.12 |
|
|
1 |
Rs.87.08 |
|
Euro |
1 |
Rs.70.15 |
INFORMATION DETAILS
|
Report Prepared
by : |
MRI |
SCORE & RATING EXPLANATIONS
|
SCORE FACTORS |
RANGE |
POINTS |
|
HISTORY |
1~10 |
3 |
|
PAID-UP CAPITAL |
1~10 |
3 |
|
OPERATING SCALE |
1~10 |
3 |
|
FINANCIAL CONDITION |
|
|
|
--BUSINESS SCALE |
1~10 |
3 |
|
--PROFITABILIRY |
1~10 |
3 |
|
--LIQUIDITY |
1~10 |
3 |
|
--LEVERAGE |
1~10 |
3 |
|
--RESERVES |
1~10 |
3 |
|
--CREDIT LINES |
1~10 |
2 |
|
--MARGINS |
-5~5 |
-- |
|
DEMERIT POINTS |
|
|
|
--BANK CHARGES |
YES/NO |
YES |
|
--LITIGATION |
YES/NO |
NO |
|
--OTHER ADVERSE INFORMATION |
YES/NO |
NO |
|
MERIT POINTS |
|
NO |
|
--SOLE DISTRIBUTORSHIP |
YES/NO |
NO |
|
--EXPORT ACTIVITIES |
YES/NO |
NO |
|
--AFFILIATION |
YES/NO |
YES |
|
--LISTED |
YES/NO |
YES |
|
--OTHER MERIT FACTORS |
YES/NO |
YES |
|
TOTAL |
|
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.