MIRA INFORM REPORT

 

 

Report Date :

06.04.2013

 

IDENTIFICATION DETAILS

 

Name :

WARNER BROS PICTURES (INDIA) PRIVATE LIMITED 

 

 

Registered Office :

Eros Cinema Building, 42, M. Karve Road, Churchgate, Mumbai – 400 020, Maharashtra

 

 

Country :

India

 

 

Financials (as on) :

31.03.2011

 

 

Date of Incorporation :

03.07.2003

 

 

Com. Reg. No.:

11-141168

 

 

Capital Investment / Paid-up Capital :

Rs.1225.000 Millions

 

 

CIN No.:

[Company Identification No.]

U92110MH2003PTC141168

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

MUMW02121A

 

 

PAN No.:

[Permanent Account No.]

AAACW5535B

 

 

Legal Form :

Private Limited Liability Company

 

 

Line of Business :

Subject is principally engaged in import, duplication and distribution of foreign cinematographs and video films and activities for acquisition and distribution of Indian films.

 

 

No. of Employees :

Information declined by the Management

 

 

RATING & COMMENTS

 

MIRA’s Rating :

Ca (12)

 

RATING

STATUS

 

PROPOSED CREDIT LINE

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

 

Status :

Moderate

 

 

Payment Behaviour :

Unknown

 

 

Litigation :

Clear

 

 

Comments :

Subject is an established company having a moderate track record. The latest financials are not available with the Government Department.

 

As per previous year’s, there appear huge accumulated losses recorded by the company. The liquidity position is weak.

 

However, business is active. Payments are reported to be unknown.

 

The company can be considered for business dealings on a safe and secured trade terms and conditions.

 

Note:

Due to technical error in the government sites, we hereby provide you the report with available details and we would provide you with a on the same company as soon as we get the additional information.

 

NOTES :

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

 

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

 

 

INFORMATION DECLINED

 

Management Non-cooperative

(91-22-66112542)

 

LOCATIONS

 

Registered Office :

Eros Cinema Building, 42, M. Karve Road, Churchgate, Mumbai – 400 020, Maharashtra, India

Tel. No.:

91-22-66112542

Fax No.:

91-22-66112539

E-Mail :

blaise.fernandes@warnerbros.com

Website :

http://www.warnerbros.com

Area :

4000 sq. ft.

Location :

Owned

 

 

DIRECTORS

 

As on 19.09.2011

 

Name :

Mr. Anh Dung Jack Nguyen Huu

Designation :

Director

Address :

877, Iliff Stree, Pacific Palisades, California – 90272, USA

Date of Birth/Age :

02.01.1963

Date of Appointment :

03.07.2003

DIN No.:

01508197

 

 

Name :

Mr. David Williamson

Designation :

Director

Address :

18747, Mayall Street, Northridge, California – CA91324, USA

Date of Birth/Age :

01.06.1958

Date of Appointment :

03.07.2003

DIN No.:

00257119

 

 

Name :

Mr. Edward Ramano

Designation :

Director

Address :

14, Toluca Estate Drive, Toluca Lake, California – 91602, USA

Date of Birth/Age :

03.03.1942

Date of Appointment :

03.07.2003

DIN No.:

00244299

 

 

Name :

Mr. Suresh Narsappa Talwar

Designation :

Director

Address :

10, Shiv Sahanti Bhavan, 146, Maharashi Karve Road, Churchgate Reclamation, Mumbai – 400020, Maharashtra, India

Date of Birth/Age :

21.11.1937

Date of Appointment :

20.01.2005

DIN No.:

00001456

 

 

Name :

Mr. Damon Banesteel

Designation :

Director

Address :

414 South Bentley Avenue, Los Angeles – 90049, California, USA

Date of Birth/Age :

02.01.1969

Date of Appointment :

03.07.2003

DIN No.:

00236297

 

 

Name :

Mr. Blaise Trinity Fernandes

Designation :

Managing Director

Address :

Stella Marie, Co-Operative, Housing Society, Flat No.6A, 2nd Floor, Off Sitaladevi Road, Mahim, Mumbai – 400016, Maharashtra, India

Date of Birth/Age :

01.09.1965

Date of Appointment :

03.07.2003

DIN No.:

00257160

PAN No.:

AAAPF1442P

 

 

Name :

Mr. Darius Cavasji Shroff

Designation :

Director

Address :

Moonlight Flat No.8, Maharshi Karve Road, Churchgate, Mumbai – 400020, Maharashtra, India

Date of Birth/Age :

08.08.1944

Date of Appointment :

20.01.2005

DIN No.:

00170680

 

 

Name :

Mr. John Andrew Rogovin

Designation :

Additional Director

Address :

402 N Bonhill Road, Los Angeles, CA 90049, USA

Date of Birth/Age :

10.07.1961

Date of Appointment :

23.07.2009

DIN No.:

02729649

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on 19.09.2011

 

Names of Shareholders

 

 

No. of Shares

T W Ventures Inc, USA

 

219999

Warner Bros Entertainment Inc., USA

 

122280001

Total

 

122500000

 

As on 19.09.2011

Equity Share Break up (Percentage of Total Equity)

 

Category

Percentage

Foreign holdings( Foreign institutional investor(s), Foreign companie(s) Foreign financial institution(s), Non-resident Indian(s) or Overseas Corporate bodies or Others

100.00

Total

100.00

 

 

BUSINESS DETAILS

 

Line of Business :

Subject is principally engaged in import, duplication and distribution of foreign cinematographs and video films and activities for acquisition and distribution of Indian films.

 

 

GENERAL INFORMATION

 

No. of Employees :

Information declined by the Management

 

 

Bankers :

CITI Bank, Fort Branch, Mumbai, Maharashtra, India  

 

 

Facilities :

--

 

 

 

Banking Relations :

--

 

 

Auditors :

 

Name :

S.R. Batliboi and Associates

Chartered Accountants

Address :

18th Floor, Express Towers, Nariman Point, Mumbai – 400 021, Maharashtra, India

Tel. No.:

91-22-66655000

Fax No.:

91-22-22826000

PAN.:

AABFS3421N

 

 

Holding Company :

·         Warner Bros. Entertainment Inc.

 

 

Fellow Subsidiaries :

·         Warner Bros (F.E.) Inc.

·         Warner Bros. Home Entertainment Inc.

·         Warner Bros. Distributing Inc.

·         Warner Bros. Pictures International (a division of Warner Bros. Pictures Inc.)

 

 

CAPITAL STRUCTURE

 

As on 28.09.2012

 

Authorised Capital : Rs.1425.000 millions

 

Issued, Subscribed & Paid-up Capital : Rs.1225.000 millions

 

As on 31.03.2011

 

Authorised Capital :

No. of Shares

Type

Value

Amount

122500000

Equity Shares

Rs.10/- each

Rs.1225.000 Millions

 

 

 

 

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

122500000

Equity Shares

Rs.10/- each

Rs.1225.000 Millions

 

 

 

 

 

(Of the above, 122280001 shares of Rs.10 each are held by Warner Bros. Entertainment Inc. (the holding company) and 219999 shares of Rs.10 each are held by TW Ventures Inc. USA.

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

1225.000

225.000

225.000

2] Share Application Money

0.000

1000.000

0.000

3] Reserves & Surplus

0.000

0.000

0.000

4] (Accumulated Losses)

(1286.682)

(1112.069)

(714.803)

NETWORTH

(61.682)

112.931

(489.803)

LOAN FUNDS

 

 

 

1] Secured Loans

0.000

0.000

0.000

2] Unsecured Loans

115.137

64.819

787.123

TOTAL BORROWING

115.137

64.819

787.123

DEFERRED TAX LIABILITIES

0.000

0.000

0.000

 

 

 

 

TOTAL

53.455

177.750

297.320

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

24.980

74.220

97.654

Capital work-in-progress

0.000

188.495

289.150

 

 

 

 

INVESTMENT

0.000

0.000

0.000

DEFERREX TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories
0.000
0.000

0.000

 

Sundry Debtors
47.360
74.730

57.478

 

Cash & Bank Balances
4.685
37.782

15.559

 

Other Current Assets
32.990
25.647

0.000

 

Loans & Advances
41.141
35.231

47.156

Total Current Assets
126.176

173.390

120.193

Less : CURRENT LIABILITIES & PROVISIONS
 

 

 

 

Sundry Creditors
29.651

102.755

40.640

 

Other Current Liabilities
50.510
139.273

152.846

 

Provisions
17.540
16.327

16.191

Total Current Liabilities
97.701

258.355

209.677

Net Current Assets
28.475
(84.965)

(89.474)

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

0.000

 

 

 

 

TOTAL

53.455

177.750

297.320

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

31.03.2011

31.03.2010

31.03.2009

 

SALES

 

 

 

 

 

Income

NA

357.612

376.365

 

 

Other Income

NA

23.782

7.055

 

 

TOTAL                                     (A)

NA

381.394

383.420

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Royalties

NA

6.185

33.715

 

 

Print and Sales Promotion Expenses

NA

178.247

190.486

 

 

Personnel Expenses

NA

79.743

65.419

 

 

Operating and Other Expenses

NA

218.764

74.336

 

 

TOTAL                                     (B)

NA

482.939

363.956

 

 

 

 

 

Less

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

NA

101.545

19.464

 

 

 

 

 

Less

FINANCIAL EXPENSES                         (D)

NA

84.266

77.325

 

 

 

 

 

 

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

69.769

(185.811)

(57.861)

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

244.382

211.455

607.881

 

 

 

 

 

 

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

(174.613)

(397.266)

(665.742)

 

 

 

 

 

Less

TAX                                                                  (H)

NA

0.000

1.300

 

 

 

 

 

 

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

NA

(397.266)

(667.042)

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

(1112.069)

(714.803)

(47.761)

 

 

 

 

 

 

BALANCE CARRIED TO THE B/S

NA

(1112.069)

(714.803)

 

 

 

 

 

 

Earnings/ (Loss) Per Share (Rs.)

NA

(17.66)

(29.65)

 

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2011

31.03.2010

31.03.2009

PAT / Total Income

(%)
NA
(104.16)

(173.97)

 

 
 
 

 

Net Profit Margin

(PBT/Sales)

(%)
NA
(111.08)

(176.88)

 

 
 
 

 

Return on Total Assets

(PBT/Total Assets}

(%)
(115.52)
(160.44)

(305.60)

 

 
 
 

 

Return on Investment (ROI)

(PBT/Networth)

 
2.83
(3.52)

1.36

 

 
 
 

 

Debt Equity Ratio

(Total Debt/Networth)

 
(1.87)
(0.57)

(1.61)

 

 
 
 

 

Current Ratio

(Current Asset/Current Liability)

 
1.29
0.67

0.57

 

 

LOCAL AGENCY FURTHER INFORMATION

 

SUNDRY CREDITORS DETAILS:

 

Particulars

 

31.03.2011

(Rs. in millions)

31.03.2010

(Rs. in millions)

31.03.2009

(Rs. in millions)

Creditors due others

29.651

102.755

40.640

 

 

Check List by Info Agents

Available in Report (Yes / No)

1) Year of Establishment

Yes

2) Locality of the firm

Yes

3) Constitutions of the firm

Yes

4) Premises details

Yes

5) Type of Business

Yes

6) Line of Business

Yes

7) Promoter’s background

Yes

8) No. of employees

No

9) Name of person contacted

No

10) Designation of contact person

No

11) Turnover of firm for last two 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

No

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

No

30) Major Shareholders, if available

Yes

31) Date of Birth of Proprietor/Partner/Director, if available

Yes

32) PAN of Proprietor/Partner/Director, if available

Yes

33) Voter ID No of Proprietor/Partner/Director, if available

No

34) External Agency Rating, if available

No

 

 


Unsecured Loan

31.03.2011

(Rs. in millions)

31.03.2010

(Rs. in millions)

Working capital loans unsecured

115.000

64.774

Interest accrued due unsecured loans

0.137

0.045

Total

115.137

64.819

 

BACKGROUND:

 

The Company incorporated in July 2003 is a subsidiary of Warner Bros Entertainment Inc. The Company is principally engaged in import, duplication and distribution of foreign cinematographs and video films and activities for acquisition and distribution of Indian films.

 

FINANCIAL RESULTS:

 

The Company has incurred a net loss of Rs.174.613 Millions for the year after providing Rs.244.382 Millions for depreciation. The Company is expecting to further increase its revenue during the current year. There were no transfers to Reserves account during the year.

 

FIXED ASSETS:

 

·         Leasehold Improvement

·         Furniture and Fixtures and Office Equipments

·         Vehicles

·         Computer

·         Film Released

 

 

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.54.88

UK Pound

1

Rs.83.54

Euro

1

Rs.70.90 

 

 

INFORMATION DETAILS

 

Information Gathered by :

JML

 

 

Report Prepared by :

SMN

 

 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

2

PAID-UP CAPITAL

1~10

2

OPERATING SCALE

1~10

2

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

1

--PROFITABILIRY

1~10

1

--LIQUIDITY

1~10

1

--LEVERAGE

1~10

1

--RESERVES

1~10

1

--CREDIT LINES

1~10

1

--MARGINS

-5~5

-

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

NO

--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

NO

--LISTED

YES/NO

NO

--OTHER MERIT FACTORS

YES/NO

YES

DEFAULTER

 

 

--RBI

YES/NO

NO

--EPF

YES/NO

NO

TOTAL

 

12

 

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.