MIRA
INFORM REPORT
|
Report Date : |
13.04.2013 |
IDENTIFICATION DETAILS
|
Name : |
PROVOGUE ( |
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Formerly Known
As : |
ACME CLOTHING PRIVATE LIMITED |
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Registered
Office : |
105/106, 1ST Floor, Dream Square, Off New Link Road,
Andheri (West), Mumbai – 400053, Maharashtra |
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Country : |
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Financials (as
on) : |
31.03.2012 |
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Date of
Incorporation : |
17.11.1997 |
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Com. Reg. No.: |
11 – 111924 |
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Capital
Investment/ Paid-up Capital: |
Rs. 114.357 Millions |
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CIN No.: [Company Identification
No.] |
L18101MH1997PLC111924 |
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TAN No.: [Tax Deduction &
Collection Account No.] |
MUMA21494E |
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PAN No.: [Permanent Account No.] |
AABCA8524F |
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Legal Form : |
A Public Limited liability Company. The Company’s Shares are listed on
stock exchange. |
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Line of Business
: |
Manufacturer and Trader of Garments |
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No. of
Employees: |
Information denied by the management |
RATING & COMMENTS
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MIRA’s Rating : |
Ba (47) |
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RATING |
STATUS |
PROPOSED CREDIT LINE |
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41-55 |
Ba |
Overall operation is considered normal. Capable to meet normal
commitments. |
Satisfactory |
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Maximum Credit Limit : |
USD 21980000 |
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Status : |
Satisfactory |
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Payment Behaviour : |
Usually Correct |
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Litigation : |
Clear |
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Comments : |
Subject is a well established and reputed company having a satisfactory
track record. Even though there appears some growth in the income earned
during 2012, there also appears some dip in the profitability. Trade
relations are reported as decent. Business is active. Payments are reported
to be usually correct. The company can be considered normal for business dealings at usual
trade terms and conditions. |
NOTES :
Any query related to this report can be made
on e-mail : infodept@mirainform.com
while quoting report number, name and date.
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
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Rating Agency Name |
CARE |
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Rating |
BBB+(Long Term Bank Facilities) |
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Rating Explanation |
Moderate degree of safety and moderate credit risk. |
|
Date |
03.01.2013 |
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Rating Agency Name |
CARE |
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Rating |
A3+ (Short Term Bank Facilities) |
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Rating Explanation |
Moderate degree of safety and higher credit risk. |
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Date |
03.01.2013 |
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.
INFORMATION DECLINED BY
Management non co-operative
LOCATIONS
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Registered/ Corporate Office: |
105/106, 1ST Floor, Dream Square, Off New Link Road,
Andheri (West), Mumbai – 400053, Maharashtra |
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Tel. No.: |
91-22-30620000 / 30680640 / 26735682 / 83 / 30680566/ 30653111/ 222 |
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Fax No.: |
91-22-30680570 / 26735688 |
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E-Mail : |
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Website : |
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Factory 1 : |
98/8 Ground
Floor Daman Industrial Estate Kadaiya Village, Nani Daman Daman, Union
Territory |
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Factory 2 : |
Village
Gullarwala Sai Road, Baddi-173 205, Himachal Pradesh, India |
DIRECTORS
AS ON 31.03.2012
|
Name : |
Mr. Arun Bhargava |
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Designation : |
Independent Director and Chairman |
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Qualification : |
IRS (Rtd) |
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Name : |
Mr. Nikhil Chaturvedi |
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Designation : |
Managing Director |
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Qualification : |
B.Com |
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Name : |
Mr. Salil Chaturvedi |
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Designation : |
Deputy Managing Director |
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Qualification : |
B.Sc, BE |
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Name : |
Mr. Deep Gupta |
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Designation : |
Whole Time Director |
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Qualification : |
MBA, B.Sc |
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Name : |
Mr. Akhil Chaturvedi |
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Designation : |
Whole Time Director |
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Qualification : |
MMS |
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Name : |
Mr. Rakesh Rawat |
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Designation : |
Whole Time Director |
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Qualification : |
MBA |
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Name : |
Mr. Nigam Patel |
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Designation : |
Non Executive Director |
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Qualification : |
B.Com |
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Name : |
Mr. Surendra Hiranandani |
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Designation : |
Independent Director |
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Qualification : |
B.Com |
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Name : |
Mr. Amitabh Taneja |
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Designation : |
Independent Director |
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Qualification : |
B.A |
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Name : |
Mr. Punit Goenka |
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Designation : |
Independent Director |
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Qualification : |
B.Com and P.G in Management |
KEY EXECUTIVES
|
Name : |
Mr. Ajayendra P Jain |
|
Designation : |
Company Secretary |
MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN
AS ON 31.12.2012
|
Category of
Shareholder |
No. of Shares |
% of No. of
Shares |
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|
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|
(1) Indian |
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|
|
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Individuals / Hindu Undivided Family |
37382471 |
32.69 |
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|
11040000 |
9.65 |
|
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|
4925669 |
4.31 |
|
|
Limited Liability Partnership |
4925669 |
4.31 |
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Sub Total |
53348140 |
46.65 |
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|
Total shareholding of Promoter and Promoter Group (A) |
53348140 |
46.65 |
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(1) Institutions |
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|
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|
926506 |
0.81 |
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|
9261210 |
8.1 |
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Sub Total |
10187716 |
8.91 |
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(2) Non-Institutions |
|
|
|
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|
10507911 |
9.19 |
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|
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Individual shareholders holding nominal share capital up to Rs. 0.100
Million |
21932783 |
19.18 |
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Individual shareholders holding nominal share capital in excess of Rs.
0.100 Million |
9342980 |
8.17 |
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|
|
9037565 |
7.9 |
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|
1195785 |
1.05 |
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Foreign Corporate Bodies |
6000000 |
5.25 |
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Non Resident Indians |
1841780 |
1.61 |
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|
50821239 |
44.44 |
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Total Public shareholding (B) |
61008955 |
53.35 |
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Total (A)+(B) |
114357095 |
100 |
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|
0 |
0 |
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(1) Promoter and Promoter Group |
0 |
0 |
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|
(2) Public |
0 |
0 |
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Sub Total |
0 |
0 |
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Total (A)+(B)+(C) |
114357095 |
0 |
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%20LIMITED%20-%20217414%2013-Apr-2013_files/image013.gif){kind=small}
SHAREHOLDING OF SECURITIES (INCLUDING SHARES, WARRANTS,
CONVERTIBLE SECURITIES) OF PERSONS BELONGING TO THE CATEGORY PROMOTER AND
PROMOTER GROUP
|
Sl.No. |
Name of the
Shareholder |
Details of
Shares held |
Encumbered
shares (*) |
Total shares
(including underlying shares assuming full conversion of warrants and
convertible securities) as a % of diluted share capital |
|||
|
No. of Shares
held |
As a % of grand
total (A)+(B)+(C) |
No |
As a percentage |
As a % of |
|
||
|
grand total |
|||||||
|
(A)+(B)+(C) of
sub-clause (I)(a) |
|||||||
|
1 |
Nikhil Anupendra Chaturvedi |
1,06,11,995 |
9.28 |
10606000 |
99.94 |
9.27 |
9.28 |
|
2 |
Salil Anupendra Chaturvedi |
1,02,95,135 |
9 |
10290784 |
99.96 |
9 |
9 |
|
3 |
Rakesh Rawat |
41,11,750 |
3.6 |
2404700 |
58.48 |
2.1 |
3.6 |
|
4 |
Deep Subash Gupta |
56,73,445 |
4.96 |
2740572 |
48.31 |
2.4 |
4.96 |
|
5 |
Nigam Patel |
29,12,830 |
2.55 |
1125392 |
38.64 |
0.98 |
2.55 |
|
6 |
Akhil Anupendra Chaturvedi |
29,12,830 |
2.55 |
1125392 |
38.64 |
0.98 |
2.55 |
|
7 |
Anisha Chaturvedi |
1,44,225 |
0.13 |
0 |
0 |
0 |
0.13 |
|
8 |
Veena Gupta |
70,005 |
0.06 |
0 |
0 |
0 |
0.06 |
|
9 |
Vandana Vaidh |
1,620 |
0 |
0 |
0 |
0 |
0 |
|
10 |
Anishs Chhabra |
22,035 |
0.02 |
0 |
0 |
0 |
0.02 |
|
11 |
Ghanshyam Rawat |
20,500 |
0.02 |
0 |
0 |
0 |
0.02 |
|
12 |
Pushplara Raawat |
36,501 |
0.03 |
0 |
0 |
0 |
0.03 |
|
13 |
Bala Chhabra |
1,00,000 |
0.09 |
0 |
0 |
0 |
0.09 |
|
14 |
Sushant Chhabra |
67,300 |
0.06 |
0 |
0 |
0 |
0.06 |
|
15 |
Virendra Chhabra |
3,92,300 |
0.34 |
0 |
0 |
0 |
0.34 |
|
16 |
Meerut Festival City Private Limited |
49,25,669 |
4.31 |
4922000 |
99.93 |
4.3 |
4.31 |
|
17 |
Floro Mercantile Private Limited |
62,40,000 |
5.46 |
6240000 |
100 |
5.46 |
5.46 |
|
18 |
Topseed Trading Company Private Limited |
48,00,000 |
4.2 |
4800000 |
100 |
4.2 |
4.2 |
|
19 |
Mrs. Santosh Subhash Gupta |
10,000 |
0.01 |
0 |
0 |
0 |
0.01 |
|
|
Total |
5,33,48,140 |
46.65 |
44254840 |
82.95 |
38.7 |
46.65
|
(*) The Term Encumbrance Has The Same Meaning As Assigned To
It In Regulation 28(3) Of The Sast Regulations, 2011.
SHAREHOLDING OF SECURITIES (INCLUDING SHARES, WARRANTS,
CONVERTIBLE SECURITIES) OF PERSONS BELONGING TO THE CATEGORY PUBLIC AND HOLDING
MORE THAN 1% OF THE TOTAL NUMBER OF SHARES
|
Sl. No. |
Name of the
Shareholder |
No. of Shares
held |
Shares as % of
Total No. of Shares |
Total shares
(including underlying shares assuming full conversion of warrants and
convertible securities) as a % of diluted share capital |
|
1 |
Nailsfield Limited |
6000000 |
5.25 |
5.25 |
|
2 |
Marc Faber Limited a/c Nailsfield Limited |
5415000 |
4.74 |
4.74 |
|
3 |
Sandeep G Raheja |
4489600 |
3.93 |
3.93 |
|
4 |
Anand Rathi Global Finance Limited |
1389909 |
1.22 |
1.22 |
|
5 |
Rajesh R Narang |
2324160 |
2.03 |
2.03 |
|
6 |
Acacia Partners LP |
1618875 |
1.42 |
1.42 |
|
7 |
Fairprice Traders (India) Private Limited |
1525195 |
1.33 |
1.33 |
|
|
Total |
22762739 |
19.9 |
19.9 |
SHAREHOLDING OF SECURITIES (INCLUDING SHARES, WARRANTS, CONVERTIBLE
SECURITIES) OF PERSONS (TOGETHER WITH PAC) BELONGING TO THE CATEGORY “PUBLIC”
AND HOLDING MORE THAN 5% OF THE TOTAL NUMBER OF SHARES OF THE COMPANY
|
Sl. No. |
Name(s) of the
shareholder(s) and the Persons Acting in Concert (PAC) with them |
No. of Shares |
Shares as % of
Total No. of Shares |
Total shares
(including underlying shares assuming full conversion of warrants and
convertible securities) as a % of diluted share capital |
|
1 |
Nailsfield Limited (includes shareholding through FII) |
11415000 |
9.98 |
9.98 |
|
|
Total |
11415000 |
9.98 |
9.98 |
BUSINESS DETAILS
|
Line of Business : |
Manufacturer and Trader of Garments |
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|
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Products : |
Garments Accessories Etc. |
PRODUCTION STATUS (AS ON : 31.03.2011)
|
Particulars |
Unit |
Actual
Production |
|
Garments |
PCS |
11.57 Lakhs |
|
Fabrics |
Lakhs Meters |
506.59 |
GENERAL INFORMATION
|
No. of Employees : |
Information denied by the management |
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Bankers : |
·
Andhra Bank ·
Corporation Bank ·
Central Bank of India ·
Punjab National Bank ·
Axis Bank Limited |
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Facilities : |
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Banking
Relations : |
-- |
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Auditors : |
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|
Name : |
Singrodia Goyal and Company Chartered Accountants |
|
Address : |
4A, Kaledonia-HDIL, 2nd Floor, Sahar Road, Near Andheri
Station, Andheri (East), Mumbai-400069, Maharashtra, India |
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|
Joint Ventures : |
·
Emerald Buildhome Private Limited (JV) ·
Moontown Trading Company Private Limited (JV) |
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|
Subsidiaries : |
·
Prozone Enterprises Private Limited ·
Acme Advertisements Private Limited ·
Sporting and Outdoor Ad Agency Private Limited ·
Pronet Interactive Private limited ·
Probrand Enterprises Limited ·
Profab Fashions (India) Limited ·
Oasis Fashions Limited ·
Millennium Accessories Limited ·
Flowers Plant and Fruits (India) Private Limited ·
Meerut Festival City Private Limited ·
Faridabad Festival City Private Limited ·
Provogue Holding Limited (Singapore) ·
Elite Team Trading Limited (Hong Kong) ·
Castle Mall Private Limited ·
Provogue Infrastructure Private Limited ·
Brightland Developers Private Limited ·
Alliance Mall Developers Company Private Limited ·
Jaipur Festival City Private Limited ·
Standard Mall Private Limited ·
Royal Mall Private Limited ·
Prozone Liberty International Limited (Singapore) ·
Prozone International Limited (Singapore) ·
Prozone Overseas Pte Limited (Singapore) ·
Prozone International Coimbatore Limited
(Singapore) ·
Empire Mall Private Limited ·
Omni Infrastructure Private Limited |
|
|
|
|
Other Related Parties : |
·
Acme Exports |
CAPITAL STRUCTURE
AS ON 31.03.2012
Authorised Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
330000000 |
Equity Shares |
Rs.1/- each |
Rs. 330.000 Millions |
|
|
|
|
|
Issued, Subscribed & Paid-up Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
114357095 |
Equity Shares |
Rs.1/- each |
Rs. 114.357
Millions |
|
|
|
|
|
NOTES
RECONCILIATION OF SHARES
OUTSTANDING AT THE BEGINNING AND AT THE END OF THE PERIOD
|
Particulars |
As at 31.03.2012 |
|
|
Equity Shares |
No. in Lakhs |
Rs. In Millions |
|
At the beginning of the period |
1,143.57 |
228.714 |
|
Reduction and reorganization
pursuant to The Scheme |
-- |
(114.357) |
|
Outstanding at
the end of the period |
1,143.57 |
114.357 |
TERMS/RIGHTS
ATTACHED TO EQUITY SHARES
The Company has only
one class of equity shares having a par value of Rs. 1 (PY Rs. 2) per share.
Each holder of equity share is entitled to one vote per share. The company
declares and pays dividends in Indian rupees. The dividend proposed by the
Board of Directors is subject to the approval of the shareholders in the
ensuing Annual General Meeting.
In the event of
liquidation of the Company, the holder of equity shares will be entitled to
receive remaining assets of the Company, after distribution of all preferential
amounts. The distribution will be in proportion to the number of equity shares
held by the shareholders.
DETAILS OF
SHAREHOLDERS HOLDING MORE THAN 5% SHARES IN THE COMPANY:
|
Particulars |
As at 31.03.2012 |
|
|
|
No. in Lakhs |
Rs. In Millions |
|
Nikhil Chaturvedi |
106.12 |
0.928 |
|
Salil Chaturvedi |
102.95 |
0.900 |
|
Nailsfield Limited |
114.15 |
0.998 |
OTHER INFORMATION
i)
29.00 Lakhs Equity Shares (of Rs. 10 each fully paid)
have been issued as preferential allotment at a premium of Rs. 440 per share in
the financial year 2006-07.
ii)
13.34 Lakhs Equity Shares (of Rs. 10 each fully
paid) have been issued on conversion of the share warrants issued at Rs. 450 in
the ratio of one share per warrant in the financial year 2007- 08 and 2008-09
iii)
28.50 Lakhs Equity Shares (of Rs. 10 each fully
paid) have been issued as preferential allotment at a premium of Rs. 1090 per
share in the financial year 2008-09
iv)
The Company has sub divided the equity share of Rs.
10 each (fully paid up) into 5 (five) equity shares of Rs. 2 each (fully paid
up) based on the approval of the share holders in the Annual General Meeting
held on 15th September 2008.
v)
20.50 Lakhs Equity Shares of Rs. 2 each have been
extinguished under Buy Back Scheme in the financial year 2009-10.
vi) During the year,
pursuant to The Scheme of Arrangement, 1143.57 Lakhs Equity Shares of Rs. 2/-
each have been reduced to 1143.57 Lakhs Equity Shares of Rs. 1/- each
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 |
114.357 |
228.714 |
228.714 |
|
|
2] Share Application Money |
0.000 |
0.000 |
0.000 |
|
|
3] Reserves & Surplus |
5380.901 |
7098.126 |
6797.297 |
|
|
4] (Accumulated Losses) |
0.000 |
0.000 |
0.000 |
|
|
NETWORTH |
5495.258 |
7326.840 |
7026.011 |
|
|
LOAN FUNDS |
|
|
|
|
|
1] Secured Loans |
2700.155 |
2265.033 |
2119.030 |
|
|
2] Unsecured Loans |
108.811 |
67.039 |
77.976 |
|
|
TOTAL BORROWING |
2808.966 |
2332.072 |
2197.006 |
|
|
DEFERRED TAX LIABILITIES |
0.000 |
0.000 |
0.000 |
|
|
|
|
|
|
|
|
TOTAL |
8304.224 |
9658.912 |
9223.017 |
|
|
|
|
|
|
|
|
APPLICATION OF FUNDS |
|
|
|
|
|
|
|
|
|
|
|
FIXED ASSETS [Net Block] |
581.095 |
660.496 |
690.038 |
|
|
Capital work-in-progress |
0.568 |
3.593 |
4.500 |
|
|
|
|
|
|
|
|
INVESTMENT |
1361.392 |
2901.835 |
2898.644 |
|
|
DEFERREX TAX ASSETS |
66.419 |
63.589 |
23.867 |
|
|
|
|
|
|
|
|
CURRENT ASSETS, LOANS & ADVANCES |
|
|
|
|
|
|
Inventories |
2936.446
|
2718.766
|
2203.574
|
|
|
Sundry Debtors |
2151.847
|
1714.638
|
1409.948
|
|
|
Cash & Bank Balances |
76.314
|
156.868
|
298.444
|
|
|
Other Current Assets |
104.318
|
162.042
|
0.000
|
|
|
Loans & Advances |
2021.853
|
2078.164
|
2351.336
|
|
Total
Current Assets |
7290.778
|
6830.478 |
6263.302 |
|
|
Less : CURRENT
LIABILITIES & PROVISIONS |
|
|
|
|
|
|
Sundry Creditors |
711.982
|
551.331
|
580.560
|
|
|
Other Current Liabilities |
235.511
|
180.972
|
44.225
|
|
|
Provisions |
48.535
|
68.776
|
32.549
|
|
Total
Current Liabilities |
996.028
|
801.079 |
657.334 |
|
|
Net Current Assets |
6294.750
|
6029.399
|
5605.968
|
|
|
|
|
|
|
|
|
MISCELLANEOUS EXPENSES |
0.000 |
0.000 |
0.000 |
|
|
|
|
|
|
|
|
TOTAL |
8304.224 |
9658.912 |
9223.017 |
|
PROFIT & LOSS
ACCOUNT
|
|
PARTICULARS |
31.03.2012 |
31.03.2011 |
31.03.2010 |
|
|
|
SALES |
|
|
|
|
|
|
|
Income |
6095.914 |
5653.850 |
4806.670 |
|
|
|
Other Income |
152.695 |
172.178 |
207.424 |
|
|
|
TOTAL (A) |
6248.609 |
5826.028 |
5014.094 |
|
|
|
|
|
|
|
|
Less |
EXPENSES |
|
|
|
|
|
|
|
Cost of materials consumed |
2097.854 |
|
4290.349 |
|
|
|
Purchases of stock-in-trade |
1961.383 |
1825.666 |
|
|
|
|
Employee benefits expenses |
180.609 |
182.247 |
|
|
|
|
Other expenses |
1056.395 |
979.616 |
|
|
|
|
Exceptional items |
13.300 |
85.132 |
|
|
|
|
Changes in inventories
of finished goods, work in progress and stock in trade |
202.751 |
(43.615) |
|
|
|
|
TOTAL (B) |
5512.292 |
5015.581 |
4290.349 |
|
|
|
|
|
|
|
|
Less |
PROFIT
/ (LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C) |
736.317 |
810.447 |
723.745 |
|
|
|
|
|
|
|
|
|
Less |
FINANCIAL
EXPENSES (D) |
322.139 |
260.382 |
199.450 |
|
|
|
|
|
|
|
|
|
|
PROFIT
/ (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E) |
414.178 |
550.065 |
524.295 |
|
|
|
|
|
|
|
|
|
Less/ Add |
DEPRECIATION/
AMORTISATION (F) |
118.098 |
119.309 |
122.843 |
|
|
|
|
|
|
|
|
|
|
PROFIT / (LOSS)
BEFORE TAX (E-F) (G) |
296.080 |
430.756 |
401.452 |
|
|
|
|
|
|
|
|
|
Less |
TAX (H) |
45.779 |
96.702 |
117.926 |
|
|
|
|
|
|
|
|
|
|
PROFIT / (LOSS)
AFTER TAX (G-H) (I) |
250.301 |
334.054 |
283.526 |
|
|
|
|
|
|
|
|
|
Add |
PREVIOUS
YEARS’ BALANCE BROUGHT FORWARD |
1184.400 |
903.600 |
737.644 |
|
|
|
|
|
|
|
|
|
Less |
APPROPRIATIONS |
|
|
|
|
|
|
|
Transfer to General Reserve |
0.000 |
20.000 |
20.000 |
|
|
|
Proposed Dividend |
11.400 |
28.600 |
22.871 |
|
|
|
Dividend Distribution Tax |
1.900 |
4.600 |
3.799 |
|
|
|
Amount utilized for share buy back |
0.000 |
0.000 |
70.939 |
|
|
BALANCE CARRIED
TO THE B/S |
1421.401 |
1184.454 |
903.561 |
|
|
|
|
|
|
|
|
|
|
EARNINGS IN
FOREIGN CURRENCY |
|
|
|
|
|
|
|
Export Earnings |
2770.209 |
2417.669 |
1959.649 |
|
|
TOTAL EARNINGS |
2770.209 |
2417.669 |
1959.649 |
|
|
|
|
|
|
|
|
|
|
IMPORTS |
|
|
|
|
|
|
|
Raw Materials |
4.227 |
7.916 |
542.745 |
|
|
|
Trading Goods |
1277.995 |
1372.294 |
371.748 |
|
|
|
Capital Goods |
0.201 |
0.000 |
5.789 |
|
|
TOTAL IMPORTS |
1282.423 |
1380.210 |
920.282 |
|
|
|
|
|
|
|
|
|
|
Earnings Per
Share (Rs.) |
2.19 |
2.92 |
2.45 |
|
%20LIMITED%20-%20217414%2013-Apr-2013_files/image014.gif){kind=small}
QUARTERLY RESULTS
|
PARTICULARS |
30.06.2012 |
30.09.2012 |
31.12.2012 |
|
|
1st
Quarter |
2nd
Quarter |
3rd
Quarter |
|
Net Sales |
1033.500 |
1488.300 |
1501.600 |
|
Total Expenditure |
920.500 |
1333.300 |
1272.800 |
|
PBIDT (Excl OI) |
113.000 |
155.000 |
228.800 |
|
Other Income |
31.800 |
36.800 |
23.600 |
|
Operating Profit |
144.800 |
191.800 |
252.400 |
|
Interest |
82.600 |
88.900 |
85.400 |
|
Exceptional Items |
0.000 |
0.000 |
0.000 |
|
PBDT |
62.200 |
102.900 |
167.000 |
|
Depreciation |
28.400 |
27.900 |
27.900 |
|
Profit Before Tax |
33.800 |
75.000 |
139.100 |
|
Tax |
3.000 |
15.400 |
36.400 |
|
Provisions and contingencies |
0.000 |
0.000 |
0.000 |
|
Profit After Tax |
30.800 |
59.600 |
102.800 |
|
Extraordinary Items |
0.000 |
0.000 |
0.000 |
|
Prior Period Expenses |
0.000 |
0.000 |
0.000 |
|
Other Adjustments |
0.000 |
0.000 |
0.000 |
|
Net Profit |
30.800 |
59.600 |
102.800 |
KEY RATIOS
|
PARTICULARS |
|
31.03.2012 |
31.03.2011 |
31.03.2010 |
|
PAT / Total Income |
(%) |
4.01
|
5.73 |
5.65
|
|
|
|
|
|
|
|
Net Profit Margin (PBT/Sales) |
(%) |
4.86
|
7.62 |
8.35
|
|
|
|
|
|
|
|
Return on Total Assets (PBT/Total Assets} |
(%) |
3.73
|
5.70 |
5.77
|
|
|
|
|
|
|
|
Return on Investment (ROI) (PBT/Networth) |
|
0.05
|
0.06 |
0.06
|
|
|
|
|
|
|
|
Debt Equity Ratio (Total Debt /Networth) |
|
0.51
|
0.32 |
0.31
|
|
|
|
|
|
|
|
Current Ratio (Current Asset/Current Liability) |
|
7.32
|
8.53 |
9.53
|
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 |
No |
|
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) |
Yes |
|
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 |
No |
|
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 |
|
Unsecured Loan |
Rs.
In Millions 31.03.2012 |
Rs.
In Millions 31.03.2011 |
|
Short-term
borrowings |
|
|
|
Unsecured |
108.811 |
66.039 |
|
Interest free intercorporate deposit repayable on demand |
0.000 |
1.000 |
|
|
|
|
|
TOTAL |
108.811 |
67.039 |
|
NOTES SHORT TERM
BORROWINGS Rs. 67.604
Millions (PY 66.039 Millions) suppliers bills discounting limit from Indusind
bank carries interest @ 0.50% over LCBD rate. Rs. 41.207 Millions (PY NIL) suppliers bills discounting limit from
SIBDI carries interest rate @ 20% LCBD rate. |
||
SUNDRY CREDITORS DETAILS
(Rs.
In Millions)
|
Particulars |
31.03.2012 |
31.03.2011 |
31.03.2010 |
|
Sundry Creditors
|
|
|
|
|
Due to Micro, Small and Medium Enterprises |
0.000 |
0.000 |
2.136 |
|
Due to Others |
711.982 |
551.331 |
578.424 |
|
|
|
|
|
|
TOTAL |
711.982 |
551.331 |
580.560 |
CORPORATE INFORMATION
Subject is a
public company domiciled in India and incorporated under the provisions of the Companies
Act, 1956. The Company is engaged in the business of manufacturing, trading of
garments. Company is also indulge in the business of import and export of
commodities and goods.
PERFORMANCE REVIEW
During the year, Company
endeavors to explore the business through franchisees channel in addition to
direct sales studios throughout the Country. Provogue retails its products
through exclusive Provogue Stores and Shop-in-Shop outlets in National Chain
Stores (NCS) and Multi Brand Outlets (MBO). The company is continuously
expanding its owned retail store base, which will further increase the
company’s presence in Indian Market. As on 31st March 2012, turnover
of the Company reached to Rs. 6095.900 Millions against Rs. 5653.800 Millions
recorded during previous year ended on 31st March 2011. Profit after tax for FY
2011- 12 stood at Rs. 250.300 Millions as against Rs. 334.000 Millions in the
previous year, which was mainly caused due to higher discount offered to the
Customers for generating higher sales in competitive environment and
substantial increase in cost of borrowings of the Company.
DEMERGER OF RETAIL CENTRIC REAL ESTATE DEVELOPMENT
BUSINESS OF THE COMPANY
By virtue of order
dated 10th February 2012 passed by the Hon’ble High Court of Bombay approving
the ‘Composite Scheme of Arrangement and Amalgamation’, the Retail Centric Real
Estate Development Business (RCREDB) of the Company got demerged into Prozone
Capital Shopping Centres Limited (PCSCL). The Scheme
became effective
from 27th February 2012 upon filing of a copy of the Court Order with Registrar
of Companies,
Mumbai and became
operational from 1st April 2011, being the appointed date as per the approved
scheme. RCREDB mainly constituted investment made by the Company in Prozone
Enterprises Private Limited (PEPL) (erstwhile 75% subsidiary of the Company)
which subsequently pursuant to the Scheme got merged with PCSCL.
Consequent to
demerger of RCREDB of the Company into PCSCL, the paid up share capital of the
Company was reduced from Rs. 228.714 Millions divided into 11,43,57,095 equity
shares of Rs. 2/- each to Rs. 114.357 Millions divided into 11,43,57,095 equity
shares of Rs. 1/- each. Accordingly on 12th March 2012, the Company allotted 1
(one) fully paid equity share of face value of Rs. 1/- each and also PCSCL
allotted 1 (one) fully paid up equity share of face value of Rs. 2/- each, to
the shareholders of PIL against every 1 (one) equity share of face value of Rs.
2/- each held by shareholders of PIL on 9th March 2012, being the record date
decided for this purpose.
UTILIZATION OF PREFERENTIAL ISSUE PROCEEDS
During the
Financial Year 2008-09 the Company had raised an aggregate amount of Rs.
3298.200 Millions by way of Preferential Issue of Shares and allotment of
convertible warrants. Up to 31st March 2012, the Company has utilized Rs.
3117.700 Millions towards investment in its subsidiaries, towards other objects
and general corporate purposes. Pending utilization of the balance funds as at
31st March 2012 of Rs. 180.500 Millions has been invested in Mutual Funds,
Bonds, other Loans and in fixed deposits/current account with Banks.
MANAGEMENT
DISCUSSION AND ANALYSIS
ECONOMIC OVERVIEW
The economy of
India is the eleventh largest in the world by nominal GDP and the third largest
by purchasing power parity (PPP). The country is one of the G-20 major
economies and a member of BRICS.
Various domestic
and global factors contributed towards a moderation of Indian economic growth
to 6.9% in April-December 2011 from an average of 8.4% from 2009 to 2011.
Further slowdown in economic growth in 2012-13 has forecast GDP rates dipping
to circa 5.0 to 5.5% reflecting an era of global economic uncertainty. Worst
affected is inward investment, which underwent a mild 0.2% contraction in
April-December 2011 in year-on-year terms, relative to a growth of 8.9% in the
same months of 2010, reflecting a dampening of business sentiments and the pace
of execution of various projects. Uncertainty about demand conditions given the
global outlook and its likely contagion effect, regulatory issues including
environmental clearances and land acquisition as well as sector specific
factors like availability of coal and iron ore have impacted investments. Other
contributory factors included an increase in interest rates to dampen high
inflation and a slowdown in decision-making in various crucial areas like
allocation of natural resource blocks. At the same time, while fiscal policy
remains expansionary, higher outgo towards items of non-plan revenue
expenditure, such as subsidies, limited the fiscal space available for boosting
infrastructure spending by the public sector. Investment growth is likely to
remain sluggish in 2012- 13 as well, unless policy issues are addressed and
there is a substantial pick up in the pace of implementation of
big ticket economic reforms.
India’s interest
rate cycle has peaked with moderation in headline inflation, even though
concerns pertaining to commodity prices remain. The balance of growth inflation
indicators and the guidance provided by the Reserve Bank of India (RBI) in the
Third Quarter Review of Monetary Policy suggest reconfirmation that the
interest rate cycle has peaked. However, inflation is unlikely to moderate
substantially in H1, 2012-13 on account of the anticipated revision of domestic
prices of various fuel items, electricity and coal. At the same time, the price
of crude oil has risen sharply in the recent months, and the possibility of
further spikes cannot be ruled out in case the ongoing geo-political tensions
escalate. This would fuel inflationary pressures considerably, widen India’s
current account deficit and may prompt further depreciation of the Indian
rupee. At present, the Indian rupee is around 12% cheaper relative to the US
dollar as compared to the levels a year ago, providing exporters with a
competitive advantage.
All this can be
viewed against the backdrop of a bleak outlook for the Advanced Economies,
several of which are likely to display low growth in 2012-13 following fiscal
tightening to be undertaken to reduce the mounting sovereign debt levels.
Furthermore, developments in the Advanced Economies would determine global
liquidity conditions, risk aversion and business confidence, all of which may
critically impact the level of financial flows into
India as well as
the level of the Indian rupee relative to other major currencies, both of which
have undergone considerable volatility over the course of 2012-13.
Attracting larger
foreign direct investment (FDI) into various sectors in India has also assumed
great importance, not only for the beneficial impact in terms of productivity
gains, but also to finance the widening current account deficit (CAD). As
witnessed to an extent in the recent quarters, India remains vulnerable to
sudden outflows of foreign institutional investors’ (FII) funds as well as
drying up of inflows of external commercial borrowings, the magnitude of which
are heavily influenced by global trends for risk aversion and liquidity
conditions.
INDUSTRY OVERVIEW
The Retail
industry is one of the pillars of the modern Indian economy and accounts for
14-15% of its GDP. The Indian retail market is estimated to be US$ 450 Billion
and one of the top five retail markets in the world by economic value. India is
one of the fastest growing retail markets in the world, with a population of
1.2 Billion people.
India's
traditional retailing industry essentially consists of the local mom and pop
stores, owner manned general stores, convenience stores, hand cart and pavement
vendors, etc. Contemporary Organised retail accounts for about 5% of the market
as of 2011-12. According to industry experts, the next phase of growth is
expected to come from Tier 2 and 3 cities and the rural markets. The organised
retail segment in India is forecast to grow by over three times during the next
five years (from 2011), to reach a figure of US$ 80 Billion (as per consultancy
firm, Technopak). Also, India’s consumption level will double within five years
to an annual figure of US$ 1.5 trillion from the present level of about US$ 750
Billion.
FDI POLICY
INITIATIVES
100 per cent FDI
is permitted under the automatic route for trading companies in the cash and
carry trading and wholesale trading sector. FDI up to 51 per cent under the Government
route is allowed in the retail trade of Single
Brand products,
according to the Consolidated FDI Policy document. Permitting FDI in Multi
Brand retail is being contemplated by the government and is expected to pass
into law in the near future. This is potentially a major fillip to investment
and growth of modern retailing in India
INDIA’S TEXTILE
AND FASHION INDUSTRY
India’s Textile
Industry is one of the leading textile industries in the world. Though it was
predominantly an unorganized industry until 20 years ago, the scenario started
changing after the economic liberalization of Indian economy in 1991. The
opening up of the economy gave the much-needed thrust to the Indian textile
industry, which has now successfully become one of the largest in the world.
India’s textile
industry largely depends upon textile manufacturing and export. It also plays a
major role in the economy of the country. India earns about 27% of its total
foreign exchange through textile exports. Further, the textile industry of
India contributes nearly 14% of the total industrial production of the country.
It also contributes around 3% to India’s GDP. The textile industry is also one
of the largest in the country in terms of employment generation. It not only
generates jobs in its own industry, but also opens up scope for other ancillary
sectors. The Indian textile industry currently provides employment to more than
35 Million people. As stated in late January, by Ministry of Textiles, the
transformation of the textile industry from a degrading to a rapidly developing
industry, has become the biggest achievement of the Central Government.
In the high end
fashion segment, the Associated Chambers of Commerce and Industry (ASSOCHAM),
the highest body of the Chambers of Commerce of India, has estimated that the
country’s fashion design industry is expected to touch Rs. 7.50 Billion ($187.5
Million) by 2012, from the present estimated level of less than Rs. 2.90
Billion ($72.5 Million).
Further, the
luxury brand market in the country is estimated to be worth about US$ 4 to 4.5
Billion and is expanding rapidly driven by the growing aspirations of youth and
income levels in the country. Thus, major international brands are in the
process of expanding their retail presence. For instance, Paul and Shark now
has two stores and will have few more by next year, Zegna, another Italian
brand, known for its formal wear and quality suits, is also expanding and
Diesel is expected to have seven stores in the country by end 2012.
BUSINESS OVERVIEW
PROVOGUE
OPERATIONS
Provogue commenced
operations as a manufacturer and retailer of apparel under the brand Provogue
in 1997. Over time, the brand has gained strong recognition and has grown to
become a leading retailer of fashion apparel
and accessories
for men and women. Projecting itself as a customer-first company, Provogue
constantly strives to provide the Indian consumer complete satisfaction when it
comes to their fashion retail needs.
Provogue retails
its products through exclusive Provogue Stores and by opening Shop-in-Shop
outlets in National Chain Stores (NCS) and Multi Brand Outlets (MBO). As of
March 2012, Provogue fashions and accessories were available across 140
Provogue Stores, and 138 Shop-in Shops.
OUTLOOK
A strong brand
image, vertical integration in captive manufacturing facilities and
diversifying into new retail formats and channels position the Company as an
integrated player in the growing domestic consumption story. Within the Indian
economy on a firm foundation and the organized retail industry surging, the
Company is confident that it is well placed to take advantage of growth
opportunities in the coming years.
FINANCIAL
PERFORMANCE
OPERATIONAL INCOME
The Company
achieved a total operational income of Rs. 6095.900 Millions against last
year’s operational income of Rs. 5653.800 Millions, which translates into a
growth of about 7.82%. This reflects increasing consumer confidence following
recovery from the economic downturn in 2009 and the robust nature of the
growing middle to upper consumption market segment.
EBIDTA
The Company earned
an EBIDTA margin of Rs. 749.600 Millions against Rs. 897.400 Millions in the
previous year.
PROFIT AFTER TAX
The Profit after tax
for the year was Rs. 250.300 Millions as against Rs. 334.000 Millions in the
previous year. This represents 4.11% and 5.90% of the operational income for
the FY 2011-12 and 2010-11 respectively.
FIXED ASSETS
·
Buildings
·
Land
·
Plant and Machinery
·
Furniture and Fixtures – Studios
·
Furniture and Fixtures – Others
·
Office Equipments
·
Vehicles
·
Computers
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 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. 54.44 |
|
|
1 |
Rs. 83.77 |
|
Euro |
1 |
Rs. 71.33 |
INFORMATION DETAILS
|
Information Gathered
by : |
SVA |
|
|
|
|
Report Prepared
by : |
DPT |
SCORE & RATING EXPLANATIONS
|
SCORE FACTORS |
RANGE |
POINTS |
|
HISTORY |
1~10 |
6 |
|
PAID-UP CAPITAL |
1~10 |
5 |
|
OPERATING SCALE |
1~10 |
6 |
|
FINANCIAL CONDITION |
|
|
|
--BUSINESS SCALE |
1~10 |
5 |
|
--PROFITABILIRY |
1~10 |
5 |
|
--LIQUIDITY |
1~10 |
5 |
|
--LEVERAGE |
1~10 |
5 |
|
--RESERVES |
1~10 |
5 |
|
--CREDIT LINES |
1~10 |
5 |
|
--MARGINS |
-5~5 |
-- |
|
DEMERIT POINTS |
|
|
|
--BANK CHARGES |
YES/NO |
YES |
|
--LITIGATION |
YES/NO |
NO |
|
--OTHER ADVERSE INFORMATION |
YES/NO |
NO |
|
MERIT POINTS |
|
|
|
--SOLE DISTRIBUTORSHIP |
YES/NO |
NO |
|
--EXPORT ACTIVITIES |
YES/NO |
YES |
|
--AFFILIATION |
YES/NO |
YES |
|
--LISTED |
YES/NO |
YES |
|
--OTHER MERIT FACTORS |
YES/NO |
YES |
|
TOTAL |
|
47 |
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.