MIRA INFORM REPORT

 

 

Report Date :

26.07.2013

 

IDENTIFICATION DETAILS

 

Name :

RELIANCE COMMUNICATIONS LIMITED (w.e.f 03.06.2006)

 

 

Formerly Known As :

RELIANCE COMMUNICATION VENTURES LIMITED

 

 

Registered Office :

H Block, 1st Floor, Dhirubhai Ambani, Knowledge City, Navi Mumbai – 400 710, Maharashtra

 

 

Country :

India

 

 

Financials (as on) :

31.03.2012

 

 

Date of Incorporation :

15.07.2004

 

 

Com. Reg. No.:

11-147531

 

 

Capital Investment / Paid-up Capital :

Rs.10320.100 Millions

 

 

CIN No.:

[Company Identification No.]

L45309MH2004PLC147531

 

 

Legal Form :

A Public Limited Liability Company. The Company’s Shares are Listed on the Stock Exchange.

 

 

Line of Business :

Providing Telecommunication Services.

 

 

No. of Employees :

2100 (Approximately)

 

 

RATING & COMMENTS

 

MIRA’s Rating :

Ba (54)

 

RATING

STATUS

 

PROPOSED CREDIT LINE

41-55

Ba

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

Satisfactory

 

Maximum Credit Limit :

USD 1807000000

 

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Exist

 

 

Comments :

Subject is a company of “Reliance Anil Dhirubhai Ambani Group”.

 

It is a well established and reputed company having a good track record. Financially company seems to be strong. Performance capability is high.

 

Trade relations are reported to be fair. Business is active. Payments are reported to be regular and as per commitments.

 

The company can be considered for normal 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.

 

 

ECGC Country Risk Classification List – March 31st, 2013

 

Country Name

Previous Rating

(31.12.2012)

Current Rating

(31.03.2013)

India

A1

A1

 

Risk Category

ECGC Classification

Insignificant

 

A1

Low

 

A2

Moderate

 

B1

High

 

B2

Very High

 

C1

Restricted

 

C2

Off-credit

 

D

 

 

EXTERNAL AGENCY RATING

 

Rating Agency Name

ICRA

Rating

A – [Long Term]

Rating Explanation

Having adequate degree of safety regarding timely servicing of financial obligation. It carry moderate credit risk.

Date

July 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

 

Name :

Mr. Hasit Shukla

Designation :

Company Secretary and Manager

Contact No.:

91-22-30373333

Date :

24.07.2013

 

 

LOCATIONS

 

Registered Office :

H Block, 1st Floor, Dhirubhai Ambani, Knowledge City, Navi Mumbai – 400 710, Maharashtra, India

Tel No. :

91-22- 30386010/ 6286/ 30373333

Fax No. :

91-22-30376622

Email :

hitesh.chawda@relianceada.com  

Website :

www.rcom.co.in

 

 

Corporate Office :

Reliance Centre, 19, Walchand Hirachand Marg, Ballared Estate, Mumbai – 400 038, Maharashtra, India

Tel No. :

91-22-30327409

Fax No. :

91-22-30327896

 

 

Reliance BPO :

A Block 2nd Floor, Dakc Kopar Khairane, Navi Mumbai 400710, Maharashtra, India

 

 

DIRECTORS

 

AS ON 31.03.2012

 

Name :

Mr. Anil Dhirubhai Ambani

Designation :

Chairman

 

 

Name :

Mr. J. Ramachandran

Designation :

Director

 

 

Name :

Mr. S.P. Talwar

Designation :

Director

 

 

Name :

Mr.  Deepak Shourie

Designation :

Director

 

 

Name :

Mr.  A.K. Purwar

Designation :

Director

 

 

KEY EXECUTIVES

 

Name :

Mr. Hasit Shukla

Designation :

Company Secretary and Manager

 

 

Name :

Mr. Prakash Shenoy

Designation :

Company Secretary and Manager

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

AS ON 30.06.2013

 

Category of Shareholder

Total No. of Shares

Total Shareholding as a % of Total No. of Shares

(A) Shareholding of Promoter and Promoter Group

 

 

http://www.bseindia.com/include/images/clear.gif(1) Indian

 

 

http://www.bseindia.com/include/images/clear.gifIndividuals / Hindu Undivided Family

9845089

0.48

http://www.bseindia.com/include/images/clear.gifBodies Corporate

1369584468

66.54

http://www.bseindia.com/include/images/clear.gifAny Others (Specify)

21279000

1.03

http://www.bseindia.com/include/images/clear.gifAny Other

21279000

1.03

http://www.bseindia.com/include/images/clear.gifSub Total

1400708557

68.06

http://www.bseindia.com/include/images/clear.gif(2) Foreign

 

 

Total shareholding of Promoter and Promoter Group (A)

1400708557

68.06

(B) Public Shareholding

 

 

http://www.bseindia.com/include/images/clear.gif(1) Institutions

 

 

http://www.bseindia.com/include/images/clear.gifMutual Funds / UTI

18810802

0.91

http://www.bseindia.com/include/images/clear.gifFinancial Institutions / Banks

4645433

0.23

http://www.bseindia.com/include/images/clear.gifCentral Government / State Government(s)

1227103

0.06

http://www.bseindia.com/include/images/clear.gifInsurance Companies

177915831

8.64

http://www.bseindia.com/include/images/clear.gifForeign Institutional Investors

203673281

9.90

http://www.bseindia.com/include/images/clear.gifSub Total

406272450

19.74

http://www.bseindia.com/include/images/clear.gif(2) Non-Institutions

 

 

http://www.bseindia.com/include/images/clear.gifBodies Corporate

27790877

1.35

http://www.bseindia.com/include/images/clear.gifIndividuals

 

 

http://www.bseindia.com/include/images/clear.gifIndividual shareholders holding nominal share capital up to Rs.0.100 Million

194711392

9.46

http://www.bseindia.com/include/images/clear.gifIndividual shareholders holding nominal share capital in excess of Rs.0.100 Million

16443791

0.80

http://www.bseindia.com/include/images/clear.gifAny Others (Specify)

12247711

0.60

http://www.bseindia.com/include/images/clear.gifNRIs/OCBs

12247711

0.60

http://www.bseindia.com/include/images/clear.gifSub Total

251193771

12.20

Total Public shareholding (B)

657466221

31.94

Total (A)+(B)

2058174778

100.00

(C) Shares held by Custodians and against which Depository Receipts have been issued

0

0.00

http://www.bseindia.com/include/images/clear.gif(1) Promoter and Promoter Group

0

0.00

http://www.bseindia.com/include/images/clear.gif(2) Public

5852103

0.00

http://www.bseindia.com/include/images/clear.gifSub Total

5852103

0.00

Total (A)+(B)+(C)

2064026881

0.00

 

 

BUSINESS DETAILS

 

Line of Business :

Providing Telecommunication Services.

 

 

GENERAL INFORMATION

 

No. of Employees :

2100 (Approximately)

 

 

Bankers :

Not Available

 

 

Facilities :

Secured Loan

As on 31.03.2012

[Rs. in Millions]

As on 31.03.2011

[Rs. in Millions]

Long Term Borrowings

 

 

Debenture

 

 

3,000 (3,000), 11.20 % Redeemable, Non Convertible Debentures of Rs. 10.000 millions each.

30000.000

30000.000

5,000 (Nil), 11.60 % Redeemable, Non Convertible Debentures of Rs. 1.000 million each.

5000.000

0.000

1,500 (Nil), 11.25 % Redeemable, Non Convertible Debentures of Rs. 10.000 millions each.

15000.000

0.000

Term Loans from Banks

 

 

Foreign Currency Loans from Banks

183550.000

105960.000

Rupee Loan from Bank

100.000

100.000

 

 

 

Short Term Borrowings

 

 

Cash Credit from Bank

 

[Cash Credit and The Company and its subsidiaries had during the earlier year, also availed Short Term Borrowings (“Secured Short Term Borrowings“) which have been secured by way of second pari passu charge on plant and machinery, including (without limitations) tower assets and optic fiber cables, if any (whether attached or otherwise), capital work in progress (pertaining to movable fixed assets), both present and future, of the Borrower Group; comprising of the Company and its subsidiary companies namely; RTL, RITL and RCIL in favour of the Security Trustee for the benefit of Secured Short Term Lenders.

 

Working capital (Cash Credit) facilities shall be secured by first pari passu charge over current assets comprising of Stock and receivables of the Company in favour of the working capital lenders, which is pending to be created.]

3000.000

0.000

Rupee Loans from Banks

 

[Rupee Loans from Banks The Company and its subsidiaries had during the earlier year, also availed Short Term Borrowings (“Secured Short Term Borrowings“) which have been secured by way of second pari passu charge on plant and machinery, including (without limitations) tower assets and optic fiber cables, if any (whether attached or otherwise), capital work in progress (pertaining to movable fixed assets), both present and future, of the Borrower Group; comprising of the Company and its subsidiary companies namely; RTL, RITL and RCIL in favour of the Security Trustee for the benefit of Secured Short Term Lenders.

 

Working capital (Cash Credit) facilities shall be secured by first pari passu charge over current assets comprising of Stock and receivables of the Company in favour of the working capital lenders, which is pending to be created.]

26000.000

0.000

TOTAL

262650.000

135960.000

 

NOTE:

 

Debentures and Term Loans:

The Company, on February 7, 2012, allotted, 1,500, 11.25% and 5,000, 11.60% Secured, Redeemable, Non Convertible Debentures (“NCDs”) of the face value of Rs. 10.000 Millions each and Rs. 1.000 Million each respectively, aggregating to Rs. 20000.000 Millions. Redemption of NCDs of Rs. 15000.000 Millions shall be in four annual equal installments starting at the end of fourth year from the date of allotment thereof and NCDs of Rs. 5000.000 Millions shall be at the end of 5th year from the date of allotment thereof. During the earlier year, the Company, on March 2, 2009, allotted, 3,000, 11.20% Secured Redeemable, Non Convertible Debentures (“NCDs”) of the face value of Rs. 10.000 Millions each, aggregating to Rs. 30000.000 Millions to be redeemed at the end of 10th year from the date of allotment thereof.

 

11.20% Secured Redeemable, Non Convertible Debentures and 11.60% Secured, Redeemable, Non Convertible Debentures along with foreign currency loans and rupee loans (“Secured Loans”) have been secured by first pari passu charge on the whole of the movable plant and machinery, of the Company including (without limitations) tower assets and optic fiber cables, if any (whether attached or otherwise), capital work in progress (pertaining to movable fixed assets) both present and future including all the rights, title, interest, benefits, claims and demands in respect of all insurance contracts relating thereto of the RCOM Group (“the Borrower Group”); comprising of the Company and its subsidiary companies namely; Reliance Telecom Limited (RTL), Reliance Infratel Limited (RITL) and Reliance Communications Infrastructure Limited (RCIL) in favour of the Security Trustee for the benefit of the NCDs Holders and the Lenders of the said Secured Loans. The said loans also include guaranteed. The Company, for the benefit of the Lenders of foreign currency loans, has apart from the above, also assigned 20 Telecom Licenses for services under Unified Access Services (UAS), National Long Distance (NLD) and International Long Distance (ILD) by execution of Tripartite Agreements with Department of Telecommunications (Dot) and IDBI Bank, being the agent acting on behalf of the Lenders.

 

Assignment of aforesaid Telecom Licenses of the Company in favour of 11.60%, 5,000 Secured Redeemable, Non Convertible Debentures aggregating to Rs. 5000.000 Millions and secured foreign currency loans aggregating to Rs. 47070.000 Millions raised during the year is pending to be executed. Security on the above assets of the Borrower Group on first pari passu basis including assignment of Telecom Licenses of the Company for 1,500, 11.25% Secured Redeemable, Non Convertible Debentures aggregating to Rs. 15000.000 Millions is pending for execution. Secured foreign currency loans and rupee loans shall be additionally secured by way of a pledge over the shares held by the Company in its subsidiaries; RTL and RCIL, which is pending to be created on first pari passu basis for necessary consent from the existing Secured Lenders.

 

 

 

Unsecured Loan

As on 31.03.2012

[Rs. in Millions]

As on 31.03.2011

[Rs. in Millions]

Short Term Borrowings

 

 

Foreign Currency Loans from Banks

6620.000

8340.000

Rupee Loans from Banks

0.000

85500.000

Commercial Papers

9440.000

1460.000

TOTAL

16060.000

95300.000

 

 

 

Banking Relations :

--

 

 

Auditors :

 

Name :

C Chaturvedi and Shah

Chartered Accountants

 

B.S.R. and Company

Chartered Accountants

 

 

Holding Company :

Reliance Innoventures Private Limited

 

 

Joint Venture:

Alcatel Lucent Managed Solutions India Private Limited

 

 

Subsidiary Companies (direct and step down subsidiaries) :

·         Reliance WiMax Limited

·         Reliance Digital Home Services Limited

·         Reliance Webstore Limited

·         Reliance Infocomm Infrastructure Private Limited

·         Campion Properties Limited

·         Reliance Big TV Limited

·         Reliance Tech Services Private Limited

·         Reliance Telecom Limited

·         Reliance Communications Infrastructure Limited

·         Reliance Communications Investment and Leasing Limited

·         Reliance Infratel Limited

·         Reliance Mobile Commerce Limited

·         Netizen Rajasthan Limited (up to March 01, 2012)

·         Reliance Globalcom BV

·         Reliance Communications (UK) Limited

·         Reliance Communications (Hong Kong) Limited

·         Reliance Communications (Singapore) Pte. Limited

·         Reliance Communications (New Zealand) Pte. Limited

·         Reliance Communications (Australia) Pty. Limited

·         Anupam Global Soft (U) Limited

·         Gateway Net Trading Pte. Limited

·         Reliance Globalcom Limited

·         FLAG Telecom Singapore Pte. Limited

·         FLAG Atlantic UK Limited

·         Reliance FLAG Atlantic France SAS

·         FLAG Telecom Taiwan Limited

·         Reliance FLAG Pacific Holdings Limited

·         FLAG Telecom Group Services Limited

·         FLAG Telecom Deutschland GmbH

·         FLAG Telecom Hellas AE

·         FLAG Telecom Asia Limited

·         FLAG Telecom Netherland BV

·         Reliance Globalcom (UK) Limited

·         Yipes Holdings Inc.

·         Reliance Globalcom Services Inc.

·         YTV Inc.

·         Reliance Infocom Inc.

·         Reliance Communications Inc.

·         Reliance Communications International Inc.

·         Reliance Communications Canada Inc.

·         Bonn Investment Inc.

·         FLAG Telecom Development Limited

·         FLAG Telecom Development Services Company LLC

·         FLAG Telecom Network Services Limited

·         Reliance FLAG Telecom Ireland Limited

·         FLAG Telecom Japan Limited

·         FLAG Telecom Ireland Network Limited

·         FLAG Telecom Network USA Limited

·         FLAG Telecom Espana Network SAU

·         Reliance Vanco Group Limited

·         Euronet Spain SA

·         Net Direct SA (Proprietary) Limited (Under liquidation)

·         Vanco (Shanghai) Co. Limited

·         Vanco (Asia Pacific) Pte. Limited

·         Vanco Australasia Pty. Limited

·         Vanco EpE

·         Vanco Sp Zoo

·         Vanco Euronet Sro (liquidated w.e.f March 03, 2012)

·         Vanco Gmbh

·         Vanco Japan KK

·         Vanco Net Direct Limited, Ireland (Struck off w.e.f. April 08, 2011)

·         Vanco NV

·         Vanco SAS

·         Vanco South America Ltda

·         Vanco Srl

·         Vanco Sweden AB

·         Vanco Switzerland AG

·         Vanco Deutschland Gmbh

·         Vanco BV

·         Vanco Benelux BV

·         Vanco UK Limited

·         Vanco International Limited

·         Vanco Row Limited

·         Vanco Global Limited

·         WANcom Gmbh (up to May 30, 2011)

·         VNO Direct Limited

·         Vanco US LLC

·         Vanco Solutions Inc.

·         Reliance WiMax World BVI

·         Reliance WiMax World BV

·         Reliance WiMax World Limited

·         Reliance WiMax World LLC

·         Reliance WiMax Congo Brazzaville BV

·         Interconnect Brazzaville S. A.

·         Reliance WiMax Guinea BV

·         Access Guinea SARL

·         Reliance WiMax Sierra Leone BV

·         Equatorial Communications Limited

·         Reliance WiMax Cameroon BV

·         Equatorial Communications SARL

·         Reliance WiMax D.R.C. BV

·         Reliance WiMax Gambia BV

·         Reliance WiMax Mauritius BV

·         Reliance WiMax Mozambique BV

·         Reliance WiMax Niger BV

·         Reliance WiMax Zambia BV

·         Access Bissau LDA

·         Seoul Telenet Inc. (Board Control)

·         FLAG Holdings (Taiwan) Limited (Board Control)

·         Reliance Telecom Infrastructure (Cyprus) Holdings Limited  (Board Control)

·         Lagerwood Investments Limited (Board Control)

 

 

CAPITAL STRUCTURE

 

AS ON 31.03.2012

 

Authorised Capital :

No. of Shares

Type

Value

Amount

3000000000

Equity Shares

Rs.5/- each

Rs.15000.000 Millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

2064026881

Equity Shares

Rs.5/- each

Rs.10320.000 Millions

 

NOTES:

 

SHARES HELD BY HOLDING/ ULTIMATE HOLDING COMPANY AND/ OR THEIR SUBSIDIARIES:

 

PARTICULAR

AS ON 31.03.2012

 

 

NO. OF SHARES

Reliance Innoventures Private Limited, Holding Company

12379001

AAA Communication Private Limited, Subsidiary of Holding Company

723110172

AAA Industries Private Limited, Subsidiary of Holding Company

300000000

ADA Enterprises and Venture Private Limited, Subsidiary of Holding Company

300000000

 

 

DETAILS OF SHAREHOLDERS HOLDING MORE THAN 5% SHARES IN THE COMPANY

 

PARTICULAR

AS ON 31.03.2012

 

 

No. of Shares

%

AAA Communication Private Limited

723110172

35.03

AAA Industries Private Limited

300000000

14.53

ADA Enterprises and Ventures Private Limited

300000000

14.53

Life Insurance Corporation of India

149603497

7.25

 

The Company has only one class of equity shares having a par value of Rs. 5 per share. Each holder of equity shares is entitled to one vote per share. In the event of liquidation of the Company, the holder of equity shares will be entitled to receive remaining assets of the Company. The distribution will be in proportion to the number of equity shares held by the shareholder.

During the year ended March 31, 2012, the amount of per share dividend recognized as distributable to equity shareholders is Rs. 0.25 (March 31, 2011: Rs. 0.50). The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

 

The Company, during the past years, undertook various Schemes including restructuring of ownership structure of telecom business so as to align the interest of the shareholders. Accordingly, pursuant to the Schemes of Amalgamation and Arrangement (“the Schemes”) under Sections 391 to 394 of the Companies Act, 1956 approved by the Hon’ble High Court of respective Judicature, the Company, during the respective years, recorded all necessary accounting effects, along with requisite disclosure in the notes to accounts, the cumulative effects of the Schemes in case of Equity Share Capital of the Company due to allotment of equity shares as fully paid up without payment being received in cash have been disclosed herein below.

 

Particular

No. of Shares

Pursuant to demerger of Telecom Undertaking of Reliance Industries Limited into the Company

1223130422

Pursuant to the Scheme of Amalgamation and Arrangement including Group Companies

821484568

TOTAL

2044614990

 

The Company is no longer required to issue 8.91 crore equity shares of Rs. 5 each as required on conversion of Foreign Currency Convertible Bonds (FCCBs) due to its redemption during the year.

 


 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

 

31.03.2012

31.03.2011

I.        EQUITY AND LIABILITIES

 

 

 

(1)Shareholders' Funds

 

 

 

(a) Share Capital

 

10320.000

10320.000

(b) Reserves & Surplus

 

441650.000

471120.000

(c) Money received against share warrants

 

0.000

0.000

 

 

 

 

(2) Share Application money pending allotment

 

0.000

0.000

Total Shareholders’ Funds (1) + (2)

 

451970.000

481440.000

 

 

 

 

(3) Non-Current Liabilities

 

 

 

(a) long-term borrowings

 

233650.000

136060.000

(b) Deferred tax liabilities (Net)

 

0.000

0.000

(c) Other long term liabilities

 

1690.000

600.000

(d) long-term provisions

 

43390.000

32230.000

Total Non-current Liabilities (3)

 

278730.000

168890.000

 

 

 

 

(4) Current Liabilities

 

 

 

(a) Short term borrowings

 

45060.000

95300.000

(b) Trade payables

 

11500.000

10290.000

(c) Other current liabilities

 

47070.000

116280.000

(d) Short-term provisions

 

25720.000

27840.000

Total Current Liabilities (4)

 

129350.000

249710.000

 

 

 

 

TOTAL

 

860050.000

900040.000

 

 

 

 

II.      ASSETS

 

 

 

(1) Non-current assets

 

 

 

(a) Fixed Assets

 

 

 

(i) Tangible assets

 

164640.000

141690.000

(ii) Intangible Assets

 

209200.000

146720.000

(iii) Capital work-in-progress

 

7650.000

98880.000

(iv) Intangible assets under development

 

0.000

0.000

(b) Non-current Investments

 

318890.000

321020.000

(c) Deferred tax assets (net)

 

0.000

0.000

(d) Long-term Loan and Advances

 

43070.000

39030.000

(e) foreign currency monetary item translation difference account

 

2990.000

0.000

(f) Other Non-current assets

 

0.000

0.000

Total Non-Current Assets

 

746440.000

747340.000

 

 

 

 

(2) Current assets

 

 

 

(a) Current investments

 

0.000

0.000

(b) Inventories

 

3290.000

3060.000

(c) Trade receivables

 

19320.000

15380.000

(d) Cash and cash equivalents

 

1780.000

38130.000

(e) Short-term loans and advances

 

68000.000

73480.000

(f) Other current assets

 

21220.000

22650.000

Total Current Assets

 

113610.000

152700.000

 

 

 

 

TOTAL

 

860050.000

900040.000

 

 

SOURCES OF FUNDS

 

 

 

31.03.2010

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

 

 

10320.100

2] Share Application Money

 

 

0.000

3] Reserves & Surplus

 

 

494668.800

4] (Accumulated Losses)

 

 

0.000

NETWORTH

 

 

504988.900

LOAN FUNDS

 

 

 

1] Secured Loans

 

 

30000.000

2] Unsecured Loans

 

 

214782.800

TOTAL BORROWING

 

 

244782.800

DEFERRED TAX LIABILITIES

 

 

0.000

 

 

 

 

TOTAL

 

 

749771.700

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

 

 

306124.800

Capital work-in-progress

 

 

16835.200

 

 

 

 

INVESTMENT

 

 

318986.000

DEFERREX TAX ASSETS

 

 

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

 

 

2983.400

 

Sundry Debtors

 

 

17386.300

 

Cash & Bank Balances

 

 

821.800

 

Other Current Assets

 

 

19287.200

 

Loans & Advances

 

 

159580.700

Total Current Assets

 

 

200059.400

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Sundry Creditors

 

 

18175.200

 

Other Current Liabilities

 

 

870190.100

 

Provisions

 

 

33868.400

Total Current Liabilities

 

 

922233.700

Net Current Assets

 

 

107825.700

 

 

 

 

MISCELLANEOUS EXPENSES

 

 

0.000

 

 

 

 

TOTAL

 

 

749771.700

 

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

 

31.03.2012

31.03.2011

31.03.2010

 

SALES

 

 

 

 

 

Income

111100.000

121300.000

122906.100

 

 

Other Income

7530.000

11520.000

2211.100

 

 

TOTAL                                     (A)

118630.000

132820.000

125117.200

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Access Charges, License Fees and Network Expenses

69110.000

93060.000

 

 

Employee Benefits Expenses

4760.000

6010.000

114393.900

 

 

Sales and General Administration Expenses

13150.000

17940.000

 

 

 

TOTAL                                     (B)

87020.000

117010.000

114393.900

 

 

 

 

 

Less

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

31610.000

15810.000

10723.300

 

 

 

 

 

Less

FINANCIAL EXPENSES                         (D)

12650.000

8460.000

(10583.800)

 

 

 

 

 

 

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

18960.000

7350.000

21307.100

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

17410.000

15950.000

15112.400

 

 

 

 

 

 

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

1550.000

(8600.000)

6194.700

 

 

 

 

 

Less

TAX                                                                  (H)

(10.000)

(1020.000)

1405.400

 

 

 

 

 

 

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

1560.000

(7580.000)

4789.300

 

 

 

 

 

 

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

0.000

6620.000

5027.500

 

 

 

 

 

 

APPROPRIATIONS

 

 

 

 

 

Transfer to General Reserve

0.000

(2160.000)

400.000

 

 

Proposed Dividend on Equity Shares

520.000

1030.000

1754.400

 

 

Dividend Tax

80.000

170.000

291.400

 

 

Transfer to Debenture Redemption Reserve

910.000

0.000

749.600

 

BALANCE CARRIED TO THE B/S

50.000

0.000

6621.400

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

 

Long Distance Operations

9990.000

9321.900

8490.500

 

 

Interest and Other Income

0.000

2.800

0.900

 

TOTAL EARNINGS

9990.000

9324.700

8491.400

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Capital Goods

3750.000

10954.300

2693.700

 

 

Stores & Spares

70.000

553.000

681.400

 

TOTAL IMPORTS

3820.000

11507.300

3375.100

 

 

 

 

 

 

Earnings / (Loss) Per Share (Rs.)

0.76

(3.67)

2.32

 

 

QUARTERLY RESULTS

 

PARTICULARS

 

30.06.2012

30.09.2012

31.12.2012

31.03.2013

Type

1st Quarter

2nd Quarter

3rd Quarter

4th Quarter

Net Sales

26160.000

27550.000

30160.000

28800.000

Total Expenditure

20830.000

20840.000

21660.000

22060.000

PBIDT (Excl OI)

5330.000

6710.000

8500.000

6740.000

Other Income

1780.000

3040.000

2780.000

7930.000

Operating Profit

7110.000

9750.000

11280.000

14670.000

Interest

4750.000

4860.000

4960.000

5190.000

PBDT

2360.000

4890.000

6320.000

9480.000

Depreciation

4880.000

4800.000

5220.000

1910.000

Profit Before Tax

(2520.000)

90.000

1100.000

7570.000

Profit After Tax

(2520.000)

90.000

1100.000

7570.000

Net Profit

(2520.000)

90.000

1100.000

7570.000

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2012

31.03.2011

31.03.2010

PAT / Total Income

(%)

1.32

(5.70)

3.83

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

1.40

(7.09)

5.04

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

0.29

(1.79)

3.10

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.00

(0.02)

0.01

 

 

 

 

 

Debt Equity Ratio

(Total Debt/Networth)

 

0.62

0.48

0.48

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

0.87

0.61

2.17

 

 

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

Yes

10]

Designation of contact person

Yes

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

Yes

23]

Banking Details

No

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]

PAN of Proprietor/Partner/Director, if available

No

32]

Date of Birth 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

 

 

INDEX OF CHARGES:

 

S. No.

Charge ID

Date of Charge Creation/Modification

Charge amount secured

Charge Holder

Address

Service Request Number (SRN)

1

10429172

03/06/2013

1,160,000,000.00

Axis Trustee Services Limited

Axis House, 2nd Floor, Bombay Dyeing Mills Compound, Pandurang Budhkar Marg, Worli, Mumbai - 400025, Maharashtra, India

B76288091

2

10413230

26/03/2013

5,000,000,000.00

Axis Trustee Services Limited

Axis House, 2nd Floor, Bombay Dyeing Mills Compound, Pandurang Budhkar Marg, Worli, Mumbai - 400025, Maharashtra, India

B71274070

3

10409796

12/03/2013

2,500,000,000.00

Bank of Maharashtra

Yashomangal, Gandhinagar, Bandra east, Mumbai - 400051, Maharashtra, India

B70004056

4

10400227

28/01/2013

15,000,000,000.00

Axis Trustee Services Limited

Axis House, 2nd Floor, Bombay Dyeing Mills Compound, Pandurang Budhkar Marg, Worli, Mumbai - 400025, Maharashtra, India

B66574690

5

10398818

22/01/2013

3,000,000,000.00

Axis Trustee Services Limited

Axis House, 2nd Floor, Bombay Dyeing Mills Compound, Pandurang Budhkar Marg, Worli, Mumbai - 400025, Maharashtra, India

B66415308

6

10396463

11/01/2013

3,250,000,000.00

Axis Trustee Services Limited

Axis House, 2nd Floor, Bombay Dyeing Mills Compound, Pandurang Budhkar Marg, Worli, Mumbai - 400025, Maharashtra, India

B65715898

7

10396455

11/01/2013

5,000,000,000.00

Axis Trustee Services Limited

Axis House, 2nd Floor, Bombay Dyeing Mills Compound, Pandurang Budhkar Marg, Worli, Mumbai - 400025, Maharashtra, India

B65714446

8

10387874

27/11/2012

10,000,000,000.00

Axis Trustee Services Limited

Axis House, 2nd Floor, Bombay Dyeing Mills Compound, Pandurang Budhkar Marg, Worli, Mumbai - 400025, Maharashtra, India

B62520283

9

10380654

16/10/2012

3,000,000,000.00

Axis Trustee Services Limited

Axis House, 2nd Floor, Bombay Dyeing Mills Compound, Pandurang Budhkar Marg, Worli, Mumbai - 400025, Maharashtra, India

B59730788

10

10363289

06/07/2012

3,000,000,000.00

Axis Trustee Services Limited

Axis House, 2nd Floor, Bombay Dyeing Mills Compound, Pandurang Budhkar Marg, Worli, Mumbai - 400025, Maharashtra, India

B42744292

 

* Date of charge modification

 

 

 

 

CASE DETAILS

 

BENCH:-BOMBAY

 

 

PRESENTATION DATE:- 15/04/2013

 

 

STAMP NO.:-  WPST/11589/2013 FILING DATE:- 15/04/2013 REG. NO.:- WP/4136/2013 REG. DATE:- 25/04/2013

 

 

PETITIONER:-ICICI BANK LIMITED

 

RESPONDENT:- RELIANCE COMMUNICATION LIMITED

 

 

PETN. ADV.:- M.V. KINI AND COMPANY

 

 

RESP. ADV.:- ANANT B. SHINDE AND COMPANY

 

DISTRICT:- THANE

 

 

 

BENCH:- SINGLE

 

 

 

 

STATUS:- PRE-ADMISSION

 

 

 

NEXT DATE:- 01/08/2013

 

 

STAGE:- FOR ORDERS [CIVIL SIDE MATTERS]

 

CORAM:- HON'BLE SMT JUSTICE V. A. NAIK

 

 

 

LAST DATE:- 18/07/2013

 

 

STAGE:- FOR ORDERS [CIVIL SIDE MATTERS]

 

LAST CORAM:- HON'BLE SMT JUSTICE V. A. NAIK

 

 

 

ACT :- INFORMATION TECHNOLOGY ACT

 

 

 

FINANCIAL PERFORMANCE

 

During the year, the Company has earned income of Rs. 118630.000 Millions against Rs. 132820.000 Millions for the pervious year. The Company has earned Profit of Rs. 1560.000 Millions for the year as compared to loss of Rs. 7580.000 Millions in the previous year.

 

BUSINESS OPERATIONS

 

The Company together with its subsidiaries operates on a pan-India basis and offers the full value chain of wireless (CDMA and GSM including 3G services), wire line, national long distance, international, voice, data, video, Direct-To-Home (DTH) and internet based communications services under various business units organized into strategic customer facing business segments; Wireless, Global and Broadband. These strategic business units are supported by passive infrastructure connected to nationwide backbone of Optic Fibre Network as well as fully integrated network operation system and by the largest retail distribution and customer services facilities. The Company also owns through its subsidiaries, a global submarine cable network infrastructure and offers managed services, managed Ethernet and application delivery services.

 

During the year, the Company had crossed 153 million wireless customers as on March 31, 2012. The Company ranks among the top two wireless operators in the country.

 

MANAGEMENT DISCUSSION AND ANALYSIS

MACRO ECONOMICS

India’s economic growth has slowed to 6.5 per cent in 2011- 12 mainly due to weakening industrial growth affected by an uncertain global environment. With agriculture and service sectors continuing to perform well, the slowdown can be attributed almost entirely to the continuous weakening of industrial growth. The service sector continues to be a star performer as its share in GDP has climbed from 58 per cent in 2010-11 to 59 per cent in 2011-12 with a growth rate of 9.4 per cent. Similarly, agriculture and allied sectors are also estimated to achieve a growth rate of 2.5 per cent in 2011-12.

 

The global economic and financial crisis has had a dampening effect on cross border FDI flows and in order to maintain earlier levels of foreign investment and attract more, it is imperative to enhance India’s competitiveness.

 

OVERALL REVIEW

 

RCOM is India’s truly integrated and fully converged telecommunications service provider. They operate across the full spectrum of wireless, wire line, voice, data, video, internet and IT infrastructure services and have an extensive international presence through the provision of long distance voice, data and internet services and submarine cable network infrastructure.

With a customer base of over 161 million (including over 2.5 million overseas retail customers and 4.3 million Reliance Digital TV customers) as on March 31, 2012, their corporate clientele includes over 35,000 Indian and multinational corporations including small and medium enterprises and over 800 global, regional and domestic carriers. The enterprise customer base of the Company includes 850 of the top 1,000 enterprises in India.

 

RCOM is India’s first telecom service provider offering nationwide CDMA and GSM mobile services with digital voice clarity. The Company has established a pan-India, next generation, integrated (wireless and wire line), convergent (voice, data and video) digital network capable of supporting best-of-class services spanning the entire communications value chain, covering over 24,000 towns and 6,00,000 villages.

 

Their superior 3G offering coupled with marquee partnerships will further accelerate the acquisition of high-end customers helping us in generating higher incremental revenue per customer and thereby significantly ramp up their ARPU. The high-speed data offering on their CDMA network will also add to their undisputed leadership position in the wireless data space. Their mobile portal, R World, offers the widest range of mobile content spanning e-commerce, m-commerce, entertainment, music, news, astrology, cricket, bollywood, maps, search, one-click set-up, and access to email and social networking. It provides full range of communication tools, information and entertainment that comes with a personal computer, at the price and convenience of a handset.

 

RCOM became the first telecom operator to enter the Android tablet space in the country with the launch of ‘Reliance 3G Tab’ in August, 2011. ’Reliance 3G Tab’ is the first branded 3G+ WiFi Android Tablet by a service provider in India.

 

RCOM owns and operates the world’s largest next generation IP enabled connectivity infrastructure, comprising over 2,77,000 route kilometers of fibre optic cable systems in India, USA, Europe, Middle East and the Asia Pacific region. In India, they provide long distance business services including wholesale voice, bandwidth and infrastructure services. They provide carrier’s carrier voice, carrier’s carrier bandwidth, enterprise data and consumer voice services, globally.

 

They offer the most comprehensive and competitive portfolio of enterprise voice, data, video, internet and IT infrastructure services catering to large, medium and small enterprises for their communications, networking and IT infrastructure needs. Their product portfolio includes national and international private leased circuits, internet access for Enterprises, SMBs and consumers, Voice solutions including PRI for PBX, Centrex, toll free services, voice VPN, audio and video conferencing, MPLS-VPN, remote access VPN, Global MPLS VPN managed internet data centre (“IDC”) services to name a few. RCOM has the world’s biggest Metro Ethernet network which is now available in 180 cities with about 38,000 Metro Devices in ring architecture and it enables more than 1.16 million buildings to provide reliable and scalable bandwidth Metro Ethernet solutions.

 

RCOM operates nationwide Direct-To-Home satellite TV services under the aegis of its wholly owned subsidiary, Reliance Big TV Limited (Reliance Digital TV). Reliance Digital TV uses state-of-the-art MPEG4 technology to deliver over 250 channels in High Definition (HD) like quality, including 4 exclusive movie channels, to its subscribers. They deliver high definition content and digital voice quality to their viewers to create a highly personalized video and theatre experience.

 

NEW INITIATIVES

 

LAUNCH OF RELIANCE TABLETS

 

To develop the 3G ecosystem in India, RCOM launched proprietary 3G Tablet, ‘Reliance 3G Tab’ – an Android based Tablet at an attractive price of under Rs. 13,000, enabling their customers to enjoy a futuristic 3G experience and explore a world of unlimited possibilities. This was a big step in the 3G revolution in India and they witnessed huge acceptance and increasing demand across all cities. After the success of Reliance 3G Tab, RCOM launched the Reliance CDMA Tab to fulfill the expressed need from the Enterprise Segment for a Tablet that would allow seamless high speed data roaming across the country.

 

INDUSTRY STRUCTURE AND REGULATORY DEVELOPMENTS

 

INDUSTRY STRUCTURE

 

WIRELESS

 

The Indian telecom sector continues to demonstrate strong growth in spite of sluggishness in the global economic environment. The number of telephone subscribers in India increased to 952 million at the end of March, 2012 (Wireless and Wire line) as against 846 million as at March, 2011. Wireless subscribers reached 919 million in March, 2012 as compared to 812 million in March, 2011 and wireless tele-density stood at 76 per cent as compared to 68 per cent in previous year. The share of private sector in wireless connections touched 88.65 per cent as on March 31, 2012.

 

The year witnessed further drop in telecom tariffs. The high competition caused a further shift in operator focus to increasing footprint in rural areas and on increased data and value added services to subscribers in the saturated urban markets.

 

INTERNET AND BROADBAND

 

Total Broadband subscriber base has increased to 14 million at the end of March, 2012. The annual growth in broadband subscribers was 14.80 per cent during the year ended on March, 2012. As on March 31, 2012, there were 155 Internet Service Providers (ISPs) providing broadband services in the country.

 

TELECOM INFRASTRUCTURE

 

a. Indian telecom sector has witnessed an exponential growth in the last few years. The demand for telecom infrastructure in India is driven by the subscriber growth in the mobile Industry and focus on expansion of rural market.

b. India’s tower sector is expected to continue to grow in terms of both capacity and tenancies in next few years.

c. With the completion of network footprint expansion, the focus will be on ensuring delivery of the best QoS to customers and also building up network capacity as traffic grows.

d. Telecom Industry structure is impacted due to cancellation of 122 licenses by the Hon’ble Supreme Court. Clarity on continuation of the said licenses will emerge in due course after Government concludes the spectrum auctions and other matters related to such licenses.

 

RETAIL SERVICES

As part of their retail offering in voice, they offer virtual international calling services to retail customers for calls to 230 international destinations including India under the brand Reliance Global Call. Their retail services are available to the customers in 14 countries including United States, Canada, United Kingdom, Australia, New Zealand, Hong Kong, Singapore, EU 6 and India. They have over 2.5 million customers for their Reliance Global Call service.

 

In their International Voice business, their focus has been to increase the market share and leverage their network capacity. This market is now served by 13 operators, as a result of which margins are under pressure. However, they have been successful to maintaining the largest inbound traffic market share.

 

ENTERPRISE BROADBAND

Their focus is on directly connecting buildings in almost 50 cities in India. As a result of their sustained efforts, their Broadband network has been connected over 1.16 million buildings.

 

Their robust nationwide network backbone is continuously controlled and monitored at the National Operating and Control Center (NOCC) located in Mumbai. This NOCC facility is replicated at Hyderabad to guard against any catastrophe as a redundancy measure. They have enhanced their capabilities in the Managed Service Operations Centre (MSOC), which is dedicated towards managing the customers’ network. This is poised to help us garner higher market share in the fast growing managed services market.

 

INFRASTRUCTURE

 

RITL has signed contracts with new and existing operators for providing passive infrastructure which has been an effective strategy for their customers for cost effective network rollout and improvement in their quality of service.

 

a. RITL now owns 1,90,000 route kilometres optical fibre network, providing a more economical and better quality linking for tenants compared to microwave.

b. RCOM’s current utilization of tower slot assets is nearly 50 per cent and this provides significant potential for 3rd party tenants. It complements the existing passive infrastructure and provides an integrated solution to tenants.

c. As such, they offer their customers an extensive and diverse portfolio of well-positioned assets and they believe that their wide and expanding portfolio of tower sites positions us to be able to address the needs of national, regional, local and emerging wireless service providers in India.

 

HOME/ DTH

 

As on March 31, 2012, Reliance Digital TV had 4.3 million customers with a national market share of 10 per cent. They are today present across 8,300 towns with a pan-India service and installation network. The brand name underwent a major change over from Reliance Big TV to Reliance Digital TV, enhancing the overall brand value.

 

The DTH Industry in India added 10 million subscribers in year 2011-12. There are six players in the industry with an estimated market size of 44 million subscribers and a penetration rate of 30 per cent amongst homes using cable network service. Reliance Digital TV service boasts of over 250 channels and Service, including 6 interactive services and a rich bouquet of ‘subscription video-on-demand/ pay per view’ offerings. With its state of the art price packaging models, customer friendly entry/ subscription offers and sustained customer management programs, Reliance Digital TV commands 2nd highest ARPUs in the Industry.

 

As they move into their 4th full year of operations, they have the most comprehensive product line up inclusive of SD, HD and HD DVR STB. They have 9 full HD channels on their platform, leading to faster uptake of the HD and HD-DVR offerings. They also added 32 new channels during financial year 12. This year also saw an array of cross category bundling activities with internal as well as external tie-ups. They successfully brought down the STB failure rate from 1.8 per cent to 0.8 per cent which is the best amongst the Indian players and also internationally. On the anvil are plans to further increase the HD channel offerings, further enhancement of transponder efficiency and drive for reduction in suspension. In order to maximizing asset utilization, specific initiatives for retrieval and redeployment of STBs will be undertaken.

 

AWARDS AND RECOGNITIONS

 

During the year HR Policies, Processes and Practices have been recognized as ‘Best Practices’ and in a survey conducted by Business Today, RCOM was ranked 6th among the “Best Companies to work for” and 1st in the Telecom and Allied Services sector.

 

The Company also received National level recognition and awards like:

 

a. Golden Peacock National Training Award

b. Excellence in Training at the World HRD Congress, IPE-HR Leadership Awards

c. Star News Award – Star Night! The Learning and Excellence Award in the use of technology and innovative tools for training delivery.

 

The Company also won Aegis Graham Bell Award for Best Broadband Network Provider, Best Quality of Service Award by ET Telecom Awards, Best Implementation of Green IT – LE - CxO - The Technology Chapter Award by Lenovo and UTV Bloomberg, Edge Award by Interop and International Information Security Award by ISACA.

 

Their Executives were also recognized nationally and internationally with various prestigious awards.

 

Their Network Learning Centre (NLC) has won the following prestigious awards:

 

a. The IPE - HR Leadership Award 2012 for Excellence in Training,

 

b. Star News Award - Star Night! The Learning Excellence Award 2012.

 

 

FIXED ASSETS:

 

·         Leasehold Land

·         Freehold Land

·         Buildings

·         Plant and Machinery

·         Furniture and Fixtures

·         Vehicles

·         Indefeasible Rights of Connectivity (IRC)

·         Software

·         Brand Licence

·         Telecom Licenses

 

AUDITED FINANCIAL RESULTS (STANDALONE) FOR THE YEAR ENDED MARCH 31, 2013

Rs. in Millions

Sr.

No.

Particular

Quarter Ended

For Year Ended

 

 

31.03.2013

31.12.2012

31.03.2013

 

 

Unaudited

Unaudited

Audited

 

 

 

 

 

1.

Net Sales/Income from Operations

28250.000

27860.000

109810.000

 

Other Operating Income

550.000

2300.000

2860.000

 

Total Income From Operations (Net)

28800.000

30160.000

112670.000

 

 

 

 

 

2.

Expenditure

 

 

 

 

Access Charges

7810.000

7540.000

28160.000

 

License Fee

2080.000

1980.000

8310.000

 

Employee Cost

570.000

710.000

2900.000

 

Depreciation and Amortization

1910.000

5220.000

16810.000

 

Other Expenditure

11600.000

11430.000

46020.000

 

Total Expenses

23970.000

26880.000

102200.000

 

 

 

 

 

3.

Profit From Operations before Other Income, Interest and Exceptional Items (1-2)

4830.000

3280.000

10470.000

 

 

 

 

 

4.

Other Income

7930.000

2780.000

15530.000

 

 

 

 

 

5.

Profit Before Interest and Exceptional Items (3+4)

12760.000

6060.000

26000.000

 

 

 

 

 

6.

Interest

5190.000

4960.000

19760.000

 

 

 

 

 

7.

Profit After Interest but before Exceptional Items (5-6)

7570.000

1100.000

6240.000

 

 

 

 

 

8.

Exceptional Items

--

--

--

 

 

 

 

 

9.

Profit from Ordinary Activities before Tax (7+8)

7570.000

1100.000

6240.000

 

 

 

 

 

10.

Tax Expense

--

--

--

 

 

 

 

 

11.

Net Profit from Ordinary Activities after Tax (9-10)

7570.000

1100.000

6240.000

 

 

 

 

 

12.

Extraordinary Item (net of expense)

--

--

--

 

 

 

 

 

13.

Net Profit for the period (11-12)

7570.000

1100.000

6240.000

 

 

 

 

 

14.

Paid-up Equity Share Capital (Face Value of Rs.5/- Each)

10320.000

10320.000

10320.000

 

 

 

 

 

15.

Reserves Excluding Revaluation Reserve

--

--

--

 

 

 

 

 

16.

Basic and Diluted Earning Per Share (EPS) (Rs.)-Not Annualized

 

 

 

 

a) Basic and diluted EPS before extraordinary items

3.67

0.53

3.02

 

b) Basic and diluted EPS after extraordinary items

3.67

0.53

3.02

 

 

 

 

 

17.

Public Shareholding

 

 

 

 

-Number of Shares

663318324

663318324

663318324

 

- Percentage of Shareholding

32.14

32.14

32.14

 

 

 

 

 

18.

Promoters and Promoter Group Shareholding

 

 

 

 

a) Pledged/Encumbered

 

 

 

 

- Number of Shares

Nil

Nil

Nil

 

- Percentage of Shares (as a % of the Total Shareholding of promoter and promoter group)

Nil

 

Nil

Nil

 

- Percentage of Shares (as a % of the Total Share Capital of the Company)

Nil

 

Nil

Nil

 

 

 

 

 

 

b) Non Encumbered

 

 

 

 

- Number of Shares

1400708557

1400708557

1400708557

 

- Percentage of Shares (as a % of the Total Shareholding of Promoter and Promoter Group)

100.00

100.00

100.00

 

- Percentage of Shares (as a % of the Total Share Capital of the Company)

67.86

67.86

67.86

 

 

Particulars

Quarter Ended 31.03.2013

Pending at the beginning of the quarter

Nil

Received during the quarter

33

Disposed of during the quarter

33

Remaining unresolved at the end of the quarter

Nil

 

 

SEGMENT WISE REVENUE, RESULTS AND CAPITAL EMPLOYED

 

Rs. in Millions

Sl.

No.

 

 

Particulars

 

 

Quarter Ended

 

 

For Year Ended

 

31.03.2013

31.12.2012

31.03.2013

 

Unaudited

Unaudited

Audited

1

 

Segment Revenue

 

 

 

 

 

(a) Wireless

23230.000

25360.000

93930.000

 

 

(b) GEBU

12510.000

11880.000

46290.000

 

 

(c) Others / Unallocated

7320.000

1640.000

12320.000

 

 

Total

43060.000

38880.000

152540.000

 

 

 

 

 

 

 

 

Less: Inter segment revenue

6330.000

5940.000

24340.000

 

 

Income from Operations

36730.000

32940.000

128200.000

 

 

 

 

 

 

2

 

Segment Results

 

 

 

 

 

Profit / (Loss) before Tax and Financial Charges from each segment

 

 

 

 

 

(a) Wireless

4050.000

3700.000

12630.000

 

 

(b) GEBU

1760.000

1120.000

4690.000

 

 

(c) Others / Unallocated

6950.000

1240.000

8680.000

 

 

Total

12760.000

6060.000

26000.000

 

 

 

 

 

 

 

 

Less : Financial Cost

5190.000

4960.000

19760.000

 

 

Less : Exceptional Items

--

--

--

 

 

Total Profit / (Loss) before Tax

7570.000

1100.000

6240.000

 

 

 

 

 

 

3

 

Capital Employed

 

 

 

 

 

(Segment assets - Segment liabilities)

 

 

 

 

 

(a) Wireless

309970.000

316520.000

309970.000

 

 

(b) GEBU

20900.000

26480.000

20900.000

 

 

(c) Others / Unallocated

322020.000

407520.000

322020.000

 

 

Total

652890.000

750520.000

652890.000

 

 

Rs. in Millions

 

PARTICULARS

 

 

31.03.2013 AUDITED

Equity and liabilities

 

Shareholders' fund

 

Share capital

10320.000

Reserve & surplus

321100.000

Sub-total - Shareholders' funds

331420.000

Non - current liabilities

 

Long term borrowings

228910.000

Other long term liabilities

1430.000

Long term provisions

43700.000

Sub-total - Non-current liabilities

274040.000

Current liabilities

 

Short term borrowings

74360.000

Trade payables

14780.000

Other current liabilities

36120.000

Short term provisions

28640.000

Sub-total - Current liabilities

153900.000

 

 

Total - Equity & Liabilities

759360.000

 

 

Assets

 

Non-current assets

 

Fixed assets

367930.000

Non-current investment

210130.000

Long term loans & advances

45080.000

Sub-total - Non-current Assets

623140.000

Current assets

 

Inventories

3040.000

Trade receivables

20660.000

Cash & bank balances

2280.000

Short term loans & advances

87360.000

Other current assets

22880.000

Sub-total - Current Assets

136220.000

 

 

Total – Assets

759360.000

 

NOTES:

 

1. Figures of the previous period have been regrouped and reclassified, wherever required.

 

2. In accordance with the notification issued by the Ministry of Corporate Affairs (MCA) on August 9, 2012, the Company has, during the year, added Rs. 5430.000 Millions to the cost of capitalized assets and Rs. 2320.000 Millions to the Foreign Currency Monitory Items Translation Difference Account by reversing the exchange difference regarded as an adjustment to interest cost on account of restating long term monetary items expressed in foreign currency at year end prevailing rates in accordance with para 4(e) of Accounting Standard 16 "Borrowing Costs". The said interest was adjusted by withdrawal of an equivalent amount from General Reserve as at March 31, 2012 and hence, it has been credited to General Reserve.

 

3. Pursuant to the Schemes of Amalgamation and Arrangement (“the Schemes”) under Sections 391 to 394 of the Companies Act, 1956 approved by Hon’ble High Court of Judicature at Bombay vide orders dated July 21, 2006 and August 10, 2006 (revised) and by Hon’ble High Court of Gujarat vide order dated July 18, 2006, out of the excess of fair value of assets over liabilities, Rs. 30000.000 Millions was credited to and held as Provision for Business Restructuring (PBR) to meet increased depreciation cost, expenses and losses including on account of impairment or write down of assets which would be suffered by the Company, pursuant to the Scheme or otherwise in course of its business or in carrying out such restructuring of the operations of the Company or its Subsidiaries. The Company has reassessed the requirement for maintaining such PBR and based thereon, reversed Rs. 5500.000 Millions during the year as no longer required, leaving balance of Rs. 4880.000 Millions being dealt with in accordance with the said Scheme. The said amount of reversal of PBR has been reflected as part of Other Income.

 

4. Pursuant to the direction of the Hon’ble High Court of judicature at Bombay and option exercised by the Board of the Company, in accordance with and as per the arrangement approved by the Hon’ble High Court vide order dated July 3, 2009 binding on the Company expenses and/ or losses, identified by the Board of the Company as being exceptional or otherwise subject to the Accounting treatment prescribed in the Schemes of Arrangement sanctioned by the Hon’ble High Court and comprising of Rs. Nil (Previous year Rs. 2690.000 Millions) of debts due and subsidy claimed from the Government, foreign exchange loss of Rs. Nil (Previous year Rs. 7750.000 Millions) regarded as an adjustment to interest cost on account of restating long term monetary items expressed in foreign currency at year end prevailing rates, Rs. 2180.000 Millions (Previous year Rs. Nil) of depreciation consequent to addition of exchange differences on long term borrowing relating to capital assets to the cost of capitalized assets, as also Rs. 910.000 Millions (Previous year Rs. 2730.000 Millions) of net losses on settlement of items recovered and/ or discharged in foreign currency, Rs. 5460.000 Millions (Previous year Rs. 160.000 Millions) being amortization of Foreign Currency Monetary items Difference Account (FCMITDA) excluding the portion added to the cost of fixed assets or carried forward as Foreign Currency Monetary Item Translation Difference Account in accordance with Para 46 A inserted into Accounting Standard (AS) 11 “The Effects of Changes in Foreign Exchange Rates” in context of unprecedented volatility in exchange rates during the year, have been met by withdrawal from corresponding General Reserves, leaving no impact on profit for the year ended March 31, 2013. Such withdrawals have been included/ reflected in the Statement of Profit and Loss. While the Company has been legally advised that such inclusion in the Statement of Profit and Loss is in accordance with Revised Schedule VI of the Companies Act, 1956, in anticipation of clarification sought from ICAI that such inclusion in the Statement of Profit and Loss is not contrary to Revised Schedule VI, this Accounting treatment has been referred to by the Auditors of the Company in their Report.

 

5. The Company had, during the year ended on March 31, 2009, revalued its investments in one of its subsidiaries Reliance Globalcom BV, Netherlands at the fair value, and credited an amount of Rs. 151.2 billion to General Reserve. On a conservative and prudent basis, and to reflect the said investments at the present valuations, the Company has during the year adjusted a sum of Rs. 108.8 billion in the General Reserve. The above has no impact on Consolidated Net Worth of the Company for the year ended March 31, 2013.

 

6. Department of Telecommunication (Dot) has, during the quarter, issued demand on the Company for Rs. 17580.000 Millions towards levy of one time Spectrum Charges, being the prospective charges for holding CDMA Spectrum beyond 2.5 MHz for the period from January 1, 2013 till the expiry of the initial terms of the respective Licenses. Based on a petition filed by the Company, the Hon’ble High Court of Kolkata, vide its order dated April 19, 2013, has directed Dot not to take any coercive action until the further order. The Company is of the opinion that the said demand, inter alia, is an alteration of financial terms of the licenses issued in the past and has also been legally advised. Accordingly, no provision in this regard is required.

 

7. The Board of Directors has recommended a dividend of Re. 0.25 per equity share of Rs. 5 each i.e.5% for the financial year ended on March 31, 2013, subject to approval of the shareholders at the ensuing Annual General Meeting.

 

8. The Company is operating with Wireless, GEBU and Others / Unallocated segments. Accordingly, segment-wise information has been given. This is in line with the requirement of AS 17 "Segment Reporting".

 

9. Formula used for the computation of ratios:

 

i) Debt Equity Ratio = Debt/ Equity;

 

ii) Debt Service Coverage Ratio (DSCR) = Earnings before depreciation, interest, tax/ (Interest + Principal repayment);

 

iii) Interest Service Coverage Ratio (ISCR) = Earnings before depreciation, interest, tax/ (Interest expense)

 

10. Figures for the quarter ended March 31, 2013 and March 31, 2012 are balancing figure between audited figures in respect of the full financial year and published year to date figures up to the third quarter of the relevant financial year.

 

11. After review by the Audit Committee, the Board of Directors of the Company has approved the above results at their meeting held on May 10, 2013

.

 

PRESS RELEASE:

 

RCOM TO UNLOCK SUBSTANTIAL SHAREHOLDER VALUE BY DEMERGER OF REAL ESTATE INTO SEPARATE COMPANY

 

NEW COMPANY TO BE NAMED RELIANCE PROPERTIES LIMITED

 

RELIANCE PROPERTIES TO BE SEPARATELY LISTED

 

ALL RCOM SHAREHOLDERS (INCLUDING FIIs) TO RECEIVE FULLY TRADEABLE PRO-RATA SHAREHOLDING IN RELIANCE PROPERTIES FREE OF COST

 

INDICATIVE MONETISABLE VALUE OF RCOM’S REAL ESTATE ON DEVELOPMENT AT RS. 120000.000 MILLIONS (US$ 2 BILLION) WHICH IS RS. 60 (US$ 1) PER RCOM SHARE

 

NO IMPACT OF DEMERGER ON RCOM’S PROFITABILITY AS REAL ESTATE NOT BEING UTILISED FOR TELECOM BUSINESS

 

RELIANCE PROPERTIES TO WORK WITH GLOBAL PARTNERS TO UNLOCK VALUE FROM REAL ESTATE

 

SEPARATION OF REAL ESTATE PART OF RCOM STRATEGIC PLAN TO FOCUS ON CORE TELECOM BUSINESS

 

DEMERGER TO BE THROUGH TRANSPARENT SCHEME WITH APPROVALS OF SHAREHOLDERS, LENDERS, COURTS, ETC.

 

Mumbai, 7th July, 2013: Reliance Communications (RCOM) today announced that its Board of Directors has in-principle decided on a demerger of the real estate held by RCOM into a separate unit, Reliance Properties Limited, to unlock substantial value for the benefit of its approx. 2 million institutional and retail shareholders.

 

The proposed separation of real estate into a separate unit is part of RCOM’s strategic plan to divest non-core assets, and focus on its core wireless and enterprise business.

 

Reliance Properties Limited will be a separate listed Company. All shareholders of RCOM will receive fully tradeable pro-rata shareholding in Reliance Properties Limited, FREE OF COST, based on their existing shareholding in RCOM.

 

The preliminary and indicative monetisable value of RCOM’s real estate on development is estimated by independent valuers at over Rs. 120000.000 Millions (US$ 2 billion), which is equal to Rs. 60 (US$ 1) per RCOM share.

 

Reliance Properties will work with leading global partners to develop the real estate, and unlock this value for the benefit of its approx. 2 million shareholders.

 

The properties proposed to be developed by Reliance Properties include inter alia:

 

1. Prime land at Dhirubhai Ambani Knowledge City, Navi Mumbai measuring nearly 135 acres, with saleable area of over 15 million sq. ft.

 

2. Prime property near Connaught Place, New Delhi measuring nearly 4 acres. The Board has constituted a Committee to consider the matter in detail, and prepare the necessary Demerger Scheme, etc. in consultation with legal and other advisors. The Demerger will be subject to approvals from shareholders, lenders, Courts, etc.

 

ABOUT RELIANCE COMMUNICATIONS LIMITED:

 

Reliance Communications Limited founded by the late Mr. Dhirubhai H Ambani (1932-2002) is the flagship company of the Reliance Group. The Reliance Group currently has a net worth in excess of Rs. 896000.000 Millions (US$ 16.5 billion), cash flows of Rs. 91000.000 Millions (US$ 1.7 billion), net profit of Rs. 43000.000 Millions (US$ 0.8 billion). Reliance Communications is India's foremost and truly integrated telecommunications service provider. The Company has a customer base of over 130 million, including over 2.5 million individual overseas retail customers. Reliance Communications corporate clientele includes 35,000 Indian and multinational corporations, and over 800 global, regional and domestic carriers.

 

Reliance Communications has established a pan-India, next generation, integrated (wireless and wireline),convergent (voice, data and video) digital network that is capable of supporting best-of-class services spanning the entire communications value chain, covering over 24,000 towns and 600,000 villages. Reliance Communications owns and operates the world's largest next generation IP enabled connectivity infrastructure, comprising over 277,000 kilometers of fibre optic cable systems in India, USA, Europe, Middle East and the Asia Pacific region.

 

 

RCOM COMPLETES SECURITISATION UNDER RS. 12000.000 MILLIONS (US$ 200 MILLION) INTER-CITY FIBRE AGREEMENT WITH RELIANCE JIO INFOCOMM

 

SECURITISATION PROCEEDS UTILISED TO REPAY HIGH COST RUPEE DEBT, WITH SIGNIFICANT INTEREST COST SAVINGS

 

SECURITISATION COMPLETED WITH INDIAN AND FOREIGN BANKS

 

DELIVERIES OF INTER CITY FIBRE LINKS TO RELIANCE JIO ALREADY COMMENCED

 

TOTAL DELIVERIES OF 1,20,000 KMS INTER CITY FIBRE TO BE COMPLETED WITHIN CURRENT FINANCIAL YEAR

 

Mumbai, 11th July, 2013: Reliance Communications (RCOM) today announced that it has completed securitization of proceeds under the Rs. 12000.000 Millions (US$ 200 million) intercity Fibre Agreement signed with Reliance Jio Infocomm Limited in April 2013.

 

The proceeds from securitization have been utilized to repay high cost rupee debt, resulting in significant interest cost savings for RCOM.

 

The securitization has been completed with Indian and foreign banks.

 

Deliveries of intercity fibre links to Reliance Jio have already commenced. The total deliveries of 1,20,000 kms inter city fibre under the Agreement are expected to be completed within the current financial year.

 

ABOUT RELIANCE COMMUNICATIONS LIMITED:

 

Reliance Communications Limited founded by the late Mr. Dhirubhai H Ambani (1932-2002) is the flagship company of the Reliance Group. The Reliance Group currently has a net worth in excess of Rs. 896000.000 Millions (US$ 16.5 billion), cash flows of Rs. 91000.000 Millions (US$ 1.7 billion), net profit of Rs. 43000.000 Millions (US$ 0.8 billion). Reliance Communications is India's foremost and truly integrated telecommunications service provider. The Company has a customer base of over 130 million, including over 2.5 million individual overseas retail customers. Reliance Communications corporate clientele includes 35,000 Indian and multinational corporations, and over 800 global, regional and domestic carriers.

 

Reliance Communications has established a pan-India, next generation, integrated (wireless and wireline),convergent (voice, data and video) digital network that is capable of supporting best-of-class services spanning the entire communications value chain, covering over 24,000 towns and 600,000 villages. Reliance Communications owns and operates the world's largest next generation IP enabled connectivity infrastructure, comprising over 277,000 kilometers of fibre optic cable systems in India, USA, Europe, Middle East and the Asia Pacific region.

 

 

 


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 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.58.94

UK Pound

1

Rs.90.47

Euro

1

Rs.77.87

 

 

INFORMATION DETAILS

 

Information Gathered by :

NYA

 

 

Report Prepared by :

TPT


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

6

PAID-UP CAPITAL

1~10

6

OPERATING SCALE

1~10

6

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

6

--PROFITABILIRY

1~10

6

--LIQUIDITY

1~10

6

--LEVERAGE

1~10

6

--RESERVES

1~10

6

--CREDIT LINES

1~10

6

--MARGINS

-5~5

--

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

YES

--LITIGATION

YES/NO

YES

--OTHER ADVERSE INFORMATION

YES/NO

NO

MERIT POINTS

 

 

--SOLE DISTRIBUTORSHIP

YES/NO

NO

--EXPORT ACTIVITIES

YES/NO

NO

--AFFILIATION

YES/NO

YES

--LISTED

YES/NO

YES

--OTHER MERIT FACTORS

YES/NO

YES

--RBI

YES/NO

NO

--EPF

YES/NO

NO

TOTAL

 

54

 

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.