MIRA INFORM REPORT

 

 

Report Date :

15.06.2013

 

IDENTIFICATION DETAILS

 

Name :

RELIANCE FRESH LIMITED (w.e.f. 18.01.2008)

 

 

Formerly Known As :

RANGER FARMS LIMITED (w.e.f. 10.02.2007)

 

RANGER FARMS PRIVATE LIMITED

 

 

Registered Office :

3rd Floor, Court House,, Lokmanya Tilak Marg , Dhobi Talao, Mumbai - 400002, Maharashtra

 

 

Country :

India

 

 

Financials (as on) :

31.03.2012

 

 

Date of Incorporation :

29.06.1999

 

 

Com. Reg. No.:

11-120563

 

 

Capital Investment / Paid-up Capital :

Rs.10.500 Millions

 

 

CIN No.:

[Company Identification No.]

U01100MH1999PLC120563

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

MUMR19954E

 

 

PAN No.:

[Permanent Account No.]

AABCR1718E

 

 

Legal Form :

A Closely Held Public Limited Liability Company

 

 

Line of Business :

Departmental Stores

 

 

No. of Employees :

Information declined by management

 

 

RATING & COMMENTS

 

MIRA’s Rating :

B (28)

 

RATING

STATUS

PROPOSED CREDIT LINE

26-40

B

Capability to overcome financial difficulties seems comparatively below average.

Small

 

Status :

Moderate

 

 

Payment Behaviour :

Slow

 

 

Litigation :

Clear

 

 

Comments :

Subject is a part of “Reliance Group” a well known and a reputed industrial house in the country.

 

There appears huge accumulated losses during 2012. The net worth of the company has been fully eroded. External borrowings have increased over previous year.

 

However, trade relations are fair. The status of the company appears to be active with the registrar of companies. Payment terms are reported as slow.

 

In view of strong holding company, subject can be considered for business dealings with great caution.

 

NOTES :

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

 

 

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 DECLIEND

 

Management Non – Cooperative (91-22-44770000)

 

LOCATIONS

 

Registered Office :

3rd Floor, Court House,, Lokmanya Tilak Marg, Dhobi Talao, Mumbai - 400002, Maharashtra, India

Tel. No.:

91-22-44770000

Fax No.:

91-22-44771882

E-Mail :

reena.p.yadav@ril.com

radika.thorat@ril.com

Website :

http://www.reliancefresh.info

 

 

Corporate Office :

9th Floor, Maker Chambers IV, 222, Nariman Point, Mumbai – 400021, Maharashtra, India

Tel. No.:

91-22-44772522

Fax No.:

91-22-22785211

 

 

DIRECTORS

 

As on 04.08.2012

 

Name :

Mr. Pankaj Mohan Pawar

Designation :

Whole Time Director

Address :

302, Archana, Surabh, Plot No.20, Sector 7, Koparkhairne, Navi Mumbai – 400709, Maharashtra, India

Date of Birth/Age :

14.07.1972

Date of Appointment :

01.04.2012

DIN No.:

00085077

Voter ID No.:

00085077

 

 

Name :

Mr. Pramod Madhukar Bhawalkar

Designation :

Director

Address :

236, Om Trimurti CHS, Bhaktidham Marg, Off Sion Trombay Road, Chunabhati, Mumbai – 400022, Maharashtra, India

Date of Birth/Age :

18.01.1957

Date of Appointment :

04.08.2012

DIN No.:

01114946

Voter ID No.:

01114946

 

 

Name :

Mr. Madhavan Ganesan

Designation :

Whole Time Director

Address :

C-Wing, 2004/20th Floor, Shree Ji, Heights Plot, Sector 46A, Nerul, Navi Mumbai – 400706, Maharashtra, India

Date of Birth/Age :

07.09.1964

Date of Appointment :

01.04.2012

DIN No.:

01674529

Voter ID No.:

01674529

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on 04.08.2012

 

Names of Shareholders

 

No. of Shares

Reliance Retail Limited, India 

 

1049994

Rajendra Madhav Kamath Jointly With Reliance Retail Limited, India

 

1

Sudhakar Saraswatula Jointly With Reliance Retail Limited, India

 

1

Sridhar Kothandaranman With Reliance Retail Limited , India

 

1

Pankaj Mohan Pawar Jointly With Reliance Retail Limited, India

 

1

Madhavan Ganesan jointly with Reliance Retail Limited, India

 

1

A Ramaswamy jointly with Reliance Retail Limited, India

 

1

Total

 

1050000

 

Equity Share Break up (Percentage of Total Equity)

 

As on 04.08.2012

 

Category

Percentage

Bodies corporate

100.00

Total

100.00

 

 

BUSINESS DETAILS

 

Line of Business :

Departmental Stores

 

 

Products :

Item Code No.

Product Description

99622290

Food

99622590

Non Food

99839900

Support Services

 

 

GENERAL INFORMATION

 

No. of Employees :

Information declined by management

 

 

Bankers :

HDFC Bank, HDFC Bank House, Senapati Bapat Marg, Lower Parel (West), Mumbai - 400013, Maharashtra, India

 

 

Facilities :

Secured Loan

31.03.2012

(Rs. in Millions)

31.03.2011

(Rs. in Millions)

Long-term Borrowings

 

 

Rupee term loans from banks

13.100

8.100

Long-term maturities of finance lease obligations

7.200

0.000

Total

20.300

8.100

 

 

 

Banking Relations :

--

 

 

Auditors :

 

Name :

Chaturvedi and Shah

Chartered Accountants 

Address :

714/715, Tulsiani Chambers, 212, Nariman Point, Mumbai – 400 021, Maharashtra, India

PAN.:

AAAFC0662N

 

 

Name :

S. V. Ghatalia and Associates

Chartered Accountants 

Address :

16th Floor, The Ruby, 29, Senapati Bapat Marg, Dadar (West), Mumbai 400028, Maharashtra, India

PAN.:

AACFS6921Q

 

 

Ultimate holding company:

Reliance Industries Limited, India

CIN: L17110MH1973PLC019786

 

 

Holding company:

Reliance Retail Limited, India

CIN: U17120MH1998PLC114010

 

 

Subsidiaries:

·         Delight Proteins Limited, India

CIN: U74140MH2000PLC128371

·         LPG Infrastructure (India) Limited, India

CIN: U65990MH1992PLC067949

·         Reliance Agri Products Distribution Limited  (upto 30th January, 2012)    

·         Reliance Autozone Limited, India (from 31st January, 2012)    

CIN: U74140MH2000PLC128398

·         Reliance Dairy Foods Limited, India  (from 31st January, 2012)

CIN: U15419MH2006PLC165826  

·         Reliance Digital Media Limited  (from 31st January, 2012)

·         Reliance F and B Services Limited, India

CIN: U85190MH2000PLC126442   

·         Reliance Food Processing Solutions Limited, India

CIN: U51101MH2007PLC175511

·         Reliance Gems and Jewels Limited  (upto 30th January, 2012)    

·         Reliance Home Products Limited, India

CIN: U52599MH2007PLC176409

·         Reliance Home Store Limited (upto 30th January, 2012) 

·         Reliance Hypermart Limited (upto 25th March, 2012)

·         Reliance Integrated Agri Solutions Limited  (upto 30th January, 2012)    

·         Reliance Leisures Limited  (upto 30th January, 2012)

·         Reliance Lifestyle Holdings Limited (upto 30th January, 2012)  

·         Reliance Loyalty and Analytics Limited, India   (from 31st January, 2012)    

CIN: U51101MH2007PLC175624

·         Reliance Petro Marketing Limited, India

CIN: U74210MH1999PLC120377  

·         Reliance Replay Gaming Limited, India (from 31st January, 2012)

CIN: U51109MH2008PLC185068 

·         Reliance Review Cinema Limited, India  (from 31st January, 2012)  

CIN: U51109MH2008PLC185095 

·         Reliance Supply Chain Solutions Limited   (upto 30th January, 2012)    

·         Reliance Vantage Retail Limited  (upto 25th March, 2012)

·         Reliance Wellness Limited  (upto 25th March, 2012)

·         Retail Concepts and Services (India) Limited   (upto 30th January, 2012)   

·         Two Sisters Foods India Limited, India

CIN: U51109MH2008PLC185094

 

 

Fellow subsidiaries:

·         Indiawin Sports Private Limited, India

CIN: U51109MH2007PTC176254    

·         Infotel Broadband Services Limited, India

CIN: U72900MH2007PLC234712 

·         Reliance Autozone Limited (upto 30th January, 2012)

·         Reliance Brands Limited, India

CIN: U51900MH2007PLC174470    

·         Reliance Commerical Land and Infrastructure Limited

·         Reliance Corporate IT Park Limited, India

CIN: U74140MH2001PLC131458   

·         Reliance Dairy Foods Limited  (upto 30th January, 2012)

·         Reliance Digital Media Limited, India  (upto 30th January, 2012)

CIN: U51909MH2007PLC175652

·         Reliance Financial Distribution and Advisory Services Limited, India

CIN: U65990MH2007PLC170804

·         Reliance Commercial Land and Infrastructure Limited, India

CIN: U51109MH2008PLC185389

·         Reliance Footprint Limited, India

CIN: U51101MH2007PLC171321   

·         Reliance Gems and Jewels Limited, India  (from 31st January, 2012)  

CIN: U25199MH1998PLC114011 

·         Reliance Home Store Limited, India (from 31st January, 2012)

CIN: U51101MH2007PLC175510

·         Reliance Industrial Investments and Holdings Limited, India

CIN: U65910MH1986PLC041081

·         Reliance Agri Products Distribution Limited, India (from 31st January, 2012)   

CIN: U52100MH2007PLC175530

·         Reliance Infrastructure Management Services Limited, India

CIN: U51900MH2007PLC175640

·         Reliance Integrated Agri Solutions Limited, India  (from 31st January, 2012)

CIN: U51909MH2007PLC167793

·         Reliance Jamnagar Infrastructure Limited, India

CIN: U45300GJ1999PLC036347

·         Reliance Leisures Limited, India (from 31st January, 2012)

CIN: U52100MH2007PLC175533

·         Reliance Lifestyle Holdings Limited, India  (from 31st January, 2012) 

CIN: U01403MH2007PLC172415  

·         Reliance Office Solutions Private Limited, India

CIN: U51109MH2008PTC185092  

·         Reliance Payment Solutions Limited, India

CIN: U65923MH2007PLC173923

·         Reliance People Serve Limited, India

CIN: U93090MH2007PLC167786

·         Reliance Polyolefins Limited, India

CIN: U99999MH1992PLC065847 

·         Reliance Retail Insurance Broking Limited, India

CIN: U67200MH2006PLC165651  

·         Reliance Retail Travel and Forex Services Limited 

·         Reliance Security Solutions Limited, India

CIN: U51109MH2008PLC185401   

·         Reliance Strategic Investments Limited, India

CIN: U65990MH1999PLC120918

·         Reliance Supply Chain Solutions Limited, India  (from 31st January, 2012)    

CIN: U52190MH2007PLC175508

·         Reliance Trade Services Centre Limited, India

CIN: U51900MH2007PLC175636   

·         Reliance Trends Limited, India

CIN: U51909MH2006PLC166165

·         Reliance Universal Ventures Limited, India

CIN: U51109MH2007PLC167805   

·         Reliance Wellness Limited  (From 26th March, 2012)

·         Reliance digital Retail Limited, India

CIN: U70102MH2007PLC170415     

·         Reliance Haryana SEZ Limited, India

CIN: U70109HR2006PLC036416

·         RESQ Limited, India

CIN: U52599MH2007PLC168275

·         Retail Concepts and Services (India) Limited, India  (from 31st January, 2012)   

CIN: U15130MH2003PLC139197

·         Strategic Manpower Solutions Limited, India

CIN: U74999MH2007PLC167704

 

 

CAPITAL STRUCTURE

 

As on 31.03.2012

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

1050000

Equity Shares

Rs.10/- each

Rs. 10.500 Millions

 

 

 

 

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

1050000

Equity Shares

Rs.10/- each

Rs. 10.500 Millions

 

 

 

 

 

 

 


 

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

 

10.500

10.500

(b) Reserves & Surplus

 

(12950.900)

(10213.300)

 

 

 

 

(c) Money received against share warrants

 

0.000

0.000

 

 

 

 

(2) Share Application money pending allotment

 

0.000

0.000

 

 

 

 

(3) Non-current liabilities

 

 

 

(a) long-term borrowings

 

58728.300

47581.700

(b) Deferred tax liabilities (Net)

 

0.000

0.000

(c) Other long term liabilities

 

0.000

0.000

(d) long-term provisions

 

108.800

70.000

 

 

 

 

(4) Current liabilities

 

 

 

(a) Short term borrowings

 

0.000

0.000

(b) Trade payables

 

3085.500

2073.100

(c) Other current liabilities

 

1089.500

563.400

(d) Short-term provisions

 

5.600

15.200

TOTAL

 

50077.300

40100.600

 

 

 

 

II.       ASSETS

 

 

 

(1) Non-current assets

 

 

 

(a) Fixed Assets

 

 

 

(i) Tangible assets

 

23244.200

23629.300

(ii) Intangible Assets

 

0.000

0.000

(iii) Capital work-in-progress

 

3811.700

3221.900

(iv) Intangible assets under development

 

0.000

0.000

(b) Non-current Investments

 

2455.400

19.100

(c) Deferred tax assets (net)

 

6165.100

4677.400

(d)  Long-term Loan and Advances

 

5861.900

4017.800

(e) Other Non-current assets

 

0.000

0.000

 

 

 

 

(2) Current assets

 

 

 

(a) Current investments

 

0.000

0.000

(b) Inventories

 

5313.700

3237.000

(c) Trade receivables

 

1480.900

295.100

(d) Cash and cash equivalents

 

203.200

144.200

(e) Short-term loans and advances

 

1541.100

858.800

(f) Other current assets

 

0.100

0.000

TOTAL

 

50077.300

40100.600

 

SOURCES OF FUNDS

 

 

 

31.03.2010

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

 

 

0.500

2] Share Application Money

 

 

0.000

3] Reserves & Surplus

 

 

0.000

4] (Accumulated Losses)

 

 

(4119.319)

NETWORTH

 

 

(4118.819)

LOAN FUNDS

 

 

 

1] Secured Loans

 

 

5.893

2] Unsecured Loans

 

 

21002.895

TOTAL BORROWING

 

 

21008.788

DEFERRED TAX LIABILITIES

 

 

0.000

 

 

 

 

TOTAL

 

 

16889.969

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

 

 

6018.618

Capital work-in-progress

 

 

5288.751

 

 

 

 

INVESTMENT

 

 

4.900

DEFERREX TAX ASSETS

 

 

2010.473

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

 
 
2146.706

 

Sundry Debtors

 
 
522.187

 

Cash & Bank Balances

 
 
179.364

 

Other Current Assets

 
 
0.000

 

Loans & Advances

 
 
2105.282

Total Current Assets

 
 
4953.539

Less : CURRENT LIABILITIES & PROVISIONS

 
 
 

 

Sundry Creditors

 
 
1331.294

 

Other Current Liabilities

 
 
0.040

 

Provisions

 
 
54.978

Total Current Liabilities

 
 
1386.312

Net Current Assets

 
 
3567.227

 

 

 

 

MISCELLANEOUS EXPENSES

 

 

0.000

 

 

 

 

TOTAL

 

 

16889.969


PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

 

31.03.2012

31.03.2011

31.03.2010

 

SALES

 

 

 

 

 

Income

38378.400

28670.000

20827.300

 

 

Other Income

8.500

256.400

12.800

 

 

TOTAL                                     (A)

38386.900

28926.400

20840.100

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Purchases of stock-in-trade

33270.800

24295.500

 

 

Changes in inventories of finished goods, work-in-progress and stock-in-trade

(2034.700)

105.400

 

 

 

Employee benefit expense

1752.800

1078.300

 

 

 

Other expenses

7564.100

7163.100

 

 

 

TOTAL                                     (B)

40553.000

32642.300

22347.300

 

 

 

 

 

Less

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

(2166.100)

(3715.900)

(1507.200)

 

 

 

 

 

Less

FINANCIAL EXPENSES                         (D)

2.400

1.600

0.800

 

 

 

 

 

 

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

(2168.500)

(3717.500)

(1508.000)

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

2056.800

1106.100

662.900

 

 

 

 

 

 

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

(4225.300)

(4823.600)

(2170.900)

 

 

 

 

 

Less

TAX                                                                  (H)

(1487.700)

(1365.400)

(819.300)

 

 

 

 

 

 

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

(2737.600)

(3458.200)

(1351.600)

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

(10213.300)

(4119.278)

(2767.678)

 

 

 

 

 

 

Transferred on Demerger

0.000

(2635.800)

0.000

 

 

 

 

 

 

BALANCE CARRIED TO THE B/S

(12950.900)

(10213.300)

(4119.278)

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Traded Goods

NA

NA

136.740

 

 

Capital Goods

NA

NA

0.141

 

TOTAL IMPORTS

NA

NA

136.881

 

 

 

 

 

 

Earnings / (Loss) Per Share (Rs.)

(2607.24)

(13536.01)

(27032.82)

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2012

31.03.2011

31.03.2010

PAT / Total Income

(%)

(7.13)

(11.96)

(6.49)

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

(11.01)

(16.82)

(10.42)

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

(11.22)

(14.99)

(19.79)

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

(0.33)

(0.47)

(0.53)

 

 

 

 

 

Debt Equity Ratio

(Total Debt /Networth)

 

(4.54)

(0.47)

(5.43)

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

2.04

1.71

3.57

 

 

LOCAL AGENCY FURTHER INFORMATION

 

SUNDRY CREDITORS DETAILS:

 

Particulars

31.03.2012

31.03.2011

31.03.2010

 

(Rs. In Millions)

Sundry Creditors

3085.500

2073.100

1331.294

 

 

 

 

Total

3085.500

2073.100

1331.294

 

 

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

Yes

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)

No

21]

Market information

--

22]

Litigations that the firm / promoter involved in

--

23]

Banking Details

Yes

24]

Banking facility details

Yes

25]

Conduct of the banking account

--

26]

Buyer visit details

--

27]

Financials, if provided

Yes

28]

Incorporation details, if applicable

Yes

29]

Last accounts filed at ROC

Yes

30]

Major Shareholders, if available

Yes

31]

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

Yes

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

No

 

OPERATIONAL REVIEW:

 

During the year, the Company witnessed strong growth in sales from existing stores and also added new stores. The Company operates Value Format that comprises of Reliance Fresh, Reliance Super, Reliance Mart, Delight and Autozone. Together these formats consist of over 700 stores and contribute to dominant share of retail space and turnover.  The Company is the largest grocery retailer in the Country.

 

The neighborhood format catering to daily shopping needs Reliance Fresh continues to grow with strong same store sales growth.

 

The Company launched its new prototype of Reliance Mart and Reliance Super during the year and has received an overwhelming response from customers. The Company will be rolling out more stores in Financial Year 2012-13, which are currently in various stages of construction and planning.

 

The Company launched its first wholesale format under the name of Reliance Market in Ahmedabad. Reliance Market is infusing new life in traditional transactions with professional customers and boosting their entrepreneurial capacity. It is generating sustained value by creating employment and most importantly, self-belief in small shopkeepers, as it partners with the traditional trade. The first pilot store boasting of an area of 100,000 sq ft caters to kirana stores, small businesses, restaurants and various other institutional buyers. Encouraged by the success, the company will rapidly expand the format.

 

Having built a strong foundation for growth and the continuous focus on providing superior value propositions, the directors are confident of robust performance by the Company in the coming years

 

UNSECURED LOAN

 

PARTICULARS

31.03.2012

(Rs. in Millions)

31.03.2011

(Rs. in Millions)

Long-term Borrowings

 

 

Loans and advances from related parties

58708.000

47573.600

 

 

 

Total

58708.000

47573.600

 

 

BANKERS CHARGES REPORT AS PER REGISTRY

 

Corporate identity number of the company

U01100MH1999PLC120563

Name of the company

RELIANCE FRESH LIMITED

Address of the registered office or of the principal place of  business in India of the company

3rd Floor, Court House, Lokmanya Tilak Marg , Dhobi Talao Mumbai – 400002, Maharashtra, India

reena.p.yadav@ril.com

This form is for

Creation of charge

Type of charge

·         Movable property (not being pledge)

Particular of charge holder

CIN: L65920MH1994PLC080618

 

HDFC Bank, HDFC Bank House, Senapati Bapat Marg, Lower Parel (West), Mumbai-400013, Maharashtra, India

sanjay.dongre@hdfcbank.com

Nature of instrument creating charge

Letter of HDFC Bank dated March 1, 2012 and order of the High Court dated October 14, 2011 and further amended by order dated December 2, 2011

Date of instrument Creating the charge

01.03.2012

Amount secured by the charge

Rs.42.500 Millions

Brief of the principal terms an conditions and extent and operation of the charge

Rate of Interest

Interest at such rate/s as may be determined by the bank from time to time

 

Terms of Repayment

As per Agreement(s) for Autoloan

 

Extent and Operation of the charge

First and exclusive charge on the present and future vehicles (purchased under the loan facility) hypothecated and the charge shall stand as security to the repayment and payment by the Company to the Bank for all monies payable under the Agreement for Autoloan.

 

Others

Pursuant to the scheme of arrangement sanctioned by order of the High Court dated October 14, 2011 and further amended by order dated December 2, 2011, the assets and liabilities (including the autoloan facility) comprised in certain undertakings of the transferor companies have been demerged into and vested with Reliance Fresh Limited, the transferee Company.

Short particulars of the property or asset(s) charged (including complete address and location of the property)

Vehicles as detailed in the Agreement(s) for Autoloan, including future vehicles purchased under the loan facility.

 

 

CONTINGENT LIABILITIES:

 

(Rs. in millions)

PARTICULARS

31.03.2012

31.03.2011

Guarantees

112.000

89.300

Estimated amount of contracts remaining to be executed on capital account and not provided for

392.100

337.700

 

FIXED ASSETS

 

·         Plant and equipment

·         Furniture and fixtures

·         Vehicles

 

AS PER WEBSITE DETAILS

 

NEWS

 

RELIANCE FRESH BORROWING LIMIT RAISED FOR FUTURE EXPANSION

27, DECEMBER 2012

 

As per a company filing uploaded on the Registrar of Companies’ (RoC) website on 30 November by the Reliance Industries Limited (RIL) subsidiary Reliance Fresh Limited, which operates a chain of supermarkets and hypermarkets, it has been authorized via a resolution passed by its shareholders, to raise its borrowing limit by half to Rs 150000.000 Millions with immediate effect to fund future expansion.


The resolution, which was passed at an extraordinary general meeting on 31 October, allows the company to have, at any time, debt that is Rs.150000.000 Millions in excess of its combined paid-up capital and free reserves. According to its 2012 annual return filed with RoC, the company has paid-up capital of only Rs.10.500 Millions and no free reserves as it is still running at a loss, the current borrowing limit will be Rs.150010.500 Millions. As and when the company’s paid-up capital increases and it accumulates free reserves, its debt exposure will automatically rise in the same proportion.


According to the Reliance Fresh 2010-11 balance sheet posted on the RoC website, the RIL subsidiary had a debt of Rs.52177.100 Millions, and most of which is owed to its parent company. The increase in the borrowing limit is an indication that RIL is getting ready to pump more money into its retail operations in the coming fiscal.


With opening of FDI in multi-brand retail, several large global players are flocking to India, and to take on the increased competition, the home grown brands need to expand rapidly and increase their presence.


Reliance Retail has around 1,450 stores in the country. In 2012 the company added around 250 stores with over 1 million sqft of retail space. In 2011, it recorded a 20% growth and plans to maintain the same pace of growth this year.

 

RELIANCE CLUBS NINE ARMS WITH RELIANCE FRESH

29 MARCH 2012

 

Mumbai: Reliance Retail Limited, an arm of India’s most-valued company Reliance Industries Limited, has integrated nine of its loss-making subsidiaries with Reliance Fresh Limited, under a scheme of arrangement proposed to the Bombay high court.

 

The structure was approved by the court on 26 December and came into effect on 30 December, when the court order was submitted to the Registrar of Companies.

 

The integration will allow the company to “exclusively focus on one area of business and also have a greater capacity to raise finance and expand operations,” Reliance says in its proposal, a copy of which Mint has reviewed.

 

The nine companies merged with Reliance Fresh are: Reliance Agri Products Distribution Limited, Reliance Food Processing Solutions Limited, Reliance Home Store Limited, Reliance Hypermart Limited, Reliance Integrated Agri Solutions Limited, Reliance Lifestyle Holdings Limited, Reliance Supply Chain Solutions Limited, Reliance Wellness Limited and Reliance Concepts and Services India Limited.

 

These companies, including Reliance Fresh, incurred a combined loss of Rs.3604.700 Millions on a revenue of Rs 33801.600 Millions in fiscal 2011, according to data culled from RIL’s 2011 annual report.

 

Other than Reliance Fresh, the retail business includes Reliance Digital, Reliance Trends and Reliance Brands. None of these are listed on BSE Limited.

 

An email sent to RIL on Thursday remained unanswered.

 

An RIL official, speaking on condition of anonymity, said the restructuring was contemplated during a phase of consolidation at Reliance Retail on the basis that companies with similar operations should be merged into one.

According to the scheme of arrangement, the holding company decided to restructure the operations to “segregate similar trading and related operations and to house the same in a single company Reliance Fresh Limited, instead of several companies carrying on the same business.”

 

It added that “the demerger would also achieve synergies and economies of scale by reducing duplication of costs and improving administrative and operational efficiency.”

 

Financial ed about the merger on 16 September and CNBC TV18 on 5 March.

 

India’s largest listed retailer by revenues, Pantaloons Retail India Limited, executed a similar restructuring two years ago by bringing brands like Big Bazaar and Food Bazaar under a single entity Future Value Retail Limited, thus separating the lifestyle and apparel retail arms as it looked to raise money and expand the business.

 

“The procurement requirements for many of the formats is the same,” said the same Reliance official. “Also, some of the entities that were merged used to provide back-end logistical support. So there were operational synergies.”

 

“Aligning formats with needs of business into one structure would help rationalise costs and give economies of scale as companies look at profitability,” said Rajan Divekar, senior director, Deloitte Touche Tohmatsu India Pvt. Limited.

 

After forming Reliance Fresh, Reliance Retail passed a special resolution for an investment of Rs 4,500 crore on 31 December at its annual general meeting.

 

The restructuring follows the induction in July of top executives—Rob Cissell, former chief operating officer of WalMart China as chief executive-value formats, and Shawn Gray, former vice-president, Walmart China, as chief operations officer—to turnaround the retail business.

 

“The management changes and the restructuring signal a commitment of the parent to the retail business,” said Arvind Singhal, chairman of retail advisory firm Technopak India Pvt. Limited RIL expects integration to give the company greater capacity to raise finance and expand operations.

 

He added, though, that it was too early to decide whether such moves will result in any operational efficiencies as Reliance’s retail business is still young.

 

 

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 records exist to suggest that subject is or was the subject of any formal or informal allegations, prosecutions or other official proceeding for making any prohibited payments or other improper payments to government officials for engaging in prohibited transactions or with designated parties.

 

3]         Asset Declaration :

No records exist to suggest that the property or assets of the subject are derived from criminal conduct or a prohibited transaction.

 

4]         Record on Financial Crime :

            Charges or conviction registered against subject:                                                  None

 

5]         Records on Violation of Anti-Corruption Laws :

            Charges or investigation registered against subject:                                                          None

 

6]         Records on Int’l Anti-Money Laundering Laws/Standards :

            Charges or investigation registered against subject:                                                          None

 

7]         Criminal Records

No available information exist that suggest that subject or any of its principals have been formally charged or convicted by a competent governmental authority for any financial crime or under any formal investigation by a competent government authority for any violation of anti-corruption laws or international anti-money laundering laws or standard.

 

8]         Affiliation with Government :

No record exists to suggest that any director or indirect owners, controlling shareholders, director, officer or employee of the company is a government official or a family member or close business associate of a Government official.

 

9]         Compensation Package :

Our market survey revealed that the amount of compensation sought by the subject is fair and reasonable and comparable to compensation paid to others for similar services.

 

10]        Press Report :

            No press reports / filings exists on the subject.

 


 

CORPORATE GOVERNANCE

 

MIRA INFORM as part of its Due Diligence do provide comments on Corporate Governance to identify management and governance. These factors often have been predictive and in some cases have created vulnerabilities to credit deterioration.

 

Our Governance Assessment focuses principally on the interactions between a company’s management, its Board of Directors, Shareholders and other financial stakeholders.

 

 

CONTRAVENTION

 

Subject is not known to have contravened any existing local laws, regulations or policies that prohibit, restrict or otherwise affect the terms and conditions that could be included in the agreement with the subject.

 

 

FOREIGN EXCHANGE RATES

 

Currency

Unit

Indian Rupees

US Dollar

1

Rs.57.74

UK Pound

1

Rs.90.64

Euro

1

Rs.77.02

 

 

INFORMATION DETAILS

 

Information Gathered by :

PDT

 

 

Report Prepared by :

KVT

 


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

4

PAID-UP CAPITAL

1~10

3

OPERATING SCALE

1~10

3

FINANCIAL CONDITION

 

4

--BUSINESS SCALE

1~10

 

--PROFITABILIRY

1~10

2

--LIQUIDITY

1~10

3

--LEVERAGE

1~10

3

--RESERVES

1~10

3

--CREDIT LINES

1~10

3

--MARGINS

-5~5

--

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

YES

--LITIGATION

YES/NO

NO

--OTHER ADVERSE INFORMATION

YES/NO

NO

MERIT POINTS

 

 

--SOLE DISTRIBUTORSHIP

YES/NO

NO

--EXPORT ACTIVITIES

YES/NO

NO

--AFFILIATION

YES/NO

YES

--LISTED

YES/NO

NO

--OTHER MERIT FACTORS

YES/NO

YES

DEFAULTER

 

 

--RBI

YES/NO

NO

--EPF

YES/NO

NO

TOTAL

 

28

 

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.