MIRA INFORM REPORT

 

 

Report Date :

02.10.2013

 

IDENTIFICATION DETAILS

 

Name :

VJTF EDUSERVICES LIMITED [w.e.f. 15.05.2013]

 

 

Formerly Known As :

ARTHEON FINANCE LIMITED

 

 

Registered Office :

1st Floor, Neelkanth Apartment, Ramchandra Lane, Malad (West), Mumbai-400064, Maharashtra 

 

 

Country :

India

 

 

Financials (as on) :

30.09.2012

 

 

Date of Incorporation :

03.09.1984

 

 

Com. Reg. No.:

11-033922

 

 

Capital Investment / Paid-up Capital :

Rs.14.000 Millions

 

 

CIN No.:

[Company Identification No.]

L65990MH1984PLC033922

 

 

Legal Form :

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

 

 

Line of Business :

The company is engaged in the business of Providing Education Services.

 

 

No. of Employees :

Information denied by the 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

 

Maximum Credit Limit :

USD 721000

 

 

Status :

Moderate

 

 

Payment Behaviour :

Slow but correct

 

 

Litigation :

Clear

 

 

Comments :

Subject is an established company having a moderate track record. The company has incurred loss during September 2012.

 

However, trade relations are fair. Business is active. Payment terms are slow but correct.

 

The company can be considered for business dealings with some caution.

 

NOTES :

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

 

 

INDIAN ECONOMIC OVERVIEW

 

We are living in a world where volatility and uncertainty have become the New Normal. We saw a change of government in countries like Tunisia, Egypt, Libya and Vietnam. Once powerful countries in Europe are now fighting for bankruptcy. We have taken growth in the developing part of the world for granted but economic growth in China and India has begun to slow. Companies that were synonymous with their product categories just a few years ago are now no longer in existence. Kodak, the inventor of the digital camera had to wind up its operations, HMV, the British entertainment retailing company and Borders, once the second largest bookstore have shut down due to their inability to evolve their business models with the changing time. Readers’ Digest, Thomson Register are no more !

 

There is another megatrend happening. The World order is changing as economic power shifts from West to East. According to McKinsey study, it took Britain more than 100 years to double its economic output per person during its industrial revolution and the US later took more than 50 years to do the same. More than a century later, China and India have doubled their GDP per capital in 12 and 18 years respectively. By 2020, emerging Asia will become the world’s largest consuming block, overtaking North America.

 

The years after the outbreak of the global financial crisis, the world economy continues to remain fragile. The Indian economy demonstrated remarkable resilience in the initial years of the contagion but finally lost ground last year. GDP growth slowed down. Currency has been weakening. There is a marked deceleration in agriculture, industry and services. Dampening sentiment led to a cut-back in investment as well as private consumption expenditure.  Inflation remained at high levels fuelled by the pressure from the food and fuel sectors. The large fiscal and current account deficit s continued to cause grave concern. It is imperative that India regains its growth trajectory of 8-9 % sooner than later. This is crucially important given the need to create gainful livelihood opportunities for the millions living in poverty as also the large contingent of young people joining the job market every year.

 

 

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

 

Management non co-operative [91-22-67086900]

 

 

LOCATIONS

 

Registered Office :

1st Floor, Neelkanth Apartment, Ramchandra Lane, Malad (West), Mumbai-400064, Maharashtra, India

Tel. No.:

91-22-67086900/ 01/ 02

Fax No.:

91-22-67086903

E-Mail :

vjtfho@vjtf.com

Website :

http://www.vjtf.com

http://www.wittykidsindia.com

 

 

Corporate Office :

B-103, 1st Floor, Keval Tower, Opposite SNDT College, Malad (West),
Mumbai-400064, Maharashtra, India

Tel. No.:

91-22-67086900/ 901/ 902

 

 

DIRECTORS

 

AS ON 30.09.2012

 

Name :

Dr. Vinay Jain

Designation :

Managing Director

 

 

Name :

Dr. Raina Jain

Designation :

Director [Institutional Management & EQA]

 

 

Name :

Mr. Anil Chhabra 

Designation :

Independent Director

 

 

Name :

Mr. CA Shivratan Agrawal

Designation :

Independent Director

 

 

Name :

Prof. Hitesh Vakharia

Designation :

Independent Director

 

 

KEY EXECUTIVES

 

Name :

Dr. Vinay Jain

Designation :

Chief Executive Officer

 

 

Name :

Mr. CA Sanjay Maloo

Designation :

Chief Financial Officer

 

 

Name :

Bijo Kurian 

Designation :

Chief Administrative Officer

 

 

Name :

Sheetal Kapoor 

Designation :

Head – Curriculum Development & Training

 

 

Name :

Ms. Ekta Jain

Designation :

Compliance Officer

 

 

Name :

Mr. Prem Mehta 

Designation :

Head – I.T Support

 

 

Name :

Ms. Chaitali Parekh 

Designation :

Head – Preschool Curriculum

 

 

Name :

Ms. Preeti Sogani 

Designation :

CEO – Udaipur Project

 

 

Name :

Ms. Preeti Doshi 

Designation :

Head – Academic Resource

 

 

Name :

Mr. Sunil Kanwar 

Designation :

Head – Infrastructure Development

 

 

Name :

Mr. Sashikumar Jain 

Designation :

Head – Infrastructure Supplies

 

 

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

9579899

54.43

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

9579899

54.43

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

 

 

Total shareholding of Promoter and Promoter Group (A)

9579899

54.43

(B) Public Shareholding

 

 

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

 

 

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

 

 

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

1029142

5.85

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

34436

0.20

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

6727800

38.23

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

228723

1.30

http://www.bseindia.com/include/images/clear.gifHindu Undivided Families

228598

1.30

http://www.bseindia.com/include/images/clear.gifClearing Members

125

0.00

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

8020101

45.57

Total Public shareholding (B)

8020101

45.57

Total (A)+(B)

17600000

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

0

0.00

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

0

0.00

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

17600000

0.00

 

 

SHAREHOLDING OF SECURITIES (INCLUDING SHARES, WARRANTS, CONVERTIBLE SECURITIES) OF PERSONS BELONGING TO THE CATEGORY “PROMOTER AND PROMOTER GROUP”

 

Sl.
No.

Name of the Shareholder

Details of Shares held

 

 

No. of Shares held

As a % of
grand total
(A)+(B)+(C)

 

 

 

 

1

Dr. Vinay Jain

48,65,499

27.64

2

Dr. Raina Jain

46,65,600

26.51

3

Bimla Devi Shah

24,400

0.14

4

Dharam Chand Shah

24,400

0.14

 

Total

95,79,899

54.43

 

 

SHAREHOLDING OF SECURITIES (INCLUDING SHARES, WARRANTS, CONVERTIBLE SECURITIES) OF PERSONS BELONGING TO THE CATEGORY “PUBLIC” AND HOLDING MORE THAN 1% OF THE TOTAL NUMBER OF SHARES

 

Sl.
No.

Name of the Shareholder

Details of Shares held

 

 

No. of Shares held

As a % of
grand total
(A)+(B)+(C)

 

 

 

 

1

Purvi Nirav Vakharia

312500

1.78

2

Ajay Dilkush Sarupria

577800

3.28

3

Sam Financial Services Private Limited

1000000

5.68

4

Pushpa Badri Baldawa

400000

2.27

5

Daga Sandeep Ramdas

350000

1.99

6

Shakila Padmanabh Shetty

400000

2.27

7

Padmanabh Vittal Shetty

400000

2.27

8

Badri Baldawa

250000

1.42

9

Jayant Gathani

250000

1.42

10

Mahesh Gathani

250000

1.42

11

Mamta Porwal

187500

1.07

12

Swati Porwal

212500

1.21

13

Sachin Porwal

400000

2.27

14

Mamta Porwal

187500

1.07

 

Total

5177800

29.42

 

 

SHAREHOLDING OF SECURITIES (INCLUDING SHARES, WARRANTS, CONVERTIBLE SECURITIES) OF PERSONS (TOGETHER WITH PAC) BELONGING TO THE CATEGORY “PUBLIC” AND HOLDING MORE THAN 5% OF THE TOTAL NUMBER OF SHARES OF THE COMPANY

 

Sl.
No.

Name of the Shareholder

Details of Shares held

 

 

No. of Shares held

As a % of
grand total
(A)+(B)+(C)

 

 

 

 

1

Sam Financial Services Private Limited

1000000

5.68

 

Total

1000000

5.68

 

 

BUSINESS DETAILS

 

Line of Business :

The company is engaged in the business of Providing Education Services.

 

 

GENERAL INFORMATION

 

No. of Employees :

Information denied by the management.

 

 

Bankers :

  • HDFC Bank Limited, HDFC Bank House Senapati Bapat Marg, Lower Parel (West), Mumbai - 400013, Maharashtra, India
  • The Greater Bombay Co-operative Bank Limited
  • Canara Bank

 

 

Facilities :

Secured Loan

30.09.2012

[18 Months]

31.03.2011

[12 Months]

 

 

Rs. in Millions

Long Term Borrowings

 

 

Greater Bank

73.419

0.000

Vehicle Loan From Banks

[Secured by way of hypothecation of motor vehicle purchase there against]

1.525

0.000

 

 

 

Short Term Borrowings

 

 

Greater Bank

[The overdraft was taken from Greater Bank carries an interest of 12.25% p.a. the overdraft is secured by margin money deposit]

0.182

0.000

TOTAL

75.126

0.000

 

 

 

Banking Relations :

--

 

 

Auditors :

 

Name :

J. Kala and Associates

Chartered Accountants

Address :

504, Rainbow Chambers, Near MTNL Exchange, S.V. Road, Kandivali (West), Mumbai-400067, Maharashtra, India

Tel No.:

 91-22-28625129/ 5153

Email :

admin@jka.co.in

jayeshkala@gmail.com

 

 

Related Parties :

Integrated Documentation Consultants Private Limited

 

 

CAPITAL STRUCTURE

 

AS ON 30.09.2012

 

Authorised Capital :

No. of Shares

Type

Value

Amount

5000000

Equity Shares

Rs.10/- each

Rs.50.000 Millions

400000

Redeemable Preferences Shares

Rs.100/- each

Rs.40.000 Millions

 

TOTAL

 

Rs.90.000 Millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

1400000

Equity Shares

Rs.10/- each

Rs.14.000 Millions

 

 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

 

30.09.2012

[18 Months]

31.03.2011

[12 Months]

I.              EQUITY AND LIABILITIES

 

 

 

(1)Shareholders' Funds

 

 

 

(a) Share Capital

 

14.000

14.000

(b) Reserves & Surplus

 

4.412

47.542

(c) Money received against share warrants

 

162.000

0.000

 

 

 

 

(2) Share Application money pending allotment

 

0.000

0.000

Total Shareholders’ Funds (1) + (2)

 

180.412

61.542

 

 

 

 

(3) Non-Current Liabilities

 

 

 

(a) long-term borrowings

 

74.944

0.000

(b) Deferred tax liabilities (Net)

 

0.983

0.000

(c) Other long term liabilities

 

51.394

0.000

(d) long-term provisions

 

5.255

1.207

Total Non-current Liabilities (3)

 

132.576

1.207

 

 

 

 

(4) Current Liabilities

 

 

 

(a) Short term borrowings

 

12.641

0.000

(b) Trade payables

 

6.814

0.095

(c) Other current liabilities

 

73.257

0.060

(d) Short-term provisions

 

0.000

0.000

Total Current Liabilities (4)

 

92.712

0.155

 

 

 

 

TOTAL

 

405.700

62.904

 

 

 

 

II.            ASSETS

 

 

 

(1) Non-current assets

 

 

 

(a) Fixed Assets

 

 

 

(i) Tangible assets

 

48.512

3.961

(ii) Intangible Assets

 

79.605

0.000

(iii) Capital work-in-progress

 

0.000

0.000

(iv) Intangible assets under development

 

0.000

0.000

(b) Non-current Investments

 

190.194

55.249

(c) Deferred tax assets (net)

 

0.000

0.000

(d) Long-term Loan and Advances

 

15.855

0.000

(e) Other Non-current assets

 

0.000

0.000

Total Non-Current Assets

 

334.166

59.210

 

 

 

 

(2) Current assets

 

 

 

(a) Current investments

 

0.000

0.000

(b) Inventories

 

0.000

0.000

(c) Trade receivables

 

0.622

0.000

(d) Cash and cash equivalents

 

1.852

0.223

(e) Short-term loans and advances

 

69.060

3.471

(f) Other current assets

 

0.000

0.000

Total Current Assets

 

71.534

3.694

 

 

 

 

TOTAL

 

405.700

62.904

 

 

SOURCES OF FUNDS

 

 

 

31.03.2010

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

 

 

14.000

2] Share Application Money

 

 

0.000

3] Reserves & Surplus

 

 

51.644

4] (Accumulated Losses)

 

 

0.000

NETWORTH

 

 

65.644

LOAN FUNDS

 

 

 

1] Secured Loans

 

 

0.000

2] Unsecured Loans

 

 

0.370

TOTAL BORROWING

 

 

0.370

DEFERRED TAX LIABILITIES

 

 

0.000

 

 

 

 

TOTAL

 

 

66.014

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

 

 

4.606

Capital work-in-progress

 

 

0.000

 

 

 

 

INVESTMENT

 

 

54.100

DEFERREX TAX ASSETS

 

 

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

 

 

0.000

 

Sundry Debtors

 

 

0.000

 

Cash & Bank Balances

 

 

3.967

 

Other Current Assets

 

 

0.000

 

Loans & Advances

 

 

7.400

Total Current Assets

 

 

11.367

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Sundry Creditors

 

 

0.727

 

Other Current Liabilities

 

 

0.000

 

Provisions

 

 

3.332

Total Current Liabilities

 

 

4.059

Net Current Assets

 

 

7.308

 

 

 

 

MISCELLANEOUS EXPENSES

 

 

0.000

 

 

 

 

TOTAL

 

 

66.014

 

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

 

30.09.2012

[18 Months]

31.03.2011

[12 Months]

31.03.2010

 

SALES

 

 

 

 

 

Income

142.378

0.325

4.950

 

 

Other Income

3.010

0.892

0.804

 

 

TOTAL                                     (A)

145.388

1.217

5.754

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Employee Benefits Expenses

65.597

1.795

1.529

 

 

Other Expenses

99.157

1.296

1.456

 

 

TOTAL                                     (B)

164.754

3.091

2.985

 

 

 

 

 

Less

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

(19.366)

(1.874)

2.769

 

 

 

 

 

Less

FINANCIAL EXPENSES                                    (D)

13.692

0.008

0.119

 

 

 

 

 

 

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

(33.058)

(1.882)

2.650

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

21.461

0.645

0.658

 

 

 

 

 

 

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

(54.519)

(2.527)

1.992

 

 

 

 

 

Less

TAX                                                                  (H)

(2.888)

1.575

0.285

 

 

 

 

 

 

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

(51.631)

(4.102)

1.707

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

27.542

31.644

29.937

 

BALANCE OF STATEMENT OF PROFIT AND LOSS TAKEN OVER AS PER THE SCHEME OF AMALGAMATION

8.502

0.000

0.000

 

 

 

 

 

 

BALANCE CARRIED TO THE B/S

(15.587)

27.542

31.644

 

 

 

 

 

 

Earnings / (Loss) Per Share (Rs.)

(36.88)

(1.35)

1.22

 

 


QUARTERLY RESULTS

 

PARTICULARS

 

31.12.2012

31.03.2013

30.06.2013

Type

1st Quarter

2nd Quarter

3rd Quarter

Net Sales

0.100

29.600

29.900

Total Expenditure

1.800

25.600

21.300

PBIDT (Excl OI)

(1.600)

04.000

08.600

Operating Profit

(1.600)

04.000

08.600

Interest

0.000

01.700

02.800

PBDT

(1.600)

02.300

05.800

Depreciation

0.200

03.500

03.600

Profit Before Tax

(01.800)

(01.200)

02.100

Tax

0.000

00.400

00.400

Profit After Tax

(01.800)

(01.500)

01.700

Other Adjustments

0.000

0.000

0.000

Net Profit

(01.800)

(01.500)

01.700

 

 

KEY RATIOS

 

PARTICULARS

 

 

30.09.2012

[18 Months]

31.03.2011

[12 Months]

31.03.2010

PAT / Total Income

(%)

(35.51)

(337.05)

29.67

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

(38.29)

(777.54)

40.24

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

(25.30)

(33.01)

12.47

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

(0.30)

(0.04)

0.03

 

 

 

 

 

Debt Equity Ratio

(Total Debt/Networth)

 

0.49

0.00

0.01

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

0.77

23.83

2.80

 


 

LOCAL AGENCY FURTHER INFORMATION

 

DETAILS OF CURRENT MATURITIES OF LONG TERM DEBT:

 

Particulars

 

30.09.2012

[18 Months]

31.03.2011

[12 Months]

31.03.2010

 

 

RS. IN MILLIONS

 

 

 

 

Current Maturities of Long Term Borrowings

 

 

 

Term Loans

 

 

 

Greater Bank

4.454

0.000

NA

 

 

 

 

Current Maturities of Finance Obligations Vehicle Loans #

 

 

 

From Banks

1.442

0.000

NA

Interest Accrued But Not Due On Above

[# Secured by way of hypothecation of motor vehicle purchase there against]

0.012

0.000

NA

 

 

 

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

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

No

 

 

INDEX OF CHARGES:

 

S.

No.

Charge ID

Date of Charge Creation/Modification

Charge amount secured

Charge Holder

Address

Service Request Number (SRN)

1

10425057

26/04/2013

5,759,703.00

HDFC BANK LIMITED

HDFC BANK HOUSESENAPATI BAPAT MARG, LOWER PAREL (WEST), MUMBAI - 400013, MAHARASHTRA, INDIA

B74916875

2

10087064

11/05/2013 *

140,000,000.00

THE GREATER BOMBAY CO-OP BANK LIMITED

IES MANAGEMENT COLLEGE, VISHWAKARMA, GATE NO.1,
VMD LOTLIKAR VIDYA SANKUL, BANDRA RECLAMATION, MUMBAI - 400050, MAHARASHTRA, INDIA

B75883553

 

* Date of charge modification

 

 

 

Unsecured Loan

30.09.2012

[18 Months]

31.03.2011

[12 Months]

 

 

Rs. in Millions

Short Term Borrowings

 

 

Other Loans and Advances

12.459

0.000

TOTAL

12.459

0.000

 

NOTE:

 

The registered office of the company has been shifted from 201, Sumer Kendra, Pandurang Budhkar Marg, Worli, Mumbai-400018, Maharashtra, India to the present address.

 

 

SHARE CAPITAL AND VESTING OF UNDERTAKING PURSUANT TO THE SCHEME OF AMALGAMATION

 

The Scheme of Amalgamation for merger of Vinay Jain's Training Forum Private Limited (VJTF) with the Company was approved by the members at the court convened meeting held on 24 August, 2012 and the same has become effective on 6* February, 2012 upon filing of certified copy of Order dated 20th December, 2012 issued by the Hon'ble Bombay High Court approving the Scheme of Amalgamation. Consequently, all the assets and liabilities of VJTF got vested into the Company including its investments in various subsidiaries viz. VJTF Infrastructure Private Limited (wholly owned subsidiary), VJTF Buildcon Private Limited (subsidiary) and Rishi Realty Leasing Services Private Limited (subsidiary) as on 01-04-2011 (Appointed Date).

 

In accordance with the said Scheme of Amalgamation, the Company has on 28th February, 2013 issued 1,22,00,000 Equity Shares of face value Rs. 10/- each of the Company for 30,50,000 Equity Shares held by the Equity Shareholders of VJTF and 40,00,000 Equity Shares of face value Rs. 10/- each of the Company for 40,00,000 Preference Shares held by the Preference Shareholders of VJTF. Further, as per clause 4.2 of the said Scheme of Amalgamation, the Authorised Share Capital of the Company has increased from Rs. 90.000 Millions to Rs. 200.000 Millions divided into 20.000 Millions Equity Shares of Rs. 10/- each upon the combining of authorized share capital of VJTF and the Company and effecting further increase of Rs. 20.000 Millions in combined Authorised Share Capital.

 

BUSINESS OVERVIEW:

 

After the amalgamation of Vinay Jain's Training Forum Private Limited into the Company, the Company is now focusing to Education Sector. The Company has already established itself as an emerging player in the Education Services segment. Through this amalgamation, the Company has its education projects fully operational at Malad and Udaipur and has already invested in its upcoming education projects at Pawan Baug, Malad (West) and Devidas Lane, Borivali (West) through its subsidiaries.

 

The Education Project at Pawan Baug, Malad (West) is expected to be partly operational by December, 2013 and fully operational by 2014 - 15. Also, the Company aims to launch Education Project at Borivali (West) on receiving approvals from the Statutory Authorities.

 

The new projects, once operational, will mark a strong presence of the brand in the up-market of Mumbai. The revenues are expected to increase multifold after the new projects are operational. The Company also provides all required auxiliary services to the education sector and the future prospects looks very promising for the company.

 

 

FIXED ASSETS:

 

  • Building
  • Plant and Machinery
  • Furniture and Fixtures
  • Vehicles
  • Buses
  • Air Conditioner
  • Office Equipments
  • Electrical Equipments
  • School Equipments
  • Computer
  • Library Books

 

 

STATEMENT OF STANDALONE UNAUDITED FINANCIAL RESULTS FOR THE QUARTER ENDED 30TH JUNE, 2013

Rs. In Millions

Sr.

No.

Particular

Three Months Ended

Preceding Three Months Ended

 

 

30.06.2013

31.03.2013

 

 

Unaudited

Unaudited

 

 

 

 

1.

Net Sales/Income from Operations

29.505

29.327

 

Other Operating Income

0.399

0.272

 

Total Income From Operations (Net)

29.904

29.599

 

 

 

 

2.

Expenditure

 

 

 

Cost of materials consumed

0.000

0.000

 

Purchase of stock in trade

0.000

0.000

 

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

0.000

0.000

 

Employee benefits expenses

9.473

11.922

 

Depreciation and amortization expenses

3.643

3.445

 

Other expenses

11.831

13.712

 

Total Expenses

24.947

29.079

 

 

 

 

3.

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

4.957

0.520

 

 

 

 

4.

Other Income

0.000

0.000

 

 

 

 

5.

Profit Before Interest and Exceptional Items (3+4)

4.957

0.520

 

 

 

 

6.

Interest

2.833

1.665

 

 

 

 

7.

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

2.124

(1.145)

 

 

 

 

8.

Exceptional Items

--

--

 

 

 

 

9.

Profit from Ordinary Activities before Tax (7+8)

2.124

(1.145)

 

 

 

 

10.

Tax Expense

0.435

0.388

 

 

 

 

11.

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

1.689

(1.533)

 

 

 

 

12.

Extraordinary Item (net of expense)

--

--

 

 

 

 

13.

Net Profit for the period (11-12)

1.689

(1.533)

 

 

 

 

14.

Paid-up Equity Share Capital (Face Value of Rs.10/- Each)

176.000

176.000

 

 

 

 

15.

Reserves Excluding Revaluation Reserve

--

--

 

 

 

 

16.

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

 

 

 

a) Basic and diluted EPS before extraordinary items

0.10

(0.09)

 

b) Basic and diluted EPS after extraordinary items

0.10

(0.09)

 

 

 

 

17.

Public Shareholding

 

 

 

-Number of Shares

8020101

8268800

 

- Percentage of Shareholding

45.57

46.98

 

 

 

 

18.

Promoters and Promoter Group Shareholding

 

 

 

a) Pledged/Encumbered

 

 

 

- Number of Shares

Nil

Nil

 

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

Nil

 

Nil

 

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

Nil

 

Nil

 

 

 

 

 

b) Non Encumbered

 

 

 

- Number of Shares

9579899

9331200

 

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

100.00

100.00

 

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

54.43

53.02

 

 

Particulars

Three Months Ended 30th June 2013

Pending at the beginning of the quarter

Nil

Received during the quarter

1

Disposed of during the quarter

1

Remaining unresolved at the end of the quarter

Nil

 

 

DISCLOSURE FOR NEW LINE OF BUSINESS I.E. EDUCATIONAL ACTIVITIES

 

Particulars

Three Months Ended 30th June 2013

Rs. in Millions

Net Sales/Income From Activities

29.904

Total Expenditure

27.780

Profit From Activities Before Tax

2.124

Tax Expenses

0.435

Net Profit From Activities After Tax

1.689

 

NOTES:

 

  1. Previous period figures have been regrouped/rearranged wherever necessary.

 

  1. The above unaudited results were approved and taken on record by the board of directors at their meeting held on 5th August, 2013. The same have been subjected to Limited Review by the statutory auditors.

 

  1. (a) The approval for scheme of amalgamation of Vinay Jain’s Training Forum Private Limited with the company was received on 20-12-2012 and the scheme became effective on 06-02-2013. Pursuant to the scheme, Vinay Jain’s Training Forum Private Limited got merged into the company w.e.f. appointed date i.e. 01-04-2011.

 

(b) The quarterly financial numbers for the quarter ended 30th June 2013 and 31st March, 2013 are not comparable with the numbers for the quarter ended 30th June, 2012. This is because prior to the scheme becoming effective, the board of directors of the company had duly adopted the quarterly financial result for the quarter ended 30th June, 2012 without giving effect to the amalgamation. The entire effect to the amalgamation had been given in the quarter ended 31st March, 2013 and Audited Results for the eighteen months ended 30th September, 2012.

 

 

           

 

 


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.62.35

UK Pound

1

Rs.101.20

Euro

1

Rs.84.54

 

 

INFORMATION DETAILS

 

Information Gathered by :

NYA

 

 

Report Prepared by :

TPT


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

4

PAID-UP CAPITAL

1~10

4

OPERATING SCALE

1~10

4

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

4

--PROFITABILIRY

1~10

-

--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

YES

--OTHER MERIT FACTORS

YES/NO

YES

--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.