MIRA INFORM REPORT
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Report Date : |
10.10.2013 |
IDENTIFICATION DETAILS
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Name : |
PROVOGUE ( |
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Formerly Known
As : |
ACME CLOTHING PRIVATE LIMITED |
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Registered
Office : |
105/106, 1ST Floor, Dream Square, Off New Link Road,
Andheri (West), Mumbai – 400053, Maharashtra |
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Country : |
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Financials (as
on) : |
31.03.2013 |
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Date of
Incorporation : |
17.11.1997 |
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Com. Reg. No.: |
11-111924 |
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Capital
Investment/ Paid-up Capital: |
Rs. 114.357 Millions |
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CIN No.: [Company Identification
No.] |
L18101MH1997PLC111924 |
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TAN No.: [Tax Deduction &
Collection Account No.] |
MUMA21494E |
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PAN No.: [Permanent Account No.] |
AABCA8524F |
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Legal Form : |
A Public Limited liability Company. The Company’s Shares are listed on
stock exchange. |
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Line of Business
: |
Manufacturer and Trader of Garments and also Importer and Exporter of Commodities and Goods. |
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No. of
Employees: |
Information declined by management |
RATING & COMMENTS
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MIRA’s Rating : |
Ba (46) |
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RATING |
STATUS |
PROPOSED CREDIT LINE |
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41-55 |
Ba |
Overall operation is considered normal. Capable to meet normal
commitments. |
Satisfactory |
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Maximum Credit Limit : |
USD 22400000 |
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Status : |
Satisfactory |
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Payment Behaviour : |
Usually correct |
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Litigation : |
Clear |
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Comments : |
Subject is a well established and reputed company having a
satisfactory track record. The company has seen a dip in its sales turnover
as well as net profitability during 2013. However, trade relations are reported as decent. Business is active.
Payments are reported to be usually correct. The company can be considered normal for business dealings at usual
trade terms and conditions. |
NOTES :
Any query related to this report can be made
on e-mail : infodept@mirainform.com
while quoting report number, name and date.
INDIAN ECONOMIC OVERVIEW
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.
EXTERNAL AGENCY RATING
|
Rating Agency Name |
CARE |
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Rating |
Long term bank facilities : “BBB+” |
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Rating Explanation |
Moderate degree of safety and moderate credit risk. |
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Date |
10.04.2013 |
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Rating Agency Name |
CARE |
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Rating |
Short term bank facilities : “A3” |
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Rating Explanation |
Moderate degree of safety and higher credit risk. |
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Date |
10.04.2013 |
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
MANAGEMENT NON-COOPERATIVE (Tel. No.: 91-22-30620000)
LOCATIONS
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Registered/ Corporate Office: |
105/106, 1ST Floor, Dream Square, Off New Link Road, Andheri
(West), Mumbai – 400053, Maharashtra, India |
|
Tel. No.: |
91-22-30620000/ 30680640/ 26735682/ 83/ 30680566/ 30653111/ 222 |
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Fax No.: |
91-22-30680570/ 26735688 |
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E-Mail : |
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Website : |
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Factory 1 : |
98/8 Ground Floor
Daman Industrial Estate Kadaiya Village, Nani Daman, Daman and Diu, India |
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Factory 2 : |
Village
Gullarwala Sai Road, Baddi - 173205, Himachal Pradesh, India |
DIRECTORS
As on 31.03.2013
|
Name : |
Mr. Nikhil Chaturvedi |
|
Designation : |
Managing Director |
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Qualification : |
B.Com |
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Name : |
Mr. Salil Chaturvedi |
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Designation : |
Deputy Managing Director |
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Qualification : |
B.Sc, BE |
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Name : |
Mr. Deep Gupta |
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Designation : |
Whole Time Director |
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Qualification : |
MBA, B.Sc |
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Name : |
Mr. Akhil Chaturvedi |
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Designation : |
Whole Time Director |
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Date of Birth/Age : |
20.04.1965 |
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Qualification : |
MMS |
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Experience : |
17 Years |
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Date of Appointment : |
17.11.1997 |
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Name : |
Mr. Rakesh Rawat |
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Designation : |
Whole Time Director |
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Date of Birth/Age : |
25.05.1970 |
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Qualification : |
MBA |
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Experience : |
15 Years |
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Date of Appointment : |
04.09.2004 |
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|
Name : |
Mr. Nigam Patel |
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Designation : |
Non Executive Director |
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Date of Birth/Age : |
28.02.1970 |
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Qualification : |
B.Com |
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Experience : |
15 Years |
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Date of Appointment : |
17.11.1997 |
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|
Name : |
Mr. Amitabh Taneja |
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Designation : |
Independent Director |
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Date of Birth/Age : |
21.10.1967 |
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Qualification : |
B.A |
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Date of Appointment : |
13.12.2004 |
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Name : |
Mr Arun Bhargava |
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Designation : |
Independent Director and Chairman |
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|
Name : |
Mr. Punit Goenka |
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Designation : |
Independent Director |
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Date of Birth/Age : |
20.06.1975 |
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Qualification : |
B.Com and P.G in Management |
|
Date of Appointment : |
27.11.2009 |
KEY EXECUTIVES
|
Name : |
Mr Ajayendra P Jain |
|
Designation : |
Company Secretary |
MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN
As on 30.06.2013
|
Names of Shareholders |
No. of Shares |
Percentage of
Holding |
|
(A) Shareholding of Promoter and Promoter Group |
|
|
|
|
|
|
|
|
37382471 |
32.69 |
|
|
15965669 |
13.96 |
|
|
15965669 |
13.96 |
|
|
53348140 |
46.65 |
|
|
|
|
|
Total shareholding of Promoter and Promoter Group (A) |
53348140 |
46.65 |
|
(B) Public Shareholding |
|
|
|
|
|
|
|
|
936506 |
0.82 |
|
|
9224750 |
8.07 |
|
|
10161256 |
8.89 |
|
|
|
|
|
|
10528727 |
9.21 |
|
|
|
|
|
|
22001615 |
19.24 |
|
|
9672402 |
8.46 |
|
|
8644955 |
7.56 |
|
|
690047 |
0.60 |
|
|
6000000 |
5.25 |
|
|
1954908 |
1.71 |
|
|
50847699 |
44.46 |
|
Total Public shareholding (B) |
61008955 |
53.35 |
|
Total (A)+(B) |
114357095 |
100.00 |
|
(C) Shares held by Custodians and against which Depository Receipts
have been issued |
|
|
|
|
0 |
0.00 |
|
|
0 |
0.00 |
|
|
0 |
0.00 |
|
Total (A)+(B)+(C) |
114357095 |
100.00 |
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%20LIMITED%20-%20238886%2010-Oct-2013_files/image004.gif){kind=small}
Shareholding of
securities (including shares, warrants, convertible securities) of persons
belonging to the category Promoter and Promoter Group
|
Name of the
Shareholder |
Details of Shares held |
|
|
No. of Shares held |
As a % |
|
|
Nikhil Anupendra Chaturvedi |
1,06,11,995 |
9.28 |
|
Salil Anupendra Chaturvedi |
1,02,95,135 |
9.00 |
|
Rakesh Rawat |
41,11,750 |
3.60 |
|
Deep Subash Gupta |
56,73,445 |
4.96 |
|
Nigam Patel |
29,12,830 |
2.55 |
|
Akhil Anupendra Chaturvedi |
29,12,830 |
2.55 |
|
Anisha Chaturvedi |
1,44,225 |
0.13 |
|
Veena Gupta |
70,005 |
0.06 |
|
Vandana Vaidh |
1,620 |
0.00 |
|
Anisha Chhabra |
22,035 |
0.02 |
|
Ghanshyam Rawat |
20,500 |
0.02 |
|
Pushplara Raawat |
36,501 |
0.03 |
|
Bala Chhabra |
1,00,000 |
0.09 |
|
Sushant Chhabra |
67,300 |
0.06 |
|
Virendra Chhabra |
3,92,300 |
0.34 |
|
Meerut Festival City LLP |
49,25,669 |
4.31 |
|
Floro Mercantile Pvt LLP |
62,40,000 |
5.46 |
|
Topseed Trading Company LLP |
48,00,000 |
4.20 |
|
Santosh Subhash Gupta |
10,000 |
0.01 |
|
Total |
5,33,48,140 |
46.65 |
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
|
Name of the
Shareholder |
No. of Shares held |
Shares as % |
|
|
Nailsfield Limited |
6000000 |
5.25 |
|
|
Nailsfield Limited |
5415000 |
4.74 |
|
|
Sandeep G Raheja |
4489600 |
3.93 |
|
|
Rajesh R Narang |
2324160 |
2.03 |
|
|
Acacia Partners LP |
1618875 |
1.42 |
|
|
Fairprice Traders (India) Private Limited |
1525195 |
1.33 |
|
|
Anand Rathi Global Finance Limited |
1348352 |
1.18 |
|
|
Total |
22721182 |
19.87 |
|
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
|
Name(s) of the
shareholder(s) and the Persons Acting in Concert (PAC) with them |
No. of Shares |
Shares as % |
|
|
Nailsfield Ltd (includes shareholding through FII) |
11415000 |
9.98 |
|
|
Total |
11415000 |
9.98 |
|
BUSINESS DETAILS
|
Line of Business : |
Manufacturer and Trader of Garments and also Importer and
Exporter of Commodities and Goods. |
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|
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Brand Names : |
“PROVOGUE” |
GENERAL INFORMATION
|
No. of Employees : |
Information declined by management |
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Bankers : |
· Andhra Bank · Corporation Bank · Central Bank of India · Punjab National Bank ·
Bank of India |
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Facilities : |
NOTE LONG TERM
BORROWINGS Term Loans from Banks includes : i) Rs. 12.146 Millions (PY Rs. 25.308 Millions) term loan from Corporation Bank
carries interest @ Base Rate + 3.85% p.a.. The loan is repayable in 20 quarteriy
instalments along with interest starting from May, 2009. The loan is secured
by Equitable Mortgage of factory land and buiding and Hypothecation, of Plant
and Machineries and other moveable assets acquried or to be acquired out of
the loan at baddi, Himachal Pradesh. ii) Rs. 647.766 Millions (PY Nil) term loan from Bank of India
carries interest @ Base Rate + 2.50% per annum. The loan is repayable in 60
stepped up monthly installments commencing from April 2013. The loan is
secured by First exclusive charge on future credit card cash flows through
escrow account mechanism; Second pari passu charge on movable and immovable
fixed assets of the Company and current assets of the Company. All the above
loans are further secured by personal guarantee of promoter directors. iii) Rs. Nil (PY Rs. 289.485 Millions) term loan from
Axis Bank carries interest @ BPLR - 3.75% p.a.. The loan was repayable in 60
equal monthly installments along with interest starting from January, 2009.
The loan was secured by First charge over future credit card receivables of
the Company. It was further secured by pledge on listed shares of the
Company. Second parri passu charge on entire fixed assets of the Company
other than the assets specifically pledged and current assets of the Company.
This loan was squared off during the year. iv) Rs. Nil (PY Rs. 279.893 Millions) term loan from
Axis Bank carries interest @ Base Rate +3.50% p.a. The loan was repayable in
60 unequal and progressing monthly installments along with interest starting
from August,2010. The loan was secured by First charge over future credit
card receivables of the Company on pari passu basis with existing lender of
credit credit card receivable term loan. It was further secured by pledge on
listed shares of the Company. Second parri passu charge on entire
fixed assets of the Company other than the assets specifically pledged and
current assets of the Company.This loan was squared off during the year. b) Hire Purchase Loans amounts to Rs. 1.934 Millions (PY 3.386 Millions) are secured by
hypothecation of respective vehicles financed. The loan carries interest
ranging from 8% to 12.50% p.a. The loan is repayable in 48 to 60 equal
monthly instalments starting from the respective date of finance. SHORT TERM BORROWINGS Working Capital
Loans from Banks includes: Cash Credit Loan: Rs.
1394.689 Millions (PY Rs. 1266.597 Millions) - Secured by hypothecation of
stocks and book debts, the personal guarantee of promoter directors and further
collaterally secured by equitable mortgage of office and factory premises (at
Daman) of the Company carrying interest @ 14% to 15% p.a. Packing Credit Loan and Foreign Bills Purchased: Rs.
620.529 Millions (PY Rs. 942.776 Millions) - Secured by hypothecation of stocks
and book debts of export division and the personal guarantee of promoter
directors and further collaterally secured by equitable mortgage of office
and factory premises (at Daman) of the Company carrying interest @ 11% to 13%
p.a. Others : Rs.
66.091 Millions (PY Rs. 65.292 Millions) - secured by lien of approved mutual
funds carrying interest @ 10% to 11% p.a. |
|
Banking
Relations : |
-- |
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|
Auditors : |
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|
Name : |
Singrodia Goyal and Company Chartered Accountants |
|
Address : |
4A, Kaledonia-HDIL, 2nd Floor, Sahar Road, Near Andheri
Station, Andheri (East), Mumbai - 400069, Maharashtra, India |
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Enterprises under
significant influence : |
· Acme Exports · Prozone Capital Shopping Centres Limited ·
Empire Mall Private Limited |
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Subsidiaries - The
Ownership, Directly or Indirectly through Subsidiary/ Subsidiaries : |
· Sporting and Outdoor Ad Agency Private Limited · Pronet Interactive Private limited · Millennium Accessories Limited · ProSFL Private Limited (Formerly known as Oasis Fashions Limited) · Profab Fashions (India) Limited · Provogue Infrastructure Private Limited · Flowers, Plant and Fruits (India) Private Limited · Faridabad Festival City Private Limited · Acme Advertisements Private Limited · Brightland Developers Private Limited · Classique Creators Limited · Prozone Infrastructure Limited · Standard Mall Private Limited · Elite Team HK Limited · Provogue Holding Limited (Singapore) |
CAPITAL STRUCTURE
As on 31.03.2013
Authorised Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
330000000 |
Equity Shares |
Re.1/- each |
Rs. 330.000 Millions |
|
|
|
|
|
Issued, Subscribed & Paid-up Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
114357095 |
Equity Shares |
Re.1/- each |
Rs. 114.357
Millions |
|
|
|
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|
NOTES
RECONCILIATION OF
SHARES OUTSTANDING AT THE BEGINNING AND AT THE END OF THE PERIOD
|
Particulars |
As at 31.03.2013 |
|
|
Equity Shares |
No. in Lakhs |
Rs. In Millions |
|
At the beginning of the period |
1,143.57 |
1,143.57 |
|
Reduction and
reorganization pursuant to The Scheme |
-- |
-- |
|
Outstanding at
the end of the period |
1,143.57 |
114.357 |
TERMS / RIGHTS
ATTACHED TO EQUITY SHARES
The Company has only one class of
equity shares having a par value of Re.1 per share. Each holder of equity
share is entitled to one vote per share. The company declares and pays
dividends in Indian rupees. The dividend proposed by the Board of Directors is
subject to the approval of the shareholders in the ensuing Annual General
Meeting.
In the event of liquidation of the
Company, the holder of equity shares will be entitled to receive remaining
assets of the Company, after distribution of all preferential amounts. The
distribution will be in proportion to the number of equity shares held by the
shareholders.
DETAILS OF
SHAREHOLDERS HOLDING MORE THAN 5% SHARES IN THE COMPANY:
|
Particulars |
As at 31.03.2013 |
|
|
|
No. in Lakhs |
% holding |
|
Nailsfield Limited |
114.15 |
9.98 |
|
Nikhil Chaturvedi |
106.12 |
9.28 |
|
Salil Chaturvedi |
102.95 |
9.00 |
|
Floro Mercantile Private Limited |
62.40 |
5.46 |
OTHER
INFORMATION
(i) 29.00 Lacs Equity Shares (of Rs. 10 each fully paid) have been issued as preferential allotment at a premium of Rs. 440 per share in the financial year 2006-07.
(ii) 13.34 Lacs Equity Shares (of Rs. 10 each fully paid ) have been issued on conversion of the share warrants issued at Rs. 450 in the ratio of one share per warrant in the financial year 2007-08 and 2008-09.
(iii) 28.50 Lacs Equity Shares (of Rs. 10 each fully paid ) have been issued as preferential allotment at a premium of Rs. 1090 per share in the financial year 2008-09.
(iv) The Company has sub divided 1 (one) the equity share of Rs. 10 each (fully paid up) into 5 (five) equity shares of Rs. 2 each (fully paid up) based on the approval of the share holders in the Annual General Meeting held on 15th September, 2008.
(v) 20.50 Lacs Equity Shares of Rs. 2 each have been extinguished under Buy Back Scheme in the financial year 2009-10.
(vi) During the financial year 2011-12, pursuant to The Scheme of Arrangement, 1,143.57 Lacs Equity Shares of Rs.2/- each have been reduced to 1,143.57 Lacs Equity Shares of Re. 1/- each.
FINANCIAL DATA
[all figures are
in Rupees Millions]
ABRIDGED BALANCE
SHEET
|
SOURCES OF FUNDS |
31.03.2013 |
31.03.2012 |
31.03.2011 |
|
I.
EQUITY
AND LIABILITIES |
|
|
|
|
(1)Shareholders' Funds |
|
|
|
|
(a) Share Capital |
114.357 |
114.357 |
228.714 |
|
(b) Reserves & Surplus |
5496.554 |
5380.902 |
7098.126 |
|
(c) Money
received against share warrants |
0.000 |
0.000 |
0.000 |
|
|
|
|
|
|
(2) Share Application money pending
allotment |
0.000 |
0.000 |
0.000 |
|
Total
Shareholders’ Funds (1) + (2) |
5610.911 |
5495.259 |
7326.840 |
|
|
|
|
|
|
(3)
Non-Current Liabilities |
|
|
|
|
(a) long-term borrowings |
603.345 |
425.458 |
632.771 |
|
(b) Deferred tax liabilities (Net) |
0.000 |
0.000 |
0.000 |
|
(c) Other long term
liabilities |
28.089 |
30.497 |
32.206 |
|
(d) long-term
provisions |
1.897 |
4.010 |
2.740 |
|
Total Non-current
Liabilities (3) |
633.331 |
459.965 |
667.717 |
|
|
|
|
|
|
(4)
Current Liabilities |
|
|
|
|
(a) Short
term borrowings |
2149.733 |
2383.476 |
1699.301 |
|
(b) Trade
payables |
847.543 |
746.970 |
551.331 |
|
(c) Other
current liabilities |
76.105 |
204.633 |
148.766 |
|
(d) Short-term
provisions |
49.411 |
44.525 |
66.036 |
|
Total Current
Liabilities (4) |
3122.792 |
3379.604 |
2465.434 |
|
|
|
|
|
|
TOTAL |
9367.034 |
9334.828 |
10459.991 |
|
|
|
|
|
|
II.
ASSETS |
|
|
|
|
(1)
Non-current assets |
|
|
|
|
(a) Fixed
Assets |
|
|
|
|
(i)
Tangible assets |
451.603 |
568.858 |
646.032 |
|
(ii)
Intangible Assets |
8.538 |
12.238 |
14.464 |
|
(iii)
Capital work-in-progress |
0.000 |
0.568 |
3.593 |
|
(iv)
Intangible assets under development |
0.000 |
0.000 |
0.000 |
|
(b) Non-current Investments |
1261.849 |
1212.822 |
2437.986 |
|
(c) Deferred tax assets (net) |
91.801 |
66.419 |
63.589 |
|
(d) Long-term Loan and Advances |
502.997 |
562.330 |
491.938 |
|
(e) Other
Non-current assets |
0.000 |
10.481 |
53.014 |
|
Total Non-Current
Assets |
2316.788 |
2433.716 |
3710.616 |
|
|
|
|
|
|
(2)
Current assets |
|
|
|
|
(a)
Current investments |
153.578 |
148.569 |
463.849 |
|
(b)
Inventories |
3241.772 |
2936.446 |
2718.766 |
|
(c) Trade
receivables |
2035.713 |
2151.847 |
1714.638 |
|
(d) Cash
and cash equivalents |
172.164 |
75.902 |
156.868 |
|
(e)
Short-term loans and advances |
1373.320 |
1494.511 |
1586.226 |
|
(f) Other
current assets |
73.699 |
93.837 |
109.028 |
|
Total
Current Assets |
7050.246 |
6901.112 |
6749.375 |
|
|
|
|
|
|
TOTAL |
9367.034 |
9334.828 |
10459.991 |
PROFIT & LOSS
ACCOUNT
|
|
PARTICULARS |
31.03.2013 |
31.03.2012 |
31.03.2011 |
|
|
|
SALES |
|
|
|
|
|
|
|
Income |
5402.833 |
6097.249 |
5653.850 |
|
|
|
Other Income |
128.658 |
151.383 |
172.178 |
|
|
|
TOTAL (A) |
5531.491 |
6248.632 |
5826.028 |
|
|
|
|
|
|
|
|
Less |
EXPENSES |
|
|
|
|
|
|
|
Cost of materials consumed |
2493.707 |
2097.853 |
1986.535 |
|
|
|
Purchases of stock - in – trade |
1289.190 |
1961.383 |
1825.666 |
|
|
|
Changes in inventories of finished goods, work in process and stock in trade |
9.412 |
202.751 |
(43.615) |
|
|
|
Employee benefits expenses |
161.204 |
180.609 |
182.247 |
|
|
|
Other expenses |
850.990 |
1056.418 |
979.616 |
|
|
|
Exceptional items |
3.211 |
13.300 |
85.132 |
|
|
|
TOTAL (B) |
4807.714 |
5512.314 |
5015.581 |
|
|
|
|
|
|
|
|
|
PROFIT/
(LOSS) BEFORE INTEREST, TAX,
DEPRECIATION AND AMORTISATION (A-B) (C) |
723.777 |
736.318 |
810.447 |
|
|
|
|
|
|
|
|
|
Less |
FINANCIAL
EXPENSES (D) |
355.724 |
322.139 |
260.382 |
|
|
|
|
|
|
|
|
|
|
PROFIT
/ (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E) |
368.053 |
414.179 |
550.065 |
|
|
|
|
|
|
|
|
|
Less/ Add |
DEPRECIATION/
AMORTISATION (F) |
109.683 |
118.098 |
119.309 |
|
|
|
|
|
|
|
|
|
|
PROFIT/
(LOSS) BEFORE TAX (E-F)
(G) |
258.370 |
296.081 |
430.756 |
|
|
|
|
|
|
|
|
|
Less |
TAX (H) |
129.427 |
45.779 |
96.701 |
|
|
|
|
|
|
|
|
|
|
PROFIT/
(LOSS) AFTER TAX (G-H) (I) |
128.943 |
250.302 |
334.055 |
|
|
|
|
|
|
|
|
|
Add |
PREVIOUS
YEARS’ BALANCE BROUGHT FORWARD |
1421.401 |
1184.390 |
903.561 |
|
|
|
|
|
|
|
|
|
Less |
APPROPRIATIONS |
|
|
|
|
|
|
|
Transfer to General Reserve |
0.000 |
0.000 |
20.000 |
|
|
|
Proposed Dividend |
11.436 |
11.436 |
28.589 |
|
|
|
Dividend Distribution Tax |
1.855 |
1.855 |
4.637 |
|
|
BALANCE CARRIED
TO THE B/S |
1537.053 |
1421.401 |
1184.390 |
|
|
|
|
|
|
|
|
|
|
EARNINGS IN
FOREIGN CURRENCY |
|
|
|
|
|
|
|
Export Earnings |
2143.077 |
2770.209 |
2417.669 |
|
|
TOTAL EARNINGS |
2143.077 |
2770.209 |
2417.669 |
|
|
|
|
|
|
|
|
|
|
IMPORTS |
|
|
|
|
|
|
|
Raw Materials |
0.000 |
4.227 |
7.916 |
|
|
|
Trading Goods |
1072.167 |
1277.995 |
1372.294 |
|
|
|
Capital Goods |
0.850 |
0.201 |
0.000 |
|
|
TOTAL IMPORTS |
1073.017 |
1282.423 |
1380.210 |
|
|
|
|
|
|
|
|
|
|
Earnings / (Loss)
Per Share (Rs.) |
1.13 |
2.19 |
2.92 |
|
QUARTERLY RESULTS
|
PARTICULARS |
|
|
30.06.2013 |
|
Type |
|
|
1st
Quarter |
|
Net Sales |
|
|
1163.700 |
|
Total Expenditure |
|
|
1021.000 |
|
PBIDT (Excl OI) |
|
|
142.700 |
|
Other Income |
|
|
32.400 |
|
Operating Profit |
|
|
175.100 |
|
Interest |
|
|
93.500 |
|
Exceptional Items |
|
|
0.000 |
|
PBDT |
|
|
81.600 |
|
Depreciation |
|
|
21.600 |
|
Profit Before Tax |
|
|
60.000 |
|
Tax |
|
|
14.400 |
|
Provisions and contingencies |
|
|
0.000 |
|
Profit After Tax |
|
|
45.600 |
|
Extraordinary Items |
|
|
0.000 |
|
Prior Period Expenses |
|
|
0.000 |
|
Other Adjustments |
|
|
0.000 |
|
Net Profit |
|
|
45.600 |
KEY RATIOS
|
PARTICULARS |
|
31.03.2013 |
31.03.2012 |
31.03.2011 |
|
PAT / Total Income |
(%) |
2.33
|
4.01 |
5.73 |
|
|
|
|
|
|
|
Net Profit Margin (PBT/Sales) |
(%) |
4.78
|
4.86 |
7.62 |
|
|
|
|
|
|
|
Return on Total Assets (PBT/Total Assets} |
(%) |
3.22
|
3.68 |
5.42 |
|
|
|
|
|
|
|
Return on Investment (ROI) (PBT/Networth) |
|
0.05
|
0.05 |
0.06 |
|
|
|
|
|
|
|
Debt Equity Ratio (Total Debt/Networth) |
|
0.49
|
0.51 |
0.32 |
|
|
|
|
|
|
|
Current Ratio (Current Asset/Current Liability) |
|
2.26
|
2.04 |
2.74 |
LOCAL AGENCY FURTHER INFORMATION
CURRENT MATURITIES OF LONG TERM DEBTS
|
Particulars |
31.03.2013 (Rs.
In Millions) |
31.03.2012 (Rs.
In Millions) |
31.03.2011 (Rs.
In Millions) |
|
|
|
|
|
|
Current maturities of long term debts |
55.821 |
166.460 |
122.353 |
|
|
|
|
|
|
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 |
Yes |
INDEX OF CHARGES
|
S.NO. |
CHARGE ID |
DATE OF CHARGE CREATION/MODIFICATION |
CHARGE AMOUNT SECURED |
CHARGE HOLDER |
ADDRESS |
SERVICE REQUEST NUMBER (SRN) |
|
1 |
10415018 |
28/06/2013 * |
650,000,000.00 |
BANK OF INDIA |
STAR HOUSE, PLOT NO. C-5, G-BLOCK, BANDRA KURLA COMPLEX, BANDRA EAST, MUMBAI - 400051, MAHARASHTRA, INDIA |
B79449385 |
|
2 |
10119379 |
11/08/2008 |
62,500,000.00 |
CORPORATION BANK |
SME-MAROL BRANCH,SARHAR
BONANZA PLAZA,MAROL, ANDHERI KURLA ROAD ANDHERI (EAST), MUMBAI - |
A44548527 |
|
3 |
80017409 |
28/06/2013 * |
2,495,000,000.00 |
ANDHRA BANK |
116 SAURABH, ANDHERI - KURLA ROAD, ANDHERI (EAST), MUMBAI - 400093, MAHARASHTRA, INDIA |
B80143431 |
|
4 |
80013146 |
12/10/2010 * |
1,845,000,000.00 |
ANDHRA BANK |
116 SAURABH, ANDHERI - KURLA ROAD, ANDHERI (EAST), MUMBAI - 400093, MAHARASHTRA, INDIA |
A97759591 |
*Date of Charge Modification
CHARGES
|
ENTITY |
PERSON |
COMPETENT AUTHORITY |
REGULATORY CHARGES |
REGULATORY ACTION(S) / DATE OF ORDER |
FURTHER DEVELOPMENTS |
|
PROVOGUE (INDIA) LIMITED |
|
NSE |
SCHEME OF ARRANGEMENT |
|
|
|
PROVOGUE (INDIA) LIMITED |
|
BSE |
DID NOT SUBMIT SHAREHOLDING PATTERN UNDER PROVISIONS OF CLAUSE 35 FOR THE QUARTER ENDED 31-DECEMBER-2009 |
NOT APPEARING IN THE LIST FOR THE QUARTER ENDED 31-MARCH-2010 |
UNSECURED LOANS
|
PARTICULARS |
31.03.2013 (Rs.
in Millions) |
31.03.2012 (Rs.
in Millions) |
|
SHORT TERM
BORROWINGS |
|
|
|
Working capital loans from banks |
68.424 |
108.811 |
|
TOTAL |
68.424 |
108.811 |
|
NOTE Rs. Nil (PY 67.604 Millions) suppliers bills discounting limit from Indusind bank carries interest @ 0.50% over LCBD rate. Rs. 68.424 Millions (PY 41.207 Millions) suppliers bills
discounting limit from SIDBI carries interest rate @ 12% p.a. |
||
CORPORATE INFORMATION
The Company is a listed public company domiciled in India and incorporated under the provisions of the Companies Act, 1956. The Company is engaged in the business of manufacturing, trading of garments. The Company is also in the business of import and export of commodities and goods.
PERFORMANCE REVIEW
The company is
continuously expanding its owned retail store base, which will further increase
the company’s presence in retail market. The Company has marked a turnover of Rs. 5402.800 Millions for financial year
2012-13 as against Rs. 6097.200 Millions in
the financial year 2011-12, Profit after tax for financial year 2012-13 stood
at Rs.
128.900 Millions as
against Rs. 250.300 Millions in
2011-12.
MANAGEMENT DISCUSSION
AND ANALYSIS
ECONOMIC OVERVIEW
India is expected to
record 5.7 per cent GDP growth during year ending December 2013. The growth is
expected to increase further to 6.7 per cent in 2014-15, according to the World
Bank’s latest India Development Update, a bi-annual report on the Indian
economy.
Indian companies have
invested US$ 1.65 billion abroad in February 2013, according to data released
by Reserve Bank of India (RBI). Moreover, India was among the top 20 real
estate investment markets globally with investment volume of Rs. 190 billion (US$ 3.46 billion) recorded in
2012, according to Cushman and Wakefield’s report ‘International Investment
Atlas’.
India’s services
sector has emerged as a prominent sector in terms of its contribution to
national and state incomes, a comparison of the services performance done
across the top 15 countries over the 11 year period from 2001 to 2011. India
stood first in terms of increase in share of services in the gross domestic
product (GDP) with 8.1 per cent, among top 15 countries during 2001-2011.
Foreign institutional
investors (FIIs) made a net investment(including equity and debt) worth Rs. 1683670.000 Millions (US$ 30.72 billion)
in 2012-13, according to data published by Securities and Exchange Board of India
(SEBI). Moreover, US$ 310.47 million in the equity and US$ 41.32 million in the
debt market were invested by FIIs, as on May 16, 2013.
The cumulative amount
of foreign direct investment (FDI) equity inflows into India were worth US$
191,757 million between April 2000 to February 2013, while FDI equity inflow
during April 2012 to February 2013 was recorded as US$ 20,899 million,
according to the latest data published by Department of Industrial Policy and
Promotion (DIPP).
In addition, the
luxury market in India is expected to reach US$ 14.73 billion by 2015 from an
estimated US$ 8.21
billion this year,
with about 30 per cent of the customers coming from smaller cities.
Non-resident Indians
(NRIs) placed deposits aggregating to US$ 14.18 billion in the financial year
ended March 2013, registering an increase of 19 per cent over the previous
year. Non-resident (external) rupee account or NRE deposits with the banking
system jumped 85 per cent (rising by US$ 15.81 billion in FY13 compared to US$
8.53 billion in FY12), according to Reserve Bank of India data.
Foreign exchange
earnings (FEE) from tourism in India registered a growth of 19 per cent to
touch Rs. 101860.000 Millions
(US$ 1.86 billion) in February 2013 as compared to Rs. 85020.000 Millions (US$ 1.55 billion)
during the same period last year.
India’s economic
confidence grew by 8 points to 68 per cent in the month of January 2013 as
compared to last year making it the second most economically confident country
in the world.
India is also expected
to be the second largest manufacturing country globally in the next five years,
followed by Brazil as the third ranked country, according to Deloitte.
INDUSTRY OVERVIEW
The Retail industry
is one of the pillars of the modern Indian economy and accounts for 14-15% of
its GDP. The Indian retail market is estimated to be US$ 490 billion and one of
the top five retail markets in the world by economic value. India is one of the
fastest growing retail markets in the world.
India’s traditional
retailing industry essentially consists of the local mom and pop store, owner
manned general stores, convenience stores, hand cart and pavement vendors, etc.
Contemporary Organised retail accounts for about 5% of the market as of
2012-13. According to industry experts, the next phase of growth is expected to
come from Tier 2 and 3 cities and the rural markets. The organised retail
segment in India is forecast to grow by over three times during the next five
years (from 2012), to reach a figure of US$ 80 billion (as per consultancy
firm, Technopak). Also, India’s consumption level will double within five years
to an annual figure of US$ 1.5 trillion from the present level of about US$ 800
billion.
PROVOGUE OPERATIONS
Provogue commenced
operations as a manufacturer and retailer of apparel under the brand Provogue
in 1997. Over time, the brand has gained strong recognition and has grown to
become a leading retailer of fashion apparel
and accessories for
men and women. Projecting itself as a customer-first company, Provogue
constantly strives to provide the Indian consumer complete satisfaction when it
comes to their fashion retail needs.
Provogue retails its
products through exclusive Provogue Stores and by opening Shop-in-Shop outlets in
National Chain Stores (NCS) and Multi Brand Outlets (MBO). As of March 2013,
Provogue fashions and accessories were available across 127 Provogue Stores,
and 138 Shop-in Shops.
OUTLOOK
A strong brand image, vertical integration in captive manufacturing facilities and diversifying into new retail formats and channels position the Company as an integrated player in the growing domestic consumption story. With the Indian economy on a firm foundation and the organised retail industry surging, the Company is confident that it is well placed to take advantage of the growth opportunities in the coming years.
CONTINGENT
LIABILITIES NOT PROVIDED FOR (AS ON
31.03.2013):
a) Letters of Credit outstanding Rs. Nil (PY Rs. 17.641 Millions).
b) Guarantee given by Banks on behalf of the Company Rs. 254.98 Millions. (PY Rs. 14.000 Millions)
c) Corporate Guarantee given on behalf of a Subsidiary Company Rs. 933.276 Millions (PY Rs. 808.866 Millions)
d) Estimated amount of contracts remaining to be executed on capital account (net of advances) Rs. 124.000 Millions (PY Rs. 124.000 Millions)
e) Sales Tax Liability contested in appeals Rs. 6.451 Millions (PY Rs. 6.451 Millions )
f) Stamp Duty Liability not acknowledged as debt Rs. 1.000 Million. (PY Rs. 1.000 Million)
g) Pursuant to the Interim Order dated October 14, 2011 passed by The Hon’ble Supreme Court with regard to the levy of service tax on immovable properties rented out for commercial use, the Company has deposited with the concerned department an amount of Rs. 13.973 Millions in respect of services tax liability upto September 30, 2011. For the balance 50% of the amount, the Company has furnished a solvent surety and has accordingly not provided ( the total amount of ) Rs. 27.947 Millions in the accounts. From October 2011 onwards, the Company is accounting and paying for such service tax regularly.
h) Confirmation letters have been sent in respect of Trade Receivables and Trade Payables. Very few parties have responded to the request, the balances under these heads have been shown as per the books of account and are subject to reconciliation and adjustment, if any. Consequential revenue impact, presently not ascertainable, will be considered as and when determined. However in view of management, effect of the same is not expected to be material.
i) The Income tax authorities had carried out search and seizure operations in January 2012 at the premises of the Company. The Company has filed Income Tax Returns for which notice have been received u/s 153A of The Income Tax Act,1961. Tax expenses includes an amount of Rs. 97.541 Millions representing additional tax liability on income of Rs. 300.634 Millions (not accounted in these financials) offered by the company, during the search and seizure operations relating to earlier year(s) to avoid any protracted litigations.
FIXED ASSETS
v
Tangible
Assets
· Land
· Buildings – office
· Buildings – Factory
· Plant & Machinery
· Furniture & Fixtures – Studios
· Furniture & Fixtures – Others
· Office Equipments
· Vehicles
· Computers
v
Intangible
Assets
· Trade Mark - Provogue UK
·
Computer Software
CMT REPORT (Corruption, Money Laundering & Terrorism]
The Public Notice information has been collected from various sources
including but not limited to: The Courts,
1] INFORMATION ON
DESIGNATED PARTY
No exist designating subject or any of its beneficial owners,
controlling shareholders or senior officers as terrorist or terrorist
organization or whom notice had been received that all financial transactions
involving their assets have been blocked or convicted, found guilty or against
whom a judgement or order had been entered in a proceedings for violating
money-laundering, anti-corruption or bribery or international economic or
anti-terrorism sanction laws or whose assets were seized, blocked, frozen or
ordered forfeited for violation of money laundering or international
anti-terrorism laws.
2] Court Declaration :
No exist to suggest that subject is or was
the subject of any formal or informal allegations, prosecutions or other
official proceeding for making any prohibited payments or other improper
payments to government officials for engaging in prohibited transactions or
with designated parties.
3] Asset Declaration :
No records exist to suggest that the property or assets of the subject
are derived from criminal conduct or a prohibited transaction.
4] Record on Financial
Crime :
Charges or conviction
registered against subject: None
5] Records on Violation of
Anti-Corruption Laws :
Charges or
investigation registered against subject: None
6] Records on Int’l
Anti-Money Laundering Laws/Standards :
Charges or
investigation registered against subject: None
7] Criminal Records
No
available information exist that suggest that subject or any of its principals
have been formally charged or convicted by a competent governmental authority
for any financial crime or under any formal investigation by a competent
government authority for any violation of anti-corruption laws or international
anti-money laundering laws or standard.
8] Affiliation with
Government :
No record
exists to suggest that any director or indirect owners, controlling
shareholders, director, officer or employee of the company is a government
official or a family member or close business associate of a Government
official.
9] Compensation Package :
Our market
survey revealed that the amount of compensation sought by the subject is fair
and reasonable and comparable to compensation paid to others for similar
services.
10] Press Report :
No press reports / filings exists on
the subject.
CORPORATE GOVERNANCE
MIRA INFORM as part of its Due Diligence do provide comments on
Corporate Governance to identify management and governance. These factors often
have been predictive and in some cases have created vulnerabilities to credit
deterioration.
Our Governance Assessment focuses principally on the interactions
between a company’s management, its Board of Directors, Shareholders and other
financial stakeholders.
CONTRAVENTION
Subject is not known to have contravened any existing local laws,
regulations or policies that prohibit, restrict or otherwise affect the terms
and conditions that could be included in the agreement with the subject.
FOREIGN EXCHANGE RATES
|
Currency |
Unit
|
Indian Rupees |
|
US Dollar |
1 |
Rs.61.92 |
|
|
1 |
Rs.99.45 |
|
Euro |
1 |
Rs.83.92 |
INFORMATION DETAILS
|
Information
Gathered by : |
PLK |
|
|
|
|
Report Prepared
by : |
MRI |
SCORE & RATING EXPLANATIONS
|
SCORE FACTORS |
RANGE |
POINTS |
|
HISTORY |
1~10 |
5 |
|
PAID-UP CAPITAL |
1~10 |
6 |
|
OPERATING SCALE |
1~10 |
6 |
|
FINANCIAL CONDITION |
|
|
|
--BUSINESS SCALE |
1~10 |
5 |
|
--PROFITABILIRY |
1~10 |
4 |
|
--LIQUIDITY |
1~10 |
5 |
|
--LEVERAGE |
1~10 |
5 |
|
--RESERVES |
1~10 |
5 |
|
--CREDIT LINES |
1~10 |
5 |
|
--MARGINS |
-5~5 |
-- |
|
DEMERIT POINTS |
|
|
|
--BANK CHARGES |
YES/NO |
YES |
|
--LITIGATION |
YES/NO |
NO |
|
--OTHER ADVERSE INFORMATION |
YES/NO |
NO |
|
MERIT POINTS |
|
|
|
--SOLE DISTRIBUTORSHIP |
YES/NO |
NO |
|
--EXPORT ACTIVITIES |
YES/NO |
NO |
|
--AFFILIATION |
YES/NO |
YES |
|
--LISTED |
YES/NO |
YES |
|
--OTHER MERIT FACTORS |
YES/NO |
YES |
|
DEFAULTER |
|
|
|
--RBI |
YES/NO |
NO |
|
--EPF |
YES/NO |
NO |
|
TOTAL |
|
46 |
This score serves as a reference to assess
SC’s credit risk and to set the amount of credit to be extended. It is calculated
from a composite of weighted scores obtained from each of the major sections of
this report. The assessed factors and their relative weights (as indicated
through %) are as follows:
Financial
condition (40%) Ownership
background (20%) Payment record
(10%)
Credit history
(10%) Market trend (10%) Operational size
(10%)
RATING EXPLANATIONS
|
RATING |
STATUS |
PROPOSED CREDIT LINE |
|
|
>86 |
Aaa |
Possesses an extremely sound financial base with the strongest
capability for timely payment of interest and principal sums |
Unlimited |
|
71-85 |
Aa |
Possesses adequate working capital. No caution needed for credit
transaction. It has above average (strong) capability for payment of interest
and principal sums |
Large |
|
56-70 |
A |
Financial & operational base are regarded healthy. General
unfavourable factors will not cause fatal effect. Satisfactory capability for
payment of interest and principal sums |
Fairly Large |
|
41-55 |
Ba |
Overall operation is considered normal. Capable to meet normal
commitments. |
Satisfactory |
|
26-40 |
B |
Capability to overcome financial difficulties seems comparatively
below average. |
Small |
|
11-25 |
Ca |
Adverse factors are apparent. Repayment of interest and principal sums
in default or expected to be in default upon maturity |
Limited with
full security |
|
<10 |
C |
Absolute credit risk exists. Caution needed to be exercised |
Credit not
recommended |
|
-- |
NB |
New Business |
-- |
This report is issued at your request without any
risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL)
or its officials.