MIRA INFORM REPORT

 

 

Report Date :

06.09.2013

 

IDENTIFICATION DETAILS

 

Name :

S MOBILITY LIMITED (w.e.f. 07.06.2011)

 

 

Formerly Known As :

SPICE MOBILITY LIMITED (w.e.f. 07.06.2010)

SPICE MOBILES LIMITED (w.e.f 26.04.2007)

SPICE LIMITED (w.e.f 04.07.2005)

SPICE NET LIMITED (w.e.f 05.12.2000)

MOL INDIA LIMITED (w.e.f 23.08.1999)

MODI OLIVETTI LIMITED

 

 

Registered Office :

S Global Knowledge Park, 19 A and 19 B, Sector 125, Noida – 201301, Uttar Pradesh

 

 

Country :

India

 

 

Financials (as on) :

31.03.2012

 

 

Date of Incorporation :

23.12.1986

 

 

Com. Reg. No.:

20-008448

 

 

Capital Investment / Paid-up Capital :

Rs. 714.258 Millions

 

 

CIN No.:

[Company Identification No.]

L72900UP1986PLC008448

 

 

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 Telecommunications-Mobile business and Information Technology business.

 

 

No. of Employees :

Not Available

 

 

RATING & COMMENTS

 

MIRA’s Rating :

Ba (49)

 

RATING

STATUS

PROPOSED CREDIT LINE

41-55

Ba

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

Satisfactory

 

Maximum Credit Limit :

USD 24000000

 

 

Status :

Satisfactory

 

 

Payment Behaviour :

Usually correct

 

 

Litigation :

Clear

 

 

Comments :

Subject is an established company having a satisfactory track record. There appears some loss recorded by the company during 2012.

 

However, general financial position seems to be strong. There appears no external borrowings.

 

Trade relations are reported to be fair. Business is active. Payments are reported to be usually correct and as per commitment.

 

The company can be considered for business dealings at usual trade terms and condition.

 

NOTES :

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

 

 

ECGC Country Risk Classification List – March 31st, 2013

 

Country Name

Previous Rating

(31.12.2012)

Current Rating

(31.03.2013)

India

A1

A1

 

Risk Category

ECGC Classification

Insignificant

 

A1

Low

 

A2

Moderate

 

B1

High

 

B2

Very High

 

C1

Restricted

 

C2

Off-credit

 

D

 

 

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

CRISIL

Rating

Fundamental grade: 2/5

Rating Explanation

The fundamentals indicate that its has moderate degree of safety.

Date

September 2012.

 

 

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.

 

 

LOCATIONS

 

Registered Office/ Head Office :

S Global Knowledge Park, 19 A and 19 B, Sector 125, Noida – 201301, Uttar Pradesh, India 

Tel. No.:

91-120-3355131

Fax No.:

Not Available

E-Mail :

complianceofficer@spicemobile.in

Website :

http://www.apice-mobile.com

 

 

Factory :

Village Billanwalli, Baddi P.O., Nalagarh, District Solan, Himachal Pradesh-173205, India

 

 

Head Office:

D-1, Sector -3, Noida – 201301, Uttar Pradesh, India

 

 

DIRECTORS

 

As on: 30.06.2012

 

Name :

Dr. Bhupendra Kumar Modi

Designation :

Chairman

 

 

Name :

Mr. Dilip Modi

Designation :

Director

 

 

Name :

Mr. Kashi Nath Memani

Designation :

Director

 

 

Name :

Ms. Preeti Malhotra

Designation :

Director

 

 

Name :

Mr. Saurabh Srivastava

Designation :

Director

 

 

Name :

Mr. Subroto Chattopadhyay

Designation :

Director

 

 

KEY EXECUTIVES

 

Name :

Mr. Meghraj Bothra

Designation :

Company Secretary

 

 

 

 

Audit Committee

 

 

Name :

Mr. Kashi Nath Memani

Designation :

Chairman

 

 

Name :

Mr. Dilip Modi

 

 

Name :

Mr. Subroto Chattopadhyay

 

 

 

Remuneration Committee

 

 

 

Name :

Dr. Bhupendra Kumar Modi

Designation :

Chairman

 

 

Name :

Mr. Kashi Nath Memani

 

 

Name :

Mr. Saurabh Srivastava

 

 

Name :

Mr. Subroto Chattopadhyay

 

 

 

Shareholders Value Enhancement and Investors Grievance Committee

 

 

 

Name :

Dr. Bhupendra Kumar Modi

Designation :

Chairman

 

 

Name :

Ms. Preeti Malhotra

 

 

 

Chief Executive Officer and Manager

 

 

 

Name :

Mr. R. S. Desikan

 

 

 

Chief Financial Officer

 

 

 

Name :

Mr. Subramanian Murali

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on: 30.06.2013

 

Category of Shareholder

No. of Shares

Percentage of Holding

 

 

 

(A) Shareholding of Promoter and Promoter Group

 

 

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

 

 

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

169447570

71.17

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

169447570

71.17

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

 

 

Total shareholding of Promoter and Promoter Group (A)

169447570

71.17

(B) Public Shareholding

 

 

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

 

 

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

545

0.00

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

11603264

4.87

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

11603809

4.87

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

 

 

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

3329314

1.40

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 millions

4523571

1.90

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

1826981

0.77

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

47355040

19.89

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

81668

0.03

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

70405

0.03

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

47202967

19.83

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

57034906

23.96

Total Public shareholding (B)

68638715

28.83

Total (A)+(B)

238086285

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)

238086285

0.00

 

 

BUSINESS DETAILS

 

Line of Business :

The company is engaged in the Telecommunications-Mobile business and Information Technology business.

 

 

GENERAL INFORMATION

 

No. of Employees :

Not Available

 

 

Bankers :

  • HDFC Bank Limited
  • IndusInd Bank Limited

 

 

 

Banking Relations :

--

 

 

Auditors :

 

Name :

S.R. Batliboi and Company

Chartered Accountants

Address :

Golf View Corporate Towers – B, Sector - 42, Sector Road, Gurgaon – 122 002, Haryana, India

 

 

Internal Auditors :

Bansal Dalmia and Company

Chartered Accountants

Address :

210, Gupta Tower, Commercial Complex, Azadpur, Delhi – 110033, India

 

 

Holding Company :

  • S i2i Mobility Private Limited (w.e.f. January 31, 2012)*
  • Spice Global Investments Private Limited (w.e.f. Jan 1, 2010

pursuant to Scheme of Amalgamation) till January 30, 2012)

 

 

Ultimate Holding Company :

  • Spice Global Investments Private Limited

(w.e.f. January 31, 2012)

 

 

Fellow Subsidiaries:

  • Spice Enfotainment Limited
  • Wall Street Finance Limited
  • Spice Investment and Finance Advisors Private Limited
  • Spice Online Retail Private Limited

(w.e.f. December 20, 2010)

  • G M Modi Hospitals Corporation Private Limited Kimaan Exports Private Limited (Till December 24, 2010)
  • Harjas Logic Systems Private Limited
  • Goldman Securities Private Limited

 

 

Enterprises over which individuals having significant influence

over the Company is able to exercise significant influence:

  • Spice BPO Services Limited
  • Hollywood Travels and Tours Pte Limited
  • Plus Paper Foodpac Limited
  • S i2i

(Formerly known as Spice i2i and before that Media Ring)

  • Bharat BPO Services Limited
  • Bharat IT Services Limited
  • V Corp Merchantile Limited

 

* S i2i Mobility Private Limited was the fellow subsidiary of the Group for the period January 12, 2012 to January 30,2012.

 

CAPITAL STRUCTURE

 

As on: 30.06.2012

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

330000000

Equity Shares

Rs.3/- each

Rs.990.000 Millions

 

 

 

 

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

238086285

Equity Shares

Rs.3/- each

Rs.714.258 Millions

 

 

 

 

 

Reconciliation of the shares outstanding at the beginning and at the end of the reporting period

 

Equity shares

 

Particulars

As on 30.06.2012

 

Numbers

Rs. In Millions

At the beginning of the period

238,086,285

714.258

Issued during the period

--

--

Outstanding at the end of the period

238,086,285

714.258

 

Terms/ rights attached to equity shares           

 

The Company has only one class of equity shares having par value of Rs. 3 per share. Each holder of equity shares 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.

 

During the period ended 30 June 2012, the amount of dividend per share recognized as distributions to equity shareholders is Rs. 1.50 (31 March 2011: Rs. 1.50).

 

In the event of liquidation of the Company, the holders 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.

 

Shares held by holding company

 

Out of equity shares issued by the Company, shares held by its holding company are as below:

(Rs. In Millions)

Particulars

As on 30.06.2012

Holding Company

 

S i2i Mobility Private Limited

 

169,365,976 (31 March 2011: Nil) equity shares of Rs. 3 each fully paid

508.098

Spice Global Investments Private Limited

 

Nil (31 March 2011: 163,448,285) equity shares of Rs. 3 each fully paid

--

 

 

Aggregate number of shares issued for consideration other than cash during the period of five years immediately preceding the reporting date:

 

Particulars

As on 30.06.2012

Equity shares allotted as fully paid-up pursuant to the Scheme of amalgamation for consideration other than cash

163448285

 

Details of shareholders holding more than 5% shares in the Company

 

Particulars

As on 30.06.2012

Numbers

% holding in

the class

Equity shares of Rs. 3 each fully paid

 

 

S i2i Mobility Private Limited, the holding company

169365976

71.14%

Spice Global Investments Private Limited, the ultimate holding company (Esrtwhile holding company)

 

 

Independent Non Promoter Trust

35301215

14.83%

 

 

As per of the Company, including its register of shareholders/ members and other declarations received from shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial ownerships of shares.

 

 

 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

 

30.06.2012

(15 months)

31.03.2011

  1. EQUITY AND LIABILITIES

 

 

 

(1)Shareholders' Funds

 

 

 

(a) Share Capital

 

714.258

714.258

(b) Reserves & Surplus

 

5322.344

6088.268

(c) Money received against share warrants

 

0.000

0.000

 

 

 

 

(2) Share Application money pending allotment

 

0.000

0.000

Total Shareholders’ Funds (1) + (2)

 

6036.602

6802.526

 

 

 

 

(3) Non-Current Liabilities

 

 

 

(a) long-term borrowings

 

0.000

0.000

(b) Deferred tax liabilities (Net)

 

0.000

0.000

(c) Other long term liabilities

 

18.685

12.490

(d) long-term provisions

 

22.225

46.029

Total Non-current Liabilities (3)

 

40.910

58.519

 

 

 

 

(4) Current Liabilities

 

 

 

(a) Short term borrowings

 

0.000

0.000

(b) Trade payables

 

1422.049

1500.764

(c) Other current liabilities

 

123.173

125.940

(d) Short-term provisions

 

462.151

557.907

Total Current Liabilities (4)

 

2007.373

2184.611

 

 

 

 

TOTAL

 

8084.885

9045.656

 

 

 

 

  1. ASSETS

 

 

 

(1) Non-current assets

 

 

 

(a) Fixed Assets

 

 

 

(i) Tangible assets

 

987.915

96.976

(ii) Intangible Assets

 

20.796

17.789

(iii) Capital work-in-progress

 

73.232

385.173

(iv) Intangible assets under development

 

1.588

0.000

(b) Non-current Investments

 

1808.906

1711.439

(c) Deferred tax assets (net)

 

0.000

6.846

(d)  Long-term Loan and Advances

 

26.418

20.577

(e) Amount recoverable from employee benefit trust

 

126.052

126.052

(f) Other Non-current assets

 

3.415

27.141

Total Non-Current Assets

 

3048.322

2391.993

 

 

 

 

(2) Current assets

 

 

 

(a) Current investments

 

441.707

980.703

(b) Inventories

 

436.024

520.943

(c) Trade receivables

 

939.545

1306.857

(d) Cash and cash equivalents

 

407.799

1094.059

(e) Short-term loans and advances

 

2779.696

2702.073

(f) Other current assets

 

31.792

49.028

Total Current Assets

 

5036.563

6653.663

 

 

 

 

TOTAL

 

8084.885

9045.656

 

 

SOURCES OF FUNDS

 

 

 

31.03.2010

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

 

 

223.914

2] Share Application Money

 

 

0.000

3] Reserves & Surplus

 

 

1117.156

4] (Accumulated Losses)

 

 

0.000

NETWORTH

 

 

1341.070

LOAN FUNDS

 

 

 

1] Secured Loans

 

 

0.000

2] Unsecured Loans

 

 

0.000

TOTAL BORROWING

 

 

0.000

DEFERRED TAX LIABILITIES

 

 

0.585

 

 

 

 

TOTAL

 

 

1341.655

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

 

 

62.867

Capital work-in-progress

 

 

0.000

 

 

 

 

INTANGIBLES

 

 

18.118

INVESTMENT

 

 

220.823

DEFERREX TAX ASSETS

 

 

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

 

 

1196.693

 

Sundry Debtors

 

 

1042.076

 

Cash & Bank Balances

 

 

1239.167

 

Other Current Assets

 

 

45.225

 

Loans & Advances

 

 

336.200

Total Current Assets

 

 

3859.361

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Sundry Creditors

 

 

8.340

 

Other Current Liabilities

 

 

2475.618

 

Provisions

 

 

335.556

Total Current Liabilities

 

 

2819.514

Net Current Assets

 

 

1039.847

 

 

 

 

MISCELLANEOUS EXPENSES

 

 

0.000

 

 

 

 

TOTAL

 

 

1341.655

 

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

30.06.2012

(15 months)

31.03.2011

31.03.2010

 

SALES

 

 

 

 

 

Revenue from operations

10082.612

9447.929

10397.796

 

 

Other Income

153.395

260.471

85.134

 

 

TOTAL                                     (A)

10236.007

9708.400

10482.930

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Cost of raw materials and components consumed

1634.713

358.778

 

 

 

Purchase of traded goods

6648.364

6161.030

 

 

 

(Increase)/ decrease in inventories of finished goods, work-in-progress and traded goods

(19.662)

779.308

 

 

 

Employee benefit expense

499.621

282.187

 

 

 

Other expenses

1825.693

1263.928

 

 

 

Exceptional items

23.514

(94.898)

 

 

 

TOTAL                                     (B)

10612.243

8750.333

9389.443

 

 

 

 

 

Less

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

(376.236)

958.067

1093.487

 

 

 

 

 

Less

FINANCIAL EXPENSES                                    (D)

2.422

6.763

10.736

 

 

 

 

 

 

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

(378.658)

951.304

1082.751

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

88.439

16.743

10.757

 

 

 

 

 

 

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

(467.097)

934.561

1071.994

 

 

 

 

 

Less

TAX                                                                  (H)

6.846

153.307

366.912

 

 

 

 

 

 

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

(473.943)

781.254

705.082

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

1753.464

673.612

170.022

 

Balance brought forward of erstwhile Spice Televentures Private Limited pursuant to Scheme of Amalgamation

0.000

800.635

0.000

 

after tax for the period Jan 1 ‘2010 to March 31, 2010 of erstwhile Spice Televentures Private Limited pursuant to Scheme of Amalgamation

0.000

(80.092)

0.000

 

Reversal of Dividend pursuant to Scheme of Amalgamation

0.000

70.813

0.000

 

Reversal of proposed dividend on equity shares

52.952

0.000

0.000

 

Reversal on tax on proposed dividend reversed

8.590

0.000

0.000

 

Profit available for appropriation

1341.063

2246.222

875.104

 

 

 

 

 

Less

APPROPRIATIONS

 

 

 

 

 

Transfer to General Reserve

78.125

78.125

70.508

 

 

Dividend

304.178

357.130

111.957

 

 

Tax on Dividend

49.345

57.503

19.027

 

BALANCE CARRIED TO THE B/S

909.415

1753.464

673.612

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

 

FOB Value of Export

91.793

54.689

46.542

 

 

Discount/incentive received on purchases

0.000

179.939

0.000

 

 

Miscellaneous Income

12.687

17.373

15.722

 

TOTAL EARNINGS

104.480

252.001

62.264

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Raw Materials

1490.317

444.433

2.524

 

 

Capital Goods

0.000

13.685

4.950

 

 

Others

6672.449

6261.118

8374.594

 

TOTAL IMPORTS

8162.766

6719.236

8382.068

 

 

 

 

 

 

Earnings Per Share (Rs.)

(1.99)

3.28

9.45

 

QUARTERLY RESULTS

 

PARTICULARS

 

30.09.2012

1st Quarter

31.12.2012

2nd Quarter

31.03.2013

3rd Quarter

30.06.2013

4th Quarter

Audited / Unaudited

Unaudited

Unaudited

Unaudited

Unaudited

Net Sales

1965.000

1790.000

1582.000

1793.700

Total Expenditure

1892.000

1637.000

1452.000

1671.800

PBIDT (Excl OI)

73.000

153.000

130.000

121.900

Other Income

32.000

212.000

33.000

31.900

Operating Profit

105.000

365.000

163.000

153.800

Interest

0.000

1.000

0.000

0.000

Exceptional Items

0.000

0.000

0.000

0.000

PBDT

105.000

364.000

163.000

153.800

Depreciation

19.000

18.000

22.000

22.600

Profit Before Tax

86.000

346.000

141.000

131.200

Tax

0.000

0.000

0.000

78.000

Provisions and contingencies

0.000

0.000

0.000

0.000

Profit After Tax

86.000

346.000

141.000

53.200

Extraordinary Items

0.000

0.000

0.000

0.000

Prior Period Expenses

0.000

0.000

0.000

0.000

Other Adjustments

0.000

0.000

0.000

0.000

Net Profit

86.000

346.000

141.000

53.200

 

KEY RATIOS

 

PARTICULARS

 

 

30.06.2012

(15 months)

31.03.2011

31.03.2010

PAT / Total Income

(%)

(4.63)

8.05

6.72

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

(4.63)

9.89

10.31

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

(7.57)

13.50

27.33

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

(0.08)

0.13

0.80

 

 

 

 

 

Debt Equity Ratio

(Total Debt/Networth)

 

0.00

0.00

0.00

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

2.51

3.05

1.37

 

 

 

LOCAL AGENCY FURTHER INFORMATION

 

Sr. No.

Check List by Info Agents

Available in Report (Yes / No)

1]

Year of Establishment

Yes

2]

Locality of the firm

Yes

3]

Constitutions of the firm

Yes

4]

Premises details

No

5]

Type of Business

Yes

6]

Line of Business

Yes

7]

Promoter's background

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

No

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

No

32]

PAN of Proprietor/Partner/Director, if available

No

33]

Voter ID No of Proprietor/Partner/Director, if available

No

34]

External Agency Rating, if available

Yes

 

Profile

Client Industry

Telecomme sector

Client's discipline

Telecommunications-Mobile business and Information Technology business.

 

General           

The growth of the client's industry is best described as:

Growing

Brief description of the services and/or goods the client provides to the marketplace:

Same as client desciplin

What is the legal structure of the client?

Subsidiary of a parent co

What type of company is the client?

private

 

Credit Rating

Client's debt tracked by a credit rating agency?

YES

Name of credit rating agency:

CRISIL

Credit rating class provided by credit rating agency:

Non Investment grade

Client credit rating:

Fundamental 2/5

Report on credit worthiness of client purchased from:

Not obtained

 

Client Financials

Does the client have a credit facility?

Yes

Do you have financial information on this client?

Yes

Credit facility type:

Unknown

Amount of credit facility:

--

Currency of financial statements/data:

INR Millions

Annualized revenues:

Rs.10082.612 Millions

Annualized COGS:

Rs.1634.713 Millions

Annualized EBITDA:

Rs.(376.236) Millions

Annualized net income:

Rs.(473.943) Millions

Cash balance:

Rs.0.143 Millions

Marketable Securities balance:

--

Accounts Receivable balance:

Rs.939.545 Millions

Current Assets balance:

Rs. 3048.322 Millions

Total assets balance:

Rs. 8084.885 Millions

Current Liabilities balance:

Rs.2007.373 Millions

Long-Term Debt balance:

--

Equity balance:

Rs.6036.602 Millions

Net cash provided by operating activities:

Rs.(274.929) Millions

Date of client's financial data populated:

30.06.2012 (15 months)

Financial information provided above audited?

Yes

 

BOARD OF DIRECTORS

 

DR. BHUPENDRA KUMAR MODI CHAIRMAN

 

“Technology Futurepreneur” 

 

Dr. Bhupendra Kumar Modi (“Dr. BKM”) was appointed to the board on 24th April, 2010 as Non-Executive Director and Chairman.

 

From his early days, when he defied family business norms to introduce Photocopying to India or the first mobile service in the Country, Dr. BKM has always shunned conformity in order to embrace the future.

 

As a “Futurepreneur” with 30 years of business leadership behind him, Dr. BKM has always lived and worked on the principal philosophy of challenging conventional wisdom. In his words “I want to ensure that people everywhere enjoy the highest levels of personal productivity. And today the mobility of the Internet will drive this more than any other phenomenon.”

 

Over the last three decades Dr. BKM has consistently demonstrated this intent through a series of very successful alliances with category leaders like Xerox, Alcatel, Telstra, Olivetti and more recently with Telekom Malaysia. He preempted the revolutions in Office Automation, Internet infrastructure, Wireless Telephony and Specialty Retailing.

 

In keeping with this thinking, Dr. BKM now wants to foster Western levels of personal productivity for the youth in the exciting geography that extends from the Ivory Coast to Indonesia. To this end, he has created a US $ 2 bn organization built on some exciting acquisitions to the Spice Group which include successful entrepreneurial brands that together provide a brilliant orchestra of passionate professionals who will drive leadership in the region.

 

Dr. BKM is a Chemical Engineer and an MBA from university of South California (U.S.C), and was awarded a Ph D in Financial Management. He has also been conferred a D Litt in Industrial Management.

 

MR. DILIP MODI NON-EXECUTIVE DIRECTOR

 

Mr. Dilip Modi was appointed to the board on 21st August, 2006 as Director and has been the Managing Director of the Company till 8th February, 2012.

 

Mr. Modi started his professional career in 1996 working closely with McKinsey to help restructure the BK Modi Group businesses. This led to formation of Spice Corp (formerly Mcorp Global) and its vision to grow in the ICE (Internet, Communications and Entertainment) domain. He has since executed instrumental roles, amalgamating the inherited business acumen with contemporary professionalism to build the Group into a vibrant, energetic business entity with a highly skilled team managing the core and strong businesses forming the periphery.

 

Mr. Modi built Modi Telstra, India’s first cellular service provider, and was later instrumental in divestment of this company through one of the smartest deals. As Chairman-MD of Spice Communications, he developed Spice Telecom into one of the most valuable and enduring brands in Punjab and Karnataka, the two highly profitable mobile markets in India.

 

Over the past five years, Mr. Modi founded and set up Mobility businesses in the areas of Mobile Devices (S Mobility), Mobile Value Added Services (Spice Digital) and Mobile Retail (Spice Hotspot), which have since emerged as amongst the leading players in their respective domains in the fast growing Indian mobility landscape.

 

Currently Mr. Modi is working towards building a leading Mobile Internet and Digital Lifestyle company across i2i (Ivory Coast to Indonesia) with the objective of building solutions that reduces the digital divide across emerging markets of Asia and Africa.

 

Mr. Modi was the youngest President of ASSOCHAM (Associated Chamber of Commerce), a leading industry chamber and was also the youngest Chairman of the Cellular Operators Association of India (COAI). Awarded Youth Icon Award by the Gujarat Chamber of Commerce. Mr. Modi holds a BSc from Brunel University and MBA from Imperial College London.

 

MR. KASHI NATH MEMANI INDEPENDENT DIRECTOR

 

Mr. Memani was appointed to the Board w.e.f. 24th April 2010 as Independent Director. Mr. Memani is former Chairman and Country Managing Partner of Ernst and Young, India from where he retired on 31st March 2004.

 

Mr. Memani specializes in Business and Corporate Advisory, Financial Consultancy etc. and is consulted on the corporate matters by several domestic and foreign companies. He has helped several multi-national companies in setting up businesses in India.

 

Mr. Memani is member of the boards of various listed Companies besides being a member of governing bodies of some business schools, social, educational and charitable organizations and Foundations.

 

He is actively associated with various Chambers of Commerce. Currently, he is member of the Managing Committees of Federation of Indian Chambers of Commerce and Industry, Indo American Chamber of Commerce, PHD Chamber of Commerce etc. Mr. Memani has been the Past President of American Chamber of Commerce, Indo American Chamber of Commerce, PHD Chamber of Commerce and Industry, etc. He was member of External Audit Committee of International Monetary Fund (IMF), Washington in the year 1999 and its Chairman in the year 2000, the only Indian so far to sit on this committee.

 

Mr. Memani holds Bachelor’s Degree in Commerce from Calcutta University and is fellow member of the Institute of Chartered Accountants of India (“ICAI”).

 

MS. PREETI MALHOTRA EXECUTIVE DIRECTOR

 

Ms. Preeti Malhotra was appointed to the Board on 24th April 2010 as Executive Director.

 

She is also Non- Executive Director of S i2i Limited, a Company listed on Singapore Stock Exchange. Ms. Malhotra is responsible for instituting good Corporate Governance in Spice Group entities and during her tenure with the Group she has handled a number of re-structuring transactions including IPO’s, takeovers, Mergers and other JV initiatives of the Group.

 

Ms. Malhotra is the past President of the Institute of Company Secretaries of India (ICSI) and was the first and still the only woman to be elected as President amongst the premier National Professional Bodies in India.

 

Ms. Malhotra was a member of the Dr. J J Irani Expert Committee constituted by the Ministry of Corporate Affairs (MCA), Government of India, to advise the Government on the New Company Law being framed.

 

She specifically drove the discussions on Management, Board Governance and Shareholders democracy. She is a member on various expert panels in corporate laws, Governance and regualtion and regularly interacts with the Government on new laws being framed. She is/has been Chairperson/Member of various Committees of ICSI and of various Chambers of Industries in India and is presently also the Chairperson of the National Council of Corporate Governance, CSR and Corporate Affairs of ASSOCHAM.

 

Ms. Malhotra has received several awards and citations and was awarded the Bharat Nirman Talented Ladies Award in the field of profession in the year 2003 and the prestigious Vocational Service excellence Award by Rotary Club of New Delhi in the year 2009. She also received on behalf of ICSI as its Past President “Recognition of Excellence Award” from Her Excellency Smt. Pratibha Devisingh Patil (Hon’ble President of India) during the Celebration of India Corporate Week 2009 by Ministry of Corporate Affairs.

 

Ms. Malhotra is a Fellow Member of the Institute of Company Secretaries of India. She is a Commerce (Hons) Graduate and a Law Graduate from Delhi University.

 

MR. SAURABH SRIVASTAVA INDEPENDENT DIRECTOR

 

Mr. Saurabh Srivastava was appointed to the Board on 30th May, 2011 as Independent Director.

 

Mr. Srivastava is one of India’s leading IT entrepreneurs, angel investors and venture capitalists. He founded and chaired IIS InfoTech which was ranked amongst the top 20 Indian software companies within 4 years of inception and was the first Indian IT company to get international quality certification. He has since founded/ invested in over 50 start up ventures.

 

He is a cofounder and past Chairman of NASSCOM, the Indian Software Industry Association as also NASSCOM Foundation, the IT industry’s community service arm. He serves/has served on the National Executive Committee of the two apex industry chambers in India, CII and FICCI. He serves on various Boards and Chairs the Board in India of CA Technologies Inc, a $4.5 Bill US software MNC, is on the board of X changing plc, a $1 Bill UK IT major listed on LSE and on the Board of Info Edge (India) Limited, listed on BSE and NSE.

 

He serves / has served on several government committees / task forces / boards such as the Indo EU Round Table, PM’s National Innovation Council, IT Ministry’s Committee on software exports, Planning Commission and SEBI Committees on Venture Capital, National and State VC Funds, Media Lab Asia, Railway Expert Committee, CSIR Tech Limited. (set up by the Council for Scientific and Industrial Research to commercialise its technologies), Government’s Multimodal Transport Task Force and Task Forces for two of India’s largest states, UP and Bihar.

 

He serves/has served on the Advisory Board of Imperial College Business School, London, on the Entrepreneurship / Incubation boards of IIT Delhi and IIT Kanpur and on the Advisory boards of Uttarakhand and Himachal Universities. He has a Masters from Harvard University and a B Tech from the Indian Institute of Technology (IIT) Kanpur. Awards include “Distinguished Alumnus” from IITK, Honorary Doctorate in Technology from the University of Wolverhampton, UK and Lifetime Achievement award from the IT Industry in India.

 

MR. SUBROTO CHATTOPADHYAY INDEPENDENT DIRECTOR

 

Mr. Chattopadhyay was appointed to the Board w.e.f. 24th April 2010 as Independent Director.

 

He is Chairman of The Peninsula Foundation, which incubates consumer goods, entertainment and knowledge and insights businesses. As an Independent Director, he is the Chairman of S Mobile Devices Limited, Wall Street Finance Limited and Plus Paper Foodpac Limited.

 

Mr. Chattopadhyay’s executive career has been with Brooke Bond (now Unilever), ITC Limited. (associate of British American Tobacco) and PepsiCo South Asia where he was an Executive Director. He was Member, Management Board, RPG Enterprises.

 

He is the former Chairman of Audit Bureau of Circulation and Indian Music Industry. He is an active member of Indian Polo Association. Mr. Chattopadhyay has produced films like Japanese Wife and Khela and music albums with Ustad Amjad Ali Khan.

 

Mr. Chattopadhyay holds a Hons Degree in Economics, with Mathematics and Statistics from the University of Calcutta and has done a course in finance for senior management in BAT.

 

FINANCIAL RESULTS

 

During the year, the Company achieved a revenue of Rs. 10,236 million for the 15 months period ended June 2012 as against Rs.9,708 million for the 12 months period ended March 2011. The Company has incurred a loss of approx Rs. 474 million during the financial year ended on 30th June, 2012 as against the profit of Rs. 781 million in previous year.

 

With a view to switch as a leader in mobile internet space and to grab the opportunity in mobile handset market particularly to tap the new developments expected in mobile handset industry including 3G introduction, the Company made major investments in people and marketing resulting in higher Manpower and Administrative cost. During the year, the depreciation of Rupee against Dollar by more than 20% resulted in erosion of margins of the Company. Some high end models introduced by the Company also did not do well resulting in liquidation of stock at a reduced margin leading to losses during the year.

 

The Company is taking a number of steps to improve its market position especially by constantly undertaking innovations towards enriching its product portfolio and rationalization of costs through reduction in manpower and other administrative cost and it is confident that these will yield positive results in the current fiscal.

 

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

 

INDUSTRY SCENARIO AND OPPORTUNITIES

 

The Company operates in one of the world’s fastest growing industries Indian wireless telecommunication industry, which has over 677 million mobile phone subscribers as on June 2012. India is witnessing a growth of 4.6 million subscribers per month based on the data for the quarter ending June, 2012. The total number of mobile phone sold in a month is more than 16 million handsets. It is projected that India will have more than 1.2 billion mobile subscribers by 2013 exceeding the total subscriber count in China. The Company operates in two segments:

 

(a) Mobile Devices

(b) Mobile Value Added Services

 

PRODUCT PERFORMANCE

 

S Mobility is predominantly focused on feature phones which were well received by the users, industry and research organizations. S Mobility in the past is credited with many first by launching numerous innovative products ranging from Dual SIM phones – across GSM, CDMA, Triband / Touch Screen PDA and smart devices on Android platform, etc. The Company has got very good reviews on its Android phone range like Stellar, MI-350n etc from top tech media houses. The company has been successful in launching series of Touch Phones with Analog TV which has been very well accepted by the consumer. Mobile phone market is broadly classified into feature phones and smart phones. Feature phone markets are divided between large MNC players and Indian marketing companies. But Smart phone markets are highly concentrated in MNC players with negligible share for others like Spice. In spite of such challenges, they did attempt to break into Smart phone segment, investing heavily but they have not had significant success so far.

 

On the retail front the company’s product launch include all recent and successful launch of multi branded phones like Nokia, Samsung, Blackberry, HTC, etc. The Company also opened 16 outlets with new format which are termed as “Version 2” stores offering rich experience for the consumers in terms of product display, attractive pricing and demo experience.

 

On the VAS front the Company launched various new services during the year. The company’s main product category mobile radio has been appreciated over the last 5 years in India and has Eight million subscribers generating 60 million minutes of usage. It also offers around 250,000 songs across multiple languages and multiple operators. New services like Live Aarti, live FM, 139, Music Mania, youtube channel called SPICE, constituted 27% of Domestic Revenue from new products.

 

BUSINESS REVIEW AND OUTLOOK

 

At the consolidated level the company achieved a revenue of Rs. 27422 million for the 15 months ended June 2012 as against Rs.20165 million for the 12 months period ended March 2011. The loss after tax for the 15 months period is Rs 50 Million as against profit for the 12 months of Rs.1118 million. The reason for significant drop in margins are as follows:

 

(a) Significant margin erosion in device business due to rupee depreciation over 20% during the last financial year

(b) Certain product failure at the high end of their range resulting in liquidation of stock

(c) Reduction in revenue share and margin on the VAS segment due to market situation

 

BUSINESS OUTLOOK

 

The Company will continue to focus on feature phones market for the own branded (Spice branded) devices. The Company has put in place various measures to overcome the difficult situation during the last financial year. The following are some of the strategies that will enable then to strengthen the company’s competitive position and presence:-

 

PRODUCT

 

Focus would be to launch new innovative feature phones at competitive prices in India;

 

On the Smart phone the company would aim to work with multi national brand and bring products in their brand or joint brand leveraging on the product and technology experience of the multi national brands.

 

The Company is working to consolidate the supply chain and work with fewer vendors who offer state of the art innovative products at competitive prices

 

The Company is also looking to reduce the number of SKUs to ensure better inventory planning and logistics.

 

On the retail side the company would continue to focus on latest launched products from multi national brands and making it available at company network of stores including the Version 2 stores for better customer experience.

 

On the VAS front the Company would continue to focus on 2G services and also come out with 3G VAS offerings through operators and also directly to the consumers through the retail presence

 

FINANCIAL PERFORMANCE

 

Financial performance has been provided separately in the Director’s Report.

 

The Company has a Financial Management Information System in place based on an advanced implementation of the SAP, which involves preparation of a detailed Annual Business Plan for current year for each of the business segments. This plan is formulated after detailed discussions at various levels and includes investments and capital expenditure plan. The Board and Management of the Company and its subsidiaries regularly review the performance of the Company against the budgeted figures in the Plan.

 

AUDITED STANDALONE RESULTS FOR THE YEAR ENDED JUNE 30.2013

(Rs. In Millions)

SI. No.

Particulars

30.06.2013

31.03.2013

30.06.2012

30.06.2013

30.6.2012

 

 

 

 

(Audited)

(Unaudited)

(Unaudited)

(Audited)

(Audited)

1

a. Net Sales/Income from operation

1761.900

1581.200

1590.600

7097.900

10082.600

 

b. Other Operating Income

31.800

0.500

0.500

32.500

3.500

 

Total

1793.700

1581.700

1591.100

7130.400

10066.100

 

 

 

 

 

 

 

2

Expenditure:

 

 

 

 

 

 

a. Decrease^ Increase) in stock in trade

(158.800)

(52.000)

(114.700)

(60.800)

(19.700)

 

b. Purchase of Finished/Traded Goods

1499.700

1207.800

1059.200

5434.000

6648.400

 

c. Consumption of Raw Materials

--

--

347.700

0.200

1634.700

 

d. Staff Cost

69.200

55.800

64.600

249.100

499.600

 

a. Depreciation/Amortization

22.600

22.200

18.400

81.700

88.400

 

f. Branding Expenses

115.400

71.800

148.000

336.000

839.000

 

g. Other expenditure

146.300

168.000

206.200

693.800

987.400

 

Total expenditure

1694.400

1473.600

1729.400

6734.000

10677.800

3

Profit/)Loss) from Operations before other income, Interest, exceptional item and taxes (1-21

99.300

108.10

(138.300)

396.400

(591.700)

4

Other Income

31.900

33.200

25.900

308.700

149.900

5

Profit/Loss) before interest, exceptional item and taxes (3+4)

131.200

141.300

(112.400)

705.100

(441.800)

6

Interest

(0.000)

0.500

(5)

1.400

1.9

7

Profit/1 Loss) before exceptional items and taxes (5-6)

131.200

140.800

(111.900)

703.700

(443.700)

8

Exceptional Items

 

 

 

 

 

 

- Provision for diminution in the value of long term investments

 

-

(23.400)

 

(23.400)

9

Profit/Loss) from ordinary activities before taxes (7+8)

131.200

140.800

(135.300)

703.700

(467.100)

10

Provision for Taxation

78.000

-

 

78.000

6.800

11

Net Profit/Loss) for the period (9-10)

53.200

140.800

(135.300)

625.700

(473.900)

12

Paid up Equity Share Capital (Face value of Rs.3/- each)

714.300

714.300

714.300

714.300

714.300

13

Reserves excluding revaluation reserves

-

-

-

5625.600

5322.300

14

Basic and Diluted Earning Per Share [in Rs.) (Not Annualized)

0.22

0.59

(0.57)

2.63

(1.99)

 

 

 

 

 

 

 

A.

PARTICULARS OF SHAREHOLDING

 

 

 

 

 

1

Public Shareholding

 

 

 

 

 

 

- No. of Shares

68,638,715

68,638.715

68,720,309

68.638.715

68.720,309

 

- Percentage of Shareholding

28.83%

28.83%

28.86%

28.83%

28.86%

2

Promoters and promoter a group shareholding

 

 

 

 

 

 

a) Pledged / Encumbered

 

 

 

 

 

 

- Number of shares

 

 

 

 

 

 

 

- Percentage of shares (as a % of the total shareholding of promoters and promoter group)

 

 

 

 

 

 

 

- Percentage of shares (as a % of the total share capital the Company)

 

 

 

 

 

 

Non-encumbered

 

 

 

 

 

 

- Number of shares

169,447,570

169,447,570

169,365,976

169,447,570

169,365,976

 

 

- Percentage of shares (as a % of the total shareholding of promoters and promoter group)

100%

100%

100%

100%

100%

 

 

- Percentage of shares (as a % of the total share capital of the Company)

71.17%

71.17%

71.14%

71 17%

71.14%

 

B.

INVESTOR COMPLAINTS

 

 

Pending at the beginning of the quarter

Nil

 

Received during the quarter

6

 

Disposed off during the quarter

6

 

Remaining unresolved at the end of Ihe Quarter

Nil

 

The above results were reviewed by the Audit Committee and were approved and taken on record by the Board of Directors in their respective meetings held on 26th August, 20I3.

 

In pursuance to the approval obtained from the members of the Company by way of Postal Ballot, the Board of Directors of the Company in its meeting held on 28th June, 20] 3 has decided to sell/ transfer the Mobile Handset business of the Company to Spice Retail Limited (SRL), a Wholly Owned Subsidiary of the Company, as a going concern w.e.f 1st July, 2013 by way of slump sale and accordingly the Company has entered into a Business Transfer Agreement with SRL. Following table shows revenue and profit/loss) after tax from the discontinuing business.

 

The Board in its meeting held on June 28, 2013 decided to close down both the Manufacturing Units of the Company (i e Unit 1 & Unit 11) at Baddi (Himachal Pradesh), which were predominantly for manufacturing feature phone handsets, with immediate effect.

 

The Board of Directors has recommended a dividend of 50% (Rs 1.50/- on equity shares of the face value of Rs 3/- each] on the paid-up Capital of the Company for the financial year 2012­13, subject to the approval by the members of the Company. Independent Non Promoter Trust which holds 35,301,215 equity shares of the Company has waived off its right to receive dividend on 34,100,000 equity shares held by them. Accordingly, no dividend has been provided on these shares in the current period.

 

The Board of Directors of the Company in its meeting held on 19th June, 2013 approved the Buy-Back of the Company's fully paid-up Equity Shares of Rs. V- each from the open market through Stock exchange mechanism. Subsequent to year end, the Buy-Back has commenced on 10th July, 2013 and till date the Company has bought back 38,17,037 equity shares of the face value of Rs 3/- each and out of them 33.04.416 equity shares have been extinguished till dale and the issued and paid-up capital of the Company has reduced accordingly. For the purpose of providing dividend al the year end, these extinguished shares have not been considered.

 

Provision for income tax is inclusive of/ net of deferred tax charge/ credit and tax adjustments for earlier years

As the Company's business activities fall within a single primary business segment viz. Telecommunications - Mobile business, the disclosure requirement of Accounting Standard (AS-17) 'Segment reporting' issued by the Institute of Chartered Accountants of India is not applicable.

 

Previous period's figures have been regrouped and/or recast wherever considered necessary to conform to the current period presentation. The figures for the preceding quarter ended 30th June, 2013 are the balancing figures between the audited figures in respect of the full financial year ended 30th June, 2013 and the published year to date figures upto the third quarter of that financial year.

 

STATEMENT OF ASSETS AND LIABILITIES

(Rs. In Millions)

S No.

 

 

 

Particulars

 

 

 

Standalone

As on 30.06.2013

As on 30.06.2012

(Audited)

(Audited)

A

EQUITY AND LIABILITIES

 

 

 

 

 

 

1

Shareholder's funds

 

 

 

(a) Share Capital

714.300

714.300

 

(b) Reserves & Surplus

5625.600

5322.300

 

Total Shareholder's funds

6339.900

6036.600

 

 

 

 

2

Non-current liabilities

 

 

 

(a) Long-term liabilities

23.800

18.700

 

(b) Long-term provisions

3.300

2.900

 

Total Non-current liabilities

27.100

21.600

 

 

 

 

3

Current Liabilities

 

 

 

(a) Trade Payables

1403.300

1422.000

 

(b) Other current liabilities

213.700

123.200

 

(c) Short term provisions

518.900

481.500

 

Total Current liabilities

2135.900

2026.700

 

 

 

 

 

TOTAL- EQUITY AND LIABILITIES

8502.900

8084.900

 

 

 

 

B

ASSETS

 

 

 

 

 

 

1

Non- current assets

 

 

 

(a) Fixed assets(including intangible assets and capital work in progress)

997.600

1083.500

 

b) Non- current investments

1840.000

1808.900

 

(c) Deferred tax assets (net)

-

-

 

(d) Long-term loans and advances

15.500

26.400

 

(e) Amount recoverable from Employee Benefit Trust

126.100

126.100

 

(f) Other non-current assets

0.900

3.400

 

Total Non-current assets

2980.100

3048.300

 

 

 

 

2

Current assets

 

 

 

(a) Current Investments

100.000

441.700

 

(b) Inventories

496.700

436.000

 

c) Trade Receivables

638.900

939.500

 

(d) Cash and bank balances

1436.700

407.800

 

(e) Short term loans and advances

2764.300

2779.700

 

(f) Other Current assets

86.200

31.900

 

Total Current Assets

5522.800

5036.600

 

 

 

 

 

TOTAL ASSETS

8502.900

8084.900

 

INDEX OF CHARGES

 

S.No.

Charge ID

Date of Charge Creation/Modification

Charge amount secured

Charge Holder

Address

Service Request Number (SRN)

1

10227290

24/03/2011 *

1,100,000,000.00

HDFC BANK LIMITED

HDFC BANK HOUSESENAPATI BAPAT MARG, LOWER PAREL W , MUMBAI, Maharashtra - 400013, INDIA

B09377409

2

10176086

17/07/2013 *

1,600,000,000.00

HDFC BANK LIMITED

HDFC BANK HOUSESENAPATI BAPAT MARG, LOWER PAREL W , MUMBAI, Maharashtra - 400013, INDIA

B81129967

3

90268893

11/03/1995

60,000,000.00

THE BANKOF NOVA SCOTIA

DR. GOPAL DAS BHAVAN, 28; BRAKHAMBA ROAD, NEW DEL
HI, Delhi - 110001, INDIA

-

4

90268453

08/11/2001 *

10,000,000.00

LIFE INSURANCE CORP. OF INDIA

Y OGAKSHEMA, JEEVAN BIMA MARG, BOMBAY, Maharashtra - 400021, INDIA

-

 

* Date of charge modification

 

WEBSITE DETAILS

 

CRISIL RESEARCH ASSIGNS FUNDAMENTAL GRADE 2/5 TO S MOBILITY

 

S Mobility was incorporated in 1986 as Modi Olivetti Limited and was licensed to manufacture minicomputers and microprocessor-based systems in collaboration with Ing. C. Olivetti and C S.p.A. of Italy. The company was a subsidiary of Spice Televentures Limited (STVL) till the reverse merger between the two companies in November 2010. Post the reverse merger, Spice Retail and Spice Digital, which were earlier subsidiaries of STVL, became subsidiaries of S Mobility. The company sells mobile handsets under the Spice brand (37% of FY12 revenues), retails multi-brand mobile handsets (52% of FY12 revenues) and develops mobile VAS (11% of FY12 revenues). 

 

CRISIL Research has assigned a CRISIL IER fundamental grade of 2/5 (pronounced two on five) to S Mobility Ltd (S Mobility). The grade indicates that the company’s fundamentals are ‘moderate’ relative to other listed equity securities in India. CRISIL Research has assigned a valuation grade of 4/5, indicating that market price has ‘upside’ from the current levels. Our one-year fair value of the stock is Rs 50. The stock is currently trading at Rs 43 per share. The grades are not a recommendation to buy, sell or hold the graded instrument, or a comment on the graded instrument’s future market price or its suitability for a particular investor.

 

The assigned fundamental grade takes into account S Mobility’s presence across the majority of the mobile handset value chain, which places the company in a sweet spot to capture the emerging opportunities in the mobile handset industry. The mobile handset industry is expected to see strong growth driven by an increase in share of smart phones and higher usage of data services though there are short term macroeconomic challenges. In a fiercely competitive retail market, S Mobility has emerged as one of the largest mobile handset retailers and has managed to breakeven at the operating level in FY12. The grade also factors in the company’s strong balance sheet position with almost zero debt and Rs 1.6 bn cash, which allows the company to pursue its growth plans across all segments. Adequate management bandwidth along with their strong domain knowledge supports the grade.

 

The company faces strong competition from established players in the handset and mobile value-added services (VAS) business. The mobile industry has been impacted by the rupee depreciation as mobile components are imported from Chinese players. This adversely impacted margins in FY12. The grade is constrained by the low profitability - expected to continue over FY13-14 - across its three businesses. The current slowdown in the macroeconomic environment has impacted consumption and is expected to lessen discretionary spending on products such as mobile handsets in the short run. The grade factors in challenges in the handset and VAS businesses due to rapidly changing technology, frequent new product launches, short product life cycles, evolving industry standards and changes in consumer preferences.

 

Financial outlook: We expect revenues to register a two-year CAGR of 19% to Rs 30.9 bn in FY14 driven by 28% growth in the retail business. EBITDA and PAT margins (currently in the red) are expected to improve with cost rationalisation in the handset business, better operating leverage in the retail segment due to higher smart phone sales, and increased revenue contribution from the VAS business in Africa. We expect a positive PAT margin of 2.1% in FY14.

 

 

 


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. 66.04

UK Pound

1

Rs. 103.10

Euro

1

Rs. 86.99

 

 

INFORMATION DETAILS

 

Report Prepared by :

DPH

 


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

5

PAID-UP CAPITAL

1~10

5

OPERATING SCALE

1~10

5

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

5

--PROFITABILIRY

1~10

5

--LIQUIDITY

1~10

5

--LEVERAGE

1~10

5

--RESERVES

1~10

5

--CREDIT LINES

1~10

5

--MARGINS

-5~5

-

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

YES

--LITIGATION

YES/NO

NO

--OTHER ADVERSE INFORMATION

YES/NO

NO

MERIT POINTS

 

 

--SOLE DISTRIBUTORSHIP

YES/NO

NO

--EXPORT ACTIVITIES

YES/NO

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

 

45

 

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.