MIRA INFORM REPORT
|
Report Date : |
18.06.2014 |
IDENTIFICATION DETAILS
|
Name : |
PHOENIX MILLS LIMITED |
|
|
|
|
Registered
Office : |
462, Senapati Bapat Marg, Lower Parel, Mumbai – 400013, Maharashtra |
|
|
|
|
Country : |
|
|
|
|
|
Financials (as
on) : |
31.03.2013 |
|
|
|
|
Date of
Incorporation : |
27.01.1905 |
|
|
|
|
Com. Reg. No.: |
11-000200 |
|
|
|
|
Capital
Investment / Paid-up Capital : |
Rs.289.691 Millions |
|
|
|
|
CIN No.: [Company Identification
No.] |
L17100MH1905PLC000200 |
|
|
|
|
TAN No.: [Tax Deduction &
Collection Account No.] |
MUMT09705D |
|
|
|
|
PAN No.: [Permanent Account No.] |
AAACP3325J |
|
|
|
|
Legal Form : |
A Public Limited Liability Company. The Company’s Shares are Listed on
the Stock Exchange. |
|
|
|
|
Line of Business
: |
Subject is mainly engaged in the development and operation of
Malls and other real estate properties. |
|
|
|
|
No. of Employees
: |
75 (Approximately) |
RATING & COMMENTS
|
MIRA’s Rating : |
A (66) |
|
RATING |
STATUS |
PROPOSED CREDIT LINE |
|
|
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 |
|
Maximum Credit Limit : |
USD 71000000 |
|
|
|
|
Status : |
Good |
|
|
|
|
Payment Behaviour : |
Regular |
|
|
|
|
Litigation : |
Exist |
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|
|
|
Comments : |
Subject is a well-established company having fine track record. The rating reflect healthy financial risk profile marked by adequate
liquidity position and decent profitability levs of the company. Trade relations are reported as fair. Business is active. Payments are
reported to be regular and as per commitments. The company can be considered good for normal business dealings at
usual trade terms and conditions. |
NOTES :
Any query related to this report can be made
on e-mail : infodept@mirainform.com
while quoting report number, name and date.
INDIAN ECONOMIC OVERVIEW
US investment bank
Goldman Sachs has upgraded its outlook on Indian markets as it expects
positive impact of the election cycle.
India’s economy may
grow 4.7 % in the current financial year, lower than the official estimate of
4.9 %, Fitch Rating said. The global rating agency expects the economy to pick
up in the next two financial years.
Global ratings
agency Standard & Poor said increasing focus by India Inc on lowering debt
is likely to improve their credit profiles.
Singapore (1.1
million Indian tourists in 2012), Thailand (one million), the United Arab
Emirates ().98 million) and Malaysia ().82 million) emerged as the preferred
holidays hotspots for Indians. The total figure is expected to increase to 1.93
million by 2017, according to the latest Eurmonitor international report.
There is a $29.34 bn
outward foreign direct investment by domestic companies between April and
January of 2013/14 which has seen some signs of recovery according to a Care
Ratings report.
There are 264 number
of new companies being set up every day on average during 2014. Most of them
are registered in Mumbai. India had 1.38 million registered companies at the
end of January, 2014.
Twitter like
messaging service Weibo Corporation has filed to raise $ 500 million via a US
initial public offering. Alibaba, which owns a stake in Weibo is expected to
raise about $ 15 billion New York this year in the highest profile Internet IPO
since Facebook’s in 2012.
Bharti Airtel has
raised Rs.2,453.2 crore (350 million Swiss Francs) by selling six-year bonds at
a coupon rate of three per cent and maturing in 2020. This is the largest ever
bond offering by an Indian company in Swiss Francs. Bharat Petroleum
Corporation raised 175 million Swiss Francs by selling five year bonds at 2.98
% coupon rate in February.
Indian Oil
Corporation plans to invest Rs 7650 crore in setting up a petrochemical complex
at its almost complete Paradip refinery in Odhisha in three to four years. The
company board is set to consider the setting up of a 700000 tonne per annum
polypropylene plant at an estimated cost at Rs.3150 crore.
Global chief
information officers at gathering in Bangalore in April to meet Indian startups
at an event called Tech50 Watchout for Little Eye Labs-Facebook type deals in
the making.
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 PARTED BY
|
Name : |
Mr. Nilesh Khare |
|
Designation : |
Account Officer |
|
Contact No.: |
91-22-24964307 |
|
Date : |
16.06.2014 |
LOCATIONS
|
Registered Office : |
462, Senapati Bapat Marg, Lower Parel, Mumbai – 400013, Maharashtra,
India |
|
Tel. No.: |
91- 22-24964307 /8 /9 |
|
Fax No.: |
91- 22-24938388 |
|
E-Mail : |
corpaffairs@highstreetphoenix.com |
|
Website : |
|
|
|
|
|
Corporate/ Administrative Office : |
R R Hosiery Building, Laxmi Woolen Mills Compound, E Moses road, Mahalaxmi,
Mumbai – 400011, Maharashtra, India |
|
Tel. No.: |
91-22-30016730/ 30016600 |
|
Fax No.: |
91-22-30016818/ 30016601 |
|
E-Mail : |
DIRECTORS
As on 31.03.2013
|
Name : |
Mr. Ashokkumar Ruia |
|
Designation : |
Chairman and Managing Director |
|
|
|
|
Name : |
Mr. Atul Ruia |
|
Designation : |
Joint Managing Director |
|
|
|
|
Name : |
Mr. Kiran Gandhi |
|
Designation : |
Whole Time Director |
|
|
|
|
Name : |
Mr. Shishir Shrivastava |
|
Designation : |
Group CEO and Joint Managing Director |
|
|
|
|
Name : |
Mr. Pradumna Kanodia |
|
Designation : |
Executive Director – Finance |
|
|
|
|
Name : |
Mr. Amitkumar Dabriwala |
|
Designation : |
Independent Director |
|
|
|
|
Name : |
Mr.
Amit Dalal |
|
Designation : |
Independent Director |
|
|
|
|
Name : |
Mr. Sivaramakrishnan Iyer |
|
Designation : |
Independent Director |
|
|
|
|
Name : |
Mr. Suhail Nathani |
|
Designation : |
Independent Director |
|
|
|
|
Name : |
Mr. Gautam Nayak |
|
Designation : |
Independent Director |
|
|
|
|
Name : |
Mr. Shribhanu Patki |
|
Designation : |
Director |
KEY EXECUTIVES
|
Name : |
Mr. Nilesh Khare |
|
Designation : |
Account Officer |
|
|
|
|
Name : |
Mr. Sonia Gaur |
|
Designation : |
Company Secretary |
MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN
As on 31.03.2014
|
Category of Shareholders |
No. of Shares |
Percentage of
Holding |
|
(A) Shareholding of Promoter and Promoter Group |
|
|
|
|
|
|
|
|
9931781 |
6.86 |
|
|
85594382 |
59.09 |
|
|
95526163 |
65.95 |
|
|
|
|
|
Total shareholding of Promoter and Promoter Group (A) |
95526163 |
65.95 |
|
(B) Public Shareholding |
|
|
|
|
|
|
|
|
3477415 |
2.40 |
|
|
77225 |
0.05 |
|
|
34071223 |
23.52 |
|
|
1500000 |
1.04 |
|
|
39125863 |
27.01 |
|
|
|
|
|
|
3989991 |
2.75 |
|
|
|
|
|
|
5087096 |
3.51 |
|
|
659110 |
0.46 |
|
|
457222 |
0.32 |
|
|
3200 |
0.00 |
|
|
34292 |
0.02 |
|
|
419480 |
0.29 |
|
|
250 |
0.00 |
|
|
10193419 |
7.04 |
|
Total Public shareholding (B) |
49319282 |
34.05 |
|
Total (A)+(B) |
144845445 |
100.00 |
|
(C) Shares held by Custodians and against which Depository Receipts
have been issued |
0 |
0.00 |
|
|
0 |
0.00 |
|
|
0 |
0.00 |
|
|
0 |
0.00 |
|
Total (A)+(B)+(C) |
144845445 |
0.00 |
SHAREHOLDING OF SECURITIES (INCLUDING SHARES, WARRANTS,
CONVERTIBLE SECURITIES) OF PERSONS BELONGING TO THE CATEGORY PROMOTER AND
PROMOTER GROUP
|
Sl.No. |
Name of the
Shareholder |
Details of Shares held |
|
|
No. of Shares held |
As a % of grand total (A)+(B)+(C) |
||
|
1 |
Ruia International Holding Company Private Limited |
4,91,63,237 |
33.94 |
|
2 |
Senior Holdings Private Limited |
1,51,42,550 |
10.45 |
|
3 |
Radhakrishna Ramnarain Private Limited |
1,16,17,930 |
8.02 |
|
4 |
Ashok Apparels Private Limited |
96,70,665 |
6.68 |
|
5 |
Ashokkumar Radhakrishna Ruia |
36,59,594 |
2.53 |
|
6 |
Atul Ashok Ruia |
23,35,362 |
1.61 |
|
7 |
Amla Ashokkumar Ruia |
21,25,000 |
1.47 |
|
8 |
Gayatri Atul Ruia |
15,34,890 |
1.06 |
|
9 |
Sharanya A Ruia Beneficiary Trust |
2,76,935 |
0.19 |
|
|
Total |
9,55,26,163 |
65.95 |
(*) The term encumbrance has the same meaning as assigned to it in regulation 28(3) of the SAST Regulations, 2011.
SHAREHOLDING OF SECURITIES (INCLUDING SHARES, WARRANTS,
CONVERTIBLE SECURITIES) OF PERSONS BELONGING TO THE CATEGORY PUBLIC AND HOLDING
MORE THAN 1% OF THE TOTAL NUMBER OF SHARES
|
Sl. No. |
Name of the
Shareholder |
No. of Shares held |
Shares as % of Total
No. of Shares |
Total shares
(including underlying shares assuming full conversion of warrants and
convertible securities) as a % of diluted share capital |
|
|
1 |
Government of Singapore |
7521801 |
5.19 |
5.19 |
|
|
2 |
Fidelity Investment Trust Fidelity Series Emerging Markets Fund |
5941766 |
4.10 |
4.10 |
|
|
3 |
Nordea I Sicav Emerging Stars Equity Fund |
4566329 |
3.15 |
3.15 |
|
|
4 |
Global Strong Growth Fund |
2317160 |
1.60 |
1.60 |
|
|
5 |
Merrill Lynch Capital Markerts ESPANA S A S V |
2232585 |
1.54 |
1.54 |
|
|
6 |
Regal Investment and Trading Company Private Limited |
2104909 |
1.45 |
1.45 |
|
|
7 |
Reliance Capital Trustee Company Limited A/c Reliance Regular Savings Fund - Equity Option |
2000000 |
1.38 |
1.38 |
|
|
8 |
New Vernon India Limited |
1849669 |
1.28 |
1.28 |
|
|
9 |
Americop Ventures Limited |
1500000 |
1.04 |
1.04 |
|
|
|
Total |
30034219 |
20.74 |
20.74 |
SHAREHOLDING OF SECURITIES (INCLUDING SHARES, WARRANTS, CONVERTIBLE
SECURITIES) OF PERSONS (TOGETHER WITH PAC) BELONGING TO THE CATEGORY “PUBLIC”
AND HOLDING MORE THAN 5% OF THE TOTAL NUMBER OF SHARES OF THE COMPANY
|
Sl. No. |
Name(s) of the
shareholder(s) and the Persons Acting in Concert (PAC) with them |
No. of Shares |
Shares as % of
Total No. of Shares |
|
|
1 |
Government of Singapore |
7521801 |
5.19 |
|
|
|
Total |
7521801 |
5.19 |
BUSINESS DETAILS
|
Line of Business : |
Subject is mainly engaged in the development and operation of Malls
and other real estate properties. |
|
|
|
|
Terms : |
|
|
Selling : |
Cash and Credit |
|
|
|
|
Purchasing : |
Cash and Credit |
GENERAL INFORMATION
|
No. of Employees : |
75 (Approximately) |
||||||||||||||||||
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|
Bankers : |
|
||||||||||||||||||
|
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|
||||||||||||||||||
|
Facilities : |
|
|
|
|
|
Banking
Relations : |
|
|
|
|
|
Auditors : |
|
|
Name : |
A. M. Ghelani and Company Chartered Accountants |
|
|
|
|
Name : |
Chaturvedi and Shah Chartered Accountant |
|
|
|
|
Subsidiaries of the
Company: |
|
|
|
|
|
Associates of the
Company: |
|
|
|
|
|
Other Related
Parties where common control exists: |
|
CAPITAL STRUCTURE
As on 31.03.2013
Authorised Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
225000000 |
Equity Shares |
Rs.2/- each |
Rs. 450.000 Millions |
|
|
|
|
|
Issued, Subscribed & Paid-up Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
144845445 |
Equity Shares |
Rs.2/- each |
Rs. 289.691
Millions |
|
|
|
|
|
NOTE:
|
Particulars |
31.03.2013 |
|
Equity Shares of Rs.2 each were allotted to the shareholders of Ashok Ruia Enterprise Private Limited as per the scheme of amalgamation without payments being received in cash. |
40.000 |
|
Equity Shares of Rs.2 each were allotted to the shareholders of Ruia Real Estate Development Company Private Limited as per the scheme of amalgamation without payments being received in cash. |
9.167 |
|
Equity Shares have been reserved for allotment under The Phoenix Mills Employees' Stock Option Plan 2007. |
3.390 |
|
Options have been granted under 'The Phoenix Mills Employees' Stock Option Plan 2007 of which 1,500,000 (P.Y. 1,375,000) Options have lapsed and are available for regrant. |
3.250 |
|
Reconciliation of Shares. |
|
|
Equity Shares outstanding at the beginning the year |
144.845 |
|
Equity Shares outstanding at the end of the year |
144.845 |
The company has only one class equity shares having face value of Rs.2 per share. Each holder of equity shares is entitled to one vote per share. Equity shareholders are also entitled to dividend as and when proposed by the Board of Directors and approved by Share holders in Annual General Meeting. 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 which shall be in proportion to the number of shares held by the Shareholders.
Shares in the Company held by each shareholder holding more than 5 % Shares
|
Name of Shareholder |
|
|
|
|
No. of Shares |
% of Holding |
|
Ruia International Holding Company Private Limited |
49163237 |
33.94 |
|
Senior Holdings Private Limited |
15119250 |
10.44 |
|
Radhakrishna Ramnarain Private Limited. |
11610530 |
8.02 |
|
Ashok Apparels Private Limited. |
9670665 |
6.68 |
|
T. Rowe Price New Asia Fund |
7537325 |
5.20 |
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 |
289.691 |
289.691 |
289.691 |
|
(b) Reserves & Surplus |
17396.175 |
16431.180 |
15715.448 |
|
(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) |
17685.866 |
16720.871 |
16005.139 |
|
|
|
|
|
|
(3) Non-Current Liabilities |
|
|
|
|
(a) long-term borrowings |
2067.000 |
2611.500 |
0.000 |
|
(b) Deferred tax liabilities
(Net) |
0.000 |
0.000 |
0.000 |
|
(c) Other long term
liabilities |
770.854 |
663.703 |
641.562 |
|
(d) long-term provisions |
3.637 |
3.883 |
6.160 |
|
Total
Non-current Liabilities (3) |
2841.491 |
3279.086 |
647.722 |
|
|
|
|
|
|
(4) Current Liabilities |
|
|
|
|
(a) Short term borrowings |
120.637 |
6.569 |
399.972 |
|
(b) Trade payables |
440.606 |
410.392 |
549.660 |
|
(c) Other current liabilities |
1124.755 |
991.410 |
318.886 |
|
(d) Short-term provisions |
465.549 |
360.067 |
337.178 |
|
Total
Current Liabilities (4) |
2151.547 |
1768.438 |
1605.696 |
|
|
|
|
|
|
TOTAL |
22678.904 |
21768.395 |
18258.557 |
|
|
|
|
|
|
II.
ASSETS |
|
|
|
|
(1) Non-current assets |
|
|
|
|
(a) Fixed Assets |
|
|
|
|
(i) Tangible assets |
4424.551 |
4394.586 |
4371.724 |
|
(ii) Intangible Assets |
0.000 |
0.000 |
0.000 |
|
(iii) Capital work-in-progress |
1089.749 |
913.170 |
817.465 |
|
(iv) Intangible assets under
development |
0.000 |
0.000 |
0.000 |
|
(b) Non-current Investments |
9386.250 |
7997.646 |
4814.084 |
|
(c) Deferred tax assets (net) |
30.205 |
28.319 |
12.643 |
|
(d) Long-term Loan and Advances |
3888.111 |
5478.148 |
5238.234 |
|
(e) Other Non-current assets |
5.077 |
83.941 |
4.797 |
|
Total
Non-Current Assets |
18823.943 |
18895.810 |
15258.947 |
|
|
|
|
|
|
(2) Current assets |
|
|
|
|
(a) Current investments |
0.000 |
100.000 |
362.585 |
|
(b) Inventories |
0.000 |
0.000 |
0.000 |
|
(c) Trade receivables |
294.175 |
313.570 |
875.036 |
|
(d) Cash and cash equivalents |
223.230 |
137.710 |
73.512 |
|
(e) Short-term loans and
advances |
3188.803 |
2176.339 |
1593.372 |
|
(f) Other current assets |
148.753 |
144.966 |
95.105 |
|
Total
Current Assets |
3854.961 |
2872.585 |
2999.610 |
|
|
|
|
|
|
TOTAL |
22678.904 |
21768.395 |
18258.557 |
PROFIT & LOSS
ACCOUNT
|
|
PARTICULARS |
31.03.2013 |
31.03.2012 |
31.03.2011 |
|
|
SALES |
|
|
|
|
|
Income |
2706.008 |
2259.657 |
1765.191 |
|
|
Other Income |
565.277 |
457.021 |
323.591 |
|
|
TOTAL
(A) |
3271.285 |
2716.678 |
2088.782 |
|
|
|
|
|
|
|
Less |
EXPENSES |
|
|
|
|
|
Purchases for resale and
variation in inventory |
0.000 |
0.000 |
9.354 |
|
|
Employees benefits expense |
82.826 |
86.799 |
75.629 |
|
|
Other expenses |
837.694 |
772.255 |
427.138 |
|
|
TOTAL
(B) |
920.520 |
859.054 |
512.121 |
|
|
|
|
|
|
|
PROFIT/
(LOSS) BEFORE INTEREST, TAX,
DEPRECIATION AND AMORTISATION (C) |
2350.765 |
1857.624 |
1576.661 |
|
|
|
|
|
|
|
|
Less |
FINANCIAL
EXPENSES (D) |
264.955 |
165.448 |
85.516 |
|
|
|
|
|
|
|
|
PROFIT
/ (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E) |
2085.810 |
1692.176 |
1491.145 |
|
|
|
|
|
|
|
Less/
Add |
DEPRECIATION/
AMORTISATION (F) |
275.404 |
282.936 |
277.255 |
|
|
|
|
|
|
|
|
PROFIT/
(LOSS) BEFORE TAX (E-F) (G) |
1810.406 |
1409.240 |
1213.890 |
|
|
|
|
|
|
|
Less |
TAX
(I) |
471.614 |
355.824 |
297.375 |
|
|
|
|
|
|
|
|
PROFIT/
(LOSS) AFTER TAX (G-I)
(K) |
1338.792 |
1053.416 |
916.515 |
|
|
|
|
|
|
|
PREVIOUS
YEARS’ BALANCE BROUGHT FORWARD |
3955.880 |
3439.140 |
3025.650 |
|
|
|
|
|
|
|
|
|
APPROPRIATIONS |
|
|
|
|
|
Transfer to General Reserve |
200.000 |
200.000 |
200.000 |
|
|
Proposed Dividend |
318.660 |
289.690 |
260.720 |
|
|
Corporate Dividend Tax |
54.160 |
46.990 |
42.300 |
|
|
Total |
572.820 |
536.680 |
503.020 |
|
|
|
|
|
|
|
|
Earnings
/ (Loss) Per Share (Rs.) |
9.25 |
7.27 |
6.33 |
|
Particulars |
|
|
31.03.2014 |
|
Sales Turnover (Approximately) |
|
|
3500.000 |
The above information has been parted by Mr. Nilesh Khare (Accounts
Officer)
QUARTER RESULTS
|
Particulars |
30.06.2013 (1st
Quarter) |
30.09.2013 (2nd
Quarter) |
31.12.2013 (3rd
Quarter) |
31.03.2014 (4th
Quarter) |
|
Audited /
UnAudited |
UnAudited |
UnAudited |
UnAudited |
UnAudited |
|
Net Sales |
698.240 |
707.160 |
755.860 |
786.700 |
|
Total Expenditure |
223.380 |
228.640 |
258.560 |
306.680 |
|
PBIDT (Excl OI) |
474.860 |
478.520 |
497.300 |
480.090 |
|
Other Income |
215.380 |
172.350 |
196.650 |
215.590 |
|
Operating Profit |
690.240 |
650.870 |
693.950 |
695.680 |
|
Interest |
71.700 |
97.070 |
146.060 |
129.260 |
|
Exceptional Items |
0.000 |
0.000 |
0.000 |
0.000 |
|
PBDT |
618.540 |
553.800 |
547.890 |
566.420 |
|
Depreciation |
65.160 |
65.320 |
58.590 |
65.320 |
|
Profit Before Tax |
553.380 |
488.480 |
489.30 |
501.10 |
|
Tax |
135.070 |
123.200 |
111.060 |
137.380 |
|
Provisions and contingencies |
0.000 |
0.000 |
0.000 |
0.000 |
|
Profit After Tax |
418.310 |
365.280 |
378.240 |
363.730 |
|
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 |
418.310 |
365.280 |
378.240 |
363.730 |
KEY RATIOS
|
PARTICULARS |
|
31.03.2013 |
31.03.2012 |
31.03.2011 |
|
PAT / Total Income |
(%) |
40.93 |
38.78 |
43.88 |
|
|
|
|
|
|
|
Net Profit Margin (PBT/Sales) |
(%) |
66.90 |
62.37 |
68.77 |
|
|
|
|
|
|
|
Return on Total Assets (PBT/Total Assets} |
(%) |
14.87 |
10.98 |
9.62 |
|
|
|
|
|
|
|
Return on Investment (ROI) (PBT/Networth) |
|
0.10 |
0.08 |
0.08 |
|
|
|
|
|
|
|
Debt Equity Ratio (Total Debt /Networth) |
|
0.12 |
0.16 |
0.02 |
|
|
|
|
|
|
|
Current Ratio (Current Asset/Current Liability) |
|
1.79 |
1.62 |
1.87 |
FINANCIAL ANALYSIS
[all figures are
in Rupees Millions]
DEBT EQUITY RATIO
|
Particular |
31.03.2011 |
31.03.2012 |
31.03.2013 |
|
|
(Rs.
In Millions) |
(Rs.
In Millions) |
(Rs.
In Millions) |
|
Share Capital |
289.691 |
289.691 |
289.691 |
|
Reserves & Surplus |
15715.448 |
16431.180 |
17396.175 |
|
Net
worth |
16005.139 |
16720.871 |
17685.866 |
|
|
|
|
|
|
long-term borrowings |
0.000 |
2611.500 |
2067.000 |
|
Short term borrowings |
399.972 |
6.569 |
120.637 |
|
Total
borrowings |
399.972 |
2618.069 |
2187.637 |
|
Debt/Equity
ratio |
0.025 |
0.157 |
0.124 |
YEAR-ON-YEAR GROWTH
|
Year
on Year Growth |
31.03.2011 |
31.03.2012 |
31.03.2013 |
|
|
(Rs.
In Millions) |
(Rs.
In Millions) |
(Rs.
In Millions) |
|
Sales |
1765.191 |
2259.657 |
2706.008 |
|
|
|
28.012 |
19.753 |
NET PROFIT MARGIN
|
Net
Profit Margin |
31.03.2011 |
31.03.2012 |
31.03.2013 |
|
|
(Rs.
In Millions) |
(Rs.
In Millions) |
(Rs.
In Millions) |
|
Sales |
1765.191 |
2259.657 |
2706.008 |
|
Profit |
916.515 |
1053.416 |
1338.792 |
|
|
51.92% |
46.62% |
49.47% |
LOCAL AGENCY FURTHER INFORMATION
CURRENT MATURITIES
OF LONG-TERM DEBT DETAILS:
|
Particulars |
31.03.2013 |
31.03.2012 |
31.03.2011 |
|
|
(Rs. In Millions) |
||
|
Current maturities of long-term debt |
544.500 |
388.500 |
0.000
|
|
|
|
|
|
|
Total |
544.500 |
388.500 |
0.000
|
|
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 |
Yes |
|
9] |
Name of person contacted |
Yes |
|
10] |
Designation of contact
person |
Yes |
|
11] |
Turnover of firm for last
three years |
Yes |
|
12] |
Profitability for last
three years |
Yes |
|
13] |
Reasons for variation
<> 20% |
-- |
|
14] |
Estimation for coming
financial year |
No |
|
15] |
Capital in the business |
Yes |
|
16] |
Details of sister
concerns |
Yes |
|
17] |
Major suppliers |
No |
|
18] |
Major customers |
No |
|
19] |
Payments terms |
Yes |
|
20] |
Export / Import details
(if applicable) |
No |
|
21] |
Market information |
-- |
|
22] |
Litigations that the firm
/ promoter involved in |
Yes |
|
23] |
Banking Details |
Yes |
|
24] |
Banking facility details |
Yes |
|
25] |
Conduct of the banking
account |
-- |
|
26] |
Buyer visit details |
-- |
|
27] |
Financials, if provided |
Yes |
|
28] |
Incorporation details, if
applicable |
Yes |
|
29] |
Last accounts filed at
ROC |
Yes |
|
30] |
Major Shareholders, if
available |
Yes |
|
31] |
Date of Birth of
Proprietor/Partner/Director, if available |
Yes |
|
32] |
PAN of Proprietor/Partner/Director,
if available |
No |
|
33] |
Voter ID No of
Proprietor/Partner/Director, if available |
No |
|
34] |
External Agency Rating,
if available |
No |
LITIGATION DETAILS
|
Lodging No:
ITXAL/1545/2012 Filing Date: 11/10/2012 Reg
No.: ITXA/1522/2012 Reg Date:
12/12/2012 Petitioner: COMMISSIONER OF
INCOME TAX – CENTRAL Respondent: THE
PHOENIX MILLS LIMITED Petn Adv: ARVIND
PINTO
Resp Adv: ATUL K JASANI District: Mumbai Bench: Division Status:
Pre-Admission
Category: Tax Appeals Next Date: 11/07/2014
Stage: For Admission –
Fresh Coram: ACCORDING TO SITTING LIST ACCORDING TO
SITTING LIST Act: Income Tax Act,
1961
Under Section: 260A |
OPERATIONS
Subject has today garnered the reputation for being a leading retail led real-estate firm and one of the largest mall operators across India. It is the standard bearer in the retail industry with 11 irreplaceable city-centric malls that have become landmarks in themselves. With 11 large malls in 9 cities across India, PML has achieved an unprecedented scale and size of nearly 7. 0 Mn sq. ft. of prime retail space under its portfolio. With their retail-led mixed-use asset development model, they strive to yield optimum returns for their shareholders and consumers.
They have transformed ourselves into the first malls of choice for their discerning consumers with some terrific ‘first time’ brands at their HSP Mall, the four Phoenix Marketcities as well as at malls under their investee companies. Through an aggregate of nearly 2,000 stores and a fantastic array of hundreds of national and international retail brands across categories like Apparels, Accessories, Footwear, Electronics, Jewellery, FandB, Entertainment, etc., their malls exhibit great substance and large operational scale.
With three of their new big-ticket projects getting delivered during the year, FY2013 has turned out to be as prolific as FY2012. They are elated with the opening of their first hospitality project, the five-star hotel - Shangri-La in Mumbai, a premium mall-Phoenix Marketcity in Chennai and the launch of Phase I pre-sales at their large-scale standalone residential project - One Bangalore West during the year. All four distinctive malls under the Phoenix Marketcity franchise are now completely operational.
Phoenix Marketcity malls have received tremendous response from customers, evident from healthy footfalls and steadily rising consumption numbers. Across HSP and the three Phoenix Marketcity malls (excluding Phoenix Marketcity Chennai which opened only in January ’13), they continue to witness strong footfalls averaging nearly 1.0 Mn per month and healthy four-wheeler arrivals at nearly 65,000 cars per month, translating into high consumer spending. Meanwhile, Shangri-La Hotel which opened in December ’12 clocked 54% occupancy for the quarter ending March ’13. Healthy traction was witnessed in sales of residential and commercial assets with pending inventories of ‘Centrium’ (earlier 15 LBS) at Kurla, Mumbai and ‘East Court’, Pune being nearly sold out during the year. ‘One Bangalore West’ received an unprecedented response when pre-sales of more than Rs.6 Bn was achieved within first three days of its launch in September ’12.
While they focus on attaining optimum operations at each of their malls, their project teams have centered their attention to the smooth execution of for-sale assets which are currently under construction. The development pipeline includes upmarket residential and commercial assets in Mumbai, Bangalore, Chennai and Pune with nearly 6 Mn sq. ft. of saleable area. Each of the projects is under various stages of development and scheduled to be launched between FY2014 and FY2016. Moreover with ‘Courtyard by Marriott' hotel at Agra receiving finishing touches, they look forward to a grand launch of the property in this calendar year.
MANAGEMENT DISCUSSION AND ANALYSIS
INDUSTRY REVIEW
INDIAN ECONOMY:
India continues to feature as one of global economy’s future growth engines along with several other developing economies such as China, Brazil, Russia, Indonesia and South Africa. However, on the whole, 2012 was another challenging year with the global economy yet to completely recover from the post-Lehman crisis of 2008. Significant headwinds in the form of a delay in the recovery of US economy despite multiple fiscal stimuli by the Federal Reserve, European sovereign debt crisis, moderating growth in China and other emerging economies slowed down global growth rates. As per a World Bank report ‘Global Economic Prospects’ (GEP) released in January 2013, global economic growth was relatively weak in 2012 at 2.3%. Growth is expected to remain subdued at 2.4% in 2013 before it is expected to gradually strengthen to 3.1% and 3.3% in 2014 and 2015, respectively.
As per the India Development Update of the World Bank, India’s GDP growth stood at 5% in FY2013. The economy continued to face various macro-economic challenges such as high fiscal deficit, large current account deficit, significant rupee depreciation, high inflation, high interest rates and consequent slowdown in core sectors such as agriculture, power, infrastructure, mining and manufacturing. However, the Report highlighted that India is regaining economic momentum and growth is seen recovering gradually to its high long-term potential. World Bank forecasts the Indian economy to grow by 6.1% in FY2014 and further strengthen to 6.7% in FY2015, led by robust domestic demand, strong savings and investment rate.
OPERATIONAL REVIEW
During FY2013, Subject consolidated its market leadership as the owner, developer and manager of large-format, prime, retail-led assets in the city centres of India with options for shopping, entertainment and fine dining. PML is amongst the largest mall operators across India with almost 7.0 Mn sq. ft. of prime retail space under management. These retail assets are master planned as mixed-use assets that also feature large commercial and residential assets. Considering the immense potential of the organised retail industry in India, PML is on course to establish its presence in major metros as well as Tier II cities of India. The Company plans to repeat the magic of its flagship asset High Street Phoenix (HSP) across the country through its large format Phoenix Marketcity franchise. These are located in the city centres of Tier-I cities, namely Pune, Bengaluru, Kurla (Mumbai) and Chennai. Additionally, through strategic investments in two companies that focus mainly in Tier-II cities such as Lucknow, Bareilly, Indore, Ujjain and Nanded, the Company is also participating in the retail infrastructure business on a pan India basis.
INCOME FROM
OPERATIONS
On Standalone basis, which includes operations of only ‘High Street Phoenix’ (HSP), Mumbai, income from operations has increased by 20% yoy to Rs.2706.000 Millions in FY2013 from Rs.2260.000 Millions in FY2012 on the back of healthy footfalls, consumption and higher Licence Fees post lease renewals during FY2013. The consolidated Income from Operations too increased by 19% to Rs.4699.000 Millions in FY2013 from Rs.3945.000 Millions in FY2012. The revenue recognised from sale of commercial property sales in Pune has declined since a substantial portion was already recognised in FY2011 and FY2012. Revenue from room rent and FandB income of ‘Shangri-La’, which opened in December 2012 starts getting recognised from FY2013. The consolidated rental income and service charges from the mall assets in Pune, Lucknow and Bareilly alongwith HSP have also grown by 32% yoy to Rs.4295.000 Millions in FY2013 from Rs.3256.000 Millions in FY2012 with the former three malls witnessing higher occupancies and consumption during FY2013 vis-a-vis FY2012.
INDEX
OF CHARGES
|
S.NO. |
CHARGE ID |
DATE OF CHARGE
CREATION/MODIFICATION |
CHARGE AMOUNT
SECURED |
CHARGE HOLDER |
ADDRESS |
SERVICE REQUEST
NUMBER (SRN) |
|
1 |
10442754 |
11/07/2013 |
1,500,000,000.00 |
IDBI TRUSTEESHIP SERVICES LIMITED |
ASIAN BUILDING,
GROUND FLOOR, 17, R. KAMANI MARG, |
B81963969 |
|
2 |
10316498 |
24/10/2011 |
3,000,000,000.00 |
IDBI TRUSTEESHIP SERVICES LIMITED |
ASIAN BUILDING
GROUND FLOOR, 17, R.KAMANI MARG, BA |
B24871667 |
|
3 |
10288559 |
19/05/2011 |
5,600,000,000.00 |
IDBI TRUSTEESHIP SERVICES LIMITED |
ASIAN BLDG., GROUND
FLOOR, 17, R.KAMANI MARG, BA |
B13608229 |
|
4 |
80063276 |
27/12/1967 |
1,500,000.00 |
BANK OF INDIA |
M.G.ROAD, MUMBAI, MUMBAI, MAHARASHTRA - 400001, INDIA |
- |
|
5 |
80063274 |
17/04/1967 |
261,760.00 |
BANK OF INDIA |
70-80 M.G.ROAD, MUMBAI, MUMBAI, MAHARASHTRA - 400001, INDIA |
- |
|
6 |
80063281 |
24/01/1967 |
2,800,000.00 |
BANK OF INDIA & DENA BANK |
M.G.ROAD, MUMBAI, MUMBAI, MAHARASHTRA - 400001, INDIA |
- |
|
7 |
80063272 |
09/03/1966 |
168,000.00 |
BANK OF INDIA |
70-80 M G ROAD, MUMBAI, MUMBI, MAHARASHTRA - 400001, INDIA |
- |
|
8 |
80063282 |
18/12/1965 |
193,500.00 |
BANK OF INDIA |
M.G.ROAD, MUMBAI, MUMBAI, MAHARASHTRA - 400001, INDIA |
- |
|
9 |
80063277 |
06/04/1964 |
5,000,000.00 |
BANK OF INDIA AND DENA BANK |
M.G.ROAD, MUMBAI, MUMBAI, MAHARASHTRA - 400001, INDIA |
- |
|
10 |
80063278 |
06/04/1964 |
336,624.00 |
BANK OF INIA AND DENA BANK |
M.G.ROAD, MUMBAI, MUMBAI, MAHARASHTRA - 400001, INDIA |
- |
CONTINGENT
LIABILITIES NOT PROVIDED FOR IN RESPECT OF:-
a. Estimated amount of contracts remaining to be executed on capital account and not provided for in the accounts is Rs.1716.626 Millions (P.Y. Rs.183.048 Millions) net of advance paid.
b. The Income tax assessments of the Company have been completed up to Assessment Year 2010-11. The disputed tax demand outstanding upto the said Assessment Year is Rs.120.972 Millions. The Company as well as the Income Tax Department are in appeal before the Appellate Authorities against the assessments of earlier financial years. The impact thereof, if any, on the tax position can be ascertained only after the disposal of the above appeals. Accordingly, the accounting entries arising there from will be passed in the year of the disposal of the said appeals.
c. The Service Tax Department has issued a Demand Notice of Rs.20.308 Millions to the company, against which the company has filed an appeal with the Service Tax Tribunal.
d. Demand notices received on account of arrears of Provident Fund dues aggregating to Rs.2.472 Millions (P.Y. Rs.2.472 Millions) are disputed by the Company. The Company has paid Rs.1.000 Millions and has also furnished a Bank Guarantee for Rs.1.471 Millions against the said P.F. demands to the P.F. authorities.
e. Disputed excise duty liability amounting Rs.1.646 Millions ( P.Y. Rs.1.646 Millions)
f. Outstanding guarantees given by Banks Rs.2.770 Millions ( P. Y. Rs.2.770 Millions).
g. Subsequent to Balance sheet date, in May 2013, the Company received a demand notice from Municipal Corporation for payment of Rs.64.820 Millions towards the arrears of property tax for the period from April, 2010 to March, 2013, based on the property’s capital value. The Company is in the process of verifying the correctness of the said Demand raised by Municipal Department, as well as ascertaining the probability of the said recovery from the licensees. Based on the outcome of the verification and legal opinion, the company may file the appeal to re-assess / recomputed the said demand.
FIXED ASSETS
Tangible Assets
- Freehold Land
- Right on Leasehold Land
- Buildings
- Plant and Machinery
- Vehicles
- Office Furniture and Equiptment
Intangible Assets
- Computer Softwares
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.60.37 |
|
|
1 |
Rs.102.48 |
|
Euro |
1 |
Rs.81.87 |
INFORMATION DETAILS
|
Information
Gathered by : |
HNA |
|
|
|
|
Analysis Done by
: |
KAR |
|
|
|
|
Report Prepared
by : |
KVT |
SCORE & RATING EXPLANATIONS
|
SCORE FACTORS |
RANGE |
POINTS |
|
HISTORY |
1~10 |
8 |
|
PAID-UP CAPITAL |
1~10 |
7 |
|
OPERATING SCALE |
1~10 |
8 |
|
FINANCIAL CONDITION |
|
|
|
--BUSINESS SCALE |
1~10 |
8 |
|
--PROFITABILIRY |
1~10 |
7 |
|
--LIQUIDITY |
1~10 |
7 |
|
--LEVERAGE |
1~10 |
7 |
|
--RESERVES |
1~10 |
7 |
|
--CREDIT LINES |
1~10 |
7 |
|
--MARGINS |
-5~5 |
-- |
|
DEMERIT POINTS |
|
|
|
--BANK CHARGES |
YES/NO |
YES |
|
--LITIGATION |
YES/NO |
YES |
|
--OTHER ADVERSE INFORMATION |
YES/NO |
NO |
|
MERIT POINTS |
|
|
|
--SOLE DISTRIBUTORSHIP |
YES/NO |
NO |
|
--EXPORT ACTIVITIES |
YES/NO |
NO |
|
--AFFILIATION |
YES/NO |
YES |
|
--LISTED |
YES/NO |
YES |
|
--OTHER MERIT FACTORS |
YES/NO |
YES |
|
DEFAULTER |
|
|
|
--RBI |
YES/NO |
NO |
|
--EPF |
YES/NO |
NO |
|
TOTAL |
|
66 |
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.