BACKGROUNDDelta Corp Ltd is a fast growing Indian company operational in the entertainment & gaming, realestate, hospitality and aviation segments of the industry. The company is a diversified company. Thecompany along with their subsidiaries currently operates in real estate business, real estateconsultancy services, real estate development in Kenya, entertainment and gaming business,chartered aviation business and hospitality business. Delta Corp Ltd was incorporated as a privatelimited company under the name Creole Holdings Company Pvt Ltd on November 5, 1990. Thecompany became a deemed public limited company due to the acquisition of shares by finolex groupand name was changed to Creole Holdings Company Ltd on June 2, 1992. During the year 2003-04,the Finolex Cables Ltd divested their shareholding in the company and thus the company ceased tobe a subsidiary of Finolex Cables Ltd. In September 25, 2003, the company was converted into aprivate limited company. In September 15, 2006, they converted into a public limited adopted newset of MOA and AOA. During the year 2006-07, as per the Scheme of Amalgamation, the companynamed Arrow Webtex Ltd merged with the company with effect from April 1, 2005. Pursuant to thescheme, the name of the company was changed from Creole Holdings Company Ltd to ArrowWebtex Ltd with effect from May 18, 2007. The company acquired 100% equity shares in MundusHospitality Pvt Ltd for a total consideration of Rs. 77.52 lakh. Also, they acquired 100% equityinterest in Delta Holding USA Inc for a total consideration of Rs. 428.20 lakh. The company divestedtheir shares in AAA Real Land Developers Private Limited and JM Realty Management Pvt. Ltd andthereby the said companies ceased to be subsidiaries of the company. In addition, they divested22,000 equity shares in Pavurotti Finance & Investment Pvt Ltd, thereby they decreased theirholding interest from 43% to 21%. In November 2008, the company commenced their operations inCasino Royale, Indias largest entertainment vessel that can cater to 888 customers at a time,including approximately 450 gaming customers. In March 2009, Dacapo Brokerage India Pvt Ltdacquired 55.87% interest in the company.HISTORYDelta began in 1946 as a company named "Rhodesian Breweries Limited". Its origins go back evenfurther, to 1898, the year of the founding of the countrys first beer brewery on Cameron Street inthe city of Salisbury, which today is Harare. In November 2006, the company completed theexpansion plan at the Narrow Woven Fabric division. During the year 2007-08, the acquired theequity shares of AAA Aviation Pvt Ltd, AAA Real Land Developers Pvt Ltd, J M Real Estate Pvt Ltd,Jayem Realty Solutions Pvt Ltd, Delta Pan Africa Ltd and Richtime Realty Pvt Ltd and thus thesecompanies became the subsidiaries of the company. Further, the company divested 10,000 equityshares in Aryanish Finance and Investments Pvt Ltd, thereby the said company ceased to be asubsidiary company. In December 2007, Highstreet Cruises and Entertainment Pvt Ltd, a subsidiarycompany purchased 100% equity of Victor Hotels and Motels Ltd.• The company through theirsubsidiaries took up new projects and business ventures in entertainment and gaming aviation andhospitality. In January 2008, the company entered into a joint venture with the Reliance IndustriesLtd, and formed a company namely Delta Corp East Africa Ltd for developing real estate projects inEast Africa. They incorporated AAA Aviation Pvt Ltd to handle the aviation business and providechartered flights. The companys subsidiary Highstreet Cruises and Entertainment Pvt Ltd, which is
operating the gaming business established a 15,000 sq ft gaming Casino Vessel called the CasinoRoyale Goa, which is operating on the Mandovi river in Goa. It is Indias largest indigenously built-casino live gaming and entertainment vessel. In addition, they established a approx 5,000 sq ft off-shore casino vessel known as the Kings Casino situated on the Mandovi river in Goa. During theyear 2008-09, the company de-merged their textile business into a separate company called ArrowTextiles Ltd with effect from April 1, 2008. In March 2009, Dacapo Brokerage India Pvt Ltd acquired55.87% interest in the company. The joint venture company, Delta Corp East Africa Ltd has made atie up with with Team Management Services (TMS) Consulting Group Ltd, a multidisciplinary firmthat specializes in offering consultancies in all major areas of the built environment includingArchitecture, Construction Management, Project Management and Engineering. The company is inthe business of hospitality segment through their subsidiary, Delta Hospitality Pvt Ltd. This subsidiaryowns 35% equity in Advani Hotels and Resorts India Ltd, which owns Ramada Hotel, a five star,beach-front property and Casino Goa, an offshore casino in Goa. In addition, the company formed ajoint venture with Peninsula Land Ltd, namely PLL-Delta Hotels Pvt Ltd for setting up 3 and 4 starbusiness hotels in urban locations in Western and Southern India. The company acquired riverineland of 810.85 square meters at Betim and 2,700 square meters at Reis Magos village to developjetties, which will provide feeder services to the casinos. Delta Corp East Africa Ltd is developing twocommercial projects and they intend to commence development work on the remaining projects inthe near future. During the first quarter of the financial year 2009-10, J M Real Estate Pvt Ltd andJayem Realty Solutions Pvt Ltd, ceased to be the subsidiaries of the company and Pavurroti Financeand Investment Pvt Ltd, ceased to be the associate of the companyFACTS ABOUT THE COMPANYDelta Corp. Ltd. Fundamental Company Report provides a complete overview of thecompany’s affairs. All available data is presented in a comprehensive and easily accessedformat. The report includes financial and SWOT information, industry analysis, opinions,estimates, plus annual and quarterly forecasts made by stock market experts. The reportalso enables direct comparison to be made between Delta Corp. Ltd. and its competitors.This provides our Clients with a clear understanding of Delta Corp. Ltd. position inthe Clothing, Textiles and Accessories Industry.ScopeThe report contains the company’s profile and data about the owners, senior executives,locations, subsidiaries, markets, products, and company history.The SWOT-analysis provides information about the company’s strengths, weaknesses,opportunities, and possible threats against it.The report outlines the main financial ratios pertaining to profitability, margin analysis,asset turnover, credit ratios, and company’s long-term solvency.It also shows the company’s income statement and ratio trend-charts, with balancesheets and cash flows presented on an annual and quarterly basis.Company’s financial ratios are directly compared with those of its competitors throughindustry averages.The report provides relevant news, an analysis of PR-activity, and stock pricemovements.The latter are correlated with pertinent news and press releases, and annual andquarterly forecasts are given by a variety of experts and market research firms.
CORPORATE STRUCTUREMANAGEMENTMr. Neelish A. Shah (Executive Vice-Chairman, DCEAL),aged 53 years is a certified chartered accountant. Mr. N A Shah has been the instrumental in theincorporation and management of number of companies in Africa including Creative Exports Limitedwhich is engaged in the business in supplies in emergency aid equipment to NGOs operating out ofEast Africa and Shah Kanji Lalji and Sons (Kenya) Limited, which is engaged in the business of import& distribution of fertilizers. He has over 30 years of experience in the conduct of various successfulbusiness in East Africa..Mr. Narinder Punj (Managing Director, HCEPL),aged 54 years is bachelor in commerce from St. Xaviers College, Kolkata and has more than 30 ofexperience in the hospitality, entertainment and gaming industries. He has in the past beenassociated with various hotels, land based and cruise-based casinos inter alia including Hotel HolidayInn, Juhu, Hotel Al Mansour Melai, Baghdad, Royal Carribbean Cruise Lines, Royal Viking Lines,Norwegian Cruise Lines, Casino Poland, Casino Goa and Casino Bucharest, in various designationsincluding as the casino inspector, assistant casino manager and casino director of the said casinos.Mr. Anil Malani (President Operations, HCEPL),
aged 42 years, is a bachelor of commerce from Mumbai University and has over 25 years ofexperience having been involved in versatile businesses ranging from hospitality, entertainment,information technology, electronics & office automation. He has in the past been associated withEsquire group of companies, Aims International Ltd., Amazon Food Beverages Pvt. Ltd. (Garcia’sFamous Pizza) with his last assignment being with Clover Solar Pvt. Ltd. He has traveled around theglobe extensively and has the distinction of being the fifth resident Indian to stay in Prague for 18months (1991-1992) just after the velvet revolution.Mr. HardikDhebar (Group Chief Financial Officer),aged 34 years, holds a Post Graduate Diploma in Finance from the Welingkar Institute ofManagement, and has an experience of over 13 years in finance and treasury operations. He has inthe past worked with the Piramal group of the companies, including holding positions ofresponsibility in Nicholas Piramal Limited, Morarjee Textiles Limited and Peninsula Land Limited.Captain C. P. Savant (Vice President - Projects),aged 55 years is a certified Course Develop and Trainer from International Civil AviationOrganization, TRAINAIR and BCAS, and is certified by the Government of India as an instructor inaviation security Government of India. Captain Savant has more than 29 of experience in theaviation sector including 25 years of experience in airport management at major internationalairports in India (Delhi, Mumbai, Chennai). Captain Savant specializes in terminal buildingoperations, airside operations, handling of airport and aircraft emergencies, rescue and fire fightingservices, medical services, safety and security. At corporate head quarters of Airports Authority ofIndia, he was involved in airport perspective planning and has rich experience in planning anddesigning of international airports and is an acknowledged expert in safety matters.Mr. Darius Khambatta (Vice President - Real Estate Operations),aged 58 years is a Chartered Accountant by profession with over 25 years of experience in almost allfields of management, including sales, finance and business development. He has handled keyappointment with ACC to deal with World Bank for conservation of energy and was involved inrehabilitation of earth quake victims in Latur. He is presently handling projects and businessdevelopment of Delta Corp Limited.DELTA CORP LIMITED TRADINGIt is listed in Bombay Stock Exchange and National Stock Exchange.
NEWSDelta Corp Dec 11 sales at Rs 0.30 croreDelta Corp has reported a sales turnover of Rs 0.30 crore and a net profit of Rs 0.18 crorefor the quarter ended Dec 11...Delta Corp Ltd - Publish Audited ResultsType: CorporateDelta Corp Limited has informed that the Company will be adopting Audited Financial Results for thefinancial year ended March 31, 2011 within sixty days of end of the financial year of the Companypursuant to Clause 41(1)(d)(ii) of the Listing Agreement. Hence the Company will not be adoptingunaudited financial results for the quarter ended March 31, 2011.Feb 24 2012 6:40PM-Delta Corp Ltd - Allotment OfSecuritiesDelta Corp Ltd has informed that the Allotment Committee of the Board of Directors ofthe Company at its meeting held on February 24, 2012, has made allotment of 55,000Equity Shares of Re.1/- each to the employees of the Company and its subsidiariesunder "Delta Corp ESOP- 2009" Scheme. The paid up Equity Share Capital of theCompany has accordingly increased from 22,38,63,189 Equity Shares of Re. 1/- each to22,39,18,189 Equity Shares of Re. 1/- each..Delta Corp Ltd - Allotment Of SecuritiesDelta Corp Ltd has informed that the Allotment Committee of the Board of Directors ofthe Company at its meeting held on February 24, 2012, has made allotment of 55,000Equity Shares of Re.1/- each to the employees of the Company and its subsidiariesunder "Delta Corp ESOP- 2009" Scheme. The paid up Equity Share Capital of theCompany has accordingly increased from 22,38,63,189 Equity Shares of Re. 1/- each to22,39,18,189 Equity Shares of Re. 1/- each..The committee of Delta Corp in its meeting on 24 February 2012 has made allotment of55,000 equity shares of Re 1 each to the employees of the company and its subsidiariesunder Delta Corp ESOP-2009 Scheme.
MATERIAL CONTRACTS AND DOCUMENTS FORINSPECTIONThe following contracts (not being contracts entered into in the ordinary course of businesscarried on by ourCompany) which are or may be deemed material have been entered or are to be enteredinto by our Company.These contracts and also the documents for inspection referred to hereunder, may beinspected at its CorporateOffice i.e. Bayside Mall, 1st Floor, Opp. Sobo Central Mall, Tardeo Road, Haji Ali, Mumbai400 034, Maharashtra,from 10 a.m. to 4.00 p.m. on working days from the date of the Letter of Offer until the dateof closure of theIssue.MATERIAL CONTRACTS1. Agreement dated October 20, 2010 between Company and Lead Manager.2. Memorandum of Understanding dated October 7, 2010 between Company and Registrarto the Issue.3. Engagement letter dated March 2, 2010 received from our Company appointing YESBANK Limited asthe Lead Manager to the Issue.DOCUMENTS1. Certificate of Incorporation of our Company.2. Memorandum and Articles of Association of our Company, as amended from time to time.3. Certificate of Commencement of Business dated July 3, 2008.4. The Order by Hon’ble Bombay High Court dated August 22, 2008 sanctioning theScheme.5. Letters from BSE, NSE, ASE and DSE dated April 28, 2008, April 11, 2008, May 8, 2008,May 21, 2008respectively according their no objection to the Scheme.6. Shareholders resolution passed at the Annual General Meeting dated September 23,2010 appointing M/s.Amit Desai & Co, as Statutory Auditors for the Financial Year 2010-11.
7. Board of Directors resolution dated October 6, 2010 approving the Issue and appointing aRight IssueCommittee to decide the terms and conditions of the Issue.8. Consents of the Directors, Auditors, Lead Manager to the Issue, Legal Counsel to theIssue, Bankers tothe Issue, Bankers to our Company, Registrars to the Issue and Registrars to our Companyand theCompliance Officer to include their names in the Letter of Offer to act in their respectivecapacities.9. Appointment of Company Secretary as Compliance Officer and consent thereto.10. Letter dated September 27, 2010 from the Auditors confirming the tax benefits asmentioned in the Letterof Offer.11. The report of the Auditors, M/s. Amit Desai & Co, as set out herein dated January28,2011 on restatedfinancials of our Company for the six months period ended September 30, 2010 and theFiscal Yearsended March 31, 2010, 2009 and 2008.12. Annual Reports of our Company for the last 3 (three) Financial Years.13. Certificate dated September 27, 2010 issued by M/s. Amit Desai & Co., charteredaccountants confirmingthe amounts outstanding and utilisation of the monies borrowed by our Company from AxisBank.Arrow Textiles Limited27314. Applications for in-principle listing approval both dated October 7, 2008 to the BSE andNSE for listing ofits equity shares on the BSE and NSE respectively (pursuant to the Scheme ofArrangement).15. In-principle listing approval dated December 9, 2010 and December 10, 2010 from BSEand the NSErespectively.16. Tripartite agreement with NSDL and CDSL dated November 4, 2008 and November 7,2008 respectively.
17. Copy of resolution dated September 29, 2008 appointing the Managing Director of ourCompany andsetting out the terms of such appointment.18. SEBI Letter No. CFD / DIL / PB / MS / 160750 / 2009 dated April 20, 2009 grantingrelaxation from theapplicability of Rule 19(2)(b) of the Securities Contract Regulation (Rules),1975 for listing ofthe shares ofour Company.19. Sanction Letter dated October 1, 2010 bearing No. SMELF: 2010 issued by Bank ofBaroda to ourCompany.