GTL Infrastructure Ltd - NSE€¦ · 3rd Flr Global Vision MIDC, GTL Infrastructure Limited, a...

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Stakeholders’ Education | Corporate Governance Research | Corporate Governance Score | Proxy Advisory STAKEHOLDERS EMPOWERMENT SERVICES 1 | P AGE SECTOR: TELECOMM EQUIPMENT & INFRA SERVICE REPORTING DATE: 1 ST JUNE, 2016 GTL Infrastructure Limited www.gtlinfra.com GTL Infrastructure Ltd 1 st June, 2016 TABLE 1 - MARKET DATA (STANDALONE) (As on 31 st May, 2016) NSE Code - GTLINFRA NSE Market Price (₹) 1.80 NSE Market Cap. (₹ Cr.) 422.89 Sector – Tele Equipment Face Value (₹) 10.00 Equity (₹ Cr.) 2,336.39 52-week High/Low (₹) 3.55/1.75 Net worth (₹ Cr.) 446.18 Business Group - Global TTM P/E N.A. Traded Volume (Shares) 1,62,356 Year of Incorporation - 2004 TTM P/BV 0.00 Traded Volume (lacs) 2.92 Source - Capitaline Corporate Office: COMPANY BACKGROUND 3rd Flr Global Vision MIDC, GTL Infrastructure Limited, a telecom tower company, builds, owns, operates, and maintains passive telecom infrastructure sites in India. The company provides telecom towers on a shared basis to various telecom operators to host their network components on cell site. It operates a portfolio of approximately 30,000 towers. The company was formerly known as GTL infrastructure Engineering & Managed Network Services Limited and changed its name to GTL Infrastructure Limited in February 2005. GTL Infrastructure Limited was founded in 2004 and is headquartered in Mumbai, India. Electronic Sadan No II Mahape, Navi Mumbai - 400 710, Maharashtra Company Website: www.gtlinfra.com TABLE 2 - PRICE PERFORMANCE 31 st May, 2016 29 th May, 2015 30 th May, 2014 % Change CAGR for 2 years 2016 vs 2015 2015 vs 2014 Price (₹) 1.85 2.40 2.80 -22.92% -14.29% -18.72% Trading Volume (Shares) (yearly avg.) 14,68,844 11,90,324 10,13,702 23.40% 17.42% - NSE Market Cap. (in ₹ Cr.) 432.23 558.04 646.42 -22.54% -13.67% -18.23% Source - Money Control TABLE 3 - FINANCIALS (₹ Cr.) 2015 2014 2013 % Change CAGR for 2 years 2015 vs 2014 2014 vs 2013 Net Worth 446.18 986.62 1643.62 -54.78% -39.97% -47.90% Current Assets 400.33 691.29 642.99 -42.09% 7.51% -21.09% Non-Current Assets 5506.88 5,924.79 6,346.54 -7.05% -6.65% -6.85% Total Assets 5907.21 6616.08 6989.53 -10.71% -5.34% -8.07% Investments 2162.49 2,683.64 2,706.57 -19.42% -0.85% -10.61% Finance Cost 392.61 377.76 350.53 3.93% 7.77% 5.83% Long Term Liabilities 5148.77 5223.29 5143.29 -1.43% 1.56% 0.05% Current Liabilities 312.27 406.17 202.62 -23.12% 100.46% 24.14% Turnover 599.65 578.73 566.39 3.61% 2.18% 2.89% Profit After Tax (PAT, ₹ Cr.) -514.71 -551.24 -686.64 N.A. N.A. N.A. EPS (₹) -2.00 -2.00 -4.00 N.A. N.A. N.A. Source - Money Control/Annual Report

Transcript of GTL Infrastructure Ltd - NSE€¦ · 3rd Flr Global Vision MIDC, GTL Infrastructure Limited, a...

Stakeholders’ Education | Corporate Governance Research | Corporate Governance Score | Proxy Advisory

STAKEHOLDERS EMPOWERMENT SERVICES

1 | P A G E

SECTOR: TELECOMM EQUIPMENT & INFRA SERVICE REPORTING DATE: 1ST JUNE, 2016

GTL Infrastructure Limited www.gtlinfra.com

GTL Infrastructure Ltd 1st June, 2016 TABLE 1 - MARKET DATA (STANDALONE) (As on 31st May, 2016)

NSE Code - GTLINFRA NSE Market Price (₹) 1.80 NSE Market Cap. (₹ Cr.) 422.89

Sector – Tele Equipment Face Value (₹) 10.00 Equity (₹ Cr.) 2,336.39

52-week High/Low (₹) 3.55/1.75 Net worth (₹ Cr.) 446.18

Business Group - Global TTM P/E N.A. Traded Volume (Shares) 1,62,356

Year of Incorporation - 2004 TTM P/BV 0.00 Traded Volume (lacs) 2.92

Source - Capitaline

Corporate Office: COMPANY BACKGROUND

3rd Flr Global Vision MIDC, GTL Infrastructure Limited, a telecom tower company, builds, owns, operates, and

maintains passive telecom infrastructure sites in India. The company provides

telecom towers on a shared basis to various telecom operators to host their network

components on cell site. It operates a portfolio of approximately 30,000 towers. The

company was formerly known as GTL infrastructure Engineering & Managed

Network Services Limited and changed its name to GTL Infrastructure Limited in

February 2005. GTL Infrastructure Limited was founded in 2004 and is headquartered

in Mumbai, India.

Electronic Sadan No II Mahape,

Navi Mumbai - 400 710, Maharashtra

Company Website:

www.gtlinfra.com

TABLE 2 - PRICE PERFORMANCE

31st May, 2016

29th May, 2015

30th May, 2014

% Change CAGR for 2 years 2016 vs 2015 2015 vs 2014

Price (₹) 1.85 2.40 2.80 -22.92% -14.29% -18.72%

Trading Volume (Shares) (yearly avg.)

14,68,844 11,90,324 10,13,702 23.40% 17.42% -

NSE Market Cap. (in ₹ Cr.) 432.23 558.04 646.42 -22.54% -13.67% -18.23%

Source - Money Control

TABLE 3 - FINANCIALS

(₹ Cr.) 2015 2014 2013 % Change CAGR for 2

years 2015 vs 2014 2014 vs 2013

Net Worth 446.18 986.62 1643.62 -54.78% -39.97% -47.90%

Current Assets 400.33 691.29 642.99 -42.09% 7.51% -21.09%

Non-Current Assets 5506.88 5,924.79 6,346.54 -7.05% -6.65% -6.85%

Total Assets 5907.21 6616.08 6989.53 -10.71% -5.34% -8.07%

Investments 2162.49 2,683.64 2,706.57 -19.42% -0.85% -10.61%

Finance Cost 392.61 377.76 350.53 3.93% 7.77% 5.83%

Long Term Liabilities 5148.77 5223.29 5143.29 -1.43% 1.56% 0.05%

Current Liabilities 312.27 406.17 202.62 -23.12% 100.46% 24.14%

Turnover 599.65 578.73 566.39 3.61% 2.18% 2.89%

Profit After Tax (PAT, ₹ Cr.) -514.71 -551.24 -686.64 N.A. N.A. N.A.

EPS (₹) -2.00 -2.00 -4.00 N.A. N.A. N.A.

Source - Money Control/Annual Report

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SECTOR: TELECOMM EQUIPMENT & INFRA SERVICE REPORTING DATE: 1ST JUNE, 2016

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AUDIT QUALIFICATIONS

Audit Qualifications in last 3 years: The Auditors have not raised any qualifications in last three years, however they have

emphasised on the following matters in last three years of their annual reports.

Emphasis of Matter 2015:

“Our opinion is not modified in respect of these matters. We draw attention to the:

a. Note no. 29 regarding outstanding trade receivables and other current assets, which are subject to confirmation but

considered good for the reasons mentioned therein.

b. Note no. 30 regarding Scheme of Arrangement under section 391 to 394 of the Companies Act, 1956 pending for the

necessary modifications and approvals and preparation of financial statements without giving any effect of this scheme and to

give the effect as and when the scheme becomes effective.

c. Note no. 31 regarding preparation of the financial statements of the Company on a going concern basis notwithstanding the

fact that the Company has been incurring cash losses and its net worth has been substantially eroded as on the Balance Sheet

date. These financial statements have been prepared on a going concern basis for the reasons stated in the said note. The

appropriateness of assumption of going concern is critically dependent upon the Company’s ability to raise requisite

finance/generate cash flows in future to meet its obligations. d. Note no. 22.1 regarding Managerial Remuneration, which is

subject to the approval of Central Government.”

Emphasis of Matter 2014

“Our opinion is not qualified in respect of these matters. We draw attention to the:

a. Note No. 34 regarding Scheme of Arrangement under section 391 to 394 of the Act pending for the necessary modifications

and approvals and preparation of financial statements without giving any effect of this scheme and to give the effect as and

when the scheme becomes effective.

b. Note No. 35 regarding preparation of the financial statements of the Company on a going concern basis notwithstanding the

fact that the Company has been incurring cash losses and its net worth has been substantially eroded as on the Balance Sheet

date. These financial statements have been prepared on a going concern basis for the reasons stated in the said note. The

appropriateness of assumption of going concern is critically dependent upon the Company’s ability to raise requisite

finance/generate cash flows in future to meet its obligations.

c. Note No. 12.1 regarding capital advance given to certain vendors, in respect of which the Company is negotiating with them

for the recovery of these advances. The management is confident of recovering substantial amount out of these advances and

the provision for doubtful advances aggregating to `60,00,00,000 against same has been considered sufficient by them.

d. Note No. 11.3 regarding the book value of non-current investments being lower than their carrying value and non-provision

for diminution in value of these investments for the reasons mentioned therein.

e. Note No. 33 regarding outstanding trade receivables and other current assets, which are subject to confirmation but

considered good for the reasons mentioned therein.”

Emphasis of Matter 2013

“Our opinion is not qualified in respect of this matter. We draw attention to

Note No.30 regarding Scheme of Arrangement under section 391 to 394 of the Act pending for the necessary modifications and

approvals and preparation of account without giving any effect of this scheme and to give the effect as and when the scheme

becomes effective.”

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Response Comment

Frequency of Qualifications

The matters raised in their report for FY 2014-15, the following matters have

been continuously raised by the Auditors.

The matter (a) & (c) are appearing since FY2014, the matter (b) is appearing

since FY2011, the Matters in para (d) above have been reported first time in the

FY2015

Have the auditors made any adverse remark in last 3 years?

No

Are the material accounts audited by the Principal Auditors?

Yes -

Do the financial statements include material unaudited financial statements?

No -

TABLE 4: BOARD PROFILE (As on 31st March, 2015)

Regulatory Norms Company

% of Independent Directors on the Board 50% 50%

% of Promoter Directors on the Board - 12.50%

Number of Women Directors on the Board Atleast 1 1

Classification of Chairman of the Board - Non-Executive Promoter

Is the post of Chairman and MD/CEO held by the same person? - No

Average attendance of Directors in the Board meetings (%) - 78.57%

Source - Money Control/Annual Report

Composition of Board: As per Regulation 17(i)(b) of the Listing Regulations, 2015, the Company should have at least 50%

Independent Directors as the Chairman of the Board is a Promoter Director. The Company as on 31st March, 2015 has 50% of

Independent Directors and hence, it meets the regulatory requirements.

Board Diversity: The Company has 8 directors out of which 7 are male and 1 female.

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TABLE 5 - FINANCIAL RATIOS

Ratios 2015 2014 2013 % Change

2015 vs 2014 2014 vs 2013

Turn

ove

r

Rat

ios

Inventory Turnover 983.03 918.62 484.09 7.01% 89.76%

Debtors Turnover 9.92 8.77 9.99 13.13% -12.26%

Fixed asset Turnover 0.11 0.10 0.09 11.48% 9.45%

Current Asset Turnover 1.50 0.84 0.88 78.92% -4.96%

Ret

urn

Rat

ios Operating Profit Margin -71.40% -84.73% -97.71% N.A. N.A.

Net Profit Margin -85.84% -95.25% -121.23% N.A. N.A.

Return on Assets (ROA) -8.71% -8.33% -9.82% N.A. N.A.

Return on Equity (ROE) -115.36% -55.87% -41.78% N.A. N.A.

Return on Capital Employed (ROCE) N.A. N.A. N.A. N.A. N.A.

Liq

uid

ity

Rat

ios

Current Ratio 1.28 1.70 3.17 -24.68% -46.37%

Quick Ratio 1.28 1.70 3.17 -24.72% -46.32%

Cash Ratio 1.09 1.54 2.89 -29.36% -46.75%

Working Capital Turnover ratio 6.81 2.03 1.29 235.48% 57.82%

Solv

ency

Rat

ios Debt to equity ratio 10.82 4.98 2.97 117.05% 67.82%

Interest Coverage Ratio N.A. N.A. N.A. N.A. N.A.

Trad

ing

Rat

ios

Market Cap / Sales 0.87 0.90 0.92 -3.49% -2.13%

Market Cap/ Net Worth 1.17 0.53 0.32 121.13% 66.59%

Market Cap/PAT N.A. N.A. N.A. N.A. N.A.

Market Cap/EBITDA 389.57 372.59 342.72 4.56% 8.72%

Trading Volume (shares) (avg. of 1 year) 15,23,642 11,27,067 10,68,805 35.19% 5.45%

Trading Volume (shares) (high in 1 year) 1,37,71,115 1,47,37,714 1,30,62,339 -6.56% 12.83%

Trading Volume (shares) (low in 1 year) 1,85,117 72,940 49,979 153.79% 45.94%

Ratio - High/low trading volume 74.39 202.05 261.36 -63.18% -22.69%

Ratio - High/average trading volume 9.04 13.08 12.22 -30.88% 6.99%

Source - Money Control

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TABLE 6 (A): OWNERSHIP & MANAGEMENT RISKS

Shareholding Dec' 2015 Dec' 2014 Dec' 2013 Comments

Promoter shareholding 27.04% 27.04% 27.26% The Company issued 1,86,08,435 new equity

shares under bond conversion during the period

from Dec' 2013 to Dec' 2015. There is no major

change in shareholding pattern for said period.

The promoters have pledged 54.99% of their

shareholding.

Public - Institutional shareholding

49.68% 47.37% 52.49%

Public - Others shareholding

23.28% 25.58% 20.25%

Non Promoter Non Public Shareholding

- - -

TABLE 6 (B): OWNERSHIP & MANAGEMENT RISKS

Market Activity of Promoters No

Preferential issue to promoters No

Preferential issue to others No

GDRs issued by the Company The Company did not issue GDRs during last three years.

Issue of ESOPs/Issue of shares other than Preferential allotment

The Company did not issue any shares to the employees under its ESOP

Scheme.

Source - Annual Report

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Glossary

Equity: The equity shares capital of the Company

Net Worth: The amount by which the Assets exceeds the liabilities excluding shareholders’ funds of the Company

Turnover: The revenue earned from the operations of the Company

EPS: Earning Per Share is net profit earned by the Company per share

𝐸𝑃𝑆 =Profit After Tax

Number of outstanding shares

P/E ratio: It is the ratio of the Company’s share price to earnings per share of the Company

𝑃/𝐸 𝑟𝑎𝑡𝑖𝑜 =Price of each share

Earnings per share

Current Assets: Cash and other assets that are expected to be converted to cash in one year

Fixed Assets: assets which are purchased for long-term use and are not likely to be converted quickly into cash, such as land,

buildings, and equipment

Total Assets: Current Assets + Fixed Assets

Investments: An investment is an asset or item that is purchased with the hope that it will generate income or appreciate in the

future.

Finance Cost: The Financing Cost (FC), also known as the Cost of Finances (COF), is the cost and interest and other charges

incurred during the year in relation to borrowed money.

Long Term Liabilities: Long-term liabilities are liabilities with a maturity period of over one year.

Current Liabilities: A company's debts or obligations that are due within one year.

Inventory Turnover ratio: Inventory Turnover is a ratio showing how many times a company's inventory is sold and replaced over

a period.

𝐼𝑛𝑣𝑒𝑛𝑡𝑜𝑟𝑦 𝑇𝑢𝑟𝑛𝑜𝑣𝑒𝑟 𝑟𝑎𝑡𝑖𝑜 =Sales Turnover

Inventory

Debtors Turnover: Accounts receivable turnover is an efficiency ratio or activity ratio that measures how many times a business

can turn its accounts receivable into cash during a period

𝐷𝑒𝑏𝑡𝑜𝑟𝑠 𝑇𝑢𝑟𝑛𝑜𝑣𝑒𝑟 𝑟𝑎𝑡𝑖𝑜 =Sales Turnover

Accounts recievables

Fixed Asset Turnover: The fixed-asset turnover ratio is a financial ratio of net sales to fixed assets

𝐹𝑖𝑥𝑒𝑑 𝐴𝑠𝑠𝑒𝑡 𝑇𝑢𝑟𝑛𝑜𝑣𝑒𝑟 𝑟𝑎𝑡𝑖𝑜 =Sales Turnover

Fixed Assets

Current Asset Turnover: The current-asset turnover ratio is a financial ratio of net sales to fixed assets

𝐶𝑢𝑟𝑟𝑒𝑛𝑡 𝐴𝑠𝑠𝑒𝑡 𝑇𝑢𝑟𝑛𝑜𝑣𝑒𝑟 𝑟𝑎𝑡𝑖𝑜 =Sales Turnover

Current Assets

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Operating Profit Margin: Operating margin is a measurement of what proportion of a Company’s revenue is left over after

paying for variable costs of production such as wages, raw materials etc. It can be calculated by dividing a Company’s operating

income (also known as “operating profit”) during a given period by its sales during the same period.

𝑂𝑝𝑒𝑟𝑎𝑡𝑖𝑛𝑔 𝑃𝑟𝑜𝑓𝑖𝑡 𝑀𝑎𝑟𝑔𝑖𝑛 =Operating profit

Sales Turnover

Net Profit Margin: Net profit margin is the percentage of revenue left after all expenses have been deducted from sales

𝑁𝑒𝑡 𝑃𝑟𝑜𝑓𝑖𝑡 𝑀𝑎𝑟𝑔𝑖𝑛 =Net profit

Sales Turnover

Return on Assets: ROA tells you what earnings were generated from invested capital (assets)

𝑅𝑒𝑡𝑢𝑟𝑛 𝑜𝑛 𝐴𝑠𝑠𝑒𝑡𝑠 =Net profit

Total Assets

Return on equity/net worth: return on equity (ROE) is the amount of net income returned as a percentage of shareholders’

equity.

𝑅𝑒𝑡𝑢𝑟𝑛 𝑜𝑛 𝐸𝑞𝑢𝑖𝑡𝑦 =Net profit

Net worth

Return on Capital Employed: Return on capital employed (ROCE) is a financial ratio that measures a company's profitability

and the efficiency with which its capital is employed.

𝑅𝑒𝑡𝑢𝑟𝑛 𝑜𝑛 𝐶𝑎𝑝𝑖𝑡𝑎𝑙 𝐸𝑚𝑝𝑙𝑜𝑦𝑒𝑑 =Net profit

Total Debt + Equity share capital

Current ratio: The current ratio is a financial ratio that measures whether or not a firm has enough resources to pay its debts

over the next 12 months. It compares a firm's current assets to its current liabilities.

𝐶𝑢𝑟𝑟𝑒𝑛𝑡 𝑟𝑎𝑡𝑖𝑜 =Current Assets

Current Liabilities

Quick ratio: The quick ratio is a measure of how well a Company can meet its short term financial liabilities.

𝑄𝑢𝑖𝑐𝑘 𝑟𝑎𝑡𝑖𝑜 =Current Assets − Inventories

Current Liabilities

Cash ratio: The ratio of the liquid assets of a Company to its current liabilities.

𝑄𝑢𝑖𝑐𝑘 𝑟𝑎𝑡𝑖𝑜 =Current Assets − Inventories − Account Recievables

Current Liabilities

Working Capital Turnover ratio: The working capital turnover ratio is also referred to as net sales to working capital. It indicates a

Company's effectiveness in using its working capital.

𝑊𝑜𝑟𝑘𝑖𝑛𝑔 𝐶𝑎𝑝𝑖𝑡𝑎𝑙 𝑇𝑢𝑟𝑛𝑜𝑣𝑒𝑟 𝑟𝑎𝑡𝑖𝑜 =𝑆𝑎𝑙𝑒𝑠 𝑇𝑢𝑟𝑛𝑜𝑣𝑒𝑟

Current Assets − Current Liabilities

Debt to Equity ratio: The debt-to-equity ratio (D/E) is a financial ratio indicating the relative proportion of

shareholders' equity and debt used to finance a company's assets.

𝐷𝑒𝑏𝑡 𝑡𝑜 𝐸𝑞𝑢𝑖𝑡𝑦 𝑟𝑎𝑡𝑖𝑜 =𝑆ℎ𝑜𝑟𝑡 𝑇𝑒𝑟𝑚 𝐷𝑒𝑏𝑡 + 𝐿𝑜𝑛𝑔 𝑇𝑒𝑟𝑚 𝐷𝑒𝑏𝑡

𝑁𝑒𝑡 𝑊𝑜𝑟𝑡ℎ

Interest Coverage ratio: The Interest coverage ratio is a debt ratio and profitability ratio used to determine how easily a

Company can pay interest on outstanding debt.

𝐼𝑛𝑡𝑒𝑟𝑒𝑠𝑡 𝐶𝑜𝑣𝑒𝑟𝑎𝑔𝑒 𝑅𝑎𝑡𝑖𝑜 =𝐸𝑎𝑟𝑛𝑖𝑛𝑔 𝐵𝑒𝑓𝑜𝑟𝑒 𝐼𝑛𝑡𝑒𝑟𝑒𝑠𝑡 𝑎𝑛𝑑 𝑇𝑎𝑥

𝐹𝑖𝑛𝑎𝑛𝑐𝑒 𝐶𝑜𝑠𝑡

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Market Cap/Sales ratio: Market Cap/sales ratio, Price–sales ratio, P/S ratio, or PSR, is a valuation metric for stocks. It is calculated

by dividing the company's market cap by the revenue in the most recent year; or, equivalently, divide the per-share stock price by

the per-share revenue.

𝑀𝑎𝑟𝑘𝑒𝑡 𝐶𝑎𝑝/𝑆𝑎𝑙𝑒𝑠 𝑟𝑎𝑡𝑖𝑜 =𝑀𝑎𝑟𝑘𝑒𝑡 𝐶𝑎𝑝

𝑆𝑎𝑙𝑒𝑠 𝑇𝑢𝑟𝑛𝑜𝑣𝑒𝑟

Market Cap/ Net Worth ratio: It is a valuation ratio calculated by dividing Company’s market cap to net worth.

𝑀𝑎𝑟𝑘𝑒𝑡 𝐶𝑎𝑝/𝑁𝑒𝑡𝑤𝑜𝑟𝑡ℎ 𝑟𝑎𝑡𝑖𝑜 =𝑀𝑎𝑟𝑘𝑒𝑡 𝐶𝑎𝑝

𝑁𝑒𝑡𝑤𝑜𝑟𝑡ℎ

Market Cap/ PAT ratio: It is a valuation ratio calculated by dividing Company’s market cap to net profit.

𝑀𝑎𝑟𝑘𝑒𝑡 𝐶𝑎𝑝/𝑃𝐴𝑇 𝑟𝑎𝑡𝑖𝑜 =𝑀𝑎𝑟𝑘𝑒𝑡 𝐶𝑎𝑝

𝑛𝑒𝑡 𝑝𝑟𝑜𝑓𝑖𝑡

Market Cap/ EBITDA ratio: It is a valuation ratio calculated by dividing Company’s market cap to EBITDA.

𝑀𝑎𝑟𝑘𝑒𝑡 𝐶𝑎𝑝/𝐸𝐵𝐼𝑇𝐷𝐴 𝑟𝑎𝑡𝑖𝑜 =𝑀𝑎𝑟𝑘𝑒𝑡 𝐶𝑎𝑝

𝐸𝐵𝐼𝑇𝐷𝐴

Trading Volume (shares) (avg. of 1 year): Average number of shares/day traded in 1 year

Trading volume (shares) (high in 1 year): Highest number of shares/day traded in 1 year

Trading volume (shares) (minimum in 1 year): Lowest number of shares traded on any one day in 1 year

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SECTOR: TELECOMM EQUIPMENT & INFRA SERVICE REPORTING DATE: 1ST JUNE, 2016

GTL Infrastructure Limited www.gtlinfra.com

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Research Analyst: Sudarshan Shetty