MIRA INFORM REPORT

Report Date :

5^th May 2006

IDENTIFICATION DETAILS

Name :	GUJARAT ADANI PORT LIMITED
Registered Office :	"Adani House", Shrimali Society, Near Mithakhali Six Road, Ahmedabad, Gujarat, India.
Country :	India
Financials (as on) :	31.03.2005
Date of Incorporation :	26^th May, 1998
CIN No.:	U63090GJ0998PLC034182
Com. Reg. No.:	04-34182
TAN No.: (Tax Deduction & Collection Account No.)	AHMG00515E
PAN No.: (Permanent Account No.)	AAACG7917K
Legal Form :	It is a closely held public limited liability company.
Line of Business :	Operate and Maintain Port

RATING & COMMENTS

MIRA’s Rating :

Ba

RATING		STATUS	PROPOSED CREDIT LINE
41-55	Ba	Overall operation is considered normal. Capable to meet normal commitments.	Satisfactory

Maximum Credit Limit :	USD 22750000
Status :	Satisfactory
Payment Behaviour :	Usually Correct
Litigation :	Clear
Comments :	Subject is a private sector port project in joint venture with Gujarat State Government and Adani Group of Ahmedabad. It is financially assisted by well-known financial institutions. Adani Group is influential and has close rapport with Gujarat State Government. Trade relations are fair. Payments are usually correct and as per commitments. The company can be considered normal for business dealings at usual trade terms and conditions.

LOCATIONS

Registered Office :	"Adani House", Shrimali Society, Near Mithakhali Six Road, Ahmedabad, Gujarat, India.
Tel. No.:	91-79-26565555 / 25555555
Fax No.:	91-79-26565500/25555500
E-Mail :	info@adanigroup.com appiportad1@sancharnet.in
Website :	http://www.adanigroup.com
Factory 1 :	Post Bag No. 1, Mundra - 370 421, Kutch, Gujarat, India
Tel. No.:	91-2838-289300/289248/289448
Fax No.:	91-2838-289200/289440
Website:	http://www.mundraport.com

DIRECTORS

Name :	Gautam Shantilal Adani
Designation :	Managing Director
Address :	Shantivan Garm house, B/h Karnavati Club, Mohemadpura, Ahmedabad, 380057, Gujarat
Date of Birth/Age :	24/06/1962
Date of Appointment :	26/05/1998
Name :	Rajesh Shantilal Adani
Designation :	Director
Address :	14 Sutathi Restaurant vastrapur, Ahmedabad, 380054, Gujarat
Date of Birth/Age :	07/12/1964
Date of Appointment :	26/05/1998
Name :	K N Subramani Venkata
Designation :	Director
Address :	D4/D5, Ashok Swetha, 101 102 Lioyds Road, Royapethah, Chennai-600040
Date of Birth/Age :	14/04/1938
Date of Appointment :	28/09/1999
Name :	Choudhuri R B Swajit
Designation :	Director
Address :	Rajami Kusumalay Nandlal, Jitu Road, Off 119, Sarat Bose road, Kolkata, - 700026
Date of Birth/Age :	30/04/1942
Date of Appointment :	02/11/2002
Name :	Haribhatia V. Shailesh
Designation :	Director
Address :	42 Free, Nariman Point, Mumbai, -400021 Maharashtra
Date of Birth/Age :	12/03/1956
Date of Appointment :	30/04/2003
Name :	Subramanian P Venkteswaran
Designation :	Director
Address :	A/7, ½ Lioyds Garden 7^th Floor, Appasaheb, Marathe marg Prabahadevi, Worli, Mumbai 400025
Date of Birth/Age :	22/01/1941
Date of Appointment :	30/04/2003
Name :	Agarwal Motilal Arvind
Designation :	Director
Address :	12 Udyog Bhavan, sector-11, Gandhi Nagar, 382017, Gujarat
Date of Birth/Age :	23/04/1960
Date of Appointment :	12/03/2004
Name :	Harikrishna B. dash
Designation :	Director
Address :	K-517, Sector-20, Gandhi Nagar, Gujarat
Date of Birth/Age :	18/04/1955
Date of Appointment :	12/03/2004
Name :	Vinodkumar C Babbar
Designation :	Director
Address :	6^th Floor, 5^th Block, Sachivalaya, Gandhi Nagar, Gujarat
Date of Birth/Age :	08/06/1953
Date of Appointment :	30/09/2004
Name :	Sanjay R. Gupta
Designation :	Director
Address :	B-202 Dhananjay Tower, Near Shyamal Row House, satellite, Ahmedabad, -380051, Gujarat
Date of Birth/Age :	19/06/1963
Date of Appointment :	16/02/2005
Name :	Malay Mahadevia
Designation :	Director
Address :	12-B, Gyankunj, Society, opp. St, Xaviers College, Navrangpura, Ahmedabad, -380009, Gujarat
Date of Birth/Age :	03/05/1963
Date of Appointment :	16/02/2005
Name :	Ameet H. Desai
Designation :	Director
Address :	A. 403, Pratishtha Apartment, Bodakdev, Ahmedabad, Gujarat
Date of Birth/Age :	04/10/1963
Date of Appointment :	01/09/2005
Name :	Dipti Y Shah
Designation :	Secretary
Address :	601, Shailraj Tower, Near Management Enclave, Vastrapur, Ahmedabad, -380015, Gujarat
Date of Birth/Age :	14/07/1960
Date of Appointment :	03/09/2005
Name :	Rahul Shah
Designation :	Secretary
Address :	B-11, Avani, Near jariwala park, Ahmedabad, Gujarat-380009
Date of Birth/Age :	28/05/1977
Date of Appointment :	01/10/2002

MAJOR SHAREHOLDERS

Names of Shareholders	Percentage of Holding
Public Financial Institutions	5.09 %
Bodies Corporate	92.63 %
Directors/Relatives of Director	0.58 %
Other top 50 share Holders	1.70 %
Total	100.00 %

BUSINESS DETAILS

Line of Business :	Operate and Maintain Port
Products :	Port Services

GENERAL INFORMATION

No. of Employees :	600
Bankers :	v State Bank of India, Ahmedabad, Gujarat v State Bank of Travancore, Ahmedabad, Gujarat v Bank of Baroda, Ahmedabad, Gujarat v Canara Bank, Ahmedabad, Gujarat v UTI Limited, Ahmedabad, Gujarat

Banking Relations :	Satisfactory
Auditors :	G. K. Choksi & Company Chartered Accountants Ahmedabad, Gujarat.
Associates/Subsidiaries :	v Adani Port Limited v Adani Exports Limited, Ahmedabad Line of Business: Trading House v Star Trading House v Adani Wilmer Limited v Adani Global Limited v BZC India Limited v Adani Infrastructure Services Limited v Adani agro Private Limited v Adani Export Limited v SAB Trust v BZC India Limited v Gujarat Adani Infrastructure Private limited v Adani Chemicals Limited v Adani Properties Private Limited v Adani Wilmar Limited

CAPITAL STRUCTURE

Authorised Capital :

No. of Shares	Type	Value	Amount
205000000	Equity Shares	Rs. 10/-each	Rs. 2050.000 millions
5000000	Non cumulative Redeemable Preference shares	Rs. 10/-each	Rs. 50.000 millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
139998000	Equity Shares	Rs. 10/-each	Rs. 1390.980 millions
2811037	Non cumulative Redeemable Preference shares	Rs. 10/-each	Rs. 28.110 millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2005	31.03.2004	31.12.2002 (15 Months)
SHAREHOLDERS FUNDS
1] Share Capital		1428.090	1428.110	1400.000
2] Share Application Money		402.164	0.000	0.000
3] Reserves & Surplus		3893.965	3254.846	444.503
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		5724.219	4682.956	1844.503
LOAN FUNDS
1] Secured Loans		5898.502	2841.961	4965.176
2] Unsecured Loans		345.297	0.000	0.000
TOTAL BORROWING		6243.799	2841.961	4965.176
Amount received under loan usage agreement		4586.833	4552.843	672.301
DEFERRED TAX LIABILITIES		215.186	0.000	0.000
TOTAL		16770.037	12077.760	7481.980
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		11262.979	6942.429	4418.513
Capital work-in-progress		4371.466	1962.442	777.427
INVESTMENT		320.322	2060.555	2718.146
DEFERREX TAX ASSETS
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	30.538	1.551	0.000
	Sundry Debtors	426.830	24.735	26.846
	Cash & Bank Balances	305.755	41.644	35.728
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	691.340	1741.467	173.912
Total Current Assets		1454.463	1809.397	236.486
Less : CURRENT LIABILITIES & PROVISIONS
	Current Liabilities	752.912	833.439	672.044
	Provisions
Total Current Liabilities		752.912	833.439	672.044
Net Current Assets		701.551	975.958	(435.558)
MISCELLANEOUS EXPENSES		113.719	136.376	3.452
TOTAL		16770.037	12077.760	7481.980

PROFIT & LOSS ACCOUNT

PARTICULARS	31.03.2005	31.03.2004	31.03.2003
Sales Turnover [including other income]	2749.395	1110.437	586.283
Profit/(Loss) Before Tax	904.689	34.339	24.539
Provision for Taxation	286.154	6.923	0.036
Profit/(Loss) After Tax	618.535	27.416	24.503
Total Expenditure	1838.865	1091.839	561.744

KEY RATIOS

PARTICULARS		31.03.2005	31.03.2004	31.03.2003
PAT / Total Income	(%)	22.50	2.44	4.18
Net Profit Margin (PBT/Sales)	(%)	32.91	3.09	4.19
Return on Total Assets (PBT/Total Assets}	(%)	5.20	0.27	0.30
Return on Investment (ROI) (PBT/Networth)		0.16	0.01	0.01
Debt Equity Ratio (Total Liability/Networth)		1.22	0.78	3.06
Current Ratio (Current Asset/Current Liability)		1.93	2.17	0.35

LOCAL AGENCY FURTHER INFORMATION

Fixed Assets :

Ø Leasehold Land developers

Ø Software

Ø Freehold Land

Ø Building

Ø Machines Structure

Ø Railways Tracks

Ø Plant and Machinery

Ø Office Equipments

Ø Vehicles

Amalgamation of Adani Port Limited :

Pursuant to the shareholders approval and as per the sanction of Honble Gujarat High Court of the scheme of amalgamation vide order dated 21^st April 2005, the assets and liabilities of Adani Port Limited whose principal business was providing back up facilities at Mundra port. Were transferred to and vested in the company with effect from the appointed date 1^st April 2003 in accordance with the scheme of amalgamation and necessary memorandum has been filed with Registrar of Companies Gujarat on 30^th June 2005

The amalgamation has been accounted for under the Purchase Accounting Method as prescribed by Accounting Slandered 14 issued by the institute of Chattered Accountants of India According the operating resulting of APL have been included in the company’s results of operations. The assets acquired and liabilities assumed have been recorded at estimated fair values determined consequent to the scheme of Amalgamation. The Goodwill of Rs. 785.949 millions will be amortized over 28 years commencing from 1^st April 2003, which is the appointment with Gujarat maritime Board.`

Financial Highlights :

The current accounting year is for the year April 1, 2004 to march 31 2005 and pertain to the amalgamation entity where the previous accounting period was for the period was from January, 1, 2003 to March 31, 2004 and for the stand-along entity the corresponding figures for the previous year are therefore not comparable with those of the current year.

The directors are pleased to inform that total income earned during the year was Rs. 2749.399 millions against expenditure of Rs. 1021.971 millions resulting into Profit before depreciation interest and financial charges of Rs. 1727.428 millions the net profit after tax during the year under review was Rs. 618.536 millions

Operations :

During the year under review the Port of Mundra handed 859 vessels as against 545 vessels handled during the previous period if 15 months the port handled 861 mmt of cargo in the year under review against 5.92 mmt. Of cargo in the previous period of 15 months. This year was the first full year of operations of the container terminal. The total cargo handled during year review comprises 70 % from Bulk Cargo and 30 % from containers.

The port has emerged as the preferred Port of Call for Bulk products like Iron nad Steel coal. Fertilizer and Bent nine Bauxite. Various port based industries have been set up in vicinity of port providing fillup to Export and Import trade of the country. The port container terminal now has container vessel services across globe. Middle East Asia, far East Asia and Intra Asia and has emerged as imported Port of Call for container ships plying to India

The company has entered into contractual arrangement providing port back up and intrastate with Port users for development of downstream port related facilities thereby fathering the integrated port development and growth of cargo at the port.

The rail line during the year has handled 1101 rail reeks against 945 rail rakes in the previous period of 15 months and handled 4.35 mmt of cargo against 2.47 mmt of cargo in the precious period of 15 months.

The milestones achieved during the year under review are as follows:

Highest Cargo handled during a months	619835 MTs during September, 2004
Highest No. of Vessels during a months	87 Nos. during January, 2005
Highest No. of Rakes during a Months	200 Nos. during December, 2004

With the thrust on mechanized port operations the cargo handing operations have become faster. The achievements at port operations to date in current financial year are also running well ahead of the corresponding period in the previous year.

Development Plans:

Single Point Mooring Facility:

The directors are pleased to inform that the company has completed construction of a single point mooring systems a fortune 500 companies and the company received landing a shipping declaration from custom development on 5^th May 2005. this development hear lads a new begging of outstanding in the Indian crude Oil a pipeline industry. The companies performance of undermined project execution has catapulted port as the preferred products. The port has become the focal point for crude oil handling in terms of future projects in this sector. This would result in new opportunities for growth for the company.

Infrastructure Connectivity :

In line with the vision of integrated port development the company has taken equity stake in Kutch railway company limited a special purpose vehicle company promoted for gauge con version the project would result in strengthening the Mundra Ports rail connectivity to the North India

Development of Sez:

The company is the co developers for the Mundra project coming up in vicinity of the port MSEZ project has been approved by the Ministry of Commerce Government of India with the developers of word class infrastructure in the SEZ number of industrial / commercial units would develop which would result in growth of cargo for the port.

Name of the company	Gujarat Adani Port Limited
Presented By	Rahul C Shah, Company Secretary
1) Date and description of instrument creating the change	17^th June 2005. Indenture of Mortgage executed by the company in favour of infrastructure development finance company limited hereagter collectively referred to as the lender a certified copy of the said indenture of mortgage is enclosed.
2) Amount secured by the charge/amount owing on the securities of charge	The Rs. loan of Rs. 3000 millions agreed to ne lend and advanced by the lender to the company together with interest liquidated d\damages cost charges expenses and other monies payable by the rupees loan agr3eemen dated 20^th May 2005 entered into between the company nad the lender hereafter collectively referred to as the rupees loan agreement.
3) Short particular of the property charged. If the property acquired is subject to charge, date of the acquired of the property should be given	The immovable and movable properties of the company related to project including all and singular the pieces or parcels of lands and premises satiate lying and at navinal island and village durb mundra, district Kachchh, Gujarat to the project together with the tight to use the foreshore lands and the water front to use the foreshore lands and the water abetting thereto all road building election shall at any time hereafter during the continuance of the security and standing or attached at the aforesaid lands present and future. All the rights, title interest, benefits claims and demands whatsoever of the company in the project document to the extent relatable to the project duly acknowledgement nad consented to by the relevant counter parties to such project documents wherever pertinent all as amended varied or supplemented from time to time 2. All the rights, title interest, benefits claims and demands whatsoever of the company in the project document to the extent relatable to the project 3. All the rights, title interest, benefits claims and demands whatsoever of the company in the project document to the extent relatable to the project duly acknowledgement nad consented to by the relevant counter parties to such project documents 4. All the rights, title interest, benefits claims and demands whatsoever of the company in the project document to the extent relatable to the project the cash flows receivable under the project documents escrow account and debt services reserve in respect of the project wherever maintained by the company. All the borrowers immovable and movable properties other than the immovable and movable properties in respect of the project.
4) Gist of the terms and conditions and extent and operation of the charge.	The charges over the assets described in 3 above shall be a first charge. The charge over the assets described in 3 shall be subject to the charge in favour of the company in favour of the senior lenders of the company. The company has undertaken to keep the properties goods mentioned in 3 above in marketable and goods conditioner at its own costs and to issuer the same in the joint names of the company and the lender. All the goods hypothecation and all realizations and insurance proceeds thereof and all documents in respect of the said security are to be kept distinguishable and held as she exclusive property of the lender. The security created under the said indenture of mortgage is to be a continuing security.
5) Name and Address and description of the person entitled to the charge.	Infrastructures Development Finance company Limited Famon Jouse, 2^nd Floor 169, Backbay Reclamation, Mumbai –400020
6) Date and brief description of instrument modifying the charge	Not Available
7) Particulars of modifications specifying the terms and conditions or the extent of operations of the charge in which modification is made and the details of the modification.	Not Available

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 records 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. 44.88
UK Pound	1	Rs. 83.07
Euro	1	Rs. 56.94

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	5
PAID-UP CAPITAL	1~10	7
OPERATING SCALE	1~10	5
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	5
--PROFITABILIRY	1~10	2
--LIQUIDITY	1~10	5
--LEVERAGE	1~10	5
--RESERVES	1~10	4
--CREDIT LINES	1~10	6
--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
TOTAL		44

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		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	Unfavourable & favourable factors carry similar weight in credit consideration. Capability to overcome financial difficulties seems comparatively below average/normal.	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

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