MIRA INFORM REPORT

Report Date :

12.02.2007

IDENTIFICATION DETAILS

Name :	UNIVERSAL EXPOSITIIONS LIMITED
Registered Office :	401, Sanskriti Park, Commercial Block, 50 B, Mahakali Caves Road, Andheri (East), Mumbai – 400093
Country :	India
Financials (as on) :	31.03.2005
Date of Incorporation :	31.03.1997
Com. Reg. No.:	11-106947
CIN No.: [Company Identification No.]	U92140MH1997PTC106947
TAN No.: [Tax Deduction & Collection Account No.]	MUMU03827F
PAN No.: [Permanent Account No.]	AAACU1378E
Legal Form :	Private Limited Liability Company
Line of Business :	Subject act as Advisers or Consultants on all matters and problems relating to Organising Exhibitions and Trade Fairs

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 :
Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is a well – established and reputed company having fine track records. Trade relations are fair. Financial position is satisfactory. Payments are correct and as per commitments. The company can be considered good for any normal business dealings at usual trade terms and conditions. It can be regarded as a promising business partner in a medium to long – run.

LOCATIONS

Registered/Head Office :	401, Sanskriti Park, Commercial Block, 50 B, Mahakali Caves Road, Andheri (East), Mumbai – 400093
Tel. No.:	91-22-28302870/28302871
Fax No.:	91-22-28216140
E-Mail :	marketing@ueindia.com, ueindia@vsnl.com
Website :	http://www.ueindia.com
Office :	New Delhi Plot no. L-61, Third floor (leftside), Kalkaji, New Delhi. India Telephone - 91-11-42576355 Telefax - 91 11 26445155 E-Mail - north@ueindia.com Bangalore No. 40, Kammanahalli Main Road, Opposite Rc Church, St. Thomas Town Post, Bangalore - 560 084 Telefax - 91 80 41733633 E-Mail - south@ueindia.com

DIRECTORS

Name :	Mr. Khan Ali Liyakat
Designation :	Director
Address :	1701, C Block, RNA Heights, Andheri (East), Mumbai – 400093
Date of Birth/Age :	15.11.1959
Date of Appointment :	31.03.1998
Name :	Ms. Sylvia Liyakat Khan
Designation :	Director
Address :	1701, C Block, RNA Heights, Andheri (East), Mumbai – 400093
Date of Birth/Age :	26.11.1960
Date of Appointment :	16.01.1999
Name :	Mr. Khaiyam Jaliwala
Designation :	Director
Address :	B – 6, 51 Green Filds, Andheri (East), Mumbai – 400093
Date of Appointment :	20.02.2002

MAJOR SHAREHOLDERS

Names of Shareholders	No. of Shares
Mr. Khan Ali Liyakat	11200
Ms. Sylvia Liyakat Khan	8800
Mr. Amal Prasad	4
Mr. Carena Shankar	4
Mr. Anil Nair	4
Mr. Sam Verghese	4
Mr. Jaliwala Khaiyam	4

BUSINESS DETAILS

Line of Business :

Subject act as Advisers or Consultants on all matters and problems relating to Organising Exhibitions and Trade Fairs

GENERAL INFORMATION

No. of Employees :	30
Bankers :	v ICICI Bank Limited v Standard Chartered Bank
Facilities :	--

Banking Relations :	Satisfactory
Auditors :	Shirish Pandit & Assets Chartered Accountant
Associates/Subsidiaries :	v Index Media Private Limited

CAPITAL STRUCTURE

Authorised Capital :

No. of Shares	Type	Value	Amount
100000	Equity Shares	Rs. 100/- Each	Rs. 10.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
5005	Equity Shares	Rs. 100/- Each	Rs. 0.500 Millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2005	31.03.2004	31.03.2003
SHAREHOLDERS FUNDS
1] Share Capital		0.500	0.500	0.500
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		2.606	1.325	0.683
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		3.106	1.825	1.183
LOAN FUNDS
1] Secured Loans		0.316	0.478	0.909
2] Unsecured Loans		0.000	0.000	0.000
TOTAL BORROWING		0.316	0.478	0.909
DEFERRED TAX LIABILITIES		0.081	0.035	0.000
TOTAL		3.503	2.338	2.092
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		2.582	2.641	2.220
Capital work-in-progress		0.000	0.000	0.000
INVESTMENT		0.000	0.000	0.000
DEFERREX TAX ASSETS		0.000	0.000	0.026
CURRENT ASSETS, LOANS & ADVANCES
	Inventories
	Sundry Debtors
	Cash & Bank Balances			2.715
	Other Current Assets	0.911	(0.319)
	Loans & Advances
Total Current Assets				2.715
Less : CURRENT LIABILITIES & PROVISIONS
	Current Liabilities			2.892
	Provision			0.000
Total Current Liabilities				2.892
Net Current Assets		0.911	(0.319)	(0.177)
MISCELLANEOUS EXPENSES		0.010	0.016	0.023
TOTAL		3.503	2.338	2.092

PROFIT & LOSS ACCOUNT

PARTICULARS	31.03.2005	31.03.2004	31.03.2003
Sales Turnover [including other income]	24.325	15.379	13.766
Profit/(Loss) Before Tax	2.012	0.855	0.382
Provision for Taxation	0.732	0.272	0.120
Profit/(Loss) After Tax	1.280	0.583	0.262
Export Value	3.834	1.976	NA
Total Expenditure	22.761	14.940	13.383

KEY RATIOS

PARTICULARS		31.03.2005	31.03.2004	31.03.2003
PAT / Total Income	(%)	5.26	3.79	1.90
Net Profit Margin (PBT/Sales)	(%)	8.27	5.55	2.77
Return on Total Assets (PBT/Total Assets}	(%)	--	--	7.74
Return on Investment (ROI) (PBT/Networth)		0.64	0.46	0.32
Debt Equity Ratio (Total Liability/Networth)		--	--	3.21
Current Ratio (Current Asset/Current Liability)		--	--	0.93

LOCAL AGENCY FURTHER INFORMATION

Directors Report

In view to conserve the resources of the company, the directors are unable to declare any dividend

Fixed Assets

v Office Premises

v Furniture & Fixture

v Computer

v Office Equipment

v Vehicles

As per Website Details

About Us

Universal Expositions Limited (UEL) is one of the best known and highly regarded organisers of corporate exhibitions, in the country. Since its inception in 1989,the company has been a conscientious provider of professional management services in the area of exhibitions and trade fairs, as well as the associated field of conferences and seminars. The main thrust of UEL's business activity has been to conceptualize and evolve original exhibitions, achieving particular renown in the interior decoration and building materials industry and the information technology industry. UEL has also provided expertise to industry associations for specialist exhibitions. A pioneer in the field, UEL have developed a reputation for professionalism and commitment to their clientele, with most of whom the company has built up a rapport over a series of successful expositions, spanning the last two decades.

Universal Group

v Core Business Competence: Tradefairs - Pioneers, with over 16 years of tradefair expertise

v Industry leaders and trend setters

v Organisers of Index International Furniture Fair, the country's premier event for the industry

v Group interests include: Publication, Consultancy & Design

v Strong international and regional equity

v Comprehensive in-house databases with precise market research support

Company Initiatives

v To create an efficient business forum in a changing, increasingly global economy

v Provide media support through industry specific publications and market information

v Position India as the new business hub for South East Asia

Company Profile

The Organization

Universal Expositions Limited. is one of the best known and highly regarded organizers of corporate exhibitions in the country. Since its inception in 1989, the company has been a conscientious provider of professional management services in the areas of exhibitions and Trade fairs, as well as the associated field of conferences and seminars under the brand INDEX Fairs. The company has developed and organized over 60 industry specific trade fairs and exhibitions in the areas of Interior decoration, Information technology, communication and the construction industry among others.

Management

The Managing Director, Mr. Liyakat Ali Khan, is a founding partner. An MBA from Mumbai, Mr. Khan has a decade and a half of experience in trade fairs, and over 20 years of marketing experience.

The marketing team comprises of a General Manager – Marketing and a team of professional Project Managers.

Tradefairs & Exhibitions

A few exhibitions that have been path breaking or exceptional in their genr`e:

The PC EXPO series. Organised for the first time in Bombay in 1992, and expanded to a nation-wide annual series spread across the metros i.e., Mumbai, Delhi, Chennai, Kolkata, Bangalore and Hyderabad. The coverage of PC EXPO grew from 700 sq.m. to 2600 sq. m, in each city, in the first five years, with a participation profile of about 100 organisations at a single fair, which included all the luminaries of the IT industry.

CONNECT INDIA was the first international exhibition organised for the communications industry, in Mumbai, 1995. The exhibition was a small focused event comprising about 70 organisations, covering a stall area of 1000 sq. metres. A series of seminars was also held concurrently. This path breaking event was extremely well received by both the industry and the participant organisations.

PC EXPO-HOME was another focused exhibition, in Mumbai May 1996. Another first for UEL and the IT industry, this exhibition focused on the utility of information technology and communications for entrepreneurs and the home segment (SOHO).

PROPERTY & REAL ESTATE - a pioneering exhibition in the area of property development and has been a forum for builders and developers from all over the country to interact with potential clientele. This fair covered a net space of about 2000 square metres and attracted over 100 participants. It was widely covered in the press and had an enormous response from the general public.

INTERIOR DECOR & BUILDEX was the single largest show in the country orientated to the building materials and interior decoration industry. Organised from 1989, the last ten year period has seen a growth in the exhibition as well as its equity in the trade and professional visitor group. ID&B has been associated with over 700 participant companies country-wide and has attracted thousands of visitors from India and overseas. ID&B was renamed INDEX (an acronym of the whole phrase) in 1997, and has extended its brand equity to the recently instituted INDEX Awards for the most promising young designer of the year.

INDEX 2000 was the eleventh time of INDEX and was an international event. It was held at the Bombay Exhibition Center, and covered an exhibition area of 7,500 square metres. The fair attracted over 12,000 trade and business visitors and had an estimated total visitor ship of over 54,000 individuals, including end-users and corporate visitors. There was also a concurrent seminar for architects under the aegis of the prestigious association – the Indian Institute of Architects.

INDEX 2001 International Trade fairs saw the first step in the path towards truly international products with two concurrent but separate trade fairs, one on Building Materials and the other – India’s first exclusive fair on furniture (INDEX INTERNATIONAL FURNITURE FAIR). The response to the fairs was tremendous with over 63,000 registered visitors, of which one in four was a trade visitor. The press too was extremely appreciative of INDEX with the fair being covered in the business papers as well as by CNBC ASIA – an all - business television channel

INDEX 2003 INTERNATIONAL FURNITURE FAIR was India’s largest furniture fair with visitors and exhibitors from India and abroad. The year 2003 saw the introduction of India’s first trade fair for the furniture intermediates, hardware and woodworking industry, and called INDEX INTER-FURN. The fair was held concurrently with the INDEX International Furniture Fair.

BUILDINDIA 2003 was a co-operation between the INDEX FAIRS “BUILDEX” brand and the Builders Association of India. The fair was focused to building construction materials and construction machinery. Though small at 4000 sq.metres, it was well received by the target audience of builders and contractors.

INDEX FAIRS 2004 had the best of Indian and international brands displaying their products and with a cumulative area of over 20,000 square meters has evolved to become the single most important event for the relevant industries, with twenty seven thousand one hundred and eighty six registered trade visitors, comprising of Architects, Interior Designers, Builders, Project Managers, Consultants, Manufacturers, Corporate, Institutional Buyers to name a few.

GROUP COMPANIES.

Index Media Private Limited is the publishing house associated with the Group. The company publishes “INDEX FURNITURE JOURNAL: The Indian Review of World Furniture and Design” or IFJ a new publication and a first for the country. The inaugural issue was published concurrent with the INDEX International Furniture Fair, in September 2003. IFJ has been extremely well received in trade and professional circles, and, is a member of the prestigious International Alliance of Furnishing Publications (IAFP).

INDEX MEDIA CONSULTING provides complete access to the Indian market based on research and market intelligence, the new initiative for ‘Index media consulting’ will include the provision of consultancy in the field of furniture and allied industries. The company will also provide hospitality and support service and support to clients interested in doing business in India.

INDEX DESIGN is the specialist design cell of Index Media Private. Limited. and services all the creative and design requirements of the group companies and selected clients.

COMPANY GOALS AND FUTURE INITIATIVES.

The long term goals of the company would be to put India on the tradefair map of the world, to globalize the industry and provide professional services of international quality and standards. In addition, the company pride themselves on building up a reputation for being professional and ethical players in a young industry which has seen more than its fair share of fly-by-night operators and unprofessionalism.

In the short term, the goals of this organisation would be to specialize in selected industries and provide a complete market support service and build these up to International standards. In keeping with the goals of building world class trade fairs in India, UEL promote their fairs overseas through dedicated visits by their International marketing team, to invite the cooperation of Industry Trade Associations around the world, and also work closely with the Chambers of Commerce and Trade Commissions of several nations to develop a truly international product.

It is the corporate belief of Universal Expositions Limited. that trade fairs are increasingly the way that the world will trade, especially in the light of the IT revolution doing away with the need for offices and more conventional forms of doing business. However, it appears that in a market such as India, and the neighbouring countries, that the fair cannot be an end in itself. They believe that it would tremendously add value and support exhibitors, in particular those from overseas, were the trade fair organiser to provide the kind of services that increase information about this emerging market as well as provide facilitation services that will make it simpler for the overseas exhibitor to conclude the business that he has come for.

In particular, this would involve setting up market visits, buyer-seller meets, factory visits and the like to facilitate the process of trade.

Universal Expositions Limited. is pleased to offer these support services to exhibitors as well as Trade Commissions and promotion agencies, under the aegis of its group company, INDEX MEDIA CONSULTING.

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] 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.44.17
UK Pound	1	Rs.86.10
Euro	1	Rs.57.26

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	6
PAID-UP CAPITAL	1~10	6
OPERATING SCALE	1~10	6
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	6
--PROFITABILIRY	1~10	6
--LIQUIDITY	1~10	6
--LEVERAGE	1~10	6
--RESERVES	1~10	6
--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	YES
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		54

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	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
NR		In view of the lack of information, we have no basis upon which to recommend credit dealings	No Rating

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