MIRA INFORM REPORT

 

 

Report Date :

23.01.2007

 

IDENTIFICATION DETAILS

 

Name :

SUBHASH PROJECTS AND MARKETING LIMITED

 

 

Registered Office :

F 27/2, Phase 2, Okhla Industrial Area, New Delhi-110020

 

 

Country :

India

 

 

Financials (as on) :

31.03.2006

 

 

Date of Incorporation :

27.08.1981

 

 

Com. Reg. No.:

55-12228

 

 

CIN No.:

[Company Identification No.]

L99999DL1981PLC012228

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

BLRS03339A

 

 

Legal Form :

Public Limited Liability Company. Company’s shares are listed on the Stock Exchanges.

 

 

Line of Business :

Execution of Water related Turnkey Projects

 

RATING & COMMENTS

 

MIRA’s Rating :

A

 

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 3250000

 

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is a well-established and reputed company having fine track. Directors are reported as experienced, respectable and having satisfactory means of their own. Their trade relations are reported as fair. Business is active. Payments are reported as usually correct and as per commitments.

 

The company can be considered good for any normal business dealings at usual trade terms and conditions.

 

LOCATIONS

 

Registered Office :

F 27/2, Phase 2, Okhla Industrial Area, New Delhi-110020, India

Tel. No.:

91-11-26387091

Fax No.:

91-11-26386003

E-Mail :

info@subhash.com, delhi@del.spml.co.in

 

 

Corporate Office :

22, Camac Street, Block-A, 3rd Floor, Kolkata-700017, West Bengal, India

Tel. No.:

91-33-40091200/1/2/3/4

Fax No.:

91-33-40091303

E-Mail :

corporate@spml.co.in

 

 

Engineering Office :

113, Park Street, Poddar Point, South Block, 3rd Floor, Kolkata-700016, West Bengal, India

Tel. No.: 91-33-22293882

Fax No.:91-33-22293883

 

VIIPS Centre, 2nd Floor, 2, LSC, Masjid Moth, Greaterkailash-II, New Delhi-110048

Tel. No.: 91-11-41435000

Fax No.: 91-11-41435005

 

 

Regional Offices :

Bangalore

8/2, Ulsoor Road, Bangalore - 560 042

E-Mail : blr@blr.spml.co.in

Tel. No.: 91-80-41859500

Fax No.: 91-80-25595580

 

Guwahati

Fancy Bazar, Guwahati 781 001

Tel. No.: 91-361-2544106/ 2542194/ 2543971

Fax No.: 91-361-2544106

 

Jaipur

Om Tower, 3rd Floor, Church Road, M I Road, Jaipur - 302 001

Tel. No.: 91-141-2371887

Fax No.: 91-141-2371887

E-Mail : Jaipur.ro@del.spml.co.in

 

Patna

Hem Plaza, 305-A, Fraser Road, Patna-800001

Tel. No.: 91-612-2205378

Fax No.: 91-612-2205378

E-Mail : patna@kol.spml.co.in

 

Bhopal

C, Kanha - Nirupam Tower, 62, Malviya Nagar, Bhopal - 462 003

Tel. No.: 91-755-4294411/ 4224656

91-755-4224656

E-Mail : bhopalro@kol.spml.co.in

 

Mumbai

No.101, Arvind Chambers Premises Co-operative Society Limited, Western Express Highway, Andheri (East), Mumbai-400069

 

DIRECTORS

 

Name :

Mr. Anil Kumar Sethi

Designation :

Chairman

 

 

Name :

Mr. Subhash Chand Sethi

Designation :

Vice Chairman and Managing Director

 

 

Name :

Mr. R. L. Gaggar

Designation :

Director

 

 

Name :

Mr. B.B. Chakraborty

Designation :

Director

 

 

Name :

Mr. Deepak Sethi

Designation :

Director

 

 

Name :

Mr. K. Mukhopadhyay

Designation :

Director

 

 

Name :

Mr. A. Bhattacharjee

Designation :

Director

Date of Appointment :

08.11.2005

 

KEY EXECUTIVES

 

Name :

Mr. B. N. Choudhary

Designation :

Executive Vice President and Company Secretary

 

MAJOR SHAREHOLDERS

 

Names of Shareholders

No. of Shares

Percentage of Holding

Promoters

23517460

75.48

Mutual Funds

1013000

3.25

Non resident Indians

50668

0.16

Banks and Financial Institutions

2000

0.01

Corporate Bodies

3378645

10.85

Public

3194627

10.25

Total

31156400

100.00

 

BUSINESS DETAILS

 

Line of Business :

Execution of Water related Turnkey Projects

 


 

GENERAL INFORMATION

 

Bankers :

Ř       Canara Bank

Ř       Andhra Bank

Ř       Bank of Baroda

Ř       State Bank of Travancore

Ř       State Bank of Hyderabad

Ř       State Bank of My sore

Ř       State Bank of Bikaner and Jaipur

Ř       Punjab National Bank

Ř       Oriental Bank of Commerce

Ř       Syndicate Bank

Ř       Union Bank of India

Ř       IDBI Bank Limited

 

 

Facilities :

Secured Loans :

 

Particulars

Rs. (in millions)

Term Loan

 

From Rural Electrification Corporation Limited

89.968

Auto Loans

14.888

SREI Infrastructure Finance Limited

4.584

Total

109.440

 

 

Other Loans

 

From Scheduled Banks on Credit Account

419.539

 

Total

419.539

 

Unsecured Loans :

 

Particulars

Rs. (in millions)

From Bodies Corporate

33.440

From Clients as Mobilisation Advance

681.861

From Canara Bank

5.040

Total

720.341

 

 

 

Banking Relations :

Satisfactory

 

 

Auditors :

Sunil Kumar Gupta & Company

Chartered Accountants

B-2, Magnum House – 1, Karampura Commercial Complex, New Delhi-110 015

 

 

Group Companies :

Ř       Subhash Utility Management Services Limited

Ř       Senmati Homes Private Limited

Ř       Binwa Hydro Electric Power Company Private Limited

 

 

Associates/Subsidiaries :

Subsidiaries

 

Ř       Neogal Power Company Private Limited

Ř       Awa Power Company Private Limited

Ř       Luni Power Company Private Limited

Ř       IQU Power Company Private Limited

 

Associates

 

Ř       Subhash Kabini Power corporation Limited

Ř       Subhash Pipes Limited

Ř       Tones Valley Power Company Private Limited

Ř       Abhinandan Enterprises Private Limited

Ř       Rishab Commercial Private Limited

Ř       Rupin Tones Power Private Limited

Ř       Uttarrkashi Tones Hydro Power Private Limited

Ř       Binwa Power Company Private Limited

Ř       Delhi Waste Management Private Limited

Ř       Bharat Hydro Power Corporation Private Limited

Ř       Pondichary Port Limited

Ř       Subhsh Systems Private Limited

 

CAPITAL STRUCTURE

 

Authorised Capital :

No. of Shares

Type

Value

Amount

200000000

Equity Shares

Rs.2/- each

Rs.400.000 millions

1000000

Preference Shares

Rs.100/- each

Rs.100.000 millions

 

Total

 

Rs.500.000 millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

31156400

Equity Shares

Rs.2/- each

Rs.62.313 millions

 


 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.03.2006

31.03.2005

31.03.2004

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

62.313

62.313

62.300

2] Share Application Money

.000

0.000

0.000

3] Reserves & Surplus

749.524

567.469

544.000

4] (Accumulated Losses)

0.000

0.000

0.000

NETWORTH

811.837

629.782

606.300

LOAN FUNDS

 

 

 

1] Secured Loans

528.979

309.757

247.100

2] Unsecured Loans

720.341

205.847

63.900

TOTAL BORROWING

1249.320

515.604

311.000

DEFERRED TAX LIABILITIES

110.113

129.112

0.000

 

 

 

 

TOTAL

2171.270

1274.498

917.300

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

409.180

397.952

405.600

Capital work-in-progress

97.199

0.000

0.000

 

 

 

 

INVESTMENT

242.736

168.658

167.700

DEFERREX TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

746.189

376.810

163.200

 

Sundry Debtors

1245.370

807.058

497.300

 

Cash & Bank Balances

422.701

245.842

176.800

 

Other Current Assets

0.000

0.000

0.000

 

Loans & Advances

428.927

206.397

92.700

Total Current Assets

2843.187

1636.107

930.000

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Current Liabilities

1365.492

904.515

585.700

 

Provisions

55.540

24.847

2.900

Total Current Liabilities

1421.032

929.362

588.600

Net Current Assets

1422.155

706.745

341.400

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

1.143

2.600

 

 

 

 

TOTAL

2171.270

1274.498

917.300

 


 

PROFIT & LOSS ACCOUNT

 

PARTICULARS

 

31.03.2006

31.03.2005

31.03.2004

Sales Turnover [including other income]

3976.072

2512.110

1195.000

 

 

 

 

Profit/(Loss) Before Tax

214.260

58.262

2.200

Provision for Taxation

(0.113)

23.796

(3.100)

Profit/(Loss) After Tax

214.373

34.466

5.300

 

 

 

 

Total Expenditure

3761.812

2453.848

1192.800

 

QUARTERLY / SUMMARISED RESULTS

 

PARTICULARS

 

 

30.06.2006

30.09.2006

 Sales Turnover

 

 1051.800

 1936.500

 Other Income

 

 65.100

 7.800

 Total Income

 

 1116.900

 1944.300

 Total Expenditure

 

 951.700

 1728.400

 Operating Profit

 

 165.200

 215.900

 Interest

 

 16.600

 35.500

 Gross Profit

 

 148.600

 180.400

 Depreciation

 

 15.700

 79.400

 Tax

 

 15.500

 14.300

 Reported PAT

 

 114.900

 100.600

 

200606 Quarter 1

 

Notes

 

EPS is Basic and Diluted. 1. The above results were reviewed by Audit Committee & Approved by the Board of Directors of the company at its meeting held on 31.07.2006 and have been subjected to 'Limited Review'. 2. During the quarter, there were two complaints received and disposed off from the investors and there was no complaint pending at the beginning of the quarter. 3. The Company has made provision for minimum alternate tax under section 115JB of the Income Tax Act 1961. The benefit u/s 80-IA and the effect on deferred tax on same will be considered at the Year end. 4. Other Income include Rs.70.9 millions are interest received against settlement which clients and Rs.5.9 millions being loss on sale of Plant & Machineries. 5. Previous Period figures have been regrouped wherever necessary.

 

200609 Quarter 2

 

Notes:

 

EPS is Basic & Diluted 1.The above results of the company were reviewed by the Audit Committee and taken on record by the board of directors at their respective meetings held on 31.10.2006 and have been subjected to limited review by the statutory auditors. 2. The company has determined the effective tax rate for the financial year 2006-07. The rate so determined has been applied on the 'Profit Before Tax' for the current period and segregated between current and deferred tax in the same ratio as they would have been at the year end. 3. Other income includes interest Rs.70.9 millions (Rs. NIL for the quarter) being the amount received on settlement of claims with the customers. 4. The auditors in their report on the accounts for the year ended March 31 2006 had commenced upon the non provision of interest on loan to a lender due to a dispute against which appeal is pending with Honarable Court of Barasat, West Bengal and the Debt Recovery Tribunal, Delhi. As per the management the above interest liability being presently unascertainable would be considered in the accounts on disposal of the legal case. 5. The Number of investor complaints pending at the beginning of the quarter-NIL, Received-1, Disposed-1, and lying unresolved at the end of the quarter-NIL. 6. Previous period figures have been regrouped/rearranged wherever necessary.

 

KEY RATIOS

 

PARTICULARS

 

31.03.2006

31.03.2005

31.03.2004

Debt-Equity Ratio

1.22

0.67

0.50

Long Term Debt-Equity Ratio

0.79

0.38

0.26

Current Ratio

1.39

1.28

1.24

TURNOVER RATIOS

 

 

 

Fixed Assets

4.82

3.16

1.69

Inventory

6.55

8.52

8.46

Debtors

3.58

3.53

2.36

Interest Cover Ratio

3.51

1.88

0.74

Operating Profit Margin(%)

10.08

7.44

7.56

Profit Before Interest And Tax Margin(%)

8.16

4.50

2.39

Cash Profit Margin(%)

7.76

4.18

5.02

Adjusted Net Profit Margin(%)

5.83

1.25

(0.16)

Return On Capital Employed(%)

18.71

10.05

3.18

Return On Net Worth(%)

29.74

4.64

(0.31)

 

STOCK PRICES

 

Face Value

Rs.10.00/-

High

Rs.250.00

Low

Rs.249.95

 

 

LOCAL AGENCY FURTHER INFORMATION

 

Company’s fixed assets include Land, Building, Office Equipments, Furniture and Fixture, Vehicles, Plant and Machinery, Computer, Temporary Site Shed and Shuttering Material.

 

Operating Results

 

The Company has been able to capitalize on the sustained growth in the Indian Economy as a whole and Infrastructure Industry in particular. The operations of the Company show a significant improvement both in terms of top line and bottom line over the previous year. The turnover of the Company has increased by Rs.1376.809 millions during the year, showing an increase of 59.88%. The Profit after tax during the period has gone up by 5.6 times to Rs.210.476 millions compared to Rs.37.521 millions during the preceding year.

 

Management Discussion and Analysis of Financial condition and Operational Performance of the Company for the year under review, as stipulated in Clause 49 of the Listing Agreement with the Stock Exchanges in India, is given as a separate statement in the Annual Report.

 

CONTINGENT LIABILITIES

 

A major part of contingent liabilities of subject is the performance and advance bank guarantees given by the bankers to the clients under the terms of contract. These are issued on the strength of counter-indemnities of subject. Keeping in view the track record of subject in meeting its contractual performance, the chances of contingent liabilities becoming real liabilities are remote. Due to an increased order book, the bank guarantee utilization with Banks has increased from Rs.1228.778 millions to Rs.3248.420 millions during the year.

 


OPPORTUNITIES AND FUTURE OUTLOOK

 

The Infrastructure Sector has emerged as India's single biggest change — driver over the last few years, raising the quality of life, creating employment and driving GDP growth. The Indian Construction Industry accounts for more than 5% of India's GDP and is the second largest after agriculture, employing nearly 32 million people. India is investing more than ever before in its infrastructure - water, electrification, roads, ports, power and railways to facilitate its prospective growth. The Government of India has planned investment of over Rs.130 billion in the Infrastructure development over the next 5 years.

 

These opportunities will accelerate over the coming decade as the country's policy makers target a ten percent growth over the long term. Subject is attractively positioned to accelerate its growth. In tune with the sustained growth in the Indian Economy, the year ahead looks promising for the industry as a whole, and Subject in particular. The Company has a very strong order book of more than Rs.25000 millions as on date. The Company bagged total Projects worth Rs.18000 millions during the year. Further, orders worth Rs.80000 millions are awaiting final award. Major Projects secured during the year under review are:

 

Power Grid Corporation of India Limited (Rs.4350 Millions), West Bengal State Electricity Board (Rs.260 Millions), Damodar Valley Corporation (Rs.640 Millions), Public Health Engineering. Dept., Rajasthan (Rs.2700 Millions), Hydel Projects in Himachal Pradesh (Rs.1100 Millions), Neyveli Lignite Corporation (Rs. 400 Millions), Karnataka Urban Water Supply & Sewage Board (Rs. 230 Millions), Karnataka Neeravari Nigam Limited (Rs.1570 Millions), Kerala Water Board (Rs.1770 Millions), Cauvery Neeravari Nigam Limited (Rs.170 Millions), Govt. of A.P. (Rs.990 Millions), Bangalore Electricity Supply Company  Limited (Rs.1440 Millions), Gulbarga Electricity Supply Company Limited (Rs.1860 Millions), Hubli Electricity Supply Company Limited (Rs.230 Millions), Karnataka Power Transmission Company Limited (Rs.280 Millions)

 

 

The Subhash Projects group is one of the fastest growing multi-disciplinary engineering groups. The flagship of the group, Subhash Projects & Marketing (SPML), established more than two decades ago, is a leader in the execution of water-related turnkey projects.

 
The company has successfully implemented a large number of projects which cover areas like pumping waters from rivers, lakes and underground deep tube wells, transportation of water in large-diameter pre-stressed concrete, mild steel and cast iron pipes, water treatment plants, elevated water storage tanks, underground sewage pumping stations, barge-mounted river pumping stations, etc. 

 
In 1994, the company ventured into energy generation, pioneering the concept of wind farms. It is actively targeting south India for wind power generation. In addition to setting up manufacturing facilities for products such as LT distribution boards and PSC pipes, SUBJECT has diversified into hydel power generation to set up its own plants. It also offers its skill to execute mini hydel projects on a turnkey basis.  
 
 The company has promoted Bharat Hydro Power Corporation in the joint sector with the Assam State Electricity Board to set up a 100-MW hydel power project. Some of its important clients are Mather & Platt (India), Voltas, Uranium Corporation of India, Gas Authority of India, Best & Crompton Engineering, Steel Authority of India and South Eastern Coalfields, among others.

 
The Company has developed "Core Competency" in lumpsum Turnkey Contracts in Key Areas such as Water Environment as well as Infrastructure. With the increase in infrastructure activities, the order book position of company is healthy & job pending execution is more than Rs.6500 millions as on March 2000. It has also floated a new IT company, Christened InfraInfotec, which would be spun off as a separate unit. 
 
The company has been awarded the turnkey package of supply and erection of Sub-Transmission & Distribution Improvement Project in Urban area of Jamshedpur and Ghatsila under Jamshedpur Electrical Circle of Jharkhand State under APDRP scheme for an amount of Rs.450.8 millions by the Jharkhand State Electricity Board. With this order, the company is having unexecuted order in hand worth Rs.6800 millions as on 04.01.2005.

 

 

Website Details :

 

Profile

 

Subject is India’s leading ISO 9001:2000 certified engineering, construction and project management company with more than 25 years of experience in large-scale turnkey projects in the public and private sector.

 

A Rs.4000 million group company, they are today one of the major national players. With offices in Kolkata, Delhi, Bangalore, Mumbai, Jaipur, Bhopal, Patna and Guwahati, they are strategically located to cover the length and breadth of the nation, with access to remote cities and territories. Which is why, they have been able to successfully execute projects across the country from Kanyakumari to Kashmir and from Itanagar to Kutch.

 

Services Offerings

 

Ř       Water Management

Ř       Eco-friendly Power Generation

Ř       Power Transmission and distribution

Ř       Environmental Engineering

Ř       Infrastructural Development

Ř       Engineering consultancy and Services

 


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.44.24

UK Pound

1

Rs.86.95

Euro

1

Rs.57.33

 

 

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

9

--PROFITABILIRY

1~10

5

--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

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

YES

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

62

 

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