MIRA INFORM REPORT

Report Date :

20.06.2007

IDENTIFICATION DETAILS

Name :	GODREJ CONSUMER PRODUCTS LIMITED
Registered Office :	Piroj Sha Nagar, Eastern Express Highway, Vikhroli, Mumbai – 400 079, Maharashtra
Country :	India
Financials (as on) :	31.03.2006
Date of Incorporation :	31.03.2000
CIN No.: [Company Identification No.]	L24246MH2000PLC129806
TAN No.: [Tax Deduction & Collection Account No.]	MUMG08934C
PAN No.: [Permanent Account No.]	AABCG3365J
Legal Form :	Public Limited Liability Company. Company’s Shares Are Listed On Stock Exchange
Line of Business :	Manufacturer of home appliances, consumer durables, consumer products, industrial products and agriculture products.

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 3046000
Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is a well-established and reputed company having satisfactory track. Directors are reported as experiences and respectable businessmen. Trade relations are reported as fair. Business is active. 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 :	Piroj Sha Nagar, Eastern Express Highway, Vikhroli (East), Mumbai – 400 079, Maharashtra, India.
Tel. No.:	91-022-25188010 / 25188020 / 25188030
Fax No.:	91-022-25188040
E-Mail :	investor.relations@godrejcp.com
Website :	www.godrejcp.com
Factory 1 :	U - 30, Industrial Area, Malanpur, District : Bhind, Madhya Pradesh, 477116
Tel. No.:	91-07539 - 83113, 83419
Fax No.:	91-07539 – 283421
Factory 2 :	Krishna Industrial Estate, Survey No. 906/1/1, Village Amli, Silvassa 396230, Union Territory of dadra and Nagar Haveli
Tel. No.:	91-0260 - 2632320, 3091242
Fax No.:	91-0260 – 2632320
Factory 2 :	Shed No.9 - 12, Byelane #1, Bamunimaidan Industrial Estate, Guwahati - 781021, Assam
Tel. No.:	91-(0361) 2653 437, 2654 186
Fax No.:	91-(0361) 2653597
Factory 2 :	Plot Nos 85-88, EPIP, Phase-II, Village Thana, Tehsil Nalagarh, District Solan, Himachal Pradesh-173205
Tel. No.:	91-01795-274298, 274235
Fax No.:	91-01795-274233
Branches :	4th Floor, Delite Theatre Bldg, 4/1 Asaf Ali Road, New Delhi 110 002
Tel. No.:	91-: 011 - 23261066/ 77/99
Fax No.:	91-011 - 23261088
Branches :	Block G.N, Sector V, Salt Lake City, Kolkatta 700091
Tel. No.:	91-033 - 2357 3556/3944/5688/0081
Fax No.:	91-033 - 23573945
Branches :	New No 102 (old No 81) Chamiers Road, Chennai-600 028
Tel. No.:	91-044-24315792 to 24315794
Fax No.:	91-044-24315796
Branches :	248/A, Chase Road,Southgate,London N14-6HF,England
Tel. No.:	91-(04420) 88860145
Fax No.:	91-04420) 88869424

DIRECTORS

Name :	Mr. Jamshyd Godrej
Designation :	Director
Name :	Mr. Nadir Godrej
Designation :	Director
Name :	Mr. Bala Balachandran
Designation :	Director
Name :	Mr. Rama Bijaprukar
Designation :	Director
Name :	Mr. Bharat Doshi
Designation :	Director
Name :	Mr. Anupam Puri
Designation :	Director
Name :	Mr. Hoshedar Press
Designation :	President and Executive Director
Name :	Mr. Aman Mehta
Designation :	Director
Name :	Mr. Adi Godrej
Designation :	Director

KEY EXECUTIVES

Name :	Mr. Sunil Sapre
Designation :	Company Secretary

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

Names of Shareholders	No. of Shares	Percentage of Holding
Promoter’s holding
promoters	38501037	68.19
Institutional investors
Mutual funds and UTI	1606312	2084
Banks, financial institutions and insurance companies	102703	0.18
Foreign institutional investors	9562552	16.94
Others
Private corporate bodies	609329	1.08
Indian public	5636502	9.98
NRI/ OCBs	442584	078
Total	56461019	100.00

BUSINESS DETAILS

Line of Business :

Manufacturer of home appliances, consumer durables, consumer products, industrial products and agriculture products.

Products :

Toiletries, hair care, household care, fabric care, baby care

Item code no.	Product description
34.01*	Soaps
33.07*	Cosmetics
34.02*	Detergents
* Represents heding No. of the Harmonised Commodity Description and Coding System

Brand Names :

Godrej

PRODUCTION STATUS

Particulars	Unit	Licensed Capacity	Installed Capacity	Actual production
Soaps	MT	N. A.	75000	62343
Hair colour and other	MT	N. A.
Toiletries	MT	N. A.	2330	1458
Fatty Acids	MT	N. A.	52500	1676
Glycerine	MT	N. A.	2300	3928

Notes:

i) The licensed capacities are not applicable in view of the exemption from licensing granted under notification SO 477(E) dated 25.07.1991, issued under industries (Development and Regulation) Act, 1951.

ii) Actural production excludes production for captive consumption.

iii) Actual production inc lueds soaps produced by the Company for third parties – 1453 M. T. (Previous Year 3306 M. T. )

iv) Actual production excludes items processed for the Company by third parties, viz. Hair colour and other toiletries 2098 M. T. (previous Year 804 M. T. ) and Detergents 3577 M. T. ( Previous year 3485 M. T. )

GENERAL INFORMATION

No. of Employees :

950

Bankers :

• Central Bank of India
• Citibank N. A.
• HDFC Bank Limited
• The Hongkong and Shanghai
• Banking Corporation Limited

Facilities :

SECURED LOAN

	31.03.2006 ( Rs. In millions)	31.03.2005 ( Rs. In millions)
Sales tax deferment loan	5.492	5.616
Cash credit - banks	43.249	15.724
Working capital demand loan	0.000	20.000
Total	48.741	41.340

UNSECURED LOANS

	31.03.2006 ( Rs. In millions)	31.03.2005 ( Rs. In millions)
Short term loan from bank	0.000	20.000
Amount repayable within one year	0.000	20.000
Total	0.000	20.000

Banking Relations :	Satisfactory
Auditors :
Name :	Kalyaniwalla and Mistry Chartered Accountants
Associates/Subsidiaries :	Godrej & Boyce Mfg. Company Limited Godrej Netherlands B.V. Godrej Consumer Products (UK) Limited Keyline Brands Limited Inecto Manufacturing Limited Cuticura Labs Limited Inecto Limited Cosmetics That Care Limited Godrej Industries Limited Godrej Foods Limited Godrej HiCare Limited Godrej Agrovet Limited Godrej Beverages & Foods Limited Godrej Global Mid East FZE Godrej Properties Limited Gold Mohar Foods & Feeds Limited Godrej Investments Pvt. Limited

CAPITAL STRUCTURE

Authorised Capital :

No. of Shares	Type	Value	Amount
62,500,000	Equity	Rs. 4/- each	Rs. 250.000 millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
56,461,019	Equity	Rs. 4/- each	Rs 225.844 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		225.800	226.400	227.400
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		535.700	272.100	196.200
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		761.500	498.500	423.600
LOAN FUNDS
1] Secured Loans		48.700	41.300	192.200
2] Unsecured Loans		0.000	20.000	50.000
TOTAL BORROWING		48.700	61.300	242.200
DEFERRED TAX LIABILITIES		66.3000	79.400	0.000
TOTAL		876.585	639.294	665.800
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		728.200	1007.600	1008.500
Capital work-in-progress		70.590	6.556	31.500
INVESTMENT		500.100	0.000	0.000
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	878.863	738.079	491.700
	Sundry Debtors	65.196	51.792	132.500
	Cash & Bank Balances	137.310	89.674	139.600
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	128.311	151.553	91.400
Total Current Assets		1209.680	1031.098	855.200
Less : CURRENT LIABILITIES & PROVISIONS
	Current Liabilities	1554.913	1329.793	1188.200
	Provisions	77.152	76.142	41.200
Total Current Liabilities		1632.065	1405.935	1229.400
Net Current Assets		(422.385)	(374.837)	(374.200)
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		876.585	639.294	665.800

PROFIT & LOSS ACCOUNT

PARTICULARS		31.03.2006	31.03.2005	31.03.2004
Sales Turnover		6573.189	5626.728	5486.000
Other Income		86.648	64.111	22.600
Stock adjustment		0.000	0.000	89.400
Total Income		6659.837	5690.839	5598.000
Profit/(Loss) Before Tax		1312.719	937.558	765.900
Provision for Taxation		105.700	76.900	117.500
Profit/(Loss) After Tax		1207.019	860.658	648.400
Earnings in Foreign Currency :
	Export Earnings	107.503	104.819	NA
	Interest on loan to subsidiary	3.023	0.000	NA
Total Earnings		110.526	104.819	NA
Imports :
	Raw Materials	1027.766	797.573	NA
Total Imports		1027.766	797.573	NA
Expenditures :
	Excise duty	0.000	0.000	569.400
	Manufacturing Expenses	0.000	0.000	246.100
	Administrative Expenses	0.000	0.000	998.400
	Raw Material Consumed	3160.569	2895.491	2441.500
	Miscellaneous expenses	0.000	0.000	107.100
	Employee cost	0.000	0.000	235.400
	Interest	40.399	25.596	25.600
	Power & Fuel	0.000	0.000	114.600
	Depreciation & Amortization	107.839	106.590	94.000
	Expenses	2162.773	1874.607	0.000
	Inventory charges	(124.462)	(148.003)	0.000
Total Expenditure		5347.118	4753.281	4832.100

SUMMARISED RESULTS

PARTICULARS	31.03.2007 In millions
Type	Full Year
Sales turnover	7585.200
Other income	154.300
Total income	7739.500
Total expenditure	6110.900
Operationg profit	1628.600
Interest	58.400
Gross profit	1570.200
Depreciation	124.900
Tax	110.300
Reported PAT	1321.600
Dividend (%)	3750.000

KEY RATIOS

PARTICULARS	31.03.2006	31.03.2005	31.03.2004
Debt Equity Ratio	0.09	0.33	0.48
Long Term Debt Equity Ratio	0.01	0.17	0.35
Current Ratio	0.68	0.66	0.68
TURNOVER RATIOS
Fixed Assets	4.08	3.45	3.44
Inventory	8.56	9.81	12.68
Debtors	118.28	65.49	31.25
Interest Cover Ratio	30.57	31.24	30.92
Operating Profit Margin (%)	21.17	17.82	16.14
Profit Before Interest and Tax Margin (%)	19.61	16.05	14.43
Cash Profit Margin (%)	19.00	16.03	13.53
Adjusted Net Profit Margin (%)	17.44	14.26	11.82
Return on Capital Employed (%)	198.12	158.05	121.79
Return on Net Worth (%)	191.59	186.66	147.51

STOCK PRICES

Face Value	Rs. 4.00
High	Rs.134.00
Low	Rs.132.60

LOCAL AGENCY FURTHER INFORMATION

HISTORY:

Subjectis a major player in the Indian FMCG market with leadership in personal, hair, household and fabric care segments. Promoted by Godrej & Boyce Manufacturing Company, Subject was formed in November 2000 to take over the consumer products division of Godrej Soaps pursuant to a scheme of demerger which was effective from 1st April, 2001. The company is ranked as seventh in the list of Top-25 companies. 

The company has four manufacturing facilities at Malanpur (M.P.), Guwhati (Assam), Tehsil Nalgath (H.P) and Silvassa (U.T.).The company has adopted the Total Quality Management system and its factories have recived ISO certifications.The plant at Malanpur has is the first toilet soaps manufacturing unit in India certified for ISO-14001.During the year 2004-2005 the company has set up a second manufacturing unit at Baddi.  

The company is among the largest marketer of toilet soaps in the country with leading brands such as CINTHOL, FAIRGLOW, NIKHAR, & ALLCARE. FAIRGLOW brand, India's first Fairness soap, has created marketing history as one of the most succesful innovations. It is also the preferred supplier for contract manufacturing of toilet soaps , some of which the most well-known brands in the country. Godrej No.1 is the largest selling Grade 1 soap (in terms of volume) in the country and Cinthol Soap is recognised as a Superbrand for this year. 

Subject is also the leader in the hair colour category in India and has a vast product range from COLOURSOFT LIQUID HAIR COLOURS, GODREJ LIQUID & POWDER HAIR DYES to Godrej KESH KALA OIL based Hair Dyes. Its liquid detergent brand EZEE is the market leader in its category.  

The company has entered into the deodorants category with the launch of CINTHOL International Perfumed Deodorant. 

During 2003-04, it has launched Cinthol Deo Soap, Godrej Renew Cream Hair Colour, Godrej Herbal Powder Hair Dye, Cinthol Hand Sanitiser, Godrej Shave Gel and Godrej Snuggy baby diapers. The company has launched three varities of Cinthol Deo Soap, Godrej No.1 Jasmine, four fashion colours in cream form in the Hair Colour and Fashion Hair Colours in powder form during 2004-05.  

In the year 2004-2005 the company has bought back 245042 shares at a total consideration of Rs.48.5 millions. 

In 2006, The Company has increased the installed capacity of Hair Colours & Other Toiletries by 120MT. With this expansion the total installed capacity of Hair Colours & Other Toiletries are has increased to 2330MT. The company plans to spend about Rs.1100 millions towards the expansion or setting up of Soap, Hair Colours and toiletries facilities. 

In October 2005, The company has acquired 100% ownership of Keyline Brands Ltd, one of UK's admired FMCG Companies. This is a first step towards a global presence. 

The Business Superbrands Council conferred 'Business Superbrand' status on GCPL during the year under review. The company was also recognized as India's 'Best Managed Medium Cap Corporate of the year' by Asia Money.

Distribution & Supply Chain

'Sampark' their supply chain management initiative contributed greatly in providing timely stock replenishment and minimizing inventories. They have consequently transitioned from a 'push' operation to a 'pull' operation. Let me elaborate. In earlier years as is the practice across most players the focus was on maximizing sales to distributors. This would lead to inventory build-ups and resulted in-product obsolescence and slow response to market changes .With Sampark they are now able to track sales at the distributor level on a continuous basis and ship out stocks on a replenishment basis. As demand increases correspondingly larger volumes are dispatched. The advantages are manifold. Among them, stock levels have come down without any stock outs and they are able to respond faster to market expectations.

Acquisition of Keytine Brands, U.K.

With the acquisition of Keyline Brands, one of the admired FMCG Companies in the UK which owns international brands and trademarks across different countries they expect to spur growth. It gives them the opportunity to establish a presence in these geographies as well as introduce some of the brands in India.

Outlook

All the external indicators such as economic growth, consumer spend etc. continue to be encouraging. The outlook for the FMCG sector is very positive. They will continue to innovate, improve their distribution network and exploit their assets to enhance productivity and-create value for their stakeholders. They are also consistently exploring acquisition opportunities in the personal and household care segments both in India and overseas. I thank all their shareholders, the Board of Directors, employees and business partners for all their efforts and look forward to their continued participation in their growth.

children's education. They renovated a school building near their Malanpur Factory, rewarded 14 meritorious students and organized a plant visit. Taking this belief onwards, they also rewarded students of a local'school at Baddi . On the environmental front, the Company reduced its power consumption for soap from 156.88 KWh/MT to 132.69 KWh/MT during the year due to improvement in line productivity, reduction in downtime of machines, rework, product changeover time and interlocking of conveyors.

Financials

Abridged Profit & Loss statement (Non-consolidated)

GCPL's net sales in FY 2005-06 were Rs. 6573 millions, demonstrating a growth of 17% over FY 2004-05. Sales of Subject’s brands improved by a healthy 20% over FY 2004-05 sales, to Rs. 6344 millions.

Profit Before Interest, Depreciation and Tax (PBIDT) increased -by^a healthy 37% to Rs 1461 millions. This was accompanied by healthy margin improvement in both their 'business segments.

The Profit Before Interest and Tax (PBIT) margin of their soap business segment was 12% in FY 2005-06 as compared to 10% in FY 2004-05. Personal care PBIT margin also improved to 43% from 38%.

The Company generated a Profit Before Tax (PBT) of Rs. 1313 millions and a Net Profit after tax (PAT) of Rs. 1207 millions, displaying a 40% growth over the Company's FY 2004-05 performance.

DIVIDEND

For the year 2005-06, three interim dividends were paid - Rs. 3 per share on August 1 2, 2005, Rs. 3 per share on November 14, 2005 and Rs. 3 per share on February 1 0, 2006, In addition to the above, the Directors have declared a fourth interim dividend on April 26, 2006 at the rate of Rs. 5 per share. The record date for the same has been fixed as May 5, 2006. The total dividend payout for the year ended March 31, 2006 works out to Rs.14 per share (350% on the shares of the face value of Rs. 4/-). The Directors recommend that the aforesaid interim

dividends aggregating to Rs.14/- per share be declared as final dividend for the year ended on March 31, 2006.

REVIEW OF OPERATIONS

During the year under review the Company has recorded Profit After Tax (PAT) of Rs.1207 millions and Net Profit (after tax adjustments) of Rs.1212 millions. The comparison of the current year's Sales with last year's is given in Table 1 below. Sales of Subject brands have increased by 20 percent from Rs. 5287 millions in 2004-05 to Rs. 6344 millions in 2005-06. During the year under review, the Company maintained performance that was superior to the industry in the soap segment; with sales of GCPL brands increasing by 18%. The performance of the personal care segment was also encouraging led by a 22% sales growth in hair colour. Both segments had new offerings during the year. A detailed analysis of the Company's performance is contained in the Management Discussion and Analysis Report.

ACQUISITION

On October 31, 2005, GCPL acquired 100% ownership interest in Keyline Brands Ltd. (Keyline), one of UK's admired FMCG companies. For GCPL this is a first step towards establishing a global presence. This acquisition gives GCPL ownership of several international strong bjands and trademarks including 'CUTICURA', 'ERASMIC' and 'AAPRI' in many countries. It enables access to trade channels in key developed markets including Europe, Australia and Canada and a strong customer base that includes Boots, Sainsbury and Tesco amongst others. During the postacquisition period i.e. November 2005 to March 2006, Keyline posted a turnover of f 5.4 million and a profit after tax of f 0.4 million.

SUBSIDIARY COMPANIES

During the year under review, Godrej Netherlands B.V, Godrej Consumer Products (UK) Limited, Keyline Brands Limited, Inecto Manufacturing Limited, Inecto Limited, Cosmetics That Care Limited and Cuticura Laboratories Limited became subsidiaries of the Company.

FIXED ASSETS:

• Tangible assets
• Freehold land
• Leasehold land
• Buildings
• Plant and machinery
• Furniture and fixtures
• Office equipment
• Vehicles
• Intangible assets - Trademarks
• Assets acquire under finance lease - vehicles

As per website details:

About them

Subjectis a major player in the Indian FMCG market with leadership in personal, hair, household and fabric care segments. The company employs 950 people and has four state-of-the-art manufacturing facilities at Malanpur (M.P.) Guwahati (Assam), Silvassa (U.T.) and Baddi ( H.P.).

Their focus is on providing their customers with innovative, value for money solutions for meeting their daily needs and improving the quality of their life. This is achieved through the brands the company markets.

They are among the largest marketer of toilet soaps in the country with leading brands such as CINTHOL , FAIRGLOW , GODREJ NO 1 . Their FAIRGLOW brand, India's first Fairness soap, has created marketing history as one of the most successful innovations.

They are the leader in the hair colour category in India and have a vast product range from GODREJ RENEW COLOURSOFT LIQUID HAIR COLOURS, GODREJ LIQUID & POWDER HAIR DYES to GODREJ KESH KALA OIL, NUPUR based Hair Dyes.

Their Liquid Detergent brand EZEE is the market leader in its category.

They are also the preferred supplier for contract manufacturing of toilet soaps be some of the most well-known brands in the country.

They are supported in their endeavour by a state-of-the-art Research Centre based in Mumbai.

Their quality products have been received very well in the international market and they are present in more than -- countries across the world.

They are an Equal Opportunity Employer and offer very rewarding career opportunities to people who join them.

They have adopted the Total Quality Management system and their factories have received ISO certifications.

Established in 1990 by Brian Boyce and Vicki Dryden Wyatt, Keyline Brands Ltd was acquired by the company’s Group in October 2005. Keyline operates in the toiletries and personal care sector, and its portfolio includes a number of important niche brands, some of which are household names such as Cuticura, Aapri, Erasmic and Nulon. For more information visit http://www.keyline-brands.co.uk

Subject Group Profile

Started in 1897 as locks manufacturing company, the Subject Group is today one of the most accomplished and diversified business houses in India. Subject's success has been driven by the company's commitment to delivering innovation and excellence. Through the consistent application of this commitment and a century of ethical business conduct, Subject has earned an unparalleled reputation for trust and reliability.

In 1930, Subject became the first company in the world to develop the technology to manufacture soap with vegetable oils; that spirit of innovation has continued throughout the organization's history. Today Subject is delivering consumers exciting innovations across a spectrum of businesses. The company's pursuit of excellence is equally well established and enduring. In the 1944 Mumbai docks blast, Subject safes were the only security equipment whose contents were unharmed; an equal level of product quality continues to be expected from every product bearing the Subject brand name. Subject management understands that the company's greatest asset is the trust and faith that consumers have reposed in it, and recognizes that the company must continue to earn this trust. This translates to the organization delivering outstanding quality and value in everything it does.

Subject's ethical and visionary practices have allowed the company to successfully expand into a number of businesses. Today Subject is a leading manufacturer of goods and provider of services in a multitude of categories: home appliances, consumer durables, consumer products, industrial products, and agri products to name a few. A recent estimate suggested that 350 million people across India use Subject products. The group has more recently entered the real estate and information technology sectors, and management views these as avenues for enormous growth.

The Subject Group stands in a strong position today. With annual sales in excess of $1 billion, a workforce of approximately 18,000, and a strong diversified portfolio, Subject has proven its ability to deliver strong financial performance.

Subject Launches Erasmic Shave Gel Erasmic Shave Gel with Cooling Micro Crystals 60 gm pack priced at Rs. 49

14^th May 2007: Post its acquisition of Keyline Brands Ltd in U.K., Subject, a leading player in the Indian FMCG industry and a major player in the shaving preparation market, has launched its first Keyline brand in India - the all new ‘Erasmic Shave Gel’. Erasmic, as a brand, is present across several geographies around the world. The launch of Erasmic Shave Gel marks the entry of the brand to India.

The new ‘Erasmic Shave Gel’ is attractively packaged and comes with a unique formulation. This Shave Gel has ‘cooling micro crystals’ which impart a tingling freshness and helps one charge up for the day with its unique shaving experience.

Announcing the launch, Mr H.K.Press– Executive Director & President, GCPL said, “Erasmic Shave Gel is the first Key line brand to be launched in India . This brand will cater to the needs of the younger male who seeks products which are of International quality. Erasmic Shave Gel offers consumers an excellent alternative to other shave gels present in the market with its unique cooling microcrystals formulation.”

Priced at Rs. 49/- for 60 gms, Erasmic Shave Gel is a one-of-its- kind product that gives a great quality shave.

About Keyline

Established in 1990 by Brian Boyce and Vicki Dryden Wyatt, Keyline Brands Ltd was acquired by the Subject Group in October 2005. Keyline operates in the toiletries and personal care sector, and its portfolio includes a number of important niche brands, some of which are household names such as Cuticura, Aapri, Erasmic and Nulon.

About Subject Consumer Products Limited

Subject (GCPL) is a major player in the Indian FMCG market with leadership in the personal care, hair care, and the fabric care categories. It is also one of the largest marketers of toilet soaps in the country with leading brands such as Cinthol, Subject Fairglow and Godrej No.1. The Company has state-of-the-art manufacturing facilities at Malanpur (M.P.) Baddi (Himachal Pradesh) , Sikkim ( Sikkim ) Guwahati (Assam). With the acquisition of 100% ownership of Keyline Brands Limited, one of the admired FMCG Companies in the United Kingdom, the Company also owns several international brands and trademarks in developed markets that include Europe, Australia and Canada. The recent acquisition of Rapidol South Africa has also given GCPL an over 86% share of the fast growing South African ethnic hair colour market. GCPL recently signed an agreement with SCA Hygiene Products AB, Sweden to form a 50:50 joint venture company known as Subject SCA Hygiene Limited.

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. 40.75
UK Pound	1	Rs. 81.17
Euro	1	Rs. 54.59

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	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	YES
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		58

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

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