MIRA INFORM REPORT

Report Date :

15.12.2008

IDENTIFICATION DETAILS

Name :	ESDEE PAINTS LIMITED
Registered Office :	203, Navketan Building, Second Floor, Chembur, Mumbai -400 071, Maharashtra
Country :	India
Financials (as on) :	31.03.2007
Date of Incorporation :	12.09.1979
Com. Reg. No.:	11-21670
CIN No.: [Company Identification No.]	U24222MH1979PLC021670
IEC No.:
TAN No.: [Tax Deduction & Collection Account No.]	MUME04963A
PAN No.: [Permanent Account No.]	AAACE1378A
Legal Form :	A closely held public limited liability company
Line of Business :	Manufacturers of Paints and Enamels

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 2334000
Status :	Satisfactory
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is a well – established and reputed company having satisfactory track. Directors are reported as experienced 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 :	203, Navketan Building, Second Floor, Chembur, Mumbai -400 071, Maharashtra, India
Tel. No.:	91-22-25517982/ 25544787
Fax No.:	91-22-25561988/ 25212988
E-Mail :	esdee@bom8.vsnl.net.in
Godown :	106-108, 156-158 Mahagujarat Industrial Estate, District Ahmedabad, Gujarat, India
Factory 1 :	Kolshet Road, Thane – 400607, Maharashtra, India
Tel. No.:	91-22-25341251 / 97
Factory 2 :	2013, GIDC, Phase IV, Vatva, Ahmedabad – 382 445, Gujarat, India
Tel. No.:	91-79-25830857/ 25830339
Mobile No.:	91-9848085828
Fax No.:	91-79-25831689
Branch Office :	Located at: Trivandrum Indore Secunderabad Cochin
Godown :	106-108, 156-158 Mahagujarat Industrial Estate, District Ahmedabad, Gujarat, India

DIRECTORS

Name :	Mr. Mahavir Ganeshlal Dawra
Designation :	Managing Director
Address :	8, Raniview, Chembur, Mumbai – 400 071, Maharashtra, India
Date of Birth/Age :	02.09.1951
Date of Appointment :	12.09.1979
Tel No.	91-22-25341251/97
Fax No.	91-22-25384755/25561988
Name :	Mr. Shekhar Ganeshlal Dawra
Designation :	Director
Address :	8, Raniview, Chembur, Mumbai - 400 071, Maharashtra, India
Date of Birth/Age :	13.03.1954
Date of Appointment :	12.09.1979
Name :	Mr. Sharad Ganeshlal Dawra
Designation :	Director
Address :	8, Raniview, Chembur, Mumbai - 400 071, Maharashtra, India
Date of Birth/Age :	28.03.1955
Date of Appointment :	12.09.1979
Name :	Mrs. Ajabdevi Ganeshlal Dawra
Designation :	Director
Address :	8, Raniview, Chembur, Mumbai - 400 071, Maharashtra, India
Date of Appointment :	12.09.1979

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 29.09.2007

Names of Shareholders	No. of Shares
Ajabdevi G. Dawra	12130
Mahavir G. Dawra	13530
Shekhar G. Dawra	10760
Sharad G. Dawra	13065
Rekha S Doshi	160
Ganesh Chemicals Private Limited	130
Mitto M. Dawra	725
Malini M. Dawra	725
Varsha M Dawra	660
Rahul S. Dawra	1125
Bela S. Dawra	4100
Sharad G. Dawra (HUF)	465
Swarnalata M. Dawra	3065
Mahavir G. Dawra (HUF)	465
G G Dawra (HUF)	465
Ketki S Dawra	865
Ganesh Industries	18000
Ganesh Warehousing and Transport Agency	19530
Total	99965

As on 29.09.2007

Equity Share Breakup	Percentage of Holding
Category
Directors or relatives of directors	100.00

BUSINESS DETAILS

Line of Business :	Manufacturing and Exporting of Nitro-Cellulose Lacquers Synthetic Enamels, Silk Screen Inks and other Industrial Finishes, Synthetic Paints, Putty/Filler, SS Ink, Water Base Paint, Bituminous Black. Rubbing Compound, Glues and Adhesives and Thinners.
Products :	v Enamel v Lacquer v Thinner
Exports :
Countries :	Nepal

GENERAL INFORMATION

No. of Employees :

450

Bankers :

v Canara Bank, Chembur Branch, Mumbai - 400 074

v Bank of India, Thane Main Branch, Shivaji Path, Talaopali, Opposite M H High School, Thane Mumbai – 400601, Maharashtra, India

v Bank of Maharashtra, Mumbai

v State Bank of India, Mumbai

v State Bank of Bikaner and Jaipur

v ICICI Bank

v Bank of Baroda

v Ahmedabad Co-op Mercantile Bank

v

Facilities :

Unsecured Loans :

	As on 31.03.2007 Rs. in Millions
From Directors, Shareholders and Their Relatives	16.421
Others	3.867
Total	20.288

Banking Relations :	---
Auditors :	Chandulal M. Shah and Company Chartered Accountants Address: 304, Maker Bhavan No. 3, 21, New Marine Lines, Mumbai - 400 020, Maharashtra, India Tel. No.: 91-22-2331980/ 81 K.F. Jetsey and Company Chartered Accountants Address: 104, Sai Deep, Opposite Vaishali Hotel, Station Road, Chembur, Mumbai – 400 071, Maharashtra, India
Memberships :	v Federation of Association of Small Industries of India v Indian Paint and Allied Industries Association

CAPITAL STRUCTURE

Authorised Capital :

No. of Shares	Type	Value	Amount
300000	Equity Shares	Rs.100/- Each	Rs.30.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
99965	Equity Shares	Rs.100/- Each	Rs.9.997 Millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2007	31.03.2006	31.03.2005
SHAREHOLDERS FUNDS
1] Share Capital		9.997	9.997	9.997
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		456.764	425.359	381.980
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		466.761	435.356	391.977
LOAN FUNDS
1] Secured Loans		86.008	66.604	38.035
2] Unsecured Loans		20.288	16.600	18.322
TOTAL BORROWING		106.296	83.204	56.356
DEFERRED TAX LIABILITIES		0.000	0.000	0.000
TOTAL		573.057	518.560	448.334
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		125.171	114.209	108.199
Capital work-in-progress		0.000	0.000	0.000
INVESTMENT		0.000	0.000	0.000
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	293.801	263.346	241.526
	Sundry Debtors	236.717	186.804	145.898
	Cash & Bank Balances	44.427	49.181	34.269
	Other Current Assets	0.019	0.203	0.099
	Loans & Advances	106.356	91.211	98.385
Total Current Assets		681.320	590.745	520.177
Less : CURRENT LIABILITIES & PROVISIONS
	Current Liabilities	155.909	127.402	80.743
	Provisions	77.525	58.992	99.300
Total Current Liabilities		233.434	186.394	180.043
Net Current Assets		447.886	404.351	340.134
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		573.057	518.560	448.334

PROFIT & LOSS ACCOUNT

PARTICULARS		31.03.2007	31.03.2006	31.03.2005
Sales Turnover		1278.856	1064.491	882.763
Other Income		6.819	5.901	29.081
Total Income		1285.675	1070.392	911.844
Profit/(Loss) Before Tax		49.139	64.457	91.055
Provision for Taxation		17.714	22.893	35.062
Profit/(Loss) After Tax		31.425	41.564	55.993
Imports :
Total Imports		NA	276.332	197.906
Expenditures :
	Raw Material Consumed	1029.315	803.521	685.677
	Consumption of stores and spares parts	0.000	0.000	1.158
	Increase/(Decrease) in Finished Goods	(40.330)	(2.106)	(39.774)
	Salaries, Wages, Bonus, etc.	23.135	19.429	16.957
	Managerial Remuneration	118.731	92.140	0.512
	Payment to Auditors	0.000	0.000	0.126
	Interest	15.676	13.215	10.324
	Insurance Expenses	0.000	0.000	1.649
	Power & Fuel	0.000	0.000	4.991
	Depreciation & Amortization	12.419	13.505	12.622
	Other Expenditure	77.590	66.231	126.547
Total Expenditure		1236.536	1005.935	820.789

KEY RATIOS

PARTICULARS		31.03.2007	31.03.2006	31.03.2005
PAT / Total Income	(%)	2.44	3.88	6.14
Net Profit Margin (PBT/Sales)	(%)	3.84	6.05	10.31
Return on Total Assets (PBT/Total Assets}	(%)	6.09	9.14	14.49
Return on Investment (ROI) (PBT/Networth)		0.11	0.14	0.23
Debt Equity Ratio (Total Liability/Networth)		0.73	0.62	0.60
Current Ratio (Current Asset/Current Liability)		2.92	3.17	1.52

LOCAL AGENCY FURTHER INFORMATION

Name of the company	ESDEE PAINTS LIMITED
Presented By	Bank of India, Shivaji Path, Thane (West), Mumbai – 400601
1) Date and description of instrument creating the change	29.11.2005 Hypothecation cum loan agreement of plant and machinery, stock and book debts
2) Amount secured by the charge/amount owing on the securities of charge	Rs.15.000 Millions
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	By first of hypothecation on All existing tangible movable plant, machinery (Present and Future) whether installed or not and whether lying loose or in cases at site or in transit or which may at any time during the continuance of this security being installed or lying loose ot in cases or being in or upon or about the company’s premises/ godowns at Land and Factory Buildings on S.No. 132/1(P), 135/6 (P), 135/1/2+5/1 at Village Balkum Taluka and District Thane and At D-20/2, TTC Industrial Area, MIDC, Mahape, District Thane as particularly described in part of the schedule of the Hypothecation agreement or wherever else the same may be or be held by any party anywhere to the order and disposition of the company or in the or in course of transit to the company. All tangible movable properties and the assets of whatsoever nature of the company (both present and future) and including but without prejudices to the generally of the foregoing, all stocks of raw material, pigments, resins, extenders, adhesives etc. and synthetics enamels, paints etc. and finished goods and semi-finished goods like silkscreen, spare parts, components (including spare parts and stores relating to the plants and machineries both present and future) and stock in process of the company. Hypothecation agreement, wherever situate and which any time during the continuance of this security being installed or lying loose or in case or being in or upon or about the company’s premises/ godowns at Thane or wherever else and/ or in transit now belonging to or that any at any time during the continuance of its security belong to the company or that may be held by any party to the order and disposition of the company. All the present and future book debts, outstanding moneys, receivables, claims, bills which are now due and owing or which may any time hereafter during the continuance of the security become due and owing to the company in the course of the business run by any persons, firms, company or body corporate or the Central Government or any State Government or any Government Department or the office or any Municipal or local or public or semi Government Body or undertaking or project whatsoever.
4) Gist of the terms and conditions and extent and operation of the charge.	Interests @ 1% over BOI PLR Minimum 11.75% with monthly rests. Further interest of 2% on overdue amount of default in repayment of principal/ interest. Margin – 25% against raw material/ finished goods/ stores etc., 20% plant and Machinery and 40% against book debts outstanding up to 3 months. Repayment by 60 EMIs of Rs.0.332 million p.m. commencing from 29.03.2006 till entire dues repaid. Others terms and conditions( GIST) i) The security to operate as a continuing security ii) Borrower to insure the hypothecation assets and certain immovable property on which the hypothecated assets are lying against fire and such other risk as the bank shall require of it from time to time and deliver to the bank the policies of insurance duly taken out in joint name of the bank. iii) The company individual director to furnish to the bank certain stamped/ unstamped undertakings prescribed in the sanction letter of the Bank. iv) Banks right to enter the borrowers premises conditions as to lien and set off, assignment and securitization of Debt etc. as stipulated in the Agrement.
5) Name and Address and description of the person entitled to the charge.	Bank of India, Shivaji Path, Thane (West), Mumbai – 400601
6) Date and brief description of instrument modifying the charge	Not Applicable
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 Applicable

This form is for	Modification of charge
Charge identification number of the modified	80020694
Corporate identity number of the company	U24222MH1979PLC021670
Name of the company	ESDEE PAINTS LIMITED
Address of the registered office or of the principal place of business in India of the company	203, Navketan Building, Second Floor, Chembur, Mumbai -400 071, Maharashtra, India
Type of charge	Book Debts Movable Property
Particular of charge holder	Bank of India, Thane Main Branch, Shivaji Path, Talaopali, Opposite M H High School, Thane Mumbai – 400601, Maharashtra, India E-Mail: thanemain@bankofindia.co.in
Nature of description of the instrument creating or modifying the charge	Supplemental Deed of Hypothecation to principal Deed of 07.05.1986 (increasing cash credit book debts limit by Rs.20.000 millions)
Date of instrument Creating the charge	19.02.2008
Amount secured by the charge	Rs.35.000 millions
Brief particulars of the principal terms an conditions and extent and operation of the charge	Rate of Interest: 1% below applicable ROI under SME sector Minimum 12% p.a. Terms of Repayment: On demand Margin: 40% Extent and Operation of the charge: Charge of hypothecation to cover increased limit of Working Capital Fund Based – Book Debts – (Cash Credit) of Rs.35.000 millions and to extend to book debts / other movables as secured under principal deed of hypothecation dated 07.05.1986 and later modified from time to time on 22.09.1988, 23.01.1990, 09.09.1992, 16.05.1994, 28.08.1996, 29.01.1998, 22.10.1999 and 20.07.2000.
Short particulars of the property charged	First charge of hypothecation of book debts outstanding, moneys receivables, claims, bills now due and/ or owing or may anytime hereinafter become due and/ or owing from any person, Government and / or local authority and Hypothecation of such other assets like machinery, spare parts etc. to secure the Demand Cash Credit in terms of Principal Deed of hypothecation dated 07.05.1986 and subsequent supplemental deeds of modifications from time to time.
Date of latest modification prior to the present modification	20.07.2000

SALES:

The company’s gross sale of Rs.1551.800 millions for the year reflects a growth of around 21.18% over the previous year. The company continued to expand its dealer network aggressively, covered several new towns for direct representation and with adequate and with adequate resources deployed.

PROFIT:

The profits before the year are Rs.49.138 millions as against Rs.64.456 millions for the previous financial year. Disposable profit is Rs.31.425 millions as against Rs.43.421 millions in the previous financial year.

FIXED ASSETS:

• Lab Equipments
• Weighing Scale
• Electric Installation
• Car and Scooters
• Computers
• Generators
• Air Conditioner
• Factory Building
• Fire Equipments
• Furniture and Fixtures
• Air-Pollution Control Equipments
• Office Equipments
• Truck
• Plant and Machinery
• Godown
• Office Building
• Residential Building
• Land
• Staff Quarters
• Staff Bus
• Factory Equipments
• Fire Hydrant Systems

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.48.71
UK Pound	1	Rs.72.85
Euro	1	Rs.64.70

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	6
PAID-UP CAPITAL	1~10	5
OPERATING SCALE	1~10	5
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	7
--PROFITABILIRY	1~10	4
--LIQUIDITY	1~10	6
--LEVERAGE	1~10	6
--RESERVES	1~10	6
--CREDIT LINES	1~10	5
--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		50

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