MIRA INFORM REPORT

Report Date :

17.12.2008

IDENTIFICATION DETAILS

Name :	TEXPORT INDUSTRIES PRIVATE LIMITED
Formerly Known As :	TEXPORT GARMENTS PRIVATE LIMITED
Registered Office :	Plot No. 88, Road No. 15, MIDC, Andheri (East), Mumbai – 400 093, Maharashtra
Country :	India
Financials (as on) :	31.03.2008
Date of Incorporation :	13.12.1979
Com. Reg. No.:	11-21996
CIN No.: [Company Identification No.]	U18101MH1979PTC021996
TAN No.: [Tax Deduction & Collection Account No.]	MUMM22206C
PAN No.: [Permanent Account No.]	AAACT5016A
Legal Form :	Private Limited Liability Company.
Line of Business :	Manufacturing of Garments Knitted and Woven.

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 3200000
Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is a well established company having fine track. Available information indicates high financial responsibility of the company. Financial position is good. Payments are correct and as per commitments. The company can be considered good for any normal business dealings at usual trade terms and conditions.

INFORMATION PARTED BY

Name :	Mr. Nilesh
Designation :	Finance Officer
Date :	16.12.2008

LOCATIONS

Registered Office :	Plot No. 88, Road No. 15, MIDC, Andheri (East), Mumbai – 400 093, Maharashtra, India
Tel. No.:	91-22-28395960 / 30882000
Fax No.:	91-22-30882005 / 28362964
E-Mail :	doshi@texportgarments.com nayak@texportgarments.com major@texportgarments.com
Website :	http://www.texportgarments.com
Area :	10000 Sq. ft.
Location :	Leased
Factory 1 :	Located at Bangalore (They have 12 Units)
Location :	Leased
Factory 2 :	Located at Turupur (They have 2 Units)
Location :	Owned

DIRECTORS

Name :	Mr. Narendra D Goenka
Designation :	Director
Address :	4^th Shiv Kunj, 11^th Road, JVPD, Vile Parle (West), Mumbai – 400 049, Maharashtra, India
Date of Birth/Age :	30.06.1957
Date of Appointment :	25.07.1981
Name :	Mr. Suresh D Goenka
Designation :	Director
Address :	4^th Shiv Kunj, 11^th Road, JVPD, Vile Parle (West), Mumbai – 400 049, Maharashtra, India
Date of Birth/Age :	06.06.1953
Date of Appointment :	02.04.1990
Name :	Mr. Arun S Goenka
Designation :	Director
Address :	4^th Shiv Kunj, 11^th Road, JVPD, Vile Parle (West), Mumbai – 400 049, Maharashtra, India
Date of Birth/Age :	17.08.1967
Date of Appointment :	06.03.1996
Name :	Mr. Neeraj Sajjan Goenka
Designation :	Director
Address :	4^th Shiv Kunj, 11^th Road, JVPD, Vile Parle (West), Mumbai – 400 049, Maharashtra, India
Date of Birth/Age :	24.06.1972
Date of Appointment :	06.03.1996
Name :	Ms. Sarita Narendra Goenka
Designation :	Director
Address :	4^th Shiv Kunj, 11^th Road, JVPD, Vile Parle (West), Mumbai – 400 049, Maharashtra, India
Date of Birth/Age :	08.05.1959
Date of Appointment :	06.03.1996
Name :	Mr. Sekhar S Dayath
Designation :	Director
Address :	1^st Floor, 3 RMV Extension, Sadashiv Nagar, Bellard Road, Bangalore – 560 080, Karnataka, India
Date of Birth/Age :	25.05.1955
Date of Appointment :	18.01.1998
Name :	Mr. Milind R. Jhunjhunwala
Designation :	Director
Address :	307/9, Kalbadevi Road, 4^th Floor, Mumbai – 400 002, Maharashtra, India
Date of Birth/Age :	16.11.1976
Date of Appointment :	13.07.1999
Name :	Mrs. Shashi Devi Goenka
Designation :	Director
Address :	4^th Shiv Kunj, 11^th Road, JVPD, Vile Parle (West), Mumbai – 400 049, Maharashtra, India
Date of Birth/Age :	08.05.1959
Date of Appointment :	19.08.2002
Name :	Mr. Shailesh Suresh Goenka
Designation :	Director
Address :	4^th Shiv Kunj, 11^th Road, JVPD, Vile Parle (West), Mumbai – 400 049, Maharashtra, India
Date of Birth/Age :	05.06.1979
Date of Appointment :	18.12.2003
Name :	Mr. Sajjan C Goenka
Designation :	Director
Address :	4^th Shiv Kunj, 11^th Road, JVPD, Vile Parle (West), Mumbai – 400 049, Maharashtra, India
Date of Appointment :	14.10.2005

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

(As on 08.09.2008)

Names of Equity Shareholders	No. of Shares
Narendra D Goenka	2632
Chandra Kala Sajjan Goenka	2662
Sarita Devi Narendra Goenka	2986
Shashi Devi Goenka	3014
Radhadevi Chandi Prasad Goenka	850
Suresh Deviprasad Goenka	2700
Sajjan Kumar Goenka – HUF	300
Arun Sajjan Goenka	2885
Sakshi Narendra Goenka	271
Shailesh Suresh Goenka	2821
Neeti Suresh Goenka	326
Vinita Arun Goenka	2986
Nupur Narendra Goenka	71
Sajjan Chandi Prasad Goenka	152
Neeraj Sajjan Goenka	2000
Suresh Goenka (HUF)	1
Nishita Shailesh Goenka	3000
Sushma Neeraj Goenka	3100
Total	32757

Names of Preference Shareholders	No. of Shares
Deviprasad Goenka	2020
Sajjan C Goenka	360
Narendra D Goenka	6620
Suresh Goenka	2640
Deviprasad Goenka	500
Sajjan K Goenka	2600
Suresh Goenka	340
Arun S Goenka	6100
Chandi Prasad Goenka	460
Shailesh Goenka	480
Neeraj Goenka	3480
Total	25600

Equity share breakup (percentage of total equity)

(As on 30.09.2008)

Category	Percentage
Directors or relatives of directors	100.00
Total	100.00

BUSINESS DETAILS

Line of Business :	Manufacturing of Garments Knitted and Woven.
Products :	· Mens Wear · Womens Wear · Children Wear · Readymade Garments
Exports :
Countries :	· USA · Germany · UK
Imports :
Products :	Raw Material
Countries :	· China · Taiwan
Terms :
Selling :	Credit (90 days)
Purchasing :	L/C

GENERAL INFORMATION

Customers :

Wholesalers

No. of Employees :

10000

Bankers :

· Canara Bank

· Export Import Bank of India

21 Floor, Centre One Building, World Trade Centre Complex, Cuffe Parade, Mumbai – 400 005, Maharashtra, India

· IndusInd Bank Limited

CTS No. 32, Acme Plaza, Andheri – Kurla Road, Andheri (East), Mumbai – 400 059, Maharashtra, India

· IDBI Bank Limited

MIDC Marol, Andheri (East), Mumbai – 400 093, Maharashtra, India

· ICICI Bank

· HSBC

· Corporation Bank

· Citi Bank

Facilities :

Secured Loans	(As on 31.03.2008) Rs. in millions
Term Loan
Canara Bank	31.630
Exim Bank	132.984
ICICI Bank	67.998
Indusind Bank Secured by equitable mortgage of land and building and hypothecation of plant and machinery and other assets and granted by Directors.
Vehicle Loans Secured by hypothecation of Motor Car with accessories (Standing in the name of a Director)	3.798
Working Capital Loans
Packing Credit
Canara Bank	336.639
Indusind Bank	37.528
HSBC	4.060
Corporation Bank	48.007
Citi Bank	0.000
Bills Discounted / Negotiated
Canara Bank	377.300
HSBC	4.889
Corporation Bank	19.127
(Secured by hypothecation of stock of raw materials, semi finished goods, finished goods and book debts)
Total	1063.960

Banking Relations :	Good
Auditors :
Name :	M. M. Chaturvedi and Company Chartered Accountant
Address :	24, Atlanta, Nariman Point, Mumbai – 400 021, Maharashtra, India
Tel. No.:	91-22-28224220 / 22835128
Fax No.:	91-22-22872329
E-Mail :	mchaturvedi@vsnl.net
Associates/ :	· Texport Garments · Texport Garments Private Limited · Texport Technologies Private Limited · Texport Clothing Industries · D G Goenka Equities Private Limited · Texport Impex
Subsidiaries :	· JBC Garments Private Limited CIN No.: U18101MH1995PTC091687 · Rebound Exports Private Limited CIN No.: U52322MH1987PTC044533 · Dubin Devices Private Limited CIN No.: U34300KA1995PTC018106
Division :	Texport Clothing Industries
Parent Company :	Texport Garments Inc, USA

CAPITAL STRUCTURE

Authorised Capital :

No. of Shares	Type	Value	Amount
100000	Equity Shares	Rs.100/- each	Rs.10.000 millions
50000	Preference Shares	Rs.100/- each	Rs.5.000 millions
	Total		Rs.15.000 millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
32757	Equity Shares	Rs.100/- each	Rs.3.276 millions
25600	Preference Shares	Rs.100/- each	Rs.2.560 millions
	Total		Rs.5.836 millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2008	31.03.2007	31.03.2006
SHAREHOLDERS FUNDS
1] Share Capital		5.836	5.836	3.276
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		629.320	547.856	355.547
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		635.156	553.692	358.823
LOAN FUNDS
1] Secured Loans		1063.960	997.770	192.252
2] Unsecured Loans		0.426	16.344	24.108
TOTAL BORROWING		1064.386	1014.114	216.360
DEFERRED TAX LIABILITIES		57.295	48.733	30.768
TOTAL		1756.837	1616.539	605.951
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		669.455	589.849	378.377
Capital work-in-progress		10.908	0.000	0.000
INVESTMENT		35.202	35.437	58.641
DEFERREX TAX ASSETS		0.000	0.938	0.800
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	490.654	472.127	121.944
	Sundry Debtors	595.141	550.499	139.877
	Cash & Bank Balances	120.564	103.978	20.994
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	318.808	243.808	108.171
Total Current Assets		1525.167	1370.412	390.986
Less : CURRENT LIABILITIES & PROVISIONS
	Current Liabilities	421.485	331.660	218.316
	Provisions	62.410	48.437	4.537
Total Current Liabilities		483.895	380.097	222.853
Net Current Assets		1041.272	990.315	168.133
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		1756.837	1616.539	605.951

PROFIT & LOSS ACCOUNT

PARTICULARS		31.03.2008	31.03.2007
Sales Turnover and Other Income		3545.600	NA
Profit/(Loss) Before Tax		109.200	NA
Provision for Taxation		24.600	NA
Profit/(Loss) After Tax		84.600	NA
Earnings in Foreign Currency :
	Export Earnings	3296.532	2685.470
	Other Earnings	3.148	17.884
Total Earnings		3299.680	2703.354
Imports :
	Raw Materials	512.442	0.000
	Stores & Spares	163.178	120.077
	Capital Goods	68.666	65.017
	Others	0.573	2.025
Total Imports		744.859	187.119
Total Expenditure		3436.400	NA

KEY RATIOS

PARTICULARS		31.03.2008	31.03.2007	31.03.2006
PAT / Total Income	(%)	2.39	NA	NA
Net Profit Margin (PBT/Sales)	(%)	3.08	NA	NA
Return on Total Assets (PBT/Total Assets}	(%)	4.98	NA	NA
Return on Investment (ROI) (PBT/Networth)		0.17	NA	NA
Debt Equity Ratio (Total Liability/Networth)		2.44	2.52	1.22
Current Ratio (Current Asset/Current Liability)		3.15	3.61	1.75

LOCAL AGENCY FURTHER INFORMATION

Note

The Registered Office of the company has been shifted from Laxmi Woollen Mills, Dr. E Moses Road, Mahalaxmi, Mumbai – 400 011, Maharashtra, India

Trade References

· Sonal Garments, Mumbai (Andheri)

· Leela Lace Private Limited, Bangalore

Form No. 8

Name of the company	TEXPORT INDUSTRIES PRIVATE LIMITED
Presented By	IndusInd Bank Limited CTS No. 32, Acme Plaza, Andheri – Kurla Road, Andheri (East), Mumbai – 400 059, Maharashtra, India
1) Date and description of instrument creating the change	· Hypothecation Agreemnt for of Export Packing Credit executed on 20.04.2005 · Agreement for bills limit executed on 20.04.2005
2) Amount secured by the charge/amount owing on the securities of charge	Adhoc pre-shipment limit of Rs.4.500 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	First pari-passu hypothecation charge on the entire current assets of the Company (both present and future)
4) Gist of the terms and conditions and extent and operation of the charge.	To secure repayment of principal amount and payment of interest. Rate of interest : As per RBI/bank’s extent guidelines; Penal interest : as per bank’s guidelines General and Special covenants applicable for export packing credit and post shipment credit as applicable to regular limits.
5) Name and Address and description of the person entitled to the charge.	IndusInd Bank Limited CTS No. 32, Acme Plaza, Andheri – Kurla Road, Andheri (East), Mumbai – 400 059, Maharashtra, India
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

Corporate identity number of the company	U18101MH1979PTC021996
Name of the company	TEXPORT INDUSTRIES PRIVATE LIMITED
Address of the registered office or of the principal place of business in India of the company	Plot No. 88, Road No. 15, MIDC, Andheri (East), Mumbai – 400 093, Maharashtra, India
This form is for	Creation of charge
Type of charge	· Book debts · Movable property (not being pledge) · Floating charge
Particular of charge holder	Export Import Bank of India 21 Floor, Centre One Building, World Trade Centre Complex, Cuffe Parade, Mumbai – 400 005, Maharashtra, India
Nature of instrument creating charge	Unattested deed of Hypothecation executed by Texport Industries Private Limited (“the Borrower’) in favour of Export – Import Bank of India (“Exim Bank”)
Date of instrument Creating the charge	18.08.2008
Amount secured by the charge	Rs.112.500 millions
Brief of the principal terms an conditions and extent and operation of the charge	Rate of Interest Exim Bank’s Prime Lending Rate (PLR) in force from time to time less 1.50% p.a. payable monthly subject to reset of interest rate in accordance with the provisions of Loan Agreement dated August 18, 2008 Terms of repayment To be repaid in 33 approximately equal quarterly instalments tentatively commencing from September 20, 2010 being linked to the date of commencement of commercial production or such other date closer to that sate as may be advised by Exim Bank. Margin 25% Extent and operation of the charge a The Charge created by the aforesaid Deed of Hypothecation shall operate by way of first pari passu charge over the entire moveable fixed assets and a second pari passu charge over the entire current assets of the Company for the due repayment by the Company to Exim Bank the Loan of Rs.112.500 millions. b The said Charge shall rank in the order of priority set out in Schedule IV to the Deed of Hypothecation.
Particulars of the property charged	The whole of the Company’s moveable fixed assets and current assets, both present and future, as briefly described in Schedule III to the Deed of Hypothecation.

Fixed Assets

· Land

· Building

· Plant and Machinery

· Motor Car

· Office Equipments

· Furniture Fixtures

· Computer

· Electrical Installation

· Generator

· Air Conditioner

· Laboratory Equipment

· Laundry

Software

Web Details

Profile

Subject (formerly Texport Garments) is a full service group, based in India, built on a platform that strives to achieve a synergy that cannot be compared to the rest, thus allowing them to provide quality apparels, worldwide. Strategically located in Mumbai, Bangalore and Tirupur, they harness the best geographical resources available. Subject, a Underwriters Laboratories certified ISO 9001:2000 company is a well-known and reputed business house for its ethical standards and commitment.

Closely held by the Goenka family since its inception in 1978, Subject is one of the most well known and reputed business houses in the garment industry, in India as well as in the international markets. It is one of the first companies in India to start export operations. Known for its quality and commitment to social responsibility, it is a pioneer in valuing human relationships. Subject produces in excess of 1.4 million garments a month (17 million annually) from nineteen directly owned facilities.

Subject's real strength lies in its production, product development and New York presence, with the company's management laying emphasis on QUALITY and PRODUCTIVITY. The company also has highly skilled associates and trained personnel ensuring QUALITY at every level. A lot of attention is given to DETAIL. They hire the best in the industry and make no compromises when it comes to human resources. They have skilled and technically qualified personnel manning the machines and processes.

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.47.82
UK Pound	1	Rs.73.08
Euro	1	Rs.65.56

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	7
PAID-UP CAPITAL	1~10	7
OPERATING SCALE	1~10	7
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	7
--PROFITABILIRY	1~10	7
--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	NO
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		63

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.	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