MIRA INFORM REPORT

 

 

Report Date :

28.05.2008

 

IDENTIFICATION DETAILS

 

Name :

ROHA DYECHEM PRIVATE LIMITED

 

 

Registered Office :

12, Abhishek Samuel Street, Vadgadi,  Mumbai-400 003, Maharashtra

 

 

Country :

India

 

 

Financials (as on) :

31.03.2007

 

 

Date of Incorporation :

11.08.1972

 

 

Com. Reg. No.:

11-15941

 

 

CIN No.:

[Company Identification No.]

U24100MH1972PTC015941

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

MUMR14793C

 

 

PAN No.:

[Permanent Account No.]

AAACR4974P

 

 

Legal Form :

Private Limited Liability Company

 

 

Line of Business :

Manufacturing and Selling of synthetic organic dyestuffs, food colours, acid colours, cosmetic colours, colouring matters, all organic intermediates, etc.

 

 

RATING & COMMENTS

 

MIRA’s Rating :

Aa

 

RATING

STATUS

PROPOSED CREDIT LINE

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

 

Maximum Credit Limit :

USD 9282856

 

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is a well established and reputed company having fine track. Directors are experienced, respectable and resourceful industrialists. Trade relations are fair. Financial position is good. Payments are correct and as per commitments.

 

The company is doing well. It has several joint ventures outside India. Aggregate means of directors are large.

 

The company can be considered good for any normal business dealings.

 

 

LOCATIONS

 

Registered Office :

12, Abhishek Samuel Street, Vadgadi,  Mumbai-400 003, Maharashtra, India

Tel. No.:

91-22-28271933

Fax No.:

91-22-28302531

E-Mail :

roha@bom3.vsnl.net.in

carohitagarwal@yahoo.co.in

roha@rohadyechem.com

boision@vsnl.net

Website :

http://www.rohadyechem.com

 

 

Administrative Office :

Suryodaya Mill Compound, M. P. Mill Road, Tardeo, Mumbai - 400 034, Maharashtra, India

Tel. No.:

91-22-24945924/24939006/24920855

Fax No.:

91-22-24952631/24939795

 

 

Factory 1 :

MIDC, Plot No. 42, Dhatav, Roha – 402 116, Raigad, Maharashtra, India

Tel. No.:

91-22-28271933

Fax No.:

91-22-28302531

 

 

Factory 2 :

A44/45, Road No. 2, MIDC, Andheri, Mumbai – 400 093, Maharashtra, India

Tel. No.:

91-22-28271933/ 5/ 7/ 9

Fax No.:

91-22-28302531/ 32

 

 

Branches :

Located at:

South Africa.

 

 

DIRECTORS

 

Name :

Mr. Ramakant J. Tibrewala

Designation :

Chairman

Address :

603/604, Panchsheel Gokuldham, Goregaon (East), Mumbai – 400063, Maharashtra, India

Date of Birth/Age :

21/09/1956

Date of Appointment :

06.08.1979

 

 

Name :

Mr. Srikant J. Tibrewala

Designation :

Director

Address :

504, Panchsheel Gokuldham, Goregaon (East), Mumbai – 400063, Maharashtra, India

Date of Birth/Age :

22/06/1958

Date of Appointment :

19.07.1982

 

 

Name :

Mrs. Shushma R. Tibrewala

Designation :

Director

Address :

603/604, Panchsheel, Mulund Link Road, Gokuldham, Goregaon (East), Mumbai – 400063, Maharashtra, India

Date of Birth/Age :

18/06/1962

Date of Appointment :

08/11/1990

 

 

Name :

Mr. Ravindra Kedia

Designation :

Director

Date of Appointment :

01.05.2004

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on 30.09.2005

 

Names of Shareholders

No. of Shares

Mr. Shrikant Tibrewala

5390

Mr. Ramakant Tibrewala

48598

Mrs. Sushma Tibrewala

15620

Mr. Mahesh Tibrewala

33000

Mr. Brijesh Tibrewala

36960

Mr. Haresh Tibrewala

11000

Mr. Brijesh Ramakant HUF

29302

Mrs. Annapurna Tibrewala

16720

Mr. Deepesh Tibrewala

11066

Mr. Deepesh Shrikant HUF

12244

Mr. Jagdish Prasad Ramakant HUF

100

Total

220000

 

Equity share breakup (percentage of total equity)

 

As on 31.03.2007

 

Sr. No.

Category

Percentage

1.

Directors or relatives of directors

100.00

 

Total

100.00

 

 

BUSINESS DETAILS

 

Line of Business :

Manufacturing and Selling of synthetic organic dyestuffs, food colours, acid colours, cosmetic colours, colouring matters, all organic intermediates, etc.

 

 

Products :

Item Code No.

Product Description

320490

Food Colours

320500

Lake Colours

320429

Acid Colours

 

 

Brand Names :

"IDACOL"

 

 

GENERAL INFORMATION

 

Bankers :

v      Bank of India

Sion Branch, Sion, Mumbai – 400 022, Maharashtra, India

 

v      ABN Amro Bank N.V.

Hansalaya Building, 15, Barkhamba Road, New Delhi – 110001, India

 

 

 

Banking Relations :

Good

 

 

Auditors :

 

Name :

V S Lalpuria and company, Chartered Accountants

Address :

Banoo Mansion, 2nd Floor, 16 Nadirsha Sukhia Street, Fort,

Mumbai – 400 001, Maharashtra, India

Tel. No.:

Tel : 91-22-22824932

 

 

Associates :

v      Steinmentz  Garments

v      Jagdish Textiles Private Limited

v      Roha (Australia) Pty. Limited

v      Roha (France) S.A.R.L

v      Roha (USA) Limited

v      Roha (Thailand) Limited

v      Roha Caleb (UK) Limited

v      Roha Dyechem (Hong Kong) Limited

v      Roha EPS N.S.L.

v      Roha Euro Limited

v      Roha Jojuz Limited

v      Roha S R L Italy

v      Simpsons (UK) Limited

v      Roha Dyechem (Thailand) Limited

v      Roha Dyechem Vietnam Limited

v      Roha Specialities Incorporation Philippines

v      PT Roha Dyechem Indonesia

v      Abhishek Dyechem Industries Private Limited

v      Adhik Chemicals Private Limited

v      Jagdish Textiles Private Limited

v      Steinmetz Overseas Private Limited

v      Manan Shares and Stock Broking Limited

v      Roha Dyechem Employee Gratuity  Trust

 

 

CAPITAL STRUCTURE

 

Authorised Capital :

No. of Shares

Type

Value

Amount

250,000

Equity Shares

Rs. 100/- each

Rs. 25.000 millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

220,000

Equity Shares

Rs. 100/- each

Rs. 22.000

 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

22.000

22.000

22.000

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

2298.714

2107.506

1916.186

4] (Accumulated Losses)

0.000

0.000

0.000

NETWORTH

2320.714

2129.506

1938.186

LOAN FUNDS

 

 

 

1] Secured Loans

157.585

52.263

47.979

2] Unsecured Loans

44.474

55.720

111.396

TOTAL BORROWING

202.059

107.983

159.375

DEFERRED TAX LIABILITIES

62.014

8.633

20.996

 

 

 

 

TOTAL

2584.787

2246.122

2118.557

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

801.784

371.719

429.167

Capital work-in-progress

17.192

23.135

4.030

 

 

 

 

INVESTMENT

363.609

262.460

220.623

DEFERREX TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

288.470

275.787

270.520

 

Sundry Debtors

1009.849

784.726

702.089

 

Cash & Bank Balances

69.348

126.879

94.556

 

Other Current Assets

0.000

0.000

0.000

 

Loans & Advances

536.633

507.598

475.016

Total Current Assets

1904.300

1694.990

1542.181

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Current Liabilities

496.889

100.916

72.427

 

Provisions

5.209

5.266

5.017

Total Current Liabilities

502.098

106.182

77.444

Net Current Assets

1402.202

1588.808

1464.737

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

0.000

 

 

 

 

TOTAL

2584.787

2246.122

2118.557

 

 

 

 

 

 

 

 

 

PROFIT & LOSS ACCOUNT

 

PARTICULARS

 

 

31.03.2007

31.03.2006

Sales Turnover (Including other income)

 

1756.462

1373.480

Total Income

 

1756.462

1373.480

 

 

 

 

Profit/(Loss) Before Tax

 

294.303

289.167

Provision for Taxation

 

0.000

0.000

Profit/(Loss) After Tax

 

294.303

289.167

 

 

 

 

Earnings in Foreign Currency :

 

 

 

 

Export Earnings

 

1300.996

961.145

Total Earnings

 

1300.996

961.145

 

 

 

 

Expenditures :

 

 

 

 

Interest

 

77.532

81.052

Total Expenditure

 

1462.159

1084.313

 

KEY RATIOS

 

PARTICULARS

 

Unit

 

31.03.2007

31.03.2006

31.03.2005

PAT / Total Income

(%)

16.75

21.05

--

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

16.75

21.05

--

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

16.75

21.05

--

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.12

0.14

--

 

 

 

 

 

Debt Equity Ratio

(Total Liability/Networth)

 

0.22

0.05

0.79

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

3.79

15.96

19.91

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

LOCAL AGENCY FURTHER INFORMATION

 

Form 8

 

Name of the company

ROHA DYECHEM PRIVATE LIMITED

Presented By

Bank of India, Sion Branch, Mumbai - 400022

1) Date and description of instrument creating the change

Principal deed of hypothecation of stocks dated 22.03.1975 for Rs. 0.300 million.

2) Amount secured by the charge/amount owing on the securities of charge

Rs. 0.300 million

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

All tangible movable assets of the company, including in particular raw materials and finished goods, present and future, stored and/or lying in the company’s factory, godown, whatsoever situated and/or in transit.

4) Gist of the terms and conditions and extent and operation of the charge.

Hypothecation of all assets described in column no. 3 and such other assets as are or may at any time be in the possession or power of the company to secure a demand cash credit limit of Rs. 0.300 million, carrying interest @7% OBR minimum @17% p.a. with quarterly rests or at such other rates, as may be notified to the company, by the bank from time to time with power to the bank to seize and realise such assets.

5) Name and Address and description of the person entitled to the charge.

Bank of India, Sion Branch, 29, Amba Bhavan, Sion circle, Mumbai - 400022

6) Date  and brief description of instrument modifying the charge

Supplemental agreement of hypothecation dated 19.05.2000

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.

Original charges was created 22.03.1975 for Rs. 0.300 million.

 

1st modification dated 10.04.1978 enhancing the charge from Rs. 0.300 million to Rs. 0.350 million.

 

2nd modification dated 1.04.1978 enhancing the charge from Rs. 0.350 million to Rs. 0.700 million.

 

3rd modification dated 02.04.1980 enhancing the charge from Rs. 0.700 million to Rs. 0.900 million.

 

4th modification dated 24.07.1981 enhancing the charge from Rs. 0.900 million to Rs. 1.125 millions.

 

5th modification dated 31.10.1981 enhancing the charge from Rs. 1.125 millions to Rs. 1.250 millions.

 

6th modification dated 23.03.1982 enhancing the charge from Rs. 1.250 millions to Rs. 1.500 millions.

 

7th modification dated 09.10.1982 enhancing the charge from Rs. 1.500 millions to Rs. 1.900 millions.

 

8th modification dated 07.12.1982 enhancing the charge from Rs. 1.900 millions to Rs. 2.200 millions.

 

9th modification dated 26.02.1983 enhancing the charge from Rs. 2.200 millions to Rs. 2.300 millions

 

10th modification dated 16.03.1983 enhancing the charge from Rs. 2.300 millions to Rs. 2.400 millions.

 

11th modification dated 16.02.1983 enhancing the charge from Rs. 2.400 millions to Rs. 3.200 millions.

 

12th modification dated 10.09.1984 the charge is reduced from Rs. 3.200 millions to Rs. 2.500 millions.

 

13th modification dated 15.04.1985 enhancing the charge from Rs. 2.500 millions to Rs. 3.500 millions.

 

14th modification dated 19.12.1986 enhancing the charge from Rs. 5.000 millions to Rs. 6.500 millions.

 

15th modification dated 13.09.1989 enhancing the charge from Rs. 5.000 million to Rs. 6.500 millions.

 

16th modification dated 15.04.1991 enhancing the charge from Rs. 6.500 millions to Rs. 10.000 millions.

 

17th modification dated 25.11.1992 enhancing the charge from Rs. 10.000 millions to Rs. 12.500 millions.

 

18th modification dated 10.01.1993 enhancing the charge from Rs. 12.500 millions to Rs. 14.000 millions.

 

19th modification dated 09.07.1994 enhancing the charge from Rs. 14.000 millions to Rs. 18.000 millions.

 

20th modification dated 31.10.1994 enhancing the charge from Rs. 18.000 millions to Rs. 22.500 millions.

 

21st modification dated 18.03.1995 enhancing the charge from Rs. 22.500 millions to Rs. 26.500 millions.

 

22nd modification dated 19.05.2000 the charge is reduced from Rs. 26.500 to Rs. 22.500 millions.

 

By the present modification the charge is enhanced from Rs. 22.500 millions to Rs. 31.000 millions by an additional packing credit limit of Rs. 85.000 millions.

 

Form 8

 

This form is for

Creation of charge

Corporate identity number of the company

U24100MH1972PTC015941

Name of the company

ROHA DYECHEM PRIVATE LIMITED

Address of the registered office or of the principal place of  business in India of the company

12, Abhishek Samuel Street, Vadgadi,  Mumbai-400 003, Maharashtra, India

Type of charge

v      Book debts

v      Movable property (not being pledge)

Whether consortium finance is involved

No

Whether joint charge involved

No

Number of charge holders

1

Particular of charge holder

Name : Bank of India

Address : Sion (East) Branch, 29, Amba Bhavan, Laxmi Chowk, Sion circle

City : Mumbai

State : Maharashtra

ISO country code : IN

Pin code : 400022

e-mail ID : boision@vsnl.net

Nature of description of the instrument creating or modifying the charge

Hypothecation cum loan agreement (Plant and machinery, stocks and book debts).

Date of instrument Creating the charge

26.06.2007

Whether charge created or modified outside India

No

Amount secured by the charge

Rs. 255.000 millions

Brief particulars of the principal terms an conditions and extent and operation of the charge

Rate of Interest

Cash credit (Stock) : 1% below BPLR minimum 12.25%

EPC : 9.75% and beyond 180 days and upto 270 days 13.50%

PCFC : LIBOR + 1% + 0.5% handling charges

Cash credit (Book debts) : 1% below BPLR minimum 12.25%

FBP/FCBD : 9.75% and beyond 90 days and upto 180 days 13%

Import L/C DA 90 days : 50% concession in applicable charges

Guarantee : As per extent guidelines

 

Terms of repayment

On demand

 

Margin

As per sanction terms

 

Extent operation of the charge

To secure various facilities aggregating to Rs. 255.000 millions granted by the bank to the company as per annexure.

Short particulars of the property charged

Hypothecation by way of first charge of all tangible  movable properties, assets and stocks of raw materials such as food colours, cake colours Quinizanine, sodium sulphate, Sulphuric acid etc, semi finished goods such as Eosine supra green s red 2G, chocolate Brown etc finished goods such as Allma Red A/C, Black PN, Patent Blue V, Red shade etc situated at Roha and entire book debts, outstanding money, receivables, claims, bills.

Whether any of the property or interest therein under reference is not registered in the name of the company

No

 

Products

 

Its product range includes:-

 

Ř       Food Colours

Ř       Idalacol Lake Pigments

Ř       D and C Colours

Ř       F D and C Dyes

Ř       F D and C Lakes

Ř       Dual Certified Colours

Ř       Dual Certified Lakes     

Ř       Spheroclean      

 

 

The company has entered into a joint venture agreement in Australia, Thailand, UK, USA and France.  All the above joint ventures are already operational and earning profits.  The company has also entered into a joint venture in Russia during the current year. 

 

The company is also reviewing a proposal of setting up a joint venture in Egypt.

 

The company’s products are food, lake and acid colour dyes & intermediates, which include production of colours which are used for consumption.

 

Profile

 

Subject is in the process of being the No. 1 Synthetic food colour manufacture. Subject is a global company with its presence in more than 100 countries with offices, manufacturing facilities and laboratories in 11 countries. ‘Subject is Reliable Partner’ it believes in developing relationships. World best manufacturing facilities. Subject has spend millions of $ in upgrading its plants. Its entire production process is computer controlled, hence untouched by hand. Unique Packaging process, the most modern. Subject has the widest range of colour forms. Products conform to UN food and agriculture organization requirements and regulatory requirements like FDA, EU and WHO Specification and Kosher and Halal Certifitable products.

 

Subject Co-operates regularly with customers to improve and innovate its products and help customers with providing the state-of-the-art technology in using colours. Subject sells solutions not just a product. Subject has a product for every application. Subject believe in learning and educating themselves about its product on a regular basis to preempt its requirements.

 

More than 5% of its turnover is spent on R and D activities. Subject has a combined application experience of its personnel of over 75 years. Its product development turnover is one of the largest in the world. The most dust efficient product has been developed by Roha- Spheroclean team.The leading colour user customers audit its manufacturing facilities regularly. Subject is most efficient distribution process and fastest delivery scheduled are maintained by subject.

 

The fixed assets of the company of important value include land, freehold land, factory building, plant & machinery, electrical installations, furniture & fixtures, equipments, vehicles, storage tanks, effluent plants, laboratory instruments, data processing equipments, etc.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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 :

The 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.

 

The 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. 42.89

UK Pound

1

Rs. 84.84

Euro

1

Rs. 67.61

 

 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

8

PAID-UP CAPITAL

1~10

8

OPERATING SCALE

1~10

8

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

8

--PROFITABILIRY

1~10

8

--LIQUIDITY

1~10

8

--LEVERAGE

1~10

8

--RESERVES

1~10

8

--CREDIT LINES

1~10

8

--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

 

72

 

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, they 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