MIRA INFORM REPORT

Report Date :

10.11.2008

IDENTIFICATION DETAILS

Name :	ARISTO REALTY DEVELOPERS LIMITED
Formerly Known As :	LLOYDS REALTY LIMITED
Registered Office :	Modern Centre, ‘B’ Wing, 2^nd Floor, Sane Guruji Marg, Mahalaxmi, Mumbai – 400 011, Maharashtra
Country :	India
Financials (as on) :	31.03.2007
Date of Incorporation :	06.01.1987
Com. Reg. No.:	11-42112
CIN No.: [Company Identification No.]	U45200MH1987PLC042112
TAN No.: [Tax Deduction & Collection Account No.]	MUMA19015D / MUMA21491B
PAN No.: [Permanent Account No.]	AAACL0593J
Legal Form :	A closely held public limited liability company
Line of Business :	Construction of Commercial and Residential Properties.

RATING & COMMENTS

MIRA’s Rating :

B

RATING		STATUS	PROPOSED CREDIT LINE
26-40	B	Unfavourable & favourable factors carry similar weight in credit consideration. Capability to overcome financial difficulties seems comparatively below average.	Small

Maximum Credit Limit :	USD 3600000
Status :	Moderate
Payment Behaviour :	Slow and delayed
Litigation :	Exist
Comments :	Subject is an established company having moderate track. Payments are reported as slow and delayed. Some caution is to be exercised while dealings with the company, at present.

LOCATIONS

Registered Office :	Modern Centre, ‘B’ Wing, 2^nd Floor, Sane Guruji Marg, Mahalaxmi, Mumbai – 400 011, Maharashtra, India
Tel. No.:	91-22-30418111 / 23080097 / 30418106 / 24314751
Mobile No.:	91-9820153063 / 9833451241 / 9869462116 / 9323149229
Fax No.:	91-22-30418260 / 23080069 / 30418259
E-Mail :	rbagarwal@lloyds.in dtmayekar@lloydsgroup.com pearlresidency@rediffmail.com
Website :	www.lloydsgroup.com

DIRECTORS

Name :	Mr. M P Jatia
Designation :	Director
Address :	Jatia House, 38, Little Gibbs Road, Malabar Hill, Mumbai – 400 006, Maharashtra, India
Date of Birth/Age :	01.01.1931
Date of Appointment :	16.12.2006
Name :	Mr. Rustam J Gagrat
Designation :	Director
Address :	Buena Vista, Pochkhanawala Road, New Worli, Mumbai – 400 025, Maharashtra, India
Date of Birth/Age :	05.11.1959
Date of Appointment :	02.12.2006
Name :	Mr. B L Agarwal
Designation :	Director
Address :	B/70, Dariya Mahal, 12^th Floor, 80, Nepean Sea Road, Mumbai – 400 006, Maharashtra, India
Date of Birth/Age :	27.11.1946
Date of Appointment :	27.11.1997
Name :	Mr. Ravi Agarwal
Designation :	Chairman
Address :	B/71, Dariya Mahal, 80, Nepean Sea Road, Mumbai – 400 006, Maharashtra, India
Date of Birth/Age :	25.10.1971
Qualification :	B.Com.
Date of Appointment :	19.03.2004
Name :	Mr. Shashi Nair
Designation :	Director
Address :	10, Skandagiri, Ganesh Mandir Lane, Dombivli (East), Thane, Maharashtra, India
Date of Birth/Age :	01.04.1948
Date of Appointment :	10.09.2004
Name :	Mr. H Padmanabhan
Designation :	Director
Address :	D/3, 205, Bansuri, Lokpuram, Thane – 400 601, Maharashtra, India
Date of Birth/Age :	01.09.1953
Date of Appointment :	25.03.2005
Name :	Mr. S C Singh
Designation :	Director
Address :	G/2, Suprabhat Apartments, Savarkar Nagar, Thane – 400 606, Maharashtra, India
Date of Birth/Age :	20.07.1959
Date of Appointment :	25.03.2005
Name :	Mr. M B Kanodia
Designation :	Director
Name :	Mr. Mukesh R Gupta
Designation :	Director
Name :	Mr. Rajesh R Gupta
Designation :	Director

KEY EXECUTIVES

Name :	Ms. Swati A Sharma
Designation :	Company Secretary
Address :	Building No.1A, Flat No. 704, Neighbourhood CHS, Lokhandwala, Kandiwali (East), Mumbai – 400 101, Maharashtra, India
Date of Birth/Age :	19.11.1980
Date of Appointment :	10.08.2007
Name :	Ms. Neelu J Dhingra
Designation :	Company Secretary
Address :	B-17, 4^th Floor, Uttarayan CHS, Mahakali Caves Road, Andheri (East), Mumbai – 400 093, Maharashtra, India
Date of Birth/Age :	31.12.1979
Date of Appointment :	10.08.2007
Name :	Mr. Atma K Dhoundiyal
Designation :	Company Secretary

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

(As on 29.09.2007)

Names of Shareholders	No. of Shares
B L Agarwal	100
Ravi Agarwal	100
Jaikishan L Sarda	100
Jose J Mathews	100
Lalit S Sharma	100
Shyam G Dandriyal	100
Lloyds Steel Industries Limited	9999400
Balavati Properties Private Limited	7000000
Vedisa Properties Private Limited	4000000
Babhari Properties Private Limited	19000000
Shree Global Tradefin Limited	75000000
Cikura Properties Private Limited	15000000
Parishram Properties Private Limited	15000000
Prawas Leasing and Finance Private Limited	15000000
Total	160000000

List of Allotment (As on 30.06.2007)

Names of Allottees	No. of Shares
Shree Global Tradefin Limited	60000000
Cikura Properties Private Limited	15000000
Babhari Properties Private Limited	15000000
Parishram Properties Private Limited	15000000
Prawas Leasing and Finance Private Limited	15000000
Total	120000000

Equity shares Breakup (percentage of total equity)

(As on 30.09.2007)

Category	Percentage
Bodies corporate	99.99
Other top fifty (50) shareholders	0.01
Total	100.00

BUSINESS DETAILS

Line of Business :

Construction of Commercial and Residential Properties.

GENERAL INFORMATION

Bankers :

· Global Trust Bank Limited

15, Maker Chamber II, Nariman Point, Mumbai – 400 001, Maharashtra, India

· ICICI Bank Limited

ICICI Towers, Bandra Kurla Complex, Bandra (East), Mumbai – 400 051, Maharashtra, India

· Oriental Bank of Commerce

Facilities :

Secured Loans	(As on 31.03.2007) Rs. In millions
From Banks	599.710
Interest Accrued but not Due	240.313
Total	840.023

Banking Relations :	-
Auditors :
Name :	M V Krishnamoorthy Chartered Accountants
Address :	15, Srivalli, Rifle Range, Ghatkopar (West), Mumbai – 400 086, Maharashtra, India

CAPITAL STRUCTURE

Authorised Capital :

No. of Shares	Type	Value	Amount
160000000	Equity Shares	Rs.2.50/- each	Rs.400.000 millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
160000000	Equity Shares	Rs.2.50/- each	Rs.400.000 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		400.000	100.000	400.000
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		324.048	0.000	304.841
4] (Accumulated Losses)		0.000	(31.122)	(522.428)
NETWORTH		724.048	68.878	182.413
LOAN FUNDS
1] Secured Loans		840.023	0.000	0.000
2] Unsecured Loans		0.720	370.719	1117.418
TOTAL BORROWING		840.743	370.719	1117.418
DEFERRED TAX LIABILITIES		0.000	0.000	0.000
TOTAL		1564.791	439.597	1299.831
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		2.041	0.677	0.719
Capital work-in-progress		0.000	0.000	0.000
INVESTMENT		42.859	0.801	8.406
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	854.400	641.943	908.081
	Sundry Debtors	494.647	132.417	4.089
	Cash & Bank Balances	33.089	21.508	3.430
	Other Current Assets	77.697	77.697	82.672
	Loans & Advances	298.909	157.776	374.327
Total Current Assets		1758.742	1031.341	1372.599
Less : CURRENT LIABILITIES & PROVISIONS
	Current Liabilities	112.783	572.606	81.893
	Provisions	126.068	20.616	0.000
Total Current Liabilities		238.851	593.222	81.893
Net Current Assets		1519.891	438.119	1290.706
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		1564.791	439.597	1299.831

PROFIT & LOSS ACCOUNT

PARTICULARS		31.03.2007	31.03.2006
Sales Turnover		920.030	620.098
Other Income		0.000	0.000
Total Income		920.030	620.098
Profit/(Loss) Before Tax		354.487	210.162
Provision for Taxation		40.166	18.855
Profit/(Loss) After Tax		314.321	191.307
Expenditures :
	Raw Material Consumed	0.000	25.589
	Salaries, Wages, Bonus, etc.	11.065	10.050
	Payment to Auditors	0.037	0.037
	Depreciation & Amortization	0.102	0.041
	Other Expenditure	554.339	374.219
Total Expenditure		565.543	409.936

KEY RATIOS

PARTICULARS		31.03.2007	31.03.2006	31.03.2005
PAT / Total Income	(%)	34.16	30.85	NA
Net Profit Margin (PBT/Sales)	(%)	38.53	33.89	NA
Return on Total Assets (PBT/Total Assets}	(%)	20.13	20.36	NA
Return on Investment (ROI) (PBT/Networth)		0.49	3.05	NA
Debt Equity Ratio (Total Liability/Networth)		1.49	13.99	6.57
Current Ratio (Current Asset/Current Liability)		7.36	1.74	16.76

LOCAL AGENCY FURTHER INFORMATION

Form No. 8

Name of the company	ARISTO REALTY DEVELOPERS LIMITED
Presented By	Shri B L Agarwal, Joint Managing Director
1) Date and description of instrument creating the change	Indenture of Mortgage dated the 29^th day of March, 1996 (“hereafter referred to as the Indenture”) executed by Aristo Realty Developers Limited formerly known as Lloyds Realty Limited (therein and hereinafter referred to as “the company”) in favour of ICICI Limited (therein and hereinafter refer to as “ICICI”)
2) Amount secured by the charge/amount owing on the securities of charge	Rupee Term Loan of Rs.420.000 millions (therein and hereinafter referred to as “the Loan”)
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	· The whole of the leasehold properties of the Company situate at Kharghar, (therein and hereinafter referred to as “the First Mortgaged Properties); · All the right, title, interest, benefits, claims and demands whatsoever of the Company in, to and u under, or, in respect of all project Agreements, Receivables and all of the right, title and interest of the Company into and arising out of the Project (therein and hereinafter referred to as the “Second Mortgaged Properties”); · All its other assets pertaining to the Project, both present and future (other than the First and Second Mortgaged Properties), including uncalled capital, goodwill and undertaking of the Company (hereinafter referred to as “the General Assets”) The First Mortgaged Properties, the Second Mortgaged Properties and the General Assets are hereinafter collectively referred to as “the Specifically Mortgaged Properties”.
4) Gist of the terms and conditions and extent and operation of the charge.	· In consideration of ICICI having lent and advance/agreed to lend and advance to the Company the Loan, agreement and declaration by the Company, inter alia as follows: · Covenant by the Company to repay the Loan and pay interest and all other monies in the manner set out in the Loan Agreement between the Company and ICICI and to comply with the terms and conditions of the said Loan Agreement. · The Specifically Mortgaged Properties were mortgaged under the indenture of Mortgage to ICICI as and by way of First Charge as security for and be charged with the repayment of the Loan with interest thereon, additional interest, liquidated damages, premium on prepayment or on redemption, costs, charges and other expenses payable by the Company to ICICI in respect thereof. · The Company to keep the First mortgaged Properties in Marketable and good condition and also insured as provided therein. · Power of entry, power to take charge and/or possession of seize, recover, receive, appoint receives of land and remove and/or sale by auction or private contract, dispatch for realization or otherwise dispose of or deal with all or any part of the Specifically Mortgaged Properties as provided therein.
5) Name and Address and description of the person entitled to the charge.	ICICI Bank Limited ICICI Towers, Bandra Kurla Complex, Bandra (East), Mumbai – 400 051, Maharashtra, India
6) Date and brief description of instrument modifying the charge	Deed of assignment dated 13.04.2005 with ICICI Bank Limited, Bandra (East), Mumbai – 400 051, Maharashtra, India.
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.	The original charge was created in favour of ICICI Bank Limited, Bandra (East), Mumbai – 400 051 to secure Term Loan of Rs.420 millions. The documents were filed in ROC Office on 09.04.1996 and registered by ROC on 09.04.1996 at Serial No. 56. The Charge was modified on 31^st March, 2000 as under:- Indenture of Mortgage dated the 31^st day of March 2000 (“hereinafter referred to as the Indenture of Mortgage”) executed by the Company in favour of ICICI in respect of the Company’s immovable properties admeasuring 3087 square yards (equivalent to 2581.12 square meters) situate at Velhal, Maharashtra (hereinafter referred to as the Immovable properties”) thereunder written alongwith all and singular the plant and machinery whether immovable or movable and whether attached to the premises thereunder written or not (“hereinafter referred to as the Moveable Properties”) a general description whereof is set out, in order to create security thereon as and way of a legal mortgage in English Form, pursuant to the Resolution passed by the Company on the 26^th day of February 2000. The Loan together with all interest, front and fees, liquidated damages, premia on prepayment or on redemption, costs, charges and all other monies payable by the Company to ICICI in respect thereof secured under the above mentioned Indenture is also now secured by the Indenture of Mortgage in respect of the Company’s immovable properties situate at Velhal in the State of Maharashtra together with all buildings and structures thereon and all plant and machinery and all and singular the plant and machinery whether immovable or moveable and whether attached to the premises described hereinabove or not a general description whereof is set out. Registered with ROC on 10.05.2000 vide Sr. No. 116. The said charge is now being modified vide Deed of Assignment dated 13.04.2005 as under : Since the loan has been taken over by M/s. Shree Global Tradefin Limited (SGTL), 35, Ashok Chambers, Braoch Street, Sevji Ratansey Marg, Masjid Bunder, Mumbai 400 009 from ICICI Bank Limited, the charge holder of the property henceforth shall be “SGTL” in place of ICICI Bank Limitd. The charge on the property now shall be to secure an amount of Rs.85.000 millions instead of the earlier amount of Rs.420.000 millions.

Merger and Amalgamation

The Honorable High Court of Judicature at Bombay has vide their order dated 16.03.2007 and the same was modified on 27^th April, 2007, sanctioned the scheme of amalgamation under section 391 to 394 of the Companies Act, 1956, as approved by the shareholders of the Company and the shareholders of Sahar Resorts Limited, Moondrop Investments and Leasing Private Limited, Elkay Construction Private Limited, Vajra Properties Private Limited, and Bharu Properties Private Limited with Subject. Pursuant to the scheme entire business and all the assets and liabilities of erstwhile Sahar Resorts Limited, Moondrop Investments and Leasing Private Limited, Elkay Construction Private Limited, Vajra Properties Private Limited, and Bharu Properties Private Limited vest in subject with effect from the “appointed date i.e. 1^st April 2006.

In accordance with terms of the Scheme, Unsecured Loans of Rs.450.000 millions stand converted into equity share capital. The operations and results are of merged entity and therefore not comparable with previous year figures.

Fixed Assets

· Premises

· Computers

· Furniture and Fixtures

· Site Equipments

· Office Equipments

· Motor Cars

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.47.76
UK Pound	1	Rs.74.87
Euro	1	Rs.60.81

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	6
PAID-UP CAPITAL	1~10	5
OPERATING SCALE	1~10	4
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	4
--PROFITABILIRY	1~10	3
--LIQUIDITY	1~10	3
--LEVERAGE	1~10	3
--RESERVES	1~10	3
--CREDIT LINES	1~10	3
--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	NO
--AFFILIATION	YES/NO	NO
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		34

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