MIRA INFORM REPORT

Report Date :

18.04.2011

IDENTIFICATION DETAILS

Name :	SSL-TTK LIMITED
Formerly Known As :	SCHOLL PIRAMAL (INDIA) LIMITED
Registered Office :	No.6, Cathedral Road, Chennai – 600086, Tamil Nadu
Country :	India
Financials (as on) :	31.03.2010
Date of Incorporation :	10.05.1994
Com. Reg. No.:	18-048002
CIN No.: [Company Identification No.]	U24232TN1994PLC048002
Legal Form :	Closely Held Public Limited Liability Company
Line of Business :	Manufacturer of all kinds of Medicinal, Pharmaceutical, Herbal, Cosmetics, Toiletries, Skincare, Foot care and Health Care Products.

RATING & COMMENTS

MIRA’s Rating :

B (31)

RATING		STATUS	PROPOSED CREDIT LINE
26-40	B	Capability to overcome financial difficulties seems comparatively below average.	Small

Maximum Credit Limit :	USD 2300000
Status :	Moderate
Payment Behaviour :	Slow But Correct
Litigation :	Clear
Comments :	Subject is a joint venture between SSL International Plc., IK and TTK-LIG Limited, India. It is a well established company having moderate track. Trade relations are reported to be slow but correct. The company can be considered normal for small to mediocre business dealings at usual trade terms and consitions.

NOTES :

Any query related to this report can be made on e-mail : infodept@mirainform.com while quoting report number, name and date.

ECGC Country Risk Classification List – April 1, 2010

Country Name	Previous Rating (31.12.2009)	Current Rating (01.04.2010)
India	A1	A1

Risk Category	ECGC Classification
Insignificant	A1
Low	A2
Moderate	B1
High	B2
Very High	C1
Restricted	C2
Off-credit	D

LOCATIONS

Registered Office :	No.6, Cathedral Road, Chennai – 600086, Tamil Nadu, India
Tel. No.:	91-44-28111999/52008200
Fax No.:	91-44-28117150
E-Mail :	sram@ttk-lig.com moulieswar.vc@ssl-ttk.com
Factory :	F73 and F74 Sipcot Industrial Park, Irungatukottai, Sriperumbuder, Kanchipuram, Tamil Nadu, India
Tel. No.:	91-44-37174534
Fax No.:	91-44-42008253

DIRECTORS

As On : 27.08.2010

Name :	Mr. T T. Jagannathan
Designation :	Director
Address :	5/13, Brunton Road, Cross, Bangalore – 560025, Karnataka, India
Date of Birth/Age :	13.05.1948
Date of Appointment :	19.03.2001
DIN No :	00191522
Name :	Mr. Jagannathan Srinivasan
Designation :	Director
Address :	Plot No.1 B Gayathir, 16 Sriram Nagar South Street Alwarpet, Chennai - 600018
Date of Birth/Age :	22.08.1939
Date of Appointment :	20.12.1999
DIN No :	00063660
Name :	Mr. Garry Watts
Designation :	Director
Address :	Walters Farm House, Poppinghole Lane, Roberts Bridge East, Sussex England
Date of Birth/Age :	12.12.1956
Date of Appointment :	30.09.2002
DIN No :	01003554
Name :	Mr. T. T. Raghunathan
Designation :	Director
Address :	No.6, Cathedral Road, Chennai – 600086, Tamilnadu
Date of Birth/Age :	08.07.1952
Date of Appointment :	17.06.2004
DIN No :	00043455
Name :	Mr. Jon Gray
Designation :	Director
Address :	1, Mead Crescent, Southampton, United Kingdom.
Date of Birth/Age :	09.01.1965
Date of Appointment :	02.01.2001
DIN No :	00580832
Name :	Mr. Mark Moran
Designation :	Director
Address :	25 A West Car Lane, Walton On Thames, Surrey U.K.
Date of Birth/Age :	23.04.1960
Date of Appointment :	17.06.2004
DIN No :	00580734
Name :	Mr. T. R. Venkatesh
Designation :	Managing Director
Address :	10/2, Gangai Street, Kalakshetra Colony, Besantnagar, Chennai - 600090
Date of Birth/Age :	17.09.1956
Date of Appointment :	06.10.2004
DIN No :	00174749
Name :	Mr. Coplin John Stephen
Designation :	Director
Address :	No. 15, Borrage Lane, Ripon N Yark, United Kingdom.
Date of Birth/Age :	18.04.1965
Date of Appointment :	04.03.2000
DIN No :	02500907
Name :	Mr. Shaun Kevin Davis
Designation :	Director
Address :	Mekoda, Sundon Road, Houghton Regis, Dustable, LUS5NP
Date of Birth/Age :	31.01.1958
Date of Appointment :	28.06.2007
DIN No :	01603058

KEY EXECUTIVES

Name :	Mr. KS Ramkrishnan
Designation :	Secretary
Address :	No. 5, 2^nd Main Road, Adambankkam, Chennai-600088, Tamil Nadu, India
Date of Birth/Age :	31.10.1967
Date of Appointment :	05.02.2010
PAN No :	ADSPR0409F
Name :	Mr. Venugopal Chandramoulieswaran
Designation :	Secretary
Address :	No.2, Seethammalcolon, 1 B, Malavika Apartments, Alwarpet, Chennai-600018, Tamil Nadu, India
Date of Birth/Age :	26.10.1964
Date of Appointment :	26.09.2007
PAN No :	AGLPM5630K

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 27.08.2010

Names of Shareholders	No. of Shares
TTK-LIG Limited, India	24499950
New Bridge Holding B.V, India	25500000
Mr. T. T. Raghunathan / TTK-LIG Limited, India	10
Mr. J. Srinivasan / TTK-LIG Limited, India	10
Mr. H. T. Rajan / TTK-LIG Limited, India	10
Mr. S. Ramkumar / TTK-LIG Limited, India	10
Mr. Sampathkumar / TTK-LIG Limited, India	10
Total	50000000

AS ON 27.08.2010

Equity Share Breakup		Percentage of Holding
Category
Foreign holdings [Foreign institutional investors, Foreign Companies, Foreign Financial Institutions, Non-resident Indian or Overseas corporate bodies or others]		51.00
Bodies corporate		49.00
	Total	100.00

BUSINESS DETAILS

Line of Business :

Manufacturer of all kinds of Medicinal, Pharmaceutical, Herbal, Cosmetics, Toiletries, Skincare, Foot care and Health Care Products.

Products :

Item Code No	Product Description
821420	Foot Care
64011010	Foot Wear

GENERAL INFORMATION

Bankers :

• State Bank of India, Overseas Branch, 86, Rajaji Salai, Chennai-600001, Tamil Nadu, India

Facilities :

SECURED LOAN	31.03.2010 Rs. In Millions	31.03.2009 Rs. In Millions
Finance Lease	0.262	0.539
Total	0.262	0.539

Note : The finance lease of the company are secured by way of hypothecation of assets (Vehicles) under lease.

Banking Relations :	--
Auditors :
Name :	BSR and Associates Chartered Accountants
Address :	No.10, Uthamar Gandhi Road, Nungambakkam, Chennai-600034, Tamil Nadu, India
Holding Company :	New Bridge Holdings BV
Ultimate Holding Company :	SSL International PLC, UK
Fellow Subsidiaries :	SSL Australia PTY Limited SSL Healthcare Japan Limited
Associates :	TTK-LIG Limited TTK Healthcare Limited Packwell Packaging Products Limited T.T. Krishnamachari and Company

CAPITAL STRUCTURE

As On : 31.03.2010

Authorised Capital :

No. of Shares	Type	Value	Amount
50000000	Equity Shares	Rs. 10/- each	Rs. 500.000 millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
50000000	Equity Shares	Rs. 10/- each	Rs. 500.000 millions

Notes : (of the above 25500000 equity shares of Rs.10/- each (previous year 25500000 equity shares of Rs.10/- each) are held by the holding company, New Bridge Holdings BV, the ultimate holding SSL International Plc., UK)

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2010	31.03.2009	31.03.2008
SHAREHOLDERS FUNDS
1] Share Capital		500.000	500.000	500.000
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		98.989	25.666	9.356
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		598.989	525.666	509.356
LOAN FUNDS
1] Secured Loans		0.262	0.539	0.817
2] Unsecured Loans		0.000	0.000	30.000
TOTAL BORROWING		0.262	0.539	30.817
DEFERRED TAX LIABILITIES		0.336	0.000	0.000
TOTAL		599.587	526.205	540.173
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		210.128	229.587	235.385
Capital work-in-progress		5.952	3.558	12.806
INVESTMENT		72.252	0.000	0.000
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	239.757	175.281	232.024
	Sundry Debtors	143.672	192.470	238.885
	Cash & Bank Balances	23.208	23.629	17.910
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	63.519	41.144	36.381
Total Current Assets		470.156	432.524	525.200
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	148.726	133.411	221.550
	Other Current Liabilities	7.197	4.012	8.660
	Provisions	2.978	2.041	3.008
Total Current Liabilities		158.901	139.464	233.218
Net Current Assets		311.255	293.060	291.982
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		599.587	526.205	540.173

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2010	31.03.2009	31.03.2008
	SALES
		Income	1089.530	1099.547	1172.642
		Other Income	36.832	31.091	20.048
		TOTAL (A)	1126.362	1130.638	1192.690
Less	EXPENSES
		Cost of Materials	854.303	866.211	834.507
		Manufacturing Expenses	214.737	212.618	215.839
		Increase/(Decrease) in Finished Goods	(34.031)	5.139	17.350
		TOTAL (B)	1035.009	1083.968	1067.696
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		91.353	46.670	124.994
Less	FINANCIAL EXPENSES (D)		1.966	2.319	7.219
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		89.387	44.351	117.775
Less/ Add	DEPRECIATION/ AMORTISATION (F)		24.905	24.119	16.436
	PROFIT BEFORE TAX (E-F) (G)		64.482	20.232	101.339
Less	TAX (H)		(8.053)	3.922	10.757
	PROFIT AFTER TAX (G-H) (I)		72.535	16.310	90.582
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		25.666	9.356	(81.226)
	BALANCE CARRIED TO THE B/S		98.201	25.666	9.356
	EXPORT VALUE		984.651	1029.732	1118.175
	IMPORTS
		Foot Care Materials	569.846	553.110	549.612
		Capital Goods	2.819	1.277	1.225
	TOTAL IMPORTS		572.665	554.387	550.837
	Earnings Per Share (Rs.)		1.45	0.33	1.81

KEY RATIOS

PARTICULARS		31.03.2010	31.03.2009	31.03.2008
PAT / Total Income	(%)	6.44	1.44	7.59
Net Profit Margin (PBT/Sales)	(%)	5.92	1.84	8.64
Return on Total Assets (PBT/Total Assets}	(%)	9.48	3.06	13.32
Return on Investment (ROI) (PBT/Networth)		0.11	0.04	0.20
Debt Equity Ratio (Total Liability/Networth)		0.27	0.27	0.52
Current Ratio (Current Asset/Current Liability)		2.96	3.10	2.25

LOCAL AGENCY FURTHER INFORMATION

PERFORMANCE

During the year, the Company achieved a positive bottom line based on significant material cost reductions as well as favorable exchange rates. There was no significant improvement in the sales over last year primarily due to the impact on global recession. The profit before tax improved to Rs.64.482 million from the last year Rs.20.232 million.

The Company achieved a growth of 50% in domestic sales over the previous year. A number of new products that were launched during the previous year like Orthoheel accessories and Orthoheel footwear helped the company to achieve this significant growth during this year. The company is also currently working on few more new products to be launched in the year 2010-11.

BACKGROUND

SSL-TTK Limited ('SSL-TTK' or 'the Company') is 51:49 joint venture between the SSL International Plc, UK ('SSL UK') and TTK-LIG Limited ('TTK-LIG'), which is engaged in the manufacture and sale of foot care and footwear products to the domestic and export markets under the popular brand name 'Scholl'. SSL UK is a world leader in contraceptives, foot care/footwear products. Asubstantial portion of sales of SSLTTK is to SSL UK for their global distribution.

FIXED ASSETS :

· Land Leasehold

· Factory Buildings

· Plant and Machinery

· Furniture and Fittings

· Computers

· Patterns, Dies and Templates

· Vehicles

WEB SIDE DETAILS

HISTORY

TTK- the three letters that stand for quality consumer products at affordable prices. A reputation built across eight decades. An organization that started out as an indenting agency and grew to what it is today with path-breaking marketing ideas. Those core values that created TTK into a force to be reckoned with continue to define the framework of the TTK Group even today.

Tiruvellore Thattai Krishnamachari better known as TTK gave up law, joining with A R Doraisami Iyengar who was running a consumer goods firm in Chennai. The firm represented Levers Brothers. When Iyengar died in 1928, TTK was awarded the Levers Brothers agency. TT Krishnamachari and Company was set up in the same year to handle the business and the rest is history!

Today TTK is a totally integrated manufacturing and marketing Group. While maintaining leadership in specific product categories in India, the TTK Group reaches out to the world with its core products - kitchenware, pharmaceuticals, condoms, medical devices, food products etc.

TTK Healthcare Limited., a part of the TTK Group was incorporated in 1958 and went public in 1985.

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.44.52
UK Pound	1	Rs.72.72
Euro	1	Rs.64.41

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	5
PAID-UP CAPITAL	1~10	4
OPERATING SCALE	1~10	4
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	3
--PROFITABILIRY	1~10	3
--LIQUIDITY	1~10	4
--LEVERAGE	1~10	3
--RESERVES	1~10	2
--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	YES
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		31

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	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
--	NB	New Business	--

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

This report is issued at your request without any risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL) or its officials.