MIRA INFORM REPORT

Report Date :

24.08.2011

IDENTIFICATION DETAILS

Name :	AMBIT HOLDINGS PRIVATE LIMITED (w.e.f. 08.08.2007)
Formerly Known as :	RSM HOLDING PRIVATE LIMITED
Registered Office :	Ambit house, 449, Senapati Bapat Marg, Lower Parel, Mumbai – 400013, Maharashtra, India
Country :	India
Financials (as on) :	31.03.2010
Date of Incorporation :	09.09.1999
Com. Reg. No.:	11-121703
Capital Investment / Paid-up Capital :	Rs.81.400 Millions
CIN No.: [Company Identification No.]	U51900MH1999PTC121703
TAN No.: [Tax Deduction & Collection Account No.]	MUMR16089D
Legal Form :	Private Limited Liability Company
Line of Business :	Providing Financial Services.

RATING & COMMENTS

MIRA’s Rating :

B (26)

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

Maximum Credit Limit :	USD 320000
Status :	Moderate
Payment Behaviour :	Slow
Litigation :	Clear
Comments :	Subject is an established company having moderate track. There appears to be some accumulated losses recorded by the company. However trade relations are reported as fair. Business is active. Payments are reported to be slow. The company can be considered for business dealings with some caution.

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 :	Ambit house, 449, Senapati Bapat Marg, Lower Parel, Mumbai – 400013, Maharashtra, India
Tel. No.:	91-22-39821819
Fax No.:	91-22-39823020
E-Mail :	smrutijhaveri@ambitpte.com
Website :	www.ambitholdings.com

DIRECTORS

As on : 30.09.2010

Name :	Mr. Ashok Murlidhar Wadhwa
Designation :	Director
Address :	101, Maker Tower A, Cuffe Parade, Mumbai – 400005, Maharashtra, India
Date of Birth/Age :	18.07.1960
Date of Appointment :	03.01.2000
Name :	Mr. Naresh Chand Singhal
Designation :	Director
Address :	D-107, Poornima, 23 Peddar road, Mumbai – 400026, Maharashtra, India
Date of Birth/Age :	10.08.1936
Date of Appointment :	29.07.2008
Name :	Mr. Susim Mukul Datta,
Designation :	Director
Address :	104 B, Bhaktawar, Lower Colaba road, Colaba, Mumbai – 400005, Maharashtra, India
Date of Birth/Age :	01.07.1936
Date of Appointment :	29.07.2008
Name :	Mr. Rama Bijapurkar
Designation :	Director
Address :	8, C-D, Mona Apartments, 46 F, Bhulabhai Desai, road, Mumbai – 400026, Maharashtra, India
Date of Birth/Age :	12.02.1957
Date of Appointment :	29.07.2008
Name :	Mr. Ravi Vira Gupta
Designation :	Director
Address :	9 Anand Lok, August Kranti marg, New Delhi - 110049
Date of Birth/Age :	19.11.1937
Date of Appointment :	29.07.2008
Name :	Mr. Ashwini Manmohan Vir kakkar
Designation :	Director
Address :	11/B, Jolly Maker Apartment I, Cuffe Parade, Colaba, Mumbai – 400005, Maharashtra, India
Date of Birth/Age :	04.01.1954
Date of Appointment :	29.07.2008
Name :	Mr. Sanjay Sakhuja
Designation :	Director
Address :	R 85, Greater Kailash Part I, New Delhi - 110048
Date of Birth/Age :	18.12.1959
Date of Appointment :	29.07.2008
Name :	Mr. Andrew John Holland
Designation :	Additional Director
Address :	Ground Floor, Hari Bhavan 64, Peddar road, Cumbala Hill, Mumbai – 400026, Maharashtra, India
Date of Birth/Age :	20.05.1960
Date of Appointment :	09.02.2009
Name :	Mr. Shahzad Aitzaz Shahbaz
Designation :	Director
Address :	P.O. Box 26222, Doha, India
Date of Birth/Age :	12.01.1960
Date of Appointment :	18.04.2010

KEY EXECUTIVES

Name :	Mr. Saifuddin Abdullah Attar
Designation :	Secretary
Address :	101, Yash heights, 4, Nesbit road, Mazgaon, Mumbai – 400010, Maharashtra, India
Date of Birth/Age :	25.05.1957
Date of Appointment :	01.04.2008

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 30.09.2010

Names of Shareholders	No. of Shares
AW Holding Private Limited, India	14909998
Ashok Wadhwa	846852
Sanjay Sakhuja	225000
Sanjay Bansal	215000
Andrew Holland	158600
Vaibhav Sanghvi	14550
Nikhil Puri	15000
R Murali Krishnan	15000
Vijay Chugh	12000
Anajit Singha	13000
Shalini Kamath	5000
Chetas Desai	20000
Gautam Gupta	15000
Jagat Dave	15000
Vinod Wadhwani	15000
Ashim Bhuwania	20000
Saifuddin Attar	5000
Total	16520000

(AS ON : 30.09.2010 )

Category	Percentage
Bodies corporate	5.13
Directors or relatives of directors	90.25
Other	4.62
Total	100.00

BUSINESS DETAILS

Line of Business :

Providing Financial Services.

GENERAL INFORMATION

Bankers :

Not Available

Facilities :

Unsecured Loan	Rs. In Millions 31.03.2010	Rs. In Millions 31.03.2009
Loans, repayable on demand
From a director shareholder	0.000	24.940
From a subsidiary company	15.000	0.000
Total	15.000	24.940

Banking Relations :	----
Auditors :
Name :	A F Ferguson and Company Chartered Accountant
Address :	12, Dr. Annie Besant road, Opposite Shiv Sagar Estate, Worli, Mumbai – 400018, Maharashtra, India
Pan No.:	AABFA5846M
Subsidiary Company :	· Ambit Insurance Broking and Advisory Private Limited CIN : U74140MH2007PTC174082 · Ambit Pragma Ventures Private Limited CIN : U65923MH2007PTC171258 · Nikko Investment Advisors India Private Limited CIN : U74140MH2006PTC164699 · Ambit Corporate Finance Private Limited CIN : U65923MH1997PTC109992 · Ambit Capital Private Limited CIN : U74140MH1997PTC107598 · Abacus Asset Reconstruction Company private Limited CIN : U45202MH2008PTC188202 · Ambit Singapore Pte limited · Ambit Mauritius Investment Managers Private Limited · Ambit Alternative Investment Managers Private Limited CIN No.: U74990MH2009PTC191965 · Ambit Finvest Private Limited CIN No.: U65999MH2006PTC163257

CAPITAL STRUCTURE

AS ON 31.03.2010

Authorised Capital :

No. of Shares	Type	Value	Amount
20000000	Equity Share	Rs.5/- Each	Rs.100.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
16280000	Equity Share	Rs.5/- Each	Rs.81.400 Millions

AS ON 13.08.2010

Authorised Capital :

No. of Shares	Type	Value	Amount
20000000	Equity Share	Rs.5/- Each	Rs.100.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
16520000	Equity Share	Rs.5/- Each	Rs.82.600 Millions

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		81.400	75.000	68.600
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		0.000	0.000	0.000
4] (Accumulated Losses)		(1.339)	(1.254)	(1.211)
NETWORTH		80.061	73.746	67.389
LOAN FUNDS
1] Secured Loans		0.000	0.000	0.000
2] Unsecured Loans		15.000	24.940	10.000
TOTAL BORROWING		15.000	24.940	10.000
DEFERRED TAX LIABILITIES		0.000	0.000	0.000
Employee Stock Option Outstanding		14.772	6.778	1.674
TOTAL		103.833	105.464	79.063
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		14.721	15.784	17.385
Capital work-in-progress		0.223	0.000	0.000
INVESTMENT		63.507	69.922	48.198
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	0.000	0.000	0.000
	Sundry Debtors	0.000	0.000	0.000
	Cash & Bank Balances	5.116	2.686	5.311
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	42.591	29.121	29.283
Total Current Assets		47.707	31.807	34.594
Less : CURRENT LIABILITIES & PROVISIONS
	Current Liabilities	1.923	1.245	0.000
	Sundry Creditors	9.651	7.922	19.158
	Provisions	4.751	2.882	1.956
Total Current Liabilities		16.325	12.049	21.114
Net Current Assets		31.382	19.758	13.480
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		109.833	105.464	79.063

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2010	31.03.2009	31.03.2008
	SALES
		Service Charges	4.195	4.461	3.573
		Other Income		0.001	0.030
		TOTAL	4.195	4.462	3.603
Less	EXPENSES
		Office Expenses
		Administrative Expenses
		Advertising Expenses	4.268	4.504	4.562
		Interest
		Deprecation
		TOTAL	4.268	4.504	4.562
	PROFIT / (LOSS) BEFORE TAX		(0.073)	(0.042)	(0.959)
Less	TAX		0.012	0.000	0.000
	PROFIT / (LOSS) AFTER TAX		(0.085)	(0.042)	(0.959)
	Earnings Per Share (Rs.)		(0.00)	(0.00)	(0.18)

KEY RATIOS

PARTICULARS		31.03.2010	31.03.2009	31.03.2008
PAT / Total Income	(%)	(2.02)	(0.94)	(26.62)
Net Profit Margin (PBT/Sales)	(%)	(1.74)	(0.94)	(26.84)
Return on Total Assets (PBT/Total Assets}	(%)	(0.11)	(0.09)	(1.84)
Return on Investment (ROI) (PBT/Networth)		(0.00)	(0.00)	(0.01)
Debt Equity Ratio (Total Liability/Networth)		0.39	0.50	0.46
Current Ratio (Current Asset/Current Liability)		2.92	2.64	1.64

LOCAL AGENCY FURTHER INFORMATION

NOTE :

The registered office of the company has been shifted from Ambit RSM House, 449, Senapati Bapat Marg, Lower Parel, Mumbai – 400013, Maharashtra, India to the present address w.e.f. 13.08.2008

FINANCIAL RESULTS AND BUSINESS PROSPECTS :

During the year (on a stand alone basis) the Company has made a loss of Rs. 0.085 millions as compared to a loss of Rs. 0.042 millions in the previous year. On a consolidated basis, the revenue in the year was Rs.727.100 millions as compared to Rs.1094.00 millions in the year 2008-09. The consolidated net loss after tax and minority interest, was Rs.201.200 millions as compared to a profit of Rs.194.000 millions in the year 2008-09. However, the consolidated net profit after tax and minority interest after adding the exceptional item viz profit on deemed disposal of partial stake in a subsidiary company including proportionate reversal of capital reserves was Rs.888.900 millions.

FIXED ASSETS :

• Office Equipment
• Computer Equipment
• Furniture and Fixtures
• Electrical Installations
• Trademark
• Software

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. 45.68
UK Pound	1	Rs. 75.29
Euro	1	Rs. 65.77

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	-
--LIQUIDITY	1~10	3
--LEVERAGE	1~10	3
--RESERVES	1~10	-
--CREDIT LINES	1~10	4
--MARGINS	-5~5	-
DEMERIT POINTS
--BANK CHARGES	YES/NO	NO
--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	YES
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		26

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.