MIRA INFORM REPORT

Report Date :

05.12.2011

IDENTIFICATION DETAILS

Name :	KUONI TRAVEL (INDIA) PRIVATE LIMITED KUONI DESTINATION MANAGEMENT INDIA DIVISION OF KUONI TRAVEL (INDIA) PRIVATE LIMITED
Registered Office :	8^th Floor, Tower A, Urmi Estate, 95, Ganpatrao Kadam Marg, Lower Parel (West), Mumbai 400013, Maharashtra
Country :	India
Financials (as on) :	31.12.2009
Date of Incorporation :	21.12.1992
Com. Reg. No.:	11-70074
Capital Investment / Paid-up Capital :	Rs.83.500 Millions
CIN No.: [Company Identification No.]	U63090mh1992ptc070074
TAN No.: [Tax Deduction & Collection Account No.]	mumk16419E
PAN No.: [Permanent Account No.]	AAACS0170L
Legal Form :	Private Limited Liability Company
Line of Business :	Service Provides Tailor- Made Travel and Logistics Services.
No. of Employees :	Not Available

RATING & COMMENTS

MIRA’s Rating :

Ba (48)

RATING		STATUS	PROPOSED CREDIT LINE
41-55	Ba	Overall operation is considered normal. Capable to meet normal commitments.	Satisfactory

Maximum Credit Limit :	USD 3200000
Status :	Satisfactory
Payment Behaviour :	Usually Correct
Litigation :	Clear
Comments :	Subject is a well established company having satisfactory track. Trade relations are reported as fair. Business is active. Payments are reported to be usually correct and as per commitments. The company can be considered normal for business dealings at usual trade terms and conditions.

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 – September 30, 2011

Country Name	Previous Rating (30.06.2011)	Current Rating (30.09.2011)
India	A1	A1

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

INFORMATION PARTED BY

Name :	Mr. Sanjay Malik
Designation :	Manager
Contact No.:	91-124-4703330
Date :	01.12.2011
Name :	Mr. Naveen
Designation :	Manager
Contact No.:	91-22-67256301
Date :	01.12.2011

LOCATIONS

Registered Office :	8^th Floor, Tower A, Urmi Estate, 95, Ganpatrao Kadam Marg, Lower Parel (West), Mumbai 400013, Maharashtra, India
Tel. No.:	91-22-67256301/ 2/ 3/ 66562000
Fax No.:	91-22-67256305/ 66562009
E-Mail :	info@kuonindia.com rupalik@kuoniindia.com rpavery@vsnl.com sanjay.malik@sita.in info@in.kuoni.com robert.p@robertpavreyassociates.com
Website:	http://www.kuoniindia.com http://www.distantfrontiers.in
Branch Office :	Tower B, Delta Square, M.G. Road, Sector 25, Gurgaon -122001, Haryana, India
Tel. No.:	91-124-4703330
Fax No.:	91-124-4563100
Sales Services Office :	A-301, palm Court Complex, Malad Link Road, Malad (West), Mumbai – 400 064, Maharashtra

DIRECTORS

(AS ON 27.06.2011)

Name :

Mr. Rajiv Duggal

Designation :

Managing Director

Address :

M-45, Greater Kailash Part 2, New Delhi – 110048, India

Date of Birth/Age :

03.12.1965

Date of Appointment :

01.05.2011

DIN No.:

03534150

Other Directorship :

S.No.	CIN	Name of the Company	Current designation of the director	Date of appointment at current designation	Original date of appointment	Company Status	Defaulting status
1	U63040MH2005FTC158348	KUONI BUSINESS TRAVEL INDIA PRIVATE LIMITED	Director	27/06/2011	1/5/2011	Active	NO
2	U63090MH1992PTC070074	KUONI TRAVEL (INDIA) PRIVATE LIMITED	Managing director	1/5/2011	1/5/2011	Active	NO
3	U55101MH2001PTC131692	SITA BEACH RESORTS PRIVATE LIMITED	Director	24/06/2011	30/05/2011	Active	NO
4	U63040MH2001PTC131695	SITA DESTINATION MANAGEMENT PRIVATE LIMITED	Director	24/06/2011	30/05/2011	Active	NO
5	U55109MH2001PTC131690	SITA HOLIDAYS (INDIA) PRIVATE LIMITED	Director	24/06/2011	30/05/2011	Active	NO
6	U55101MH2001PTC131696	SITA HOLIDAYS RESORTS PRIVATE LIMITED	Director	24/06/2011	30/05/2011	Active	NO
7	U55101MH2001PTC131694	SITA INCOMING (INDIA) PRIVATE LIMITED	Director	24/06/2011	30/05/2011	Active	NO
8	U63040MH2001PTC131693	SITA TRAVELS AND TOURS PRIVATE LIMITED	Director	24/06/2011	30/05/2011	Active	NO
9	U63040MH2001PTC131691	SITA TRAVELS PRIVATE LIMITED	Director	24/06/2011	30/05/2011	Active	NO
10	U74140MH2006FTC163059	KTI SUPPORT SERVICES (INDIA) PRIVATE LIMITED	Director	24/06/2011	30/05/2011	Active	NO

Name :

Mr. Zubin Jal Karkaria

Designation :

Director

Address :

52, Persepolis, Opposite G D Somani school, Cuffe Parade, Mumbai – 400005, Maharashtra, India

Date of Birth/Age :

21.05.1968

Date of Appointment :

25.04.2005

DIN No.:

00397088

Other Directorship :

S.No.	CIN	Name of the Company	Current designation of the director	Date of appointment at current designation	Original date of appointment	Date of cessation	Company Status	Defaulting status
1	U63040MH2001PTC131691	SITA TRAVELS PRIVATE LIMITED	Director	25/01/2005	25/01/2005	30/05/2011	Active	NO
2	U63040MH2001PTC131695	SITA DESTINATION MANAGEMENT PRIVATE LIMITED	Director	25/01/2005	25/01/2005	30/05/2011	Active	NO
3	U55101MH2001PTC131692	SITA BEACH RESORTS PRIVATE LIMITED	Director	25/01/2005	25/01/2005	30/05/2011	Active	NO
4	U55101MH2001PTC131696	SITA HOLIDAYS RESORTS PRIVATE LIMITED	Director	25/01/2005	25/01/2005	30/05/2011	Active	NO
5	U55101MH2001PTC131694	SITA INCOMING (INDIA) PRIVATE LIMITED	Director	25/01/2005	25/01/2005	30/05/2011	Active	NO
6	U63040MH2001PTC131693	SITA TRAVELS AND TOURS PRIVATE LIMITED	Director	25/01/2005	25/01/2005	30/05/2011	Active	NO
7	U55109MH2001PTC131690	SITA HOLIDAYS (INDIA) PRIVATE LIMITED	Director	25/01/2005	25/01/2005	30/05/2011	Active	NO
8	U93090MH2001PTC132683	VFS GLOBAL SERVICES PRIVATE LIMITED	Director	25/04/2005	25/04/2005	-	Amalgamated	NO
9	U63090MH1992PTC070074	KUONI TRAVEL (INDIA) PRIVATE LIMITED	Director	31/03/2011	25/04/2005	-	Active	NO
10	U63040MH2005FTC158348	KUONI BUSINESS TRAVEL INDIA PRIVATE LIMITED	Director	23/06/2007	27/12/2005	-	Active	NO
11	U74140MH2006FTC163059	KTI SUPPORT SERVICES (INDIA) PRIVATE LIMITED	Director	12/7/2006	12/7/2006	30/05/2011	Active	NO
12	U63040MH2006PTC160754	TRAVELMATE REPRESENTATIONS PRIVATE LIMITED	Director	27/03/2007	27/03/2007	-	Strike off	NO
13	L74899DL1965GOI004363	INDIA TOURISM DEVELOPMENT CORPORATION LIMITED	Director	19/07/2007	19/07/2007	18/07/2010	Active	NO
14	U75210MH2006FTC158812	VFS GLOBAL SERVICES PRIVATE LIMITED	Director	14/05/2009	14/05/2009	-	Active	NO
15	U74899MH1994FTC213883	DISTANT FRONTIERS TOURS PRIVATE LIMITED	Director	28/06/2010	26/05/2010	-	Active	NO
16	U74999MH2011PTC215894	VFS INDIA SERVICES PRIVATE LIMITED	Director	7/4/2011	7/4/2011	-	Active	NO

Name :

Mr. Stefan Roland Leser

Designation :

Additional Director

Address:

Schewigwiesstrasse 1C, Feusisberg 8835

Date of Birth/ Age:

16.02.1967

Date of Appointment:

01.01.2010

DIN No.:

02848523

Other Directorship :

S.No.	CIN	Name of the Company	Current designation of the director	Date of appointment at current designation	Original date of appointment	Date of cessation	Company Status	Defaulting status
1	U63090MH1992PTC070074	KUONI TRAVEL (INDIA) PRIVATE LIMITED	Director	28/06/2010	1/1/2010	-	Active	NO
2	U63040MH2005FTC158348	KUONI BUSINESS TRAVEL INDIA PRIVATE LIMITED	Director	28/06/2010	1/1/2010	-	Active	NO
3	U75210MH2006FTC158812	VFS GLOBAL SERVICES PRIVATE LIMITED	Director	28/06/2010	1/1/2010	1/3/2011	Active	NO

Name :

Mr. Peter Meier

Designation :

Director

Address :

Helmweg 22, Winterthur, 8405, Switzerland

Date of Birth/Age :

20.05.1965

Date of Appointment :

01.03.2011

DIN No.:

03422012

Other Directorship :

S.No.	CIN	Name of the Company	Current designation of the director	Date of appointment at current designation	Original date of appointment	Company Status	Defaulting status
1	U63040MH2005FTC158348	KUONI BUSINESS TRAVEL INDIA PRIVATE LIMITED	Director	27/06/2011	1/3/2011	Active	NO
2	U63090MH1992PTC070074	KUONI TRAVEL (INDIA) PRIVATE LIMITED	Director	27/06/2011	1/3/2011	Active	NO

Name :

Mr. Peter Francis Rothwell

Designation :

Director

Address:

Oswalds-Gasse 10, Zug, 6300, Switzerland

Date of Birth/ Age:

13.09.1959

Date of Appointment:

15.04.2010

DIN No.:

03019000

Other Directorship :

S.No.	CIN	Name of the Company	Current designation of the director	Date of appointment at current designation	Original date of appointment	Date of cessation	Company Status	Defaulting status
1	U63090MH1992PTC070074	KUONI TRAVEL (INDIA) PRIVATE LIMITED	Director	28/06/2010	15/04/2010	-	Active	NO
2	U63040MH2005FTC158348	KUONI BUSINESS TRAVEL INDIA PRIVATE LIMITED	Director	28/06/2010	15/04/2010	-	Active	NO
3	U75210MH2006FTC158812	VFS GLOBAL SERVICES PRIVATE LIMITED	Director	28/06/2010	15/04/2010	1/3/2011	Active	NO

Name :

Mr. Rolf Edwin Schafroth

Designation :

Director

Address:

Sonnhalde 23, Gachnang, 8547, Switzerland

Date of Birth/ Age:

14.06.1965

Date of Appointment:

15.04.2010

DIN No.:

03018976

Other Directorship :

S.No.	CIN	Name of the Company	Current designation of the director	Date of appointment at current designation	Original date of appointment	Company Status	Defaulting status
1	U63090MH1992PTC070074	KUONI TRAVEL (INDIA) PRIVATE LIMITED	Director	28/06/2010	15/04/2010	Active	NO

KEY EXECUTIVES

Name :	Mr. Sanjay Malik
Designation :	Manager
Address :	Gurgaon, Haryana, India
Name :	Mr. Naveen
Designation :	Manager
Address :	Mumbai, Maharashtra, India
Name :	Mr. Sailesh Kumar Daga
Designation :	Company Secretary
Address :	Flat No. 421, Tower No.6, Soham Park, Hari Om Nagar, Mulund (East), Mumbai, 400081, Maharashtra, India
Date of Birth/Age :	23.08.1973
Date of Appointment :	02.09.2009
PAN No.:	ADIPD1752F

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

(AS ON 27.06.2011)

Names of Shareholders	No. of Shares
Kuonk Asian Investments (Mauritius) Limited, Mauritius	8306580
Kuoni Travel Holding Limited, Switzerland	43420
Total	8350000

(AS ON 30.06.2011)

Equity Shares Break – Up

Category	Percentage
Foreign holdings [Foreign institutional investors, Foreign Companies, Foreign Financial Institutions, Non-resident Indian or Overseas corporate bodies or others]	100.00
Total	100.00

BUSINESS DETAILS

Line of Business :	Service Provides Tailor- Made Travel and Logistics Services.
Products :	· Tour Operating · Other travel Related Services
Terms :
Selling :	Cash and Credit (30 days)
Purchasing :	Cash and Credit (30 days)

GENERAL INFORMATION

Customers :	End Users
No. of Employees :	Not Available
Bankers :	· Deutsche Bank AG, Hazanimal Somani Marg, Fort, Mumbai-400001, Maharashtra, India · HDFC Bank Limited, Sandoz House, Dr. Annie Besant Road, Worli, Mumbai-400018, Maharashtra, India

Banking Relations :	--
Auditors :
Name :	B S R and Company Chartered Accountant
Address :	Lodha Excelus, 1^st floor, Apollo Mills Compound, N. M. Joshi Marg, Mahalakshmi, Mumbai – 400011, Maharashtra, India
Tel. No.:	91-22-39896000
Fax No.:	91-22-39836000
Pan No.:	AAAFB9852F
Holding Company:	Kuoni Asian Investments (Mauritius) Limited, Mauritius
Ultimate Holding Company:	Kuoni Travel Holding Limited, Zurich
Wholly Owned Subsidiary:	· Distant Frontiers Tour Private Limited U74899DL1994PTC058368 · Kuoni South Asia and Middle East FZ-LLC · Kat Management Consulting (Shanghai) Company Limited · Sita Travels Private Limited U63040MH2001PTC131691 · Sita Destjnation Management Private Limited U63040MH2001PTC131695 · Sita Travels and Tours Private Limited U63040MH2001PTC131693 · Sita Beach Resorts Private Limited U55101MH2001PTC131692 · Sita Holidays Resorts Private Limited U5510MH2001PTC131696 · Sita Incoming (India) Private Limited U5510MH2001PTC131694 · Sita Holidays (India) Private Limited U55109MH2001PTC131690
Other Subsidiary Companies :	· Sita World Travel (Nepal) Private Limited · Sita World Travels Lanks 9Private) Limited
Subsidiary Companies of Kuoni South Asia and Middle East – FZ LLC	· Kuoni Travel Services UAE (LLC) · VF (Cyprus) Limited
Fellow Subsidiaries:	· Allied Tpro Inc, New York · Kuoni Business Travel India Private Limited · Kuoni DM Australia Pty Limited · Kuoni Gastaldi Tours, S.P.A, Italy · Kuoni Incoming Service (Viemna) IN · Kuoni Travel Belgium B.V. BA · KIT Solutions AG Zurich · Kuoni Reisen AG, Zurich · Kuoni Seandinavia, Swedan · Kuoni Travel (Atlanta) Inc. · Kuoni Travel (China) Limited · Kuoni Travel Limited, UK · Kuoni Travel Nerderland B.V. · Reiseboro Kuoni (Viemna) RE · UTE Megapolus, Russia · VFS Global Services Private Limited · VF Worldwide Holdings Limited, Mauritius · VIAJES Kuoni SA, Malad · Voyages Jules Veme, London · Voyages Kuoni SA, Paris · Kirker Holdings Limited · Privat Safairs FRZ AG, Zurich · VFS Visa Processing (South Africa) (Pty) Limited · VF Services (UK) Limited · Deser Adventured Tourism, Muscat

CAPITAL STRUCTURE

(AS ON 31.12.2009)

Authorised Capital :

No. of Shares	Type	Value	Amount
15000000	Equity Shares	Rs.10/- each	Rs.150.000 millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
8350000	Equity Shares	Rs.10/- each	Rs.83.500 millions

NOTE:

Of the above

335,000 equity Shares of Rs.10/- each were allotted as fully paid up bonus shares by capitalization of general reserve.

4,959,900 Equity shares of Rs.10/- each to Kuoni Asian Investments (Manutius) Limited and 50,100 equity shares of Rs.10/- each to Kuoni Holding Limited were issued pursuant to the scheme of amalgamation of SETA world Travel (India0 Limited with the company in the year 2000.

8,306,580 equity shares are held by Kuoni Asian Investments (Mauritius) Limited, the holding company and 43,420 equity shares are held by Kuoni Travel Holding Limited, Zurich the ultimate holding company.

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.12.2009	31.12.2008
SHAREHOLDERS FUNDS
1] Share Capital		83.500	83.500
2] Share Application Money		0.000	0.000
3] Reserves & Surplus		717.385	522.196
4] (Accumulated Losses)		0.000	0.000
NETWORTH		800.885	605.696
LOAN FUNDS
1] Secured Loans		0.000	0.000
2] Unsecured Loans		0.000	0.000
TOTAL BORROWING		0.000	0.000
DEFERRED TAX LIABILITIES		0.000	0.000
TOTAL		800.885	605.696
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		207.393	284.945
Capital work-in-progress		4.779	7.008
INVESTMENT		250.946	270.846
DEFERREX TAX ASSETS		0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	0.000	0.000
	Sundry Debtors	258.793	210.224
	Cash & Bank Balances	699.014	540.906
	Other Current Assets	0.001	0.004
	Loans & Advances	1112.674	1259.475
Total Current Assets		2070.482	2010.609
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditor	1327.196	1468.540
	Other Current Liabilities	388.045	481.923
	Provisions	17.474	17.249
Total Current Liabilities		1732.715	1967.712
Net Current Assets		337.767	42.897
MISCELLANEOUS EXPENSES		0.000	0.000
TOTAL		808.885	605.696

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.12.2009	31.12.2008
	SALES
		Income	1348.590	1517.740
		Other Income	262.110	201.200
		TOTAL	1610.700	1718.940
Less	EXPENSES
		TOTAL	1394.036	1881.470
	PROFIT BEFORE TAX		216.660	(162.530)
Less	TAX		21.475	55.780
	PROFIT AFTER TAX		195.190	(218.310)
Add	UTILISED RESERVE TRANSFERRED FROM TOURISM PROMOTION RESERVE		0.000	12.300
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		298.630	504.640
	BALANCE CARRIED TO THE B/S		493.820	298.630
	EARNINGS IN FOREIGN CURRENCY
		Sales and Services	2143.138	2862.507
		Other Income	19.783	8.035
	TOTAL EARNINGS		2162.921	2870.542
	Earnings Per Share (Rs.)		23.38	(26.15)

KEY RATIOS

PARTICULARS		31.12.2009	31.12.2008
PAT / Total Income	(%)	12.12	[12.70]
Net Profit Margin (PBT/Sales)	(%)	16.07	[10.71]
Return on Total Assets (PBT/Total Assets}	(%)	9.51	[7.08]
Return on Investment (ROI) (PBT/Networth)		0.27	[0.27]
Debt Equity Ratio (Total Liability/Networth)		2.16	3.25
Current Ratio (Current Asset/Current Liability)		1.19	1.02

LOCAL AGENCY FURTHER INFORMATION

Check list by info Agents	Available in Report (Yes/ No)
Year of Establishment	Yes
Locality of the Firm	Yes
Constitution of the Firm	Yes
Premises details	Yes
Type of Business	Yes
Line of Business	Yes
Promoter’s Background	-------
No. of Employees	Yes
Name of Person Contacted	Yes
Designation of Contact person	Yes
Turnover of Firm for last three years	Yes
Profitability for last three years	No
Reasons for variation <> 20%	No
Estimation for coming financial year	No
Capital in the business	Yes
Details of sister concerns	Yes
Major Suppliers	No
Major Customers	No
Payments Terms	No
Export/ Imports Details (If applicable)	No
Market Information	-------
Litigations that the firm/ Promoters Involved in	-------
Banking details	Yes
Banking Facility Details	No
Conduct of the Banking Account	-------
Buyer visit details	-------
Financials, if provided	Yes
Incorporation details is applicable	-------
Last Accounts filed at ROC	-------
Major Shareholders, if available	-------

REVIEW OF BUSINESS OPERATIONS

The Company faced a marginal pressure on its operations during the financial year. The entire travel industry was affected with the aftermath of the terror attack in Mumbai and the general economic slowdown. However, there were sign of revival and things were improving but at slow pace.

TOUR OPERATING DIVISION

Turnover of Tour Operating business declined for the year by 9% over previous year driven by lower volumes been impacted by global economic crisis. The customer‟s preference shift were more towards short haul destinations compared to long haul destinations tour packages or in few cases also cutting down on holidays resulting in sales invoiced been lower on full year basis.

The outlook for the year 2010 looks to be better reflecting turnaround in the global economy with positive signs of recovery seen in business performance in last quarter of Year 2009. The actual turnover in Q4 period of the year reported an increase of 13.7% over last year same period. Further Booking Volumes for the following year as at end of Dec‟09 over last year has improved by 37% reflecting the market conditions recovery.

Given the adverse impact of business shortfall on topline and corresponding revenue, the division achieved satisfactory bottom line results (i.e. EBIT) for the year declining by approx. 8% in value terms over previous year. This was achieved through internal restructuring wherein temporary measures such as cutting down on staff strength, no annual staff increments for Manager level staff and above and restriction on variable operating cost spending were put in place by the management. This has resulted in overall operating cost reducing by 7% over previous year.

KUONI DESTINATION MANAGEMENT (KDM)

Net Sales and Services of KDM division for the year 2009 is Rs.2241.166 Millions compared to previous year Net Sales of Rs.2807.536 Millions.

KDM‟s Gross operating profit has increased by Rs.107.267 Millions from Rs.389.578 Millions last year and EBIT has gone up by 257% in 2009 from Rs.(78.504) Millions for the year 2008 to Rs.123.111 Millions for the year 2009.

KUONI ACADEMY

Kuoni Academy – the division is present in 10 states with 23 centers across India - 4 Centers in Mumbai, one each in Nagpur and Pune; 4 Centers in Delhi; one each in Manali and Kangra; Surat and Ahmedabad; one each in Bangalore; Hyderabad; Chennai; Cochin; Mangalore; Bhopal; Kolkata; Chandigarh; Srinagar. It has one academy in Guangzhou, China and is seeking to expand in domestic towns and also internationally in Saudi Arabia, Sri Lanka, UAE and Africa in 2010.

Kuoni Academy has maintained and strengthened its international alliances, academic collaborations and tie-ups.

The Academy has shown a steady and consistent growth and has drawn up expansion plans for its Domestic and International business for the year 2010.

AWARDS AND RECOGNITIONS

1. SOTC was felicitated with the prestigious Abacus TAFI Award 2009 for Best Outbound Tour Operator at the second edition of the Abacus – TAFI Awards on October 23, 2009.

2. Kuoni Travel Group was awarded the “Best Employer in Travel and Tourism” trophy by the Employer Branding Institute of India (EBII) on December 19, 2009 at a glittering awards ceremony in Pune. Kuoni is proud that its contemporaries have recognized the power of its employee value proposition – A Fellowship of Winners‟ Kuoni India honored with the Certificate of Recognition by Cathay Pacific Airways.

3. Avaya Global Connect Customer Responsiveness Award 2010 for the category – India’s most Customer Responsive Travel and Tourism Company.

4. Bird Express Travel World Awards focused on innovation in business rather than financial performance. KDM India’s Child Protection Initiative was declared the winner in the Corporate Social Responsibility category. Kumari Selja, Union Minister of Tourism, presented the award at a function held in Maurya Hotel, New Delhi on April 21, 2010.

5. Kuoni India has won the “Favourite Tour Operator / Travel Agency” award at the Conde Nast Traveller Readers Travel Awards 2010. This is the first time that Conde Nast Traveller has presented awards specifically for the Indian market.

6. SOTC was felicitated with the Best Outbound Tour Operator Award and Kuoni Holidays won for Best Visual Advertising Campaign at the awards ceremony held at ITC Grand Maratha, Mumbai.

7. CNBC Awaaz Travel Award “Most Preferred Tour Operator.

8. TTG Asia Award for “Best Travel Agency – India” in 2009.

FUTURE PROSPECTS

The year 2010 continues to show an overall positive growth in both Inbound and Outbound Travel. The Company will continue to pursue an aggressive growth strategy by targeting profitable growth in all the Divisions.

They believe that the current year will be as exciting and challenging as the year gone by. The company continues to create new markets and adding new missions.

CONTINGENT LIABILITIES

Particulars	31.12.2009	31.12.2008
	(Rs. In Millions)
Claims against the company not acknowledged as debts The claims are held by the customers which are disputed by the company.	17.047	12.900
Taxes that may arise in respect of which the company / the income tax department is in appeal (in respect of some earlier years, appeals covering the same issues have been decided in favour of the company by the appellate authorities)	277.439	273.494

BANKERS CHARGES REPORT AS PER REGISTRY

Name of the company	KUONI TRAVEL (INDIA) PRIVATE LIMITED
Presented By	--
1) Date and description of instrument creating the change	Dated 07.04.2003
2) Amount secured by the charge/amount owing on the securities of charge	Rs. 20.000 Millions Cash Credit / WCDL/ Short Term Loan/ Foreign Currency 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	a) Hypothecation by way of first charge on: All other borrowers present and future book debts, outstandings, monies receivables, claim and bills, which are not due and owing or which may at any time hereafter during the continuance of this security become due and owing to the borrower in the course of its business by any person, firm, company or body corporate or by any government department or office or any municipal or any local or public or semi government bodies or authorities or any body corporate or undertaking or project whatever in the public sector
4) Gist of the terms and conditions and extent and operation of the charge.	Nature of Facility : Cash Credit / WCDL/ Short Term Loans/ foreign Currency Loans Rate of Interest: As applicable from time to time payable on demand Commission, Charges etc As applicable from time to time Margin of security As stipulated by the bank
5) Name and Address and description of the person entitled to the charge.	HDFC Bank Limited, Sandoz House, Dr. Annie Besant Road, Worli, Mumbai-400018, 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

This form is for	Creation of charge
Corporate identity number of the company	U63090mh1992ptc070074
Name of the company	KUONI TRAVEL (INDIA) PRIVATE LIMITED
Address of the registered office or of the principal place of business in India of the company	Kuoni House, Colaba, Mumbai-400001, Maharashtra, India
Type of charge	Book Debts Movable Property
Particular of charge holder	Deutsche Bank AG, Hazanimal Somani Marg, Fort, Mumbai-400001, Maharashtra, India
Nature of description of the instrument creating or modifying the charge	Joint Deed of Hypothecation
Date of instrument Creating the charge	22.01.2008
Amount secured by the charge	Rs. 600.000 Millions
Brief particulars of the principal terms an conditions and extent and operation of the charge	Rate of Interest Interest shall be paid as agreed with the participating banks in the Facility Agreement. Interest shall be payable by monthly rest, and shall be computed based on actual number of days elapsed (i) a 365 day year for Indian Rupees (ii) such other day year that is customary for any other currency Terms of Repayment As per Facility Agreement Margin As per Facility Agreement Extent and Operation of the charge Chrage created in favour of participating bank is by way of first charge and shall remain as security to the charge holders.
Short particulars of the property charged	All present and future book debts, outstanding money, receivables, advances, deposits, claims and bills arising out of sale, contracts, engagements, rights, assets etc., now due, owing or payable or belonging to the company and which may at any time hereafter during the continuance of this security become due, owing, payable, or belonging to the company in the course of the business.

FIXED ASSETS:

· Goodwill

· Non Computer Fees

· Computer Software

· Leasehold Improvement

· Furniture and Fixtures

· Office Equipments

· Computer

· Vehicles

AS PER WEBSITE

Introduction:

The First Citizen of the Indian Travel Industry.

The Kuoni Travel Group, India, is the country's largest travel and tourism company and a 100% subsidiary Kuoni Travel Holding Switzerland

Kuoni Travel Group, India was formed in 1996 through the acquisition of SOTC, India's foremost outbound package tour brand; with a vision to provide all travel and travel-related services to travellers to, from and within India. Between 1996 and 2000, Kuoni India registered prolific growth with an eight-fold increase in profit and consolidated its position as the uncontested leader in India's Outbound market. The company further strengthened its position with the launch of Kuoni Holidays - India’s only travel brand focused exclusively on the premium segment - in January 2006.In 2000, to diversify its business, Kuoni India acquired SITA World Travel, a forerunner in Destination Management, incentive and business travel market In 2001, the strategic acquisition of Tour Club, India's principal destination manager in the Middle East, further strengthened Kuoni India's leadership position in the Inbound travel segment. In June 2006, Kuoni, India acquired Distant Frontiers, a specialist focusing on the FIT Iindividual travel market) and MICE (Meetings, Incentives, Conferences and Exhibitions) segments and consolidated its position as India’s No.1 Destination Management company.

Kuoni launched VFS, its visa services arm, in July 2001 as an outsource partner of diplomatic missions with one customer and three offices. Today, VFS Global is a worldwide leader in the visa services business, with operations in 18 countries and 135 offices.Among the top three in India, Kuoni India’s Business Travel activity has been re-launched as HRG SITA India effective from January 2007. HRG, with whom a strategic alliance has been formed, is a global giant in the business travel segment.Today, Kuoni India is active across virtually every travel segment and operates a number of highly successful brands in India as also controls strategic markets around the world. The brand portfolio includes SOTC in the Leisure segment; HRG Sita India in the Business Travel segment; Kuoni Destination Management in the Incoming Services segment; and VFS in the Visa services segment.The company employs over 3,200 travel professionals and its annual turnover has crossed Rs.2200 crore.Kuoni India's vision focuses on providing all travel and travel-related services to travellers from, within and to India. The company is deeply committed to the Indian travel industry.

Among other initiatives, it launched the Kuoni Academy of Travel in 2003 in an endeavour to offer world-class education and training for young aspirants in the travel and tourism industry. Currently, the Academy has 6 centres across India and in March 2007 has launched its first centre outside India, in Guangzhou, China. In 2001, it supported the Mumbai Police to launch the nation’s first police force dedicated to the safety and well-being of tourists – the Tourism Police and continues to support this endeavour . It has partnered with the Municipal Commission of Greater Mumbai and separately with India Tourism in garbage awareness clean-up initiatives.

Kuoni India's most important asset is its people and the company is committed towards building 'A Fellowship of Winners'. An environment of inspiration, motivation, creativity, training and unparalleled performance ensures that over 3,200 employees at Kuoni India offer the best of service to all their customers, and achieve exceedingly high levels of customer delight.In the recent past, Kuoni has added many feathers to its cap. Like, the Government of India’s National Tourism Award (for Destination Management Services) for 2005-2006. This is the 5th consecutive and overall the 17th year that it has been honoured with this prestigious award. For the 3rd consecutive year, it received the Galileo Express Travel World Award for Best Outbound Tour Operator and for the 4th consecutive year, the Galileo Express Travel World Award for the Best Inbound Tour Operator (Destination Management) for 2005-2006. Outlook Business magazine (Feb 2007) recognized Kuoni India as one of India’s top ten unlisted companies.

As the first citizen of the Indian travel industry, Kuoni relentlessly strives to perfect the art and science of travel and deliver the ultimate travel experience to customers.

MILESTONES

May 2007

Kuoni Academy of Travel joins hands with International School of Tourism Management, Switzerland to provide world-class courses in travel and tourism.

February 2007

Kuoni re-launches Business Travel in partnership with HRG, a global giant in the business travel segment, under the brand name HRG Sita India.

Kuoni Academy of Travel takes its operations beyond India. It opens its first centre abroad, in Guangzhou, China.

VFS is awarded the contract by the Foreign and Commonwealth Office of the Govt. of Britain to process visas for seven regions of the world comprising of 39 countries. With this contract, VFS Global expands its international presence to a total of 41 countries worldwide, making it a global leader in its field.

June 2006

Kuoni spreads its wings wider by acquiring Distant Frontiers, an FIT and MICE specialist in Destination Management, thereby enhancing its ability to offer the best of services to its clients.

January 2006

Kuoni, the world's premium tour operator, launches Kuoni Holidays as India's first leisure travel brand focussed solely on the premium segment.

January 2004

VFS starts its first international operation in Singapore.

May 2003

The prestigious Kuoni Academy of Travel is launched in New Delhi with ultra-modern facilities, sophisticated training aids and a carefully selected faculty to offer excellence in travel and tourism education. The Academy is testimony to Kuoni's commitment towards enhancing the talent pool of the Indian travel and tourism industry. 

March 2003

Kuoni India enters the domestic tourism market with SOTC Holidays of India offering 1001 options for travellers to rediscover India. With the introduction of this business unit, Kuoni India brings an organized means of travel to Indians in India and to those living abroad.

April 2002

FIT Holidays is launched to market and operate international and domestic holidays for individual travellers.  

November 2001

Kuoni India consolidates its leadership position in the Destination Management business segment by acquiring Tour Club, India's Number One Destination Manager for visitors from the Middle East.

July 2001

Kuoni India sets up VFS, a 100% subsidiary, to provide visa processing services to foreign consulates in India.

March 2000

Kuoni Travel ( India) Limited becomes India's largest travel company with the acquisition of Sita World Travel. Sita becomes another prestigious brand of Kuoni India.

May 1997

Kuoni Travel Holding, Switzerland acquires 100% equity in SOTC on May 22nd, 1997. The company is renamed Kuoni Travel ( India) Limited SOTC World Famous Tours also becomes a prestigious brand of Kuoni India.

May 1996

Kuoni enters India by acquiring a 51% stake in SOTC.

Kuoni Group

The Kuoni Group is one of Europe’s leading leisure travel companies, and generated consolidated turnover of CHF 4,855 million (INR 194 billion) in 2008 with a worldwide workforce of 9,797  employees. The company’s activities are focused on its Leisure Travel and Destination Management businesses.

Head Office is in Zurich, Switzerland, where Alfred Kuoni founded the company back in 1906. The Kuoni Group has steadily and systematically developed its position in the world travel market over the years, and has branch operations today in more than 40 countries in Europe, Asia, Africa, Australia and North America.

Kuoni aims to be the world’s best and most successful tourist travel company in the premium and specialist segment. The Kuoni Group was named “World’s Leading Tour Operator” at the World Travel Awards in 2008, the eleventh time in a row it has earned this distinction.

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.51.35
UK Pound	1	Rs.80.51
Euro	1	Rs.69.14

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	6
PAID-UP CAPITAL	1~10	5
OPERATING SCALE	1~10	6
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	6
--PROFITABILIRY	1~10	5
--LIQUIDITY	1~10	6
--LEVERAGE	1~10	5
--RESERVES	1~10	5
--CREDIT LINES	1~10	5
--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	YES
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		48

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.