MIRA INFORM REPORT

Report Date :

24.02.2010

IDENTIFICATION DETAILS

Name :	WOOLWORTHS WHOLESALE (INDIA) PRIVATE LIMITED
Registered Office :	Unit 203, 2^nd Floor, Akruti Centre Point, MIDC, Andheri [East], Mumbai – 400 093, Maharashtra
Country :	India
Financials (as on) :	27.06.2010
Date of Incorporation :	15.02.2006
Com. Reg. No.:	11-159768
CIN No.: [Company Identification No.]	U51900MH2006PTC159768
TAN No.: [Tax Deduction & Collection Account No.]	MUMW02956C
PAN No.: [Permanent Account No.]	AAACW6273C
Legal Form :	Private Limited Liability Company
Line of Business :	Trader of consumer electronics, domestic appliances, entertainment products, machineries equipment accessories, communication equipments.

RATING & COMMENTS

MIRA’s Rating :

B (30)

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

Maximum Credit Limit :	USD 444000
Status :	Moderate
Payment Behaviour :	Slow
Litigation :	Clear
Comments :	Subject is an Established Company having moderate track. Profitability of the company appears to be under pressure. There appears to be huge 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

INFORMATION DECLINED BY

Name :	Mr. Sumankalyan Chakraborty
Designation :	Finance Controller
Tel. No. :	91-22-67332000
Date :	23.02.2011

LOCATIONS

Registered Office / Head Office :	Unit 203, 2^nd Floor, Akruti Centre Point, MIDC, Central Road, Mumbai – 400 093, Andheri (East), Maharashtra, India
Tel. No.:	91-22-67332000/ 67100011 / 67102549
Fax No.:	91-22-67332055/ 67102555
E-Mail :	info@woolworth.co.in desingh@woolworths.co.in nchandarana@woolworths.co.in vjain@woolworths.co.in asehgal@woolworths.co.in
Website :	www.woolworths.in
Location :	Rented
Branch Office :	Located at: Gurgaon Ahmedabad Mumbai Bangalore Hyderabad Ahemdabad Ghaziabad

DIRECTORS

As on 26.12.2010

Name :	Mr. Thomas William Pockett
Designation :	Director
Address :	47, Edgecliff Boulevard Collaroy Pateau, NSW 2097, Australia
Date of Birth/Age :	04.01.1958
Date of Appointment :	17.03.2006
Name :	Mr. Debra Jane Singh
Designation :	Director
Address :	40 Emma ST, Leichhardt, New South Wales – 2040
Date of Birth/Age :	20.07.1958
Date of Appointment :	15.12.2006
Name :	Mr. Ulus Hassan
Designation :	Director
Address :	402, Girnar Annex (Vinayak Heights), Pali Hill, Bandra (West), Mumbai – 400 050, Maharashtra, India
Date of Birth/Age :	11.01.1958
Date of Appointment :	17.09.2008
Name :	Mr. Peter Bolton
Designation :	Director
Address :	702, Vinapar Castle, Dr. Pereira Road, Bandstand, Bandra (West), Mumbai – 400 050, Maharashtra, India
Date of Birth/Age :	05.09.1975
Date of Appointment :	23.12.2008
Name :	Mr. Hagai Yahuda Arad
Designation :	Managing Director
Address :	501, Emporis, Almedia Park, Bandra (West), Mumbai – 400050, Australia
Date of Birth/Age :	08.03.1954
Date of Appointment :	03.08.2000

KEY EXECUTIVES

Name :	Mr. Vikram Jain
Designation :	Company Secretary
Address :	3/ 9, Parijat CHS Limited, 1^st Cross, Dindayal Road, Vishnunagar, Dombivli (West), Thane – 421 202, Maharashtra, India
Date of Birth/Age :	30.09.1973
Date of Appointment :	08.01.2008

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 26.12.2010

Names of Shareholders	No. of Shares
Woolworths (International) Pty. Limited, New South Wales	6548772
Woolworths Management Pty. Limited, New South Wales	1
Total	6548773

As on 26.12.2010

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]	100.00

BUSINESS DETAILS

Line of Business :	Trader of consumer electronics, domestic appliances, entertainment products, machineries equipment accessories, communication equipments.
Products :	Large Appliances · Air Conditioners · Dishwashers · Refrigerators · Washing Machines · Dryers Small Appliance · Fans · Cookware · Appliance Healthcare · Kitchen Appliances · Lighting · Microwaves · Ovens · Power · Security · Vacuums Gaming · Gaming Hardware · Gaming Software Computers / Peripherals · PC Accessories · Computer Consignments · Desktops · Peripherals · Input Devices · Notebooks · Storage Media · Networking · Monitors · Printers and Office Solutio · Software · Books Communication · Mobile Phones · Accessories · PDA · Calculators · Phones Mobile · Navigation Systems · Phones Fixed Entertainment · Audio Accessories · Batteries · DVD / VCD · Entertainment Accessories · Home Theatre · Kits / Toys · TV LCD · Musical Instruments · Audio Portable · Speakers · TV CRT · TV Plasma · Audio Systems Imaging · Imaging Accessories · Digital Cameras · Camcorders
Agencies Held :	Sony Whirlpool Lenovo Samsung
Imports :
Products :	Electronics Equipments
Countries :	Hong Kong
Terms :
Selling :	Cash, Credit (30 days, 60 days, 90 days)
Purchasing :	Cash, Credit (30 days, 60 days, 90 days)

GENERAL INFORMATION

Customers :

• Retailers
• End Users
• OEM’S

No. of Employees :

150 (Approximately)

Bankers :

JP Morgan, Nariman Point Branch and Kalina, Santacruz Branch

Facilities :

Unsecured Loan	Rs. In Millions 27.06.2010	Rs. In Millions 28.06.2009
Short Term Loan From Bank (Corporate guarantee given by Woolworths Limited – the ultimate holding company)	450.000	390.000
Total	450.000	390.000

Banking Relations :

-

Auditors :

Name :

Deloitte Haskins and Sells

Chartered Accountants

Address :

Heritage, 3^rd Floor, Near Gujarat Vidyapith, Off Ashram Road, Ahmedabad-380 014, Gujarat, India

Tel. No.:

91-79-27582543/42

Fax No.:

91-79-27582551

Holding Company :

Woolworths International Pty Limited

Ultimate Holding Company:

Woolworths Limited

Fellow Subsidiaries :

Woolworths (H.K.) Sales Limited

CAPITAL STRUCTURE

As on 27.06.2010

Authorised Capital :

No. of Shares	Type	Value	Amount
10000000	Equity Shares	Rs.10/- each	Rs.100.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
6548773	Equity Shares	Rs.10/- each	Rs.65.488 Millions

[6,548,772 (Previous year : 3,874,352) equity shares are held by Woolworths International Pty Limited, the holding company and 1 equity share is held by its nominee, Woolworths Management Pty Limited]

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		27.06.2010	28.06.2009	29.06.2008
SHAREHOLDERS FUNDS
1] Share Capital		65.487	65.488	38.743
2] Share Application Money		0.000	0.006	0.006
3] Reserves & Surplus		496.946	496.947	293.691
4] (Accumulated Losses)		(451.552)	(498.343)	(354.460)
NETWORTH		110.881	64.098	(22.020)
LOAN FUNDS
1] Secured Loans		0.000	0.000	0.000
2] Unsecured Loans		450.000	390.000	160.000
TOTAL BORROWING		450.000	390.000	160.000
DEFERRED TAX LIABILITIES		0.000	0.000	0.000
Finance Lease Obligations		15.219	25.492	0.000
TOTAL		576.100	479.590	137.980
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		84.486	93.510	66.005
Capital work-in-progress		0.000	0.002	0.695
INVESTMENT		0.000	0.000	0.000
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	658.604	441.050	390.409
	Sundry Debtors	188.874	161.667	69.794
	Cash & Bank Balances	70.446	68.813	10.503
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	239.375	148.256	59.208
Total Current Assets		1157.299	819.786	529.914
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	649.607	410.777	431.159
	Other Current Liabilities	6.687	17.095	14.181
	Provisions	9.391	5.836	13.294
Total Current Liabilities		665.685	433.708	458.634
Net Current Assets		491.614	386.078	71.280
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		576.100	479.590	137.980

PROFIT & LOSS ACCOUNT

	PARTICULARS		27.06.2010	28.06.2009	29.06.2008
	SALES
		Income	10493.355	6593.627	3767.180
		Other Income		124.820	33.997
		TOTAL (A)	10493.355	6718.447	3801.177
Less	EXPENSES
		Cost of Goods Sold		6520.837	3724.837
		Employee Costs		72.031	51.897
		Operating and Administrative Expenses		203.797	208.188
		TOTAL (B)	10431.085	6796.665	3984.922
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)			(78.218)	(183.745)
Less	FINANCIAL EXPENSES (D)			41.909	8.820
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		62.270	(120.127)	(192.565)
Less/ Add	DEPRECIATION/ AMORTISATION (F)		15.480	24.671	11.471
	PROFIT BEFORE TAX (E-F) (G)		46.790	(144.798)	(204.036)
Less	TAX (I)		NA	(143.083)	2.367
	PROFIT AFTER TAX (G-I) (J)		46.790	(1.715)	(206.403)
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		NA	(354.460)	(148.057)
	BALANCE CARRIED TO THE B/S		NA	(498.343)	(354.460)
	TOTAL IMPORTS		NA	43.876	5.339
	Earnings Per Share (Rs.)		---	(31.52)	(53.49)

Expected Sales (2010-2011) : Rs. 15000.000 Millions

KEY RATIOS

PARTICULARS		27.06.2010	28.06.2009	29.06.2008
PAT / Total Income	(%)	0.44	(0.03)	(5.43)
Net Profit Margin (PBT/Sales)	(%)	--	(2.20)	(5.42)
Return on Total Assets (PBT/Total Assets}	(%)	3.76	(15.85)	(34.20)
Return on Investment (ROI) (PBT/Networth)		0.42	(2.26)	9.27
Debt Equity Ratio (Total Liability/Networth)		10.06	12.85	(28.09)
Current Ratio (Current Asset/Current Liability)		1.73	1.89	1.16

LOCAL AGENCY FURTHER INFORMATION

SUNDRY CREDITORS DETAILS:

Particulars	Rs. In Millions 27.06.2010	Rs. In Millions 29.06.2009	Rs. In Millions 29.06.2008
Sundry creditors
- Total outstanding dues of micro enterprises and small enterprises	0.000	0.000	0.000
- Total outstanding dues of creditors other than micro enterprises and small enterprises	649.607	410.777	431.159

NOTES:-

The Registered Office of the company has been shifted from 5^th Floor, Peninsula Chambers, Peninsula Corporate Park, Ganpatrao Kadam Marg, Lower Parel, Mumbai – 400013, Maharashtra, India to the present address w.e.f. 14.08.2006

FIXED ASSETS:-

• Plant and Equipment
• Office Equipment
• Computer Hardware
• Furniture and Fixtures
• Plant – Motor Vehicles
• Software

TRADE REFERENCES:-

· TCL Technology Limited

· HCL

· Philips Electronics India Limited

WEBSITE DETAILS:

PROFILE:

Subject is a wholly owned subsidiary of Woolworths (International) Pty Limited a group company of Woolworths Limited Australia

Woolworths Limited is made up of some of the most recognisable and trusted brands in retailing, serving millions of customers every day with great choice, low prices and excellent quality. As a group across Australia and New Zealand Woolworths Limited has more than 3000 stores and 180,000 employees.

Their retailing expertise stretches across food and grocery, liquor, petrol, general merchandise and consumer electronics, serving millions of customers each and every day.

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.45.39
UK Pound	1	Rs.70.66
Euro	1	Rs.60.05

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	4
PAID-UP CAPITAL	1~10	4
OPERATING SCALE	1~10	5
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	4
--PROFITABILIRY	1~10	3
--LIQUIDITY	1~10	4
--LEVERAGE	1~10	3
--RESERVES	1~10	--
--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	YES
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		30

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

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.