MIRA INFORM REPORT

Report Date :

02.05.2011

IDENTIFICATION DETAILS

Name :	HALDIRAM FOODS INTERNATIONAL LIMITED
Registered Office :	A 204, Shyam Kamal Agrawal Market, Tejpal Road, Vile Parle (East), Mumbai – 400 057, Maharashtra
Country :	India
Financials (as on) :	31.03.2010
Date of Incorporation :	04.12.1987
Com. Reg. No.:	11-45509
CIN No.: [Company Identification No.]	U15100MH1987PLC045509
TAN No.: [Tax Deduction & Collection Account No.]	NGPH02489E
PAN No.: [Permanent Account No.]	AAACH3628L
Legal Form :	A Closely Held Public Limited Liability Company
Line of Business :	Manufacturer of Indian Snacks and Sweets

RATING & COMMENTS

MIRA’s Rating :

A (60)

RATING		STATUS	PROPOSED CREDIT LINE
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

Maximum Credit Limit :	USD 8000000
Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is a well established and reputed company having fine track. Financial position of the company appears to be sound. Trade relations are reported as fair. Business is active. Payments are reported to be 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 – 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 :	A 204, Shyam Kamal, Agrawal Market, Tejpal Road, Vile Parle (East), Mumbai - 400057, Maharashtra, India.
Tel. No.:	91-22-26130771 / 26170762
Fax No.:	91-22-26145116
E-Mail :	haldiram@bom2.vsnl.net.in csngp@rediffmail.com systems@haldirams.com
Website :	http://haldirams.com
Head Office :	“Haldiram House”, 880, Small Factory Area, Bhandara Road, Nagpur –440008, Maharashtra, India
Tel. No.:	91-712-2681091 / 2681191-94
Fax No.:	91-712-2680218
E-Mail :	haldiram@bom2.vsnl.net.in
Branch Offices:
Mumbai Office:	A 204, Shyam Kamal, Agrawal Market, West Wing, Tejpal Road, Vile Parle (East), Mumbai - 400057, Maharashtra, India.
Tel. No.:	91-22-26130771 / 26170762
Fax No.:	91-22-26145116
E-Mail :	haldirammumbai@vsnl.net
Bangalore Office:	1213, 100 Feet Road, Hall II Stage, Indranagaram, Bangalore – 560008, Karnataka
E-Mail :	hfill.bangalore@haldirams.com
Chennai Office:	Number ½, Peeran Streets, Saligram, Near AVM Studio, Opposite Sooriya Hospital, Chennai - 600093
E-Mail :	hfil.chennai@haldirams.com

DIRECTORS

As on : 30.09.2010

Name :	Mr. Rajendra Kumar Agrawal
Designation :	Director
Address :	918, Deshpande Layuot, Wardhman Nagar, Nagpur – 440 008, Maharashtra, India
Date of Birth/Age :	22.01.1960
Date of Appointment :	28.12.1991
Name :	Mr. Madhusudan M Agrawal
Designation :	Director
Address :	Bela Road, Civil Lines, Delhi – 110 054, India
Date of Birth/Age :	04.01.1957
Date of Appointment :	01.06.1999
Name :	Mr. Pramod P Agrawal
Designation :	Director
Address :	95, The Mall, Kamptee, Nagpur, Maharashtra, India
Date of Birth/Age :	16.11.1958
Date of Appointment :	13.07.1995
Name :	Mr. Jeevan Ramsing Gupta
Designation :	Director
Address :	Shalimar Bag, Delhi – 110 053, India
Date of Birth/Age :	27.10.1967
Date of Appointment :	13.07.1995
Name :	Mr. Sushil Kumar Agrawal
Designation :	Director
Address :	1174, Jalalpura, Gandhi Bag, Nagpur – 440 002, Maharashtra, India
Date of Birth/Age :	18.05.1967
Date of Appointment :	01.12.2007
Name :	Mr. Kamal Kumar Agrawal
Designation :	Director
Address :	920, Deshpande Layuot, Wardhman Nagar, Nagpur – 440 008, Maharashtra, India
Date of Birth/Age :	08.08.1973
Date of Appointment :	01.12.2007

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

Equity share breakup (percentage of total equity)

As on : 30.09.2010

Category	Percentage
Bodies corporate	33.55
Directors or relatives of directors	65.12
Other top fifty (50) shareholders	1.33
Total	100.00

BUSINESS DETAILS

Line of Business :	Manufacturer of Indian Snacks and Sweets
Products :	· Sweets · Namkeens · Papad · Bakery Products · Ice Creams · Processed Milk
Exports :	Exports to more than 16 countries such as · UK · Australia · Europe · Singapore · Malaysia · Srilanka · The Middle East · Arab countries

GENERAL INFORMATION

No. of Employees :

200 (Approximately)

Bankers :

· State Bank of India

State Bank Bhawan, Madam Cama Road, Nariman Point, Mumbai

Branch : Hingma Industrial Estate, Nagpur

· Punjab National Bank

Facilities :

Secured Loans	(As on 31.03.2010) Rs. in millions	(As on 31.03.2009) Rs. in millions
From HDFC Bank Shivaji Nagar, Branch, Pune
Term Loan Against Hypothecation of Machinery	48.757	72.952
Overdraft limit against fixed Deposits
Overdraft limit A/c 1020330000145	25.977	0.000
From State Bank of India, Hingna Branch.
Term Loan on Machinery	0.000	17.156
Cash Credit Against hypothecation
C.C. A/c No. 10584025083	0.000	81.236
C.C. A/c No. 11140053085	0.000	63.148
Total	74.735	234.494
Unsecured Loans	(As on 31.03.2010) Rs. in millions	(As on 31.03.2009) Rs. in millions
From Body Corporates	0.000	3.355
From Others	0.000	0.771
Total	0.000	4.127

Banking Relations :	--
Auditors :
Name :	Agrawal Chhallani and Company Chartered Account
Address :	51, New Colony, Nagpur – 440 001, Maharashtra, India
Tel. No.:	91-712-2544250 / 2544253

CAPITAL STRUCTURE

As on : 31.03.2010

Authorised Capital :

No. of Shares	Type	Value	Amount
13000000	Equity Shares	Rs.10/- each	Rs.130.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
12405877	Equity Shares	Rs.10/- each	Rs.124.059 Millions

Note :

(500000 Equity Shares of Rs.10/- each has been added to the Authorized Share Capital pursuant to the scheme of Amalgamation)

(208107 Equity Shares of Rs.10/- each fully paid up shares were issued pursuant to the scheme of amalgamation to the shareholder of the transferor companies without payment being received in cash)

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		124.058	121.977	121.977
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		1874.848	1418.174	1042.471
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		1998.906	1540.151	1164.448
LOAN FUNDS
1] Secured Loans		74.735	234.494	201.587
2] Unsecured Loans		0.000	4.127	64.826
TOTAL BORROWING		74.735	238.621	266.413
DEFERRED TAX LIABILITIES		135.203	123.329	132.682
TOTAL		2208.844	1902.101	1563.543
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		1067.557	975.001	925.697
Capital work-in-progress		400.699	301.031	373.730
INVESTMENT		218.145	271.686	2.787
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	290.353	289.507	176.880
	Sundry Debtors	135.418	153.374	117.712
	Cash & Bank Balances	314.878	131.638	117.357
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	375.340	309.183	223.536
Total Current Assets		1115.989	883.702	635.485
Less : CURRENT LIABILITIES & PROVISIONS
	Current Liabilities	359.073	374.075	272.732
	Provisions	234.473	155.244	101.424
Total Current Liabilities		593.546	529.319	374.156
Net Current Assets		522.443	354.383	261.329
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		2208.844	1902.101	1563.543

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2010	31.03.2009	31.03.2008
	SALES
		Income	5535.626	4616.610	3507.154
		Other Income	21.915	30.406	12.384
		TOTAL (A)	5557.541	4647.016	3519.538
Less	EXPENSES
		Cost of Goods Consumed	3966.272	3336.503	2547.023
		Payments and Benefits to Employees	90.686	64.375	48.457
		Manufacturing Expenses	104.425	86.961	75.103
		Other Director Expenses	408.280	343.481	245.552
		Administrative Expenses	257.344	239.627	171.968
		TOTAL (B)	4827.007	4070.947	3088.103
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		730.534	576.069	431.435
Less	FINANCIAL EXPENSES (D)		10.455	13.725	19.016
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		720.079	562.344	412.416
Less/ Add	DEPRECIATION/ AMORTISATION (F)		56.495	50.374	43.241
	PROFIT BEFORE TAX (E-F) (G)		663.584	511.970	369.175
Less	TAX (I)		217.104	7.429	118.663
	PROFIT AFTER TAX (G-I) (J)		446.480	519.399	250.512
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		1014.879	532.128	299.598
	APPROPRIATIONS
		Transfer to General Reserve	50.000	7.000	7.000
		Dividend	24.811	24.395	12.197
		Tax on Dividend	4.216	4.146	2.073
	BALANCE CARRIED TO THE B/S		1479.989	1050.420	553.399
	EARNINGS IN FOREIGN CURRENCY
		Export Earnings	NA	4.210	NA
	TOTAL EARNINGS		NA	4.210	NA
	IMPORTS
		Raw Materials	NA	4.146	NA
		Stores & Spares	NA	7.768	NA
		Capital Goods	NA	12.116	NA
		Others	NA	2.253	NA
	TOTAL IMPORTS		NA	26.283	NA
	Earnings Per Share (Rs.)		35.99	42.49	20.81

KEY RATIOS

PARTICULARS		31.03.2010	31.03.2009	31.03.2008
PAT / Total Income	(%)	8.03	11.17	7.11
Net Profit Margin (PBT/Sales)	(%)	11.98	11.08	10.52
Return on Total Assets (PBT/Total Assets}	(%)	30.39	27.54	23.64
Return on Investment (ROI) (PBT/Networth)		0.33	0.33	0.31
Debt Equity Ratio (Total Liability/Networth)		0.33	0.49	0.55
Current Ratio (Current Asset/Current Liability)		1.88	1.66	1.69

LOCAL AGENCY FURTHER INFORMATION

OPERATIONS

The various products of the company are well accepted by the market and the company has earned a good name in the Food Processing Industry. The Company Launch New Brand Name Mopleez in market for packed Sweets

and Nameens. The sweets and namkeen products of the Company virtually enjoy a monopoly market. This year company achieved export sales of Rs.342.704 millions as compared previous year Rs. 269.822 millions. The company has always focused on enhancing its competitive edges in cost leadership brand strengths, wide distribution network and innovative product development to expand its market in India and aboard. 

Note

The Registered Office of the company has been shifted from 1174, Jalalpura Gandhi Baug, Nagpur – 440 002, Maharashtra, India to the present address w.e.f. 01.06.2006.

Form No. 8

Name of the company	HALDIRAM FOODS INTERNATIONAL LIMITED
Presented By	Rajendrakumar Shivkisan Agrawal (Director)
1) Date and description of instrument creating the change	· Agreement of Loan for overall limit (Hypothecation) dated 27.03.2003 · Agreement of hypothecation of Goods and Assets dated 27.03.2003 · Agreement of pledge of Goods and Assets dated 27.03.2003 All agreements executed for creation of a single charge of Rs.100.000 millions
2) Amount secured by the charge/amount owing on the securities of charge	· The Demand Cash Credit of Rs.50.000 millions · The Medium Term Loan of Rs.50.000 millions
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	Hypothecation of Present and future goods including Raw and Packing Materials, Book Debts Movables, and other assets for the limited purpose of carrying manufacturing activities and such other security as may be accepted by bank for Cash Credit Limit and Term Loan
4) Gist of the terms and conditions and extent and operation of the charge.	The Term Loan Rs.50.000 millions payable in Quarterly Installments of Rs.2.500 millions alongwith Costs, Interest and Charge The Cash Credit Hypothecation limit of Rs.50.000 millions against Stocks and Book Debts with margins : · Raw Materials (including Packing Materials) : 35% · Stock-in-process · Finished Goods : 35% · Any Others (Specify) · Book Debts / Receivables : 40% · Plant and Machinery : 85% Rate of interest : · Demand Cash Credit : 12.35% p.a. · Medium Term Loan : 12.85% p.a.
5) Name and Address and description of the person entitled to the charge.	State Bank of India State Bank Bhawan, Madam Cama Road, Nariman Point, Mumbai Branch : Hingma Industrial Estate, Nagpur
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

Corporate identity number of the company	U15100MH1987PLC045509
Name of the company	HALDIRAM FOODS INTERNATIONAL LIMITED
Address of the registered office or of the principal place of business in India of the company	A 204, Shyam Kamal Agrawal Market, Tejpal Road, Ville Parle (East), Mumbai – 400 057, Maharashtra
This form is for	Modification of charge
Type of charge	· Immovable property · Book debts · Movable property (not being pledge)
Particular of charge holder	State Bank of India Hingna Industrial Estate Branch, Hingna, Nagpur – 440 016, Maharashtra, India
Nature of instrument creating charge	· Supplemental Agreement of loan for increase in the overall limit · Supplemental Agreement of Hypothecation of goods and assets for increase in the overall limit · Memorandum of deposit for creation of further charge for term loan / over all limit where the initial charge is created by way of mortgage by deposit of title deed. · Letter regarding the grant of individual limits within the overall limit.
Date of instrument Creating the charge	17.07.2008
Amount secured by the charge	Rs.171.300 millions
Brief of the principal terms an conditions and extent and operation of the charge	· Rate of interest Demand Cash Credit : 2% Below SBAR Term Loan – 1 : 2% Below SBAR Term Loan – 2 : 2% Below SBAR · Terms of repayment As per agreement · Margin Raw Materials : 25% Stock in process : 30% Finished Goods : 30% Book Debts / Receivables (90 Days) : 40% · Extent and operation of the charge As per agreement

Fixed Assets

· Land

· Building

· Office Buildings

· Machinery

· Electrical Equipments

· Storage and Handling Equipment (O)

· Storage and Handling Equipment (N)

· Furniture and Fixtures

· Laboratory Equipment (O)

· Laboratory Equipment (N)

· Office Equipments (O)

· Office Equipments (N)

· Effluent Treatment Plant

· Computers (O)

· Computers (N)

· Truck – 5450

· Truck – 5175

· Truck – 7846

· Tata 407 – 5912

· Truck – 6430

· Tata 407 CB – 7504

· Qualis – 1879

· Kinetic – 9902

· Car – 8507

· Mercedez – 2724

· Truck – 941

· Santro – 7567

· Chetak – 9758

· Santro – 7928

· Activa (CE – 7548)

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. 44.38
UK Pound	1	Rs. 73.87
Euro	1	Rs. 65.83

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	7
PAID-UP CAPITAL	1~10	6
OPERATING SCALE	1~10	7
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	7
--PROFITABILIRY	1~10	6
--LIQUIDITY	1~10	7
--LEVERAGE	1~10	6
--RESERVES	1~10	7
--CREDIT LINES	1~10	7
--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	NO
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		60

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.