MIRA INFORM REPORT

Report Date :

23.11.2011

IDENTIFICATION DETAILS

Name :	S B PACKAGING LIMITED

Formerly Known as :	S B PACKAGINGS PRIVATE LIMITED

Registered Office :	3^rd Floor, Vardhman Plaza Corner, Inder Enclave, Paschim Vihar, New Delhi – 110 087

Country :	India

Financials (as on) :	31.03.2010

Date of Incorporation :	06.09.1989

Com. Reg. No.:	55-37604

Capital Investment / Paid-up Capital :	Rs.137.236 millions

CIN No.: [Company Identification No.]	U25202DL1989PLC037604

TAN No.: [Tax Deduction & Collection Account No.]	DELS21357A DELS24320C

PAN No.: [Permanent Account No.]	AABCS3731Q

Legal Form :	A Closely Held Public Limited Liability Company

Line of Business :	Manufacturer of Flexible Packaging Material.

No. of Employees :	Not Available

RATING & COMMENTS

MIRA’s Rating :

C (7)

RATING

STATUS

PROPOSED CREDIT LINE

<10

Absolute credit risk exists. Caution needed to be exercised

Credit not recommended

Status :	Sick Company

Payment Behaviour :	Slow and delayed

Litigation :	--

Comments :	Subject has been declared as a sick company under the sick industrial companies [special provisions] Act, 1985 by the board for industrial and financial reconstruction. The net worth of the company had got eroded by the substantial accumulated losses recorded by the company. Payments are reported to be slow and delayed. The company can be considered for business dealings on a fully safe and secured 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

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

LOCATIONS

Registered / Head Office :	3^rd Floor, Vardhman Plaza Corner, Inder Enclave, Paschim Vihar, New Delhi – 110 087, India
Tel. No.:	91-11-25279191
Fax No.:	91-11-25272501
E-Mail :	info@sbpackagings.com ab@sbpack.net
Website :	http://www.sbpack.net http://www.sbpackagings.com

Export Office :	A-63/5, G.T. Karnal Road Industrial Area, Delhi – 110 033, India
E-Mail :	priyao@del2.vsnl.net.in

DIRECTORS

As on 30.09.2010

Name :

Mr. Amit Banga

Designation :

Director

Address :

3^rd Floor, Vardhman Plaza Corner, Inder Enclave, New Delhi – 110 087, India

Date of Birth/Age :

13.02.1968

Date of Appointment :

10.05.1994

DIN :

00557441

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	U25202DL1989PLC037604	S B Packaging Limited	Director	10-05-94	10-05-94	Active	NO
2	U65921DL1993PTC056340	Gross Holdings Private Limited	Director	20-02-02	20-02-02	Active	NO
3	U25209DL2004PTC128781	Green Bio Plast Private Limited	Director	03-09-05	03-09-05	Active	NO

Name :

Mr. Sudhansu Goswami

Designation :

Director

Address :

Ram Nagar Colony, Bahadurgarh, Haryana, India

Date of Birth/Age :

17.01.1962

Date of Appointment :

01.09.2006

DIN :

02437398

Name :

Mr. Mrinal Kumar Chatterjee

Designation :

Director

Address :

18/721, Ram Nagar Colony, Bahadurgarh, Haryana, India

Date of Birth/Age :

01.06.1963

Date of Appointment :

01.09.2006

DIN :

00568669

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 30.09.2010

Names of Equity Shareholders		No. of Shares
Amit Banga		5355618
Gross Holdings Private Limited, India		1676984
Indu Terhan		11550
Manushi Mistry		3780
O P Banga		902527
Kajul Batra (HUF)		84000
R K Sharma		8400
Sandeep Banga		3000
Sanjeev Kumar Garg		3000
S L Banga		37500
Archana Malhotra		30450
Balbir Malhotra		8400
Charu Batra		31500
Rajul Batra		73320
SRF Transactional Holdings Limited, India		119000
Brisk Capital Market Services, India		339270
Reeshnar Investment Limited, Mauritius		3818182

Names of Preference Shareholders		No. of Shares
Amit Banga		800000
Gross Holdings Private Limited, India		160000
Total		960000

As on 30.09.2010

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]		29.00
Bodies Corporate		16.00
Directors or relatives of Directors		49.00
Other top fifty shareholders		6.00
Total		100.00

BUSINESS DETAILS

Line of Business :

Manufacturer of Flexible Packaging Material.

PRODUCTION STATUS AS (ON 31.03.2010)

Class of Goods	Installed Capacity (Annual)	Actual Production (Annual)
Class of Goods	MT	MT	Nos’(000)
Polycoated Paper	4200	108	--
Poly Rolls/Bags	--	137	--
Pouches / Bags	1822	--	163648
Flexible Laminated Film	3600	40	--
Job Work	--	1450	--
Others	--	266	--

GENERAL INFORMATION

No. of Employees :

Not Available

Bankers :

· State Bank of India, IF Branch, Barakhamba Road, New Delhi, India

· ING Vysya Bank Limited, G-35 Connaught Place, New Delhi, India

· IDBI Limited

Facilities :

Secured Loans	As on 31.03.2010 Rs. in millions	As on 31.03.2009 Rs. in millions
Term Loans
From Financial Institutions	76.931	76.931
From Banks	67.694	67.694
Working capital loan from banks*	348.305	349.080
Total	492.930	493.705

Note

* Margin Money deposited with Banks has been adjusted against the outstandings as reflected in the reduction in working capital loans.

Unsecured Loans	As on 31.03.2010 Rs. in millions	As on 31.03.2009 Rs. in millions
From Director	19.705	7.311
From Others	0.000	0.000
Total	19.705	7.311


Banking Relations :	--

Financial Institution :	Assets Care and Reconstruction Enterprise Limited 5^th Floor, IFCI Tower, 61, Nehru Place, New Delhi – 110 019, India

Auditors :
Name :	Ashu Tandon and Company Chartered Accountants
Address :	57/11, IInd Floor, Bazar Marg, Old Rajinder Nagar, New Delhi – 110 060, India
Tel No.:	91-11-42430408 / 25868466
Mobile No.:	91-9811159469
Fax No.:	91-11-25869252

CAPITAL STRUCTURE

As on 31.03.2010

Authorised Capital :

No. of Shares	Type	Value	Amount
14000000	Equity Shares	Rs.10/- each	Rs.140.000 millions
1000000	12% Cumulative Redeemable Preferences Shares	Rs.10/- each	Rs.10.000 millions
6000000	10% Cumulative Convertible Preferences Shares	Rs.10/- each	Rs.60.000 millions
	Total		Rs.210.000 millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
12763636	Equity Shares	Rs.10/- each	Rs.127.636 millions
960000	12% Cumulative Redeemable Preferences Shares (Redeemable after 5 years from the date of allotment (80000 shares each allotted on 13.12.2001 and 28.09.2000 and 800000 shares allotted on 31.03.2000)	Rs.10/- each	Rs.9.600 millions
	Total		Rs.137.236 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		137.236	137.236	137.236
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		39.264	39.264	39.264
4] (Accumulated Losses)		(561.838)	(563.643)	(520.253)
NETWORTH		(385.338)	(387.143)	(343.753)
LOAN FUNDS
1] Secured Loans		492.930	493.705	497.976
2] Unsecured Loans		19.705	7.311	7.311
TOTAL BORROWING		512.635	501.016	505.287
DEFERRED TAX LIABILITIES		0.000	0.000	0.000

TOTAL		127.297	113.873	161.534

APPLICATION OF FUNDS

FIXED ASSETS [Net Block]		104.821	113.460	124.860
Capital work-in-progress		0.000	0.000	0.000

INVESTMENT		2.100	2.100	2.100
DEFERREX TAX ASSETS		0.000	0.000	0.000

CURRENT ASSETS, LOANS & ADVANCES
	Inventories	29.160	18.936	40.511
	Sundry Debtors	25.755	24.464	39.056
	Cash & Bank Balances	11.259	4.738	5.322
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	6.134	6.153	3.106
Total Current Assets		72.308	54.291	87.995
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	39.352	40.063	40.816
	Other Current Liabilities	8.716	12.743	7.274
	Provisions	3.864	3.172	5.331
Total Current Liabilities		51.932	55.978	53.421
Net Current Assets		20.376	(1.687)	34.574

MISCELLANEOUS EXPENSES		0.000	0.000	0.000

TOTAL		127.297	113.873	161.534

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2010	31.03.2009	31.03.2008
	SALES
		Sales	145.669	99.640	82.071
		Other Income	11.547	4.667	2.403
		TOTAL (A)	157.216	104.307	84.474

Less	EXPENSES
		Cost of Material	93.628	62.490	54.230
		Manufacturing and other Expenses	30.936	60.411	17.971
		Employee Cost	17.374	12.561	10.484
		TOTAL (B)	141.938	135.462	82.685

Less	PROFIT/(LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		15.278	(31.155)	1.789

Less	FINANCE COST (D)		0.052	0.054	0.151

	PROFIT/(LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		15.226	(31.209)	1.638

Less/ Add	DEPRECIATION/ AMORTISATION (F)		13.421	12.157	16.673

	PROFIT/(LOSS)BEFORE TAX (E-F) (G)		1.805	(43.366)	(15.035)

Less	TAX (H)		0.000	0.024	0.024

	PROFIT/(LOSS)AFTER TAX (G-H) (I)		1.805	(43.390)	(15.059)

Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		(563.643)	(520.253)	(505.194)

	BALANCE CARRIED TO THE B/S		(561.838)	(563.643)	(520.253)

	EARNINGS IN FOREIGN CURRENCY
		Direct Exports	0.208	0.000	1.123
		Indirect Exports	1.208	1.227	0.000
	TOTAL EARNINGS		1.416	1.227	1.123

	IMPORTS
		Spare parts and Components - imported	1.188	0.306	0.000
	TOTAL IMPORTS		1.188	0.306	0.000

	Earnings/(Loss) Per Share (Rs.)		0.13	(3.16)	(1.10)

KEY RATIOS

PARTICULARS		31.03.2010	31.03.2009	31.03.2008
PAT / Total Income	(%)	1.15	(41.60)	(17.83)

Net Profit Margin (PBT/Sales)	(%)	1.24	(43.52)	(18.32)

Return on Total Assets (PBT/Total Assets}	(%)	1.02	(25.85)	(7.06)

Return on Investment (ROI) (PBT/Networth)		(0.00)	0.11	0.04

Debt Equity Ratio (Total Liability/Networth)		(1.47)	(1.44)	(1.63)

Current Ratio (Current Asset/Current Liability)		1.39	0.97	1.65

LOCAL AGENCY FURTHER INFORMATION

OPERATIONS

The Company made profits during the reporting period despite low capacity utilization. The turnover and the earnings before interest and Tax have shown a significant jump.

Consequent to the losses, in 2003-04 the Company has become a Sick Industrial Company under Sick Industrial Companies (Special Provisions) Act, 1985 and had made a reference to Board of Industrial and Financial Reconstruction (BIFR) as required under the said Act, as its losses had exceeded its net worth. Though the accumulated losses of the company are still high, they are expected to reduce substantially on settlement of its debts with banks / financial institutions. The company had given offer of One Time settlement of its dues to its secured and has already obtained acceptance of the same from all its major lenders.

CONTINGENT LIABILITY

Particulars	31.03.2010 Rs. in millions
Guarantees given by banks on behalf of the company remaining outstanding	Expired without being invoked
Disputed excise duty demand pending before the Tribunal	6.169
Disputed related to Sales Tax	13.694
P.F. (Damages and Interest)	0.510
Cumulative dividend on preference shares	11.835

FORM 8

Corporate identity number of the company	U25202DL1989PLC037604
Name of the company	S B PACKAGING LIMITED
Address of the registered office or of the principal place of business in India of the company	3^rd Floor Vardhman plaza Corner Inder Enclave, Paschim Vihar, New Delhi – 110 087, Delhi, India
This form is for	Modification of charge
Charge identification (ID) number of the charge to be modified	90368410
Type of charge	· Immovable Property · Book Debts · Movable Property
Particular of charge holder	Assets Care and Reconstruction Enterprise Limited 5^th Floor, IFCI Tower, 61, Nehru Place, New Delhi – 110019, Delhi, India CIN No.: U65993DL2002PLC115769 E-Mail : ace@ifciltd.com
Nature of instrument creating charge	Assignment agreement dated 30.03.2011 entered into between State Bank of India and Assets Care and Reconstruction Enterprise Limited
Date of instrument Creating the charge	30.03.2011
Amount secured by the charge	Rs.866.000 millions
Brief of the principal terms an conditions and extent and operation of the charge	Rate of Interest - The rate of interest charged is as per the agreement executed between S B Packaging Limited and State Bank of India and as modified from time to time. Terms of Repayment - The terms of repayment is as per the agreement executed between S B Packaging Limited and State Bank of India and as modified from time to time. Margin - The margin is as per the agreement executed between S B Packaging Limited and State Bank of India and as modified from time to time. Extent and Operation of the charge - As per the agreement executed between S B Packaging Limited and State Bank of India and as modified from time to time.
Short particulars of the property or asset(s) charged (including complete address and location of the property)	· Equitable mortgage of immovable properties of which is situated at Plot no.7,Vardhman Plaza, LSC, Indira Enclave, Paschim Vihar, New Delhi measuring 2546sq.ft.in the name of SBPL. · Land and Building situated at Killa No.30/8/1,Khewat No.139,Khatoni No.169 measuring 5 Kanal 0 Marla in the name of SBPL at Vill Garhi Sampla, Distt Rohtak, Haryana. · L/B situated at Killa No.30/3(8-0),Khewat no.130/127,Khatoni No.160,Killa No 30/4/1(2-12) and Killa 28/23/2(1-3) in Khewat No.131/128 Khatoni No.163, measuring 1 Kanal 17 Marla (37/235 part) · L/B situated at Killa No.30/3(8-0) in Khewat No.130, Khatoni No.160 measuring 2 Kanal (1/4th part) in the name of SBPL at Vill Garhi Sampla,Distt Rohtak, Haryana. · L/B situated at Khasra No 135/126 measuring 13 Kanal 12 Marlas, Khasra No 156/138 measuring 17 Marlas, Khasra No.141/130 measuring 4 Kanal. · Equitable mortgage of movable assets such as plant and machinery at factory premises and stocks and book debts as per assignment agreement.
Date of instrument modifying the charge	04.06.1998
Particulars of the present modification	By the Deed of Assignment dated 30.03.2011, State Bank of India, the assignor of the debt/loan and for the consideration mentioned therein upon terms and conditions set forth therein, unconditionally and irrevocably assigned to and into Assets Care and Reconstruction Enterprise Limited under SARFAESI Act 2002, the debt/loan of Rs.866.000 millions and the underlying security interest therein.

FIXED ASSETS

· Land (Free Hold)

· Buildings

· Plant and Machinery

· Electrical Installation

· Office Equipments

· Furniture and Fixtures

· Vehicles

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.52.70
UK Pound	1	Rs.82.44
Euro	1	Rs.71.07

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	3
PAID-UP CAPITAL	1~10	2
OPERATING SCALE	1~10	1
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	1
--PROFITABILIRY	1~10	-
--LIQUIDITY	1~10	-
--LEVERAGE	1~10	-
--RESERVES	1~10	-
--CREDIT LINES	1~10	-
--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	NO
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	NO
TOTAL		7

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.

MIRA INFORM REPORT

29.160

18.936

40.511

25.755

24.464

39.056

11.259

4.738

5.322

6.134

6.153

3.106

72.308

54.291

39.352

40.063

40.816

8.716

12.743

7.274

3.864

3.172

5.331

51.932

55.978

20.376

(1.687)

1.15

(41.60)

1.24

(43.52)

1.02

(25.85)

(0.00)

0.11

(1.47)

(1.44)

1.39

0.97

Unit