MIRA INFORM REPORT

Report Date :

14.10.2011

IDENTIFICATION DETAILS

Name :	SCHIFFER AND MENEZES INDIA PRIVATE LIMITED (w.e.f. 2008)
Formerly Known As :	MSJ BRUSHES PRIVATE LIMITED COSME COSMETICS PRIVATE LIMITED
Registered Office :	CMM Building, Rua De Ourem, Panaji – 403 001, Goa
Country :	India
Financials (as on) :	31.03.2010
Date of Incorporation :	11.09.1997
Com. Reg. No.:	24-2433
Capital Investment / Paid-up Capital :	Rs.87.053 Millions
CIN No.: [Company Identification No.]	U28122GA1997PTC002433
TAN No.: [Tax Deduction & Collection Account No.]	BLRM06046F
PAN No.: [Permanent Account No.]	AACCM0106E
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturer and Exporter of Tooth Brushes
No. of Employees :	550 (Approximately) – (Contract Workers 350 + Permanent Workers 200)

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 990000
Status :	Satisfactory
Payment Behaviour :	Usually Correct
Litigation :	Clear
Comments :	Subject is a joint venture between Schiffer Group Germany, Menezes Group India and Jordan as, Norway. It 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 commitment. The company can be considered normal for business dealing 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.

INFORMATION PARTED BY

Name :	Mr. Nilesh Subhedar
Designation :	Deputy General Manager in Finance
Contact No.:	91-9822142671
Date :	13.10.2011

LOCATIONS

Registered Office :	CMM Building, Rua De Ourem, Panaji – 403 001, Goa, India
Tel. No.:	91-832-6680193 / 196 / 6680194 / 6694141
Mobile No.:	91-9822142671 (Mr. Nilesh Subhedar)
Fax No.:	91-832-6694114 / 6680199
E-Mail :	schiffer@schiffer_menezes.com sadashivshet@gmail.com neelesh@schiffer-menezes.com
Website :	http://www.schiffer-menezes.com
Area :	10000 sq. ft.
Location :	Owned
Factory :	Plot L-27, Verna Industrial Estate, Phase II A, Verna – 403 722, Goa, India
Tel. No.:	91-832-6694141-142 / 6680193 / 94 / 95 / 96
Fax No.:	91-832-6694114

DIRECTORS

(AS ON 30.09.2010)

Name :	Mr. Cedric Maria Eloy Jose Menezes
Designation :	Managing Director
Address :	House No. 43, Almirante Reis Road, Atinho Panaji – 403001, Goa, India
Date of Birth/Age :	13.05.1957
Date of Appointment :	07.03.2006
DIN No.:	00351060

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	U28122GA1997PTC002433	Schiffer And Menezes India Private Limited	Managing director	01-04-05	01-04-05	Active	NO

Name :	Mr. Nils Terje Vestheim
Designation :	Director
Address :	Bergensveien Oslo – 380963, Norway
Date of Birth/Age :	25.03.1950
Date of Appointment :	07.03.2003
DIN No.:	02650247

Name :	Ms. Maria Genevieve Alina Pinheiro Menezes
Designation :	Director
Address :	House No. 43, Almirante Reis Road, North Goa – 403001, India
Date of Birth/Age :	14.08.1968
Date of Appointment :	01.06.2008
DIN No.:	00296758

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	U01133GA1988PTC000824	Jordan Dental Care Products Private Limited	Director	31-03-05	31-03-05	Active	YES
2	U28122GA1997PTC002433	Schiffer And Menezes India Private Limited	Director	01-06-08	01-06-08	Active	NO

Name :	Mr. Hermann Josef Hartmann
Designation :	Director
Address :	Inder Hofwiese 13, Asbach, Oermany - 53567
Date of Birth/Age :	11.03.1948
Date of Appointment :	01.06.2008
DIN No.:	03092372

KEY EXECUTIVES

Name :	Mr. Sadashiv V Shet
Designation :	Company Secretary
Address :	S – 15, Jairam Complex, Nevginagar, Panaji, Goa, India
Tel No.:	91-832-2427847/ 2421237
Name :	Mr. Nilesh Subhedar
Designation :	Deputy General Manager in Finance

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

(AS ON 30.09.2010)

Names of Shareholders	No. of Shares
Nathan Menezes	37500
Brandon Menezes	37500
Schiffer Ind. Beteilungs, Germany	294864
Dental Hygiene Products Limited, Hong Kong	105864
Genevieve Maria Menezes	194680
Cedric Maria Menezes	200118
Total	870526

(AS ON 30.09.2010)

Category	Percentage
Foreign holdings [Foreign institutional investors, Foreign Companies, Foreign Financial Institutions, Non-resident Indian or Overseas corporate bodies or others]	46.03
Directors or relatives of directors	53.97
Total	100.00

BUSINESS DETAILS

Line of Business :

Manufacturer and Exporter of Tooth Brushes

Products :

Products Description	Item Code No.
Toothbrushes	303811005

Exports :

Products :

Tooth Brushes

Countries :

· South East Asia

Asian Countries

Terms :

Selling :

L/C, Cash and Credit

Purchasing :

Cash and Credit

PRODUCTION STATUS (AS ON 31.03.2010)

Particulars	Quantity Units
Class of Goods	Toothbrushes
Licensed Capacity	Not Applicable as SSI Unit
Installed Capacity	27000000
Actual Production	308441956

GENERAL INFORMATION

Customers :

· End Users

· OEM’s

· Dealer

· Distributor

No. of Employees :

550 (Approximately) – (Contract Workers 350 + Permanent Workers 200)

Bankers :

Bank of Baroda

Panaji Branch, Opposite Azad Maidan, Post Box No. 236, Panaji - 403001, Goa, India

Facilities :

Secured Loans :	31.03.2010	31.03.2009
	(Rs. in Millions)
Packing Credit cum FBP/ FBD from Scheduled Bank (Secured by hypothecation of stocks of all current assets viz. raw materials, materials stores and spares, work in progress packing material, finished goods and book debts of the company meant for exports and local sales. Further covered by export trust receipt, WTPCG and WTPSG cover of ECGC.	--	6.408
Term Loan form Scheduled Bank (Secured by the first charged on the fixed assets of the company by way of equitable mortgages of factory land and building, office premises and hypothecation of moveable machinery (Due within one year Rs.4.632 millions)	11.038	15.717
Term Loan form Scheduled Bank (Secured by the first charged on the fixed assets of the company way of equitable mortgaged of factory land and building (Due within one year Rs. Nil)	--	8.251
Cash Credit from Scheduled Bank (Secured by hypothecation of Book Debts, stocks of Raw materials, packing materials, stock in process and finished goods and secured by mortgage on land and building and hypothecation of fixed assets of the company further guaranteed by Guarantor.)	24.197	21.167
Note: All secured loans are further secured by personal guarantee of the managing director of the company
Total	35.235	51.543

Banking Relations :	--
Auditors :
Name :	P. V. Bhandare and Company Chartered Accountants
Address :	SF/1, Sukerkar Mansion, Near Government Printing Press, Panaji – 403 001, Goa, India
Tel. No.:	91-832-2426689/ 2424120
Fax No.:	91-832-2426689
E-Mail :	pvb@sancharnet.in pvbhandare@dataone.in bhandare13@rediffmail.com
PAN No.:	ACJPB1246L

CAPITAL STRUCTURE

(AS ON 31.03.2010)

Authorised Capital :

No. of Shares	Type	Value	Amount
875000	Equity shares	Rs.100/- each	Rs.87.500 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
870526	Equity shares	Rs.100/- each	Rs.87.053 Millions

NOTE:

Includes 238000 Equity Shares of Rs.100/- each fully paid up issued by way of bonus shares by utilization of General Reserve.

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		87.053	63.253	63.253
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		162.466	142.107	122.786
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		249.519	205.360	186.039
LOAN FUNDS
1] Secured Loans		35.235	51.543	97.459
2] Unsecured Loans		0.000	0.000	10.745
TOTAL BORROWING		35.235	51.543	108.204
DEFERRED TAX LIABILITIES		9.564	8.473	7.510
TOTAL		294.318	265.376	301.753
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		194.801	197.821	196.467
Capital work-in-progress		0.000	0.000	0.000
INVESTMENT		56.019	0.103	0.102
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	47.445	47.154	61.897
	Sundry Debtors	67.939	76.129	111.643
	Cash & Bank Balances	47.098	33.044	7.225
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	12.295	8.500	22.243
Total Current Assets		174.777	164.827	203.008
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditor	45.040	38.447	66.726
	Other Current Liabilities	25.185	40.597	20.092
	Provisions	61.196	18.331	11.362
Total Current Liabilities		131.421	97.375	98.180
Net Current Assets		43.356	67.452	104.828
MISCELLANEOUS EXPENSES		0.142	0.000	0.356
TOTAL		294.318	265.376	301.753

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2010	31.03.2009	31.03.2008
	SALES
		Income	361.861	413.352	327.700
		Other Income	2.114	9.749	12.602
		TOTAL	363.975	423.101	340.302
	TOTAL EXPENDITURE		286.440	385.974	323.904
	PROFIT BEFORE TAX		77.535	37.127	16.398
Less	TAX		(1.901)	5.800	2.812
	PROFIT AFTER TAX		79.436	31.327	13.586
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		53.487	34.166	24.095
Less	APPROPRIATIONS
		Proposed Dividend	30.468	9.172	3.005
		Tax on Dividend	5.178	1.559	0.510
	BALANCE CARRIED TO THE B/S		97.645	53.487	34.166
	Export Value		332.717	372.958	289.741
	Import Value		3.088	6.574	5.546
	Earnings Per Share (Rs.)		91.25	49.53	21.48

Particulars	31.03.2011
Sales Turnover (Approximately)	410.000

The above information has been parted by Mr. Nilesh Subhedar

KEY RATIOS

PARTICULARS		31.03.2010	31.03.2009	31.03.2008
PAT / Total Income	(%)	21.82	7.40	3.99
Net Profit Margin (PBT/Sales)	(%)	21.43	8.98	5.00
Return on Total Assets (PBT/Total Assets}	(%)	20.98	10.24	4.10
Return on Investment (ROI) (PBT/Networth)		0.31	0.18	0.09
Debt Equity Ratio (Total Liability/Networth)		0.67	0.73	1.11
Current Ratio (Current Asset/Current Liability)		1.33	1.69	2.07

LOCAL AGENCY FURTHER INFORMATION

SUNDRY CREDITORS DETAILS

Particulars	31.03.2010	31.03.2009	31.03.2008
	(Rs. In millions)
Sundry Creditors	45.040	38.447	66.726
Total	45.040	38.447	66.726

Sr. No.	Check List by Info Agents
1.	Year of Establishment	YES
2.	Locality of the firm	YES
3.	Constitutions of the firm	YES
4.	Premises details	YES
5.	Type of Business	YES
6.	Line of Business	YES
7.	Promoter’s background	--
8.	No. of employees	YES
9.	Name of person contacted	YES
10.	Designation of contact person	YES
11.	Turnover of firm for last three years	YES
12.	Profitability for last three years	NO
13.	Reasons for variations <> 20%	NO
14.	Estimation for coming financial year	NO
15.	Capital in the business	YES
16.	Details of sister concerns	NO
17.	Major Suppliers	NO
18.	Major Customers	NO
19.	Payment terms	YES
20.	Export / Import details (is applicable)	YES
21.	Market information	--
22.	Litigation that the firm / promoter involved in	--
23.	Banking Details	YES
24.	Banking facility details	NO
25.	Conduct of the banking account	--
26.	Buyer visit details	--
27.	Financials, if provided	NO
28.	Incorporation details, if applicable	--
29.	Last accounts filed at ROC	--
30.	Major Shareholders, is available	--

OPERATIONS

The sales for the year consideration amounted to Rs.361.861 Millions as compared to Rs.413.352 Millions achieved for the year ended 31^st March 2009. The profit before tax earned by the company during the year is Rs.77.537 Millions as compares to Rs.37.127 Millions for the year ended 31^st March 2009.

CONTINGENT LIABILITIES NOT PROVIDED FOR (As on 31.03.2010)

· Bank Guarantees given by Scheduled Bank to various Government Authorities Rs.3.421 millions

· L/C opened in favour of the Company by a Scheduled Bank Rs. Nil

FORM 8

This form is for	Modification of charge
Charge identification number of the modified	90077778
Corporate identity number of the company	U28122GA1997PTC002433
Name of the company	SCHIFFER AND MENEZES INDIA PRIVATE LIMITED
Address of the registered office or of the principal place of business in India of the company	CMM Building, Rua De Ourem, Panaji, Goa – 403001, India
Type of charge	Immovable Property Book Debts Movable Property (Not being pledge)
Particular of charge holder	Bank of Baroda Panaji Branch, Opposite Azad Maidan, Post Box No.236, Panaji – 403001, Goa, India E-Mail: panaji@bankofbaroda.com
Nature of description of the instrument creating or modifying the charge	Sanction Letter Supplemental Memorandum of Entry.
Date of instrument Creating the charge	18.12.2007
Amount secured by the charge	Rs.6.400 millions
Brief particulars of the principal terms an conditions and extent and operation of the charge	Rate of Interest: 1.50% over BPLR i.e. 14.75% p.a. at present, with monthly rests. Terms of Repayment: Repayment in 36 monthly installments of Rs.0.417 million. Started from 24.12.2007. Margin: 47.36% Extent and Operation of the charge: To the extent of Rs.6.400 millions.
Short particulars of the property charged	First charge on fixed assets of the company by way of equitable mortgage of factory land and building office premises and hypothecation of movable machinery.
Particulars of the present modification	The limit has been reduced from Rs.7.600 Millions to Rs.6.400 Millions. All other Terms and conditions remain unchanged.

FIXED ASSETS

· Leasehold Land

· Building

· Plant and Machinery

· Electrical Installation

· Factory Equipments

· EDP Equipments

· Office Equipments

· 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.49.02
UK Pound	1	Rs.77.13
Euro	1	Rs.67.55

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	5
--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	YES
--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.