MIRA INFORM REPORT

Report Date :

15.10.2011

IDENTIFICATION DETAILS

Name :	ADITYA BIRLA RETAIL LIMITED w.e.f 01.09.2006
Formerly Known As :	PUSHPAK FINANCE AND INVESTMENTS LIMITED
Registered Office :	Skyline Icon, 86/92, 5^th and 6^th Floor, Near Mittal, Industrial Estate, Andheri Kurla Road, Andheri (East), Mumbai – 400059, Maharashtra
Country :	India
Financials (as on) :	31.03.2011
Date of Incorporation :	14.07.1988
Com. Reg. No.:	11-48117
Capital Investment / Paid-up Capital :	Rs. 1225.000 Millions
CIN No.: [Company Identification No.]	U65990MH1988PLC048117
TAN No.: [Tax Deduction & Collection Account No.]	MUMA28583C
PAN No.: [Permanent Account No.]	AAACP2678Q
Legal Form :	A Closely Held Public Limited Liability Company
Line of Business :	Chain of Departmental Stores.
No. of Employees :	Not Available

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

Status :	Moderate
Payment Behaviour :	Slow but Correct
Litigation :	Clear
Comments :	Subject is a part of Aditya Birla Group. It is an established company having moderate track. 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 but correct. In view of strong holding, 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.

INFORMATION DECLINED BY

Name :	Mr. Saurabh Chakraborty
Designation :	Finance Manager
Date :	14.10.2011

LOCATIONS

Registered Office :	Skyline Icon, 86/92, 5^th and 6^th Floor, Near Mittal, Industrial Estate, Andheri Kurla Road, Andheri (East), Mumbai – 400059, Maharasahtra, India
Tel. No.:	91-22-22073341/ 66525000/ 24995000/ 66805555
Fax No.:	91-22-66525841/ 24995841 / 66805394
E-Mail :	investorrelations@adityabirla.com atul.daga@retail.adityabirla.com milind@adityabirla.com
Website :	http://www.adityabirla.com
Branch Office	Located at: · Thane · Aurangabad · Baroda · Mysore · Bangalore · Indore

DIRECTORS

As on 11.07.2011

Name :

Mr. Gopi Krishna Tulsian

Designation :

Director

Address :

32 Peacock Palace, 69 Bhulabhai Desai Road, Mumbai – 400026, Maharashtra, India

Date of Birth/Age :

02.02.1937

Date of Appointment :

12.03.2008

DIN No.:

00017786

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	U70109WB1985PLC038472	Pic Properties Ltd.	Director	09-09-85	09-09-85	-	Active	NO
2	U67120MP1994PLC008447	Samruddhi Swastik Trading And Investments Limited	Nominee director	10-05-95	10-05-95	-	Active	NO
3	U67120MP1994PLC008446	Sun God Trading And Investment Limited	Nominee director	15-05-95	15-05-95	-	Active	NO
4	U99999MH1952PLC008941	Industry House Limited	Director	25-06-97	25-06-97	-	Active	NO
5	U67120WB1997PTC085594	Sunbeam Trading & Investments Private Limited	Director	13-09-97	13-09-97	-	Active	NO
6	U67120MH1987PLC043065	Birla Industrial Investments (India) Ltd	Director	21-08-98	21-08-98	24-06-11	Active	NO
7	U65920MH1986PLC041322	Birla Industrial Finance (India) Limited	Director	21-08-98	21-08-98	24-06-11	Active	NO
8	U64200MH1995PLC086464	Birla Telecom Limited	Director	30-06-99	30-06-99	-	Strike off	NO
9	U17110MH2000PLC127427	Aditya Birla Power Company Limited	Director	27-06-00	27-06-00	-	Active	NO
10	U17110MH2000PLC127428	Bgh Exim Limited	Director	27-06-00	27-06-00	-	Active	NO
11	U72900MH2000PTC129116	Birla Tmt Holdings Private Limited	Director	12-10-00	12-10-00	-	Active	NO
12	U64200MH2000PTC129356	Igh Holdings Private Limited	Director	24-10-00	24-10-00	-	Active	NO
13	U99999GJ2001PLC062239	Aditya Birla Insurance Brokers Limited	Director	26-12-01	26-12-01	-	Active	NO
14	U92110MH2002PTC135228	Applause Entertainment Private Limited	Director	15-04-02	15-04-02	-	Active	NO
15	U70100MH2000PTC127785	B G H Properties Private Limited	Director	15-04-02	15-04-02	-	Active	NO
16	U65993MH2002PTC135827	Tgs Investment & Trade Private Limited	Director	09-05-02	09-05-02	-	Active	NO
17	U72300MH1999PTC122375	Infocyber India Private Limited	Director	27-11-02	27-11-02	-	Active	NO
18	U72900MH2003PTC138702	Applause Bhansali Films Private Limited	Director	16-01-03	16-01-03	-	Active	NO
19	U92132AP2004PTC042536	Applause Entertainment Ap Private Limited	Director	30-01-04	30-01-04	-	Active	NO
20	U24111OR1981PLC000917	Mangalam Carbide Ltd	Director	23-07-04	23-07-04	-	Active	NO
21	U65900MH1988PTC048551	Naman Finance And Investment Pvt Ltd	Director	28-09-07	14-08-07	-	Active	NO
22	U65990MH1988PLC048117	Aditya Birla Retail Limited	Director	29-09-08	12-03-08	-	Active	NO
23	U18101AP2002PTC073589	Fabmall (India) Private Limited	Director	29-09-08	22-04-08	-	Active	NO
24	U52520AP1990PTC011172	Trinethra Superretail Private Limited	Director	29-09-08	22-04-08	-	Active	NO
25	U01409MH2002PTC135738	Green Acre Agro Services Private Limited	Director	23-06-08	09-06-08	-	Active	NO
26	U45200MH2007PTC173199	Abg Realty And Infrastructure Company Private Limited	Director	30-09-09	03-11-08	-	Active	NO
27	U67190MH2007PTC171369	Birla Family Investments Private Limited	Additional director	03-11-08	03-11-08	30-01-09	Active	NO
28	U72300MH2007PTC170118	Osiris E-Infratech Private Limited	Director	30-09-09	09-05-09	-	Active	NO
29	U72200MH2008PTC182132	Osiris Info Services Private Limited	Director	30-09-09	09-05-09	-	Active	NO
30	U93000MH2008PTC185265	Osiris Corporate Services Private Limited	Director	30-09-09	09-05-09	-	Active	NO
31	U14220MH2011PLC219760	Aditya Birla Natural Resources Limited	Director	13-07-11	13-07-11	-	Active	NO

Name :

Mr. Girish Mohanlal Dave

Designation :

Director

Address :

Dave and Girish and Company, Advocates, 1^st Floor, Sethna Building, 55 Maharshi Karve Road, Marine Lines, Mumbai – 400002, Maharashtra, India

davegirish@vsnl.com

Date of Birth/Age :

12.07.1938

Date of Appointment :

12.03.2008

DIN No.:

00036455

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	L24116MH1989PLC052224	Vinati Organics Limited	Director	24-09-90	24-09-90	-	Active	NO
2	L74200MH1981PLC024279	Pcs Technology Limited	Director	29-09-95	29-09-95	-	Active	NO
3	U67120MH1997PLC110386	HSBC Investdirect (India) Limited	Director	19-02-03	19-02-03	26-09-08	Active	NO
4	U72200KA1976PLC027564	Aditya Birla Minacs It Services Limited	Director	18-04-03	18-04-03	15-07-09	Amalgamated	NO
5	U67190MH1996PLC097473	Investsmart Financial Services Limited	Director	29-09-06	20-06-06	26-09-08	Active	NO
6	L26940MH2000PLC128420	Ultratech Cement Limited	Director	07-07-06	07-07-06	-	Active	NO
7	L92142MH2002PLC135964	Cinemax India Limited	Director	07-09-07	31-07-07	-	Active	NO
8	U17120MH2007PLC173993	Grasim Bhiwani Textiles Limited	Director	11-09-07	11-09-07	-	Active	NO
9	U67120KA1991PTC059126	Vistaar Livelihood Financial Services Private Limited	Director	15-01-08	15-01-08	13-05-09	Active	NO
10	U65990MH1988PLC048117	Aditya Birla Retail Limited	Director	29-09-08	22-04-08	-	Active	NO
11	U15499AP2005PTC047082	Terrafirma Agroprocessing (India) Private Limited	Director	29-09-08	22-04-08	-	Active	NO
12	U64202AP1999PTC072731	H.A.S.Two Holdings Private Limited	Director	29-09-08	22-04-08	-	Active	NO
13	U18101AP2002PTC073589	Fabmall (India) Private Limited	Director	29-09-08	22-04-08	-	Active	NO
14	U52520AP1990PTC011172	Trinethra Superretail Private Limited	Director	29-09-08	22-04-08	-	Active	NO
15	L17299GJ1972PLC011626	Camphor And Allied Products Ltd	Director	30-09-08	22-08-08	-	Active	NO
16	U67190MH2007PTC171369	Birla Family Investments Private Limited	Director	30-05-09	04-05-09	-	Active	NO
17	L26959GJ2009PLC058011	Samruddhi Cement Limited	Director	24-07-10	18-05-10	-	Amalgamated	NO
18	L24100JH1976PLC001255	Aditya Birla Chemicals (India) Limited	Director	08-08-11	16-04-11	-	Active	NO

Name :

Mr. Kamlesh Shivji Vikamsey

Designation :

Director

Address :

194, Kalpataru Habitat, Tower – A, Dr. S S Road, Parel, Mumbai – 400012, Maharashtra, India

kamlesh@khimjimunverji.com

Date of Birth/Age :

06.12.1960

Date of Appointment :

22.04.2008

DIN No.:

00059620

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	L22200MH1984PLC034055	Navneet Publications (India) Limited	Director	30-05-92	30-05-92	-	Active	NO
2	U27100MH1997PTC109679	Hlb Offices And Services Private Limited	Director	17-04-00	17-04-00	-	Active	NO
3	U72900MH2002PTC134878	Hlb Technologies (Mumbai) Private Limited	Director	11-02-02	11-02-02	01-08-09	Active	NO
4	L65191GA1994PLC001620	Centurion Bank Of Punjab Limited	Director	28-03-02	28-03-02	-	Active	YES
5	U73200DL1999NPL097935	Icai Accounting Research Foundation	Director	29-03-04	29-03-04	19-03-07	Active	NO
6	U65991MH2005PLC153638	Religare Trustee Company Limited	Director	19-10-06	19-07-06	04-12-08	Active	NO
7	U74210AP1994PLC017356	Ramky Infrastructure Limited	Director	29-09-07	16-03-07	-	Active	NO
8	U67200MH1972GOI016133	General Insurance Corporation Of India	Director	27-08-07	27-08-07	27-08-10	Active	NO
9	U65990MH1988PLC048117	Aditya Birla Retail Limited	Director	29-09-08	22-04-08	-	Active	NO
10	U15499AP2005PTC047082	Terrafirma Agroprocessing (India) Private Limited	Director	29-09-08	22-04-08	-	Active	NO
11	U64202AP1999PTC072731	H.A.S.Two Holdings Private Limited	Director	29-09-08	22-04-08	-	Active	NO
12	U18101AP2002PTC073589	Fabmall (India) Private Limited	Director	29-09-08	22-04-08	-	Active	NO
13	U52520AP1990PTC011172	Trinethra Superretail Private Limited	Director	29-09-08	22-04-08	-	Active	NO
14	U45200MH2008PTC182035	Varash Properties Private Limited	Director	09-05-08	09-05-08	-	Active	NO
15	U45200MH2008PTC182123	Chekam Properties Private Limited	Director	12-05-08	12-05-08	-	Active	NO
16	U66020MH2009PLC189325	Axis Mutual Fund Trustee Limited	Director	26-04-10	27-06-09	28-02-11	Active	NO
17	U70102MH2004PLC147510	Neptune Developers Limited	Director	26-09-09	26-09-09	-	Active	NO
18	L70200MH2002PLC136849	Man Infraconstruction Limited	Director	15-07-10	05-10-09	-	Active	NO
19	U27205MH2007PLC172598	Tribhovandas Bhimji Zaveri Limited	Director	30-09-10	26-08-10	-	Active	NO
20	U45202MH2009PTC189590	Neptune Ventures And Developers Private Limited.	Director	24-02-11	24-02-11	-	Active	NO

Name :

Mr. Thomas Varghese

Designation :

Director and Manger

Address :

Flat No. 502, Park Lane Apartments, 26^th Road, Tips – III, St. Theresa’s School, Bandra (West), Mumbai – 400050, Maharashtra, India

Date of Birth/Age :

03.03.1961

Date of Appointment :

01.08.2008

DIN No.:

02263496

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	U18101AP2002PTC073589	Fabmall (India) Private Limited	Director	29-09-08	01-08-08	-	Active	NO
2	U15499AP2005PTC047082	Terrafirma Agroprocessing (India) Private Limited	Director	29-09-08	01-08-08	-	Active	NO
3	U64202AP1999PTC072731	H.A.S.Two Holdings Private Limited	Director	29-09-08	01-08-08	-	Active	NO
4	U52520AP1990PTC011172	Trinethra Superretail Private Limited	Managing director	01-08-11	01-08-08	-	Active	NO
5	U65990MH1988PLC048117	Aditya Birla Retail Limited	Managing director	01-08-11	01-08-08	-	Active	NO

Name :

Mr. Pranab Barua

Designation :

Director

Address :

D-1, Cedar Crest, 258, 10^th Main, Defence colony, Indira Nagar, Bangalore – 560038, Karnataka, India

Date of Birth/Age :

21.09.1952

Date of Appointment :

01.02.2009

DIN No.:

00230152

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	U36101KA2008PTC045811	NICORA INTERIORS PRIVATE LIMITED	Director	28-03-08	28-03-08	-	Active	NO
2	U18101GJ2007PLC058606	Peter England Fashions and Retail Limited	Director	27-07-09	23-01-09	-	Active	NO
3	U18101GJ2007PLC058604	Madura Garments Lifestyle Retail Company Limited	Director	15-07-09	27-01-09	-	Active	NO
4	U85110GJ1994PLC058690	MADURA GARMENTS EXPORTS LIMITED	Director	31-01-09	31-01-09	-	Amalgamated	NO
5	U65990MH1988PLC048117	Aditya Birla Retail Limited	Director	29-09-09	01-02-09	-	Active	NO
6	U18101KA2007PLC042754	Indigold Trade and Services Limited	Director	11-08-09	02-02-09	04-12-09	Active	NO
7	U17120MH2007PLC173993	Grasim Bhiwani Textiles Limited	Director	18-07-09	21-04-09	-	Active	NO
8	L17199GJ1956PLC001107	Aditya Birla Nuvo Limited	Whole-time director	01-05-09	01-05-09	-	Active	NO
9	U25200AP2010PTC071057	Ganapathi Polymats Private Limited	Director	02-11-10	02-11-10	02-02-11	Active	NO

KEY EXECUTIVES

Name :	Mr. Sushil Kumar Agarwal
Designation :	Secretary
Address :	Flat A-301, Harmony, Siddheswar Gardens, Kolshet Road, Thane (West), Mumbai – 400607, Maharashtra, India
Date of Birth/Age :	29.08.1970
Date of Appointment :	01.12.2010
Name :	Mr. Saurabh Chakraborty
Designation :	Finance Manager

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 11.07.2011

Names of Shareholders	No. of Shares
Kanishtha Finance and Investment Private Limited, India	122499930
G K Tulsian and Kanishtha Finance and Investment Private Limited, India	10
Sushil Ganesham Agarwal and Kanishtha Finance and Investment Private Limited, India	10
Suresh Pitale and Kanishtha Finance and Investment Private Limited, India	10
Anil Chirania and Kanishtha Finance and Investment Private Limited, India	10
Omprakash Jajodia and Kanishtha Finance and Investment Private Limited, India	10
Vivek Pendharkar and Kanishtha Finance and Investment Private Limited, India	10
Nitin Madhura and Kanishtha Finance and Investment Private Limited, India	10
TOTAL	122500000

Equity Share Break up (Percentage of Total Equity)

As on 30.09.2011

Category	Percentage
Bodies corporate	100.00
Total	100.00

BUSINESS DETAILS

Line of Business :

Chain of Departmental Stores.

GENERAL INFORMATION

No. of Employees :

Not Available

Bankers :

Axis Bank Limited, 4/10, OPG House, Asaf Ali Road, New Delhi – 110002, India

Facilities :

Secured Loan	As on 31.03.2010 (Rs. in Millions)	As on 31.03.2009 (Rs. in Millions)
Term loan From Banks	5570.000	3250.000
Short Term loans from Banks
Buyers Credit	428.500	473.600
Working Capital	157.900	136.500
Others	3160.000	2300.000
Total	9316.400	6160.100
Unsecured Loan	As on 31.03.2010 (Rs. in Millions)	As on 31.03.2009 (Rs. in Millions)
Long Term Loans: From Holdings Company From Others From Banks	10852.800 1500.000 4000.000 16352.800	9755.800 0.000 4000.000 13755.800
Short Term Loans: Working Capital from Bank Others	47.100 2400.000 2447.100	42.700 900.000 942.700
Total	18799.900	14698.500

Banking Relations :	--
Auditors :
Name :	Deloitte Haskins and Sells Chartered Accountants
Address :	12, Dr. Annie Besant Road, Opp. Shiv Sagar Estate, Worli, Mumbai – 400018, Maharashtra, India
Tel. No.:	91-22-66679000
Fax No.:	91-22-66679025
PAN.:	AADFD2337G
Holding Company :	· Kanishtha Finance and Investment Private Limited CIN No.: U65990MH1988PTC48498
Subsidiaries :	· Trinethra Superretail Private Limited CIN No.: U52520AP1990PTC011172 · H A S Two Holdings Private Limited CIN No.: U64202KA1999PTC025649 · Terrafirma Agroprocessing (India) Private Limited CIN No.: U15499AP2005PTC047082 · Fabmall (India) Private Limited CIN No.: U18101KA2002PTC031385

CAPITAL STRUCTURE

AS ON 11.07.2011

Authorised Capital :

No. of Shares	Type	Value	Amount
150000000	Equity Shares	Rs.10/- each	Rs.1500.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
122500000	Equity Shares	Rs.10/- each	Rs.1225.000 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		1225.000	1000.000	500.000
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		0.000	0.000	0.000
4] (Accumulated Losses)		(15516.500)	(10105.000)	(3790.563)
NETWORTH		(14291.500)	(9105.000)	(3290.563)
LOAN FUNDS
1] Secured Loans		9316.400	6160.100	1786.873
2] Unsecured Loans		18799.900	14698.500	9737.522
TOTAL BORROWING		28116.300	20858.600	11524.395
DEFERRED TAX LIABILITIES		0.000	0.000	0.000
Employee Stock Option Outstanding		871.100	700.200	465.462
TOTAL		14695.900	12453.800	8699.294
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		1429.300	1628.000	1144.439
Capital work-in-progress		223.200	354.900	340.356
INVESTMENT		12425.000	9796.000	7166.022
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	628.700	605.200	698.822
	Sundry Debtors	85.200	55.700	12.087
	Cash & Bank Balances	359.700	513.800	73.659
	Other Current Assets	28.500	13.700	3.948
	Loans & Advances	1253.900	1142.000	818.627
Total Current Assets		2356.000	2330.400	1607.143
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	542.100	523.800	1535.375
	Current Liabilities	1158.300	1089.200
	Provisions	37.200	42.500	23.291
Total Current Liabilities		1737.600	1655.500	1558.666
Net Current Assets		618.400	674.900	48.477
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		14695.900	12453.800	8699.294

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2010	31.03.2009	31.03.2008
	SALES
		Income	6049.100	4655.300	951.300
		Other Income	324.500	147.700	33.600
		TOTAL (A)	6373.600	4803.000	984.900
Less	EXPENSES
		Cost of goods sold	5412.100	4249.500	875.000
		Administrative Expenses	2552.100	3261.200	1647.700
		Employees Cost	1746.600	2235.800	1657.200
		TOTAL (B)	9710.800	9746.500	4179.900
Less	PROFIT/ LOSS BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		(3337.200)	(4943.500)	(3195.00)
Less	FINANCIAL EXPENSES (D)		1568.000	873.100	119.400
	PROFIT/ LOSS BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		(4905.200)	(5816.600)	(3314.400)
Less/ Add	DEPRECIATION/ AMORTISATION (F)		506.300	479.300	144.400
	PROFIT/ LOSS BEFORE TAX (E-F) (G)		(5411.500)	(6295.900)	(3458.800)
Less	TAX (I)		0.000	18.500	14.000
	PROFIT/ LOSS AFTER TAX (G-I) (J)		(5411.500)	(6314.400)	(3472.800)
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		(10105.000)	(3790.600)	(317.800)
	BALANCE CARRIED TO THE B/S		(15516.500)	(10105.000)	(3790.600)
	TOTAL IMPORTS		NA	122.900	349.100
	Earnings Per Share (Rs.)		(54.05)	(72.94)	(69.46)

KEY RATIOS

PARTICULARS		31.03.2010	31.03.2009	31.03.2008
PAT / Total Income	(%)	(84.90)	(131.47)	(352.60)
Net Profit Margin (PBT/Sales)	(%)	(89.46)	(131.08)	(363.59)
Return on Total Assets (PBT/Total Assets}	(%)	(142.96)	(159.05)	(125.70)
Return on Investment (ROI) (PBT/Networth)		(0.38)	(0.69)	(1.05)
Debt Equity Ratio (Total Liability/Networth)		2.09	2.47	3.98
Current Ratio (Current Asset/Current Liability)		1.36	1.41	1.03

LOCAL AGENCY FURTHER INFORMATION

DETAILS OF SUNDRY CREDITORS:

(Rs. in Millions)

Particulars	31.03.2010	31.03.2009	31.03.2008
Micro , Small and Medium Enterprises	0.000	0.000	NA
Others	542.100	523.800	NA
	542.100	523.800	NA

BACKGROUND:

The Financial Statement have been prepared under the historical cost convention in accordance with the generally accepted accounting principles in Indian Accounting standards notified under section 21(3C) of the Companies Act, 1956 and the relevant provisions thereof.

BUSINESS PERFORMANCE:

During the year the company launched 4 new hypermarkets under the brand name more, Megamart at different locations across the country which received overwhelming response from the consumers. The sales from the Hypermarket as a consequence increased significantly from the previous year and constituted about 25% of the total sales of the company. In respect of supermarkets the focus continued on relentless pursuit of cost reduction, closure of unviable and non performing stores, development and strengthening of private labels and continuous improvement in gross margin to ensure that the business moves towards achieving profitability.

During the year the company closed the year with 146 supermarkets and 5 hypermarket covering 6.96 Iacs sq. feet of retail space. The Company’s subsidiary Trinethra Superretail Private Limited closed the year with 379 Supermarkets and 1 Hypermarket covering an area of 9.12 lacs sq feet.

More. is covering 155 cities and towns across 12 Indian states. It is India’s second largest supermarket chain and enjoys a high top of mind recall in catchments where it is present.

FINANCE:

The company has been assigned a rating of “A2+” for Short-Term Loans-Fund Based limits and Non-Fund Based Limits and “LBBB-i-”for Long term Loans and Fund Based Limits. Both the ratings are investment grade.

During the year, for meeting its capex and opex requirements, the company raised resources through a mix of debt and equity (including 1% Optionally Convertible Bonds). the Company issued and allotted 2,25,00,000 Equity Shares of the face value of Rs 10/- each for cash at par aggregating to Rs 225.000 Millions and issued and allotted 2,59,70,000, 1% Optionally Convertible Bonds -Series-lV of the face value of Rs 100/- each for cash at par aggregating to Rs 2597.000 Millions.

During the year, the company subscribed for 25,45,150 1%Optionally Convertible Bonds Series-Ill of Rs 30Sf- each aggregating to Rs 776.300 Millions issued by Trinethra Superretail Private Limited to enable meet its capex and opex requirements. These OCBs at the sole option of the holder thereof will be converted into I fully paid-up equity shares of the company of the face vale of Rs 10/- per share at a premium of Rs295/- per share at anytime from the date of allotment but before the due date for redemption or it shall be redeemed in full at a premium of 16% on the due date for redemption.

CONTINGENT LIABILITY:

a) The Company has given collateral Security of Rs. 550.000 Millions. (Previous year: Rs. 550.000 Millions) to Banks for loans taken by Trinethra Supertetall Private Limited (TSPL) (Subsidiary Company).

(Rs. in millions)

Bank Name	Nature of Security Provided	2009-10	2008-2009
Axis Bank Limited	Letter of Undertaking	500.000	500.00
HDFC Bank Limited	Letter of comfort	50.000	50.00

Further, the Company has iren an undertaking, not to dispose of its investment in the Subsidiary during the peudency of the credit fai1ity.

b) Premium on redemption of 1% Optionally Convertible Bonds (Refer note 3 below): Rs. 4020.200 millions (Previous year: Rs. 3604.700 millions).

c) Custom duty against import of capital. Goods which may arise if the obligation for exports is not fulfilled is its Rs. 90.900 millions (Previous year Rs. 90.900 millions)

d) Disputed dues towards leased property to the .extent of Rs. 102.700 millions (Previous year: Rs. 102.700 millions)

e) Liabilities towards certain leased properties. to the extent of Rs. 5.400 millions (Previous year: Rs. 5.50 Millions)

f) Other claims against the Company not acknowledged as debts (to the extent quantifiable) Ra. 4.400 millions. (Previous year: Rs. 1.90 millions)

FORM 8:

Corporate identity number of the company	U65990MH1988PLC048117
Name of the company	ADITYA BIRLA RETAIL LIMITED
Address of the registered office or of the principal place of business in India of the company	Skyline Icon, 86/92, 5^th Floor, Near Mittal Industrial Estate, Andheri Kurla Road, Andheri (East), Mumbai – 400059, Maharashtra, India Email Id: atul.daga@retail.adityabirla.com
This form is for	Creation of Charge
Type of charge	· Book debts · Others
Particular of charge holder	Axis Bank Limited, 4/10, OPG House, Asaf Ali Road, New Delhi – 110002, India Email : form8.axisbank@gmail.com
Nature of instrument creating charge	Deed of hypothecation of current assets (Stocks and Book debts)
Date of instrument Creating the charge	20.07.2011
Amount secured by the charge	Rs. 500.000 Millions
Brief of the principal terms an conditions and extent and operation of the charge	Rate of Interest : As per sanction Letter No. AXISB/CO/2011-12/15183 dated 01.07.2011 to be amended from time to time Terms of Repayment: As per sanction Letter No. AXISB/CO/2011-12/15183 dated 01.07.2011 to be amended from time to time Margin: As per sanction Letter No. AXISB/CO/2011-12/15183 dated 01.07.2011 to be amended from time to time Extent and operation of the charge: First Pari Passu Charge Others: The above is to secure the following Overdraft Rs. 500.000 Millions Letter of Credit Rs. 500.000 Millions (Sub limit of Over draft) Bank Guarantee Rs. 500.000 Millions (Sub limit of Over draft)
Short particulars of the property or asset(s) charged (including complete address and location of the property)	Hypothecation by way of first Pari Passu charge over all present and future current assets of the company stored or to be stored at the company’s godowns or premises or where ever else same may be.

FIXED ASSETS:

· Leasehold Improvements

· Furniture and Fixtures

· Vehicles

· Plant and Machinery

· Software

PROFILE

The Group’s foray into the retail sector began in December 2006 when it acquired Trinethra, the chain of stores based in south India. May 2007 saw Aditya Birla Retail Limited (ABRL) launch their own brand of stores called 'More.'

ABRL’s vision is “to consistently provide the Indian consumer complete and differentiated shopping experiences and be amongst India’s top retailers while delivering superior returns to all stakeholders”.

Till end-September 2009, the company had set up 640 supermarkets and five hypermarkets. All the supermarkets are branded More. and the hypermarkets are branded More Megastore. The company has around 11,000 employees and has a pan-India presence. More. supermarkets are neighbourhood stores with the core proposition of offering value, convenience and trust to the customers and averaging 2,500 sq ft area. The hypermarkets are self-service superstores offering value and range in food and non-food products and services at a single location. Hypermarkets are located in large catchment areas and encourage mass consumption with discount prices and substantial depth of assortment with an average store size of 55,000 sq ft shopping area.

In May 2009 Aditya Birla Retail introduced a value proposition for its supermarkets and encapsulated it into a promise of giving its customers “Hamesha Extra” which has resonated with the consumer. “Hamesha Extra” is the core essence of More. It means customers will always feel that they have got something extra while shopping at More.

Within a short span of less than three years, More. has more than 1.6 million members as part of its loyalty programme. More. has also launched a huge range of private labels in food and grocery, staples and apparel which have already obtained a significant share of category as well as salience with the consumer.

Aditya Birla Retail was presented the ‘Retail Best Employer of the Year’ award at the Reid and Taylor Awards for Retail Excellence, by the global jury of the Asia Retail Congress 2009. Aditya Birla Retail was also recognised for impactful retail and visual merchandising at the same forum. The company bagged the ‘Most Admired Retailer of the Year Award’ in the Smart Strategy category at the prestigious Images Retail Awards 2009, during the India Retail Forum at Mumbai.

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.49.06
UK Pound	1	Rs.77.02
Euro	1	Rs.67.72

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	5
PAID-UP CAPITAL	1~10	4
OPERATING SCALE	1~10	4
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	4
--PROFITABILIRY	1~10	2
--LIQUIDITY	1~10	4
--LEVERAGE	1~10	4
--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
-	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.