MIRA INFORM REPORT

Report Date :

20.10.2011

IDENTIFICATION DETAILS

Name :	DEVASHREE FOODS PRIVATE LIMITED
Formerly known as :	CANWOOD MATERIALS MANAGEMENT COMPANY PRIVATE LIMITED
Registered Office :	36, Rajnigandha Shopping Centre, 1^st Floor, Gokuldham, Goregaon (E) Mumbai 400063, Maharashtra
Country :	India
Financials (as on) :	31.03.2010
Date of Incorporation :	26.06.1982
Com. Reg. No.:	11 – 27524
Capital Investment / Paid-up Capital :	Rs.13.747 Millions
CIN No.: [Company Identification No.]	U51900MH1982PTC027524
TAN No.: [Tax Deduction & Collection Account No.]	MUMD09548A
PAN No.: [Permanent Account No.]	AAACC2407L
Legal Form :	Private limited liability company.
Line of Business :	Manufacturer, Marketing and distribution of food products, Ghee, Butter, Lactose, Fenugreek, Fresh Grapes etc.
No. of Employees :	120 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

B (29)

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

Maximum Credit Limit :	USD 95000
Status :	Moderate
Payment Behaviour :	Slow
Litigation :	Clear
Comments :	Subject is an established company having moderate track. There appears some losses being incurred by the company in the current year. i.e. 2009-10. However, trade relations are reported as fair. Business is active. Payments are reported to be slow. The company can be considered for business dealings with some caution.

NOTES :

Any query related to this report can be made on e-mail : infodept@mirainform.com while quoting report number, name and date.

ECGC Country Risk Classification List – September 30, 2011

Country Name	Previous Rating (30.06.2011)	Current Rating (30.09.2011)
India	A1	A1

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

INFORMATION DECLINED BY

Name :	Ms. Ajita
Designation :	Key Executive
Contact No.:	91-9820889911
Date :	20.10.2011

LOCATIONS

Registered Office / Corporate Office :	36, Rajnigandha Shopping Centre, 1^st Floor, Gokuldham, Goregaon (E) Mumbai 400063, Maharashtra, India
Tel. No.:	91-22-28495461 / 62
Mobile No.:	91-9820889911 (Ms. Ajita)
Fax No.:	91-22-28495460
E-Mail :	info@devashreefoods.com
Website :	http://www.devashreefoods.com
Area :	Rented
Branch Office :	Located at :- Ahmedabad, Gujarat Bhiwandi, Maharashtra Guwahati, Assam Jaipur, Rajasthan

DIRECTORS

As on : 25.08.2010

Name :

Mr. Vijay Rathi

Designation :

Director

Address :

B-144, Ramprastha Colony, Ghaziabad – 201 011, Uttar Pradesh

Date of Birth/Age :

13.05.1956

Date of Appointment :

15.06.2001

Din No.:

00088905

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	U51900MH1982PTC027524	Devashree Foods Private Limited	Director	15-06-01	15-06-01	Active	NO
2	U52110MH2007PTC168621	Neutra Foods and Fats Private Limited	Director	12-03-07	12-03-07	Active	YES

Name :

Mr. Deepak S. Jain

Designation :

Director

Address :

61/A, Shruti Yashodham, Goregaon (East), Mumbai – 400 063, Maharashtra

Date of Birth/Age :

04.07.1960

Date of Appointment :

09.01.2002

Din No.:

00088557

KEY EXECUTIVES

Name :	V. G. Venkatraman and Company
Designation :	Company Secretaries
Address :	Room No. 3, First Floor, Jayanti Apartments, Jatashankar Dossa Road, Mulund West, Mumbai – 400080
Tel. No. :	91-22-25900639
Mobile No :	91-9869000467
Email :	vgv45@vsnl.com

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on: 25.08.2010

Names of Shareholders	No. of Shares
Deepak Jain HUF	1180750
Deepak S. Jain	175000
Santosh Singania	3000
Santosh Singania and Mrs. Manju Singhania	500
Vedija Aggarwal	3500
Devendra Garg	1000
N. Ashok	1000
Alka Garg	5000
Benu Rathi	2500
Vijay Rathi	2500
Total	1374750

Equity shares breakup (Percentage of total equity)

As on : 25.08.2010

Category	Percentage
Directors of relatives of directors	99.46
Others	0.54
Total	100.00

BUSINESS DETAILS

Line of Business :

Manufacturer, Marketing and distribution of food products, Ghee, Butter, Lactose, Fenugreek, Fresh Grapes etc.

Products :

Ø Ghee

Ø Butter

Ø Daily Whitener

Ø SMP

Ø W.M.P.

Ø Sweet Whey Powder

Ø Lactose

Ø Fresh Fries

Ø Fresh Gapes

Ø Fresh Pomegranates

Ø Cheese

Ø Muster Seed

Ø Fenu Greek

Ø IFCMP and WPC

Ø UHT Milk

Product Description	Item Code No.
Butter	0.405.000
Cheese	0.406
Ghee	0.4059020

Exports :

Products :

Food Products

Countries :

· Sri Lanka

· Bangladesh

Terms :

Selling :

Cash, Credit

Purchasing :

Cash, Credit

GENERAL INFORMATION

Customers :

Wholesalers and Retailers

No. of Employees :

120 (Approximately)

Bankers :

· Oriental Bank of Commerce, Gokuldham, Goregaon (East), Mumbai – 400 063, Maharashtra, India

· Union Bank of India, Mumbai, Maharashtra, India

Facilities :

Secured Loan	Rs. In Millions 31.03.2010	Rs. In Millions 31.03.2009
From Bank
Term Loan from a Bank	187.959	149.289
Working Capital Loan from a Bank	22.147	0.000
From Others
Vehicle Loan	0.107	0.292
Total	210.213	149.571
Note : The above loan are secured by 1. Equitable Mortgage of Factory land and building and hypothecation of plant and Machinery 2. Hypothecation of stock and book debts 3. Hypothecation of vehicle financed
Unsecured Loan	Rs. In Millions 31.03.2010	Rs. In Millions 31.03.2009
From Shareholders	30.000	15.000
Total	30.000	15.000

Banking Relations :	Satisfactory
Auditors :
Name :	M. A. Parikh and Company Chartered Accountants
Address :	Yusuf Building, 2^nd Floor, 43, M. G. Road, Fort, Mumbai – 400 023, Maharashtra
Tel. No.:	91-22-2041018 / 22043850
Fax No.:	91-22-22874524
E-Mail :	maparikh@vsnl.net
Subsidiaries :	Novel Agro Products Private Limited CIN No. : U01110MH1994PTC082534

CAPITAL STRUCTURE

AS ON 31.03.2010

Authorised Capital :

No. of Shares	Type	Value	Amount
2000000	Equity Shares	Rs.10/- each	Rs.20.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
1374750	Equity Shares	Rs.10/- each	Rs.13.747 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		13.747	13.747	7.347
2] Share Application Money		0.000	0.000	15.600
3] Reserves & Surplus		19.387	50.019	28.438
4] (Accumulated Losses)		(9.270)	0.000	0.000
NETWORTH		23.864	63.766	51.385
LOAN FUNDS
1] Secured Loans		210.213	149.571	18.538
2] Unsecured Loans		30.000	15.000	15.000
TOTAL BORROWING		240.213	164.571	33.538
DEFERRED TAX LIABILITIES		0.000	0.000	0.000
TOTAL		264.077	228.337	84.923
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		237.675	14.512	11.840
Capital work-in-progress		20.636	205.313	17.286
INVESTMENT		1.597	1.597	1.597
DEFERREX TAX ASSETS		0.000	0.000	0.000
PRE-OPERATIVE EXPENDITURE		0.000	11.118	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	33.330	11.950	5.340
	Sundry Debtors	4.184	5.147	18.540
	Cash & Bank Balances	3.312	4.087	24.526
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	26.507	27.454	39.005
Total Current Assets		67.333	48.638	87.411
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	45.947	34.287	3.569
	Other Current Liabilities	2.538	4.154	18.712
	Provisions	14.679	14.400	13.264
Total Current Liabilities		63.164	52.841	35.545
Net Current Assets		4.169	(4.203)	51.866
MISCELLANEOUS EXPENSES		0.000	0.000	2.334
TOTAL		264.077	228.337	84.923

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2010	31.03.2009	31.03.2008
	SALES
		Sales During the Year	196.312	158.700	142.298
		Other Income	1.574	4.082	10.717
		TOTAL	197.886	162.782	153.015
Less	EXPENSES
		Office Expenses
		Administrative Expenses	214.452	156.935	145.317
		Advertising Expenses
		Interest
		TOTAL	214.452	156.935	145.317
	PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION		(16.566)	5.847	7.698
Less/ Add	DEPRECIATION/ AMORTISATION		23.337	2.296	1.874
	PROFIT / (LOSS) BEFORE TAX		(39.903)	3.551	5.824
Less	TAX		0.000	1.170	1.950
	PROFIT / (LOSS) AFTER TAX		(39.903)	2.381	3.874
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		30.632	28.251	24.377
	BALANCE CARRIED TO THE B/S		(9.271)	30.632	28.251
	Earnings Per Share (Rs.)		(29.03)	20.54	2.81

KEY RATIOS

PARTICULARS		31.03.2010	31.03.2009	31.03.2008
PAT / Total Income	(%)	(20.16)	1.46	2.53
Net Profit Margin (PBT/Sales)	(%)	(20.32)	2.23	4.09
Return on Total Assets (PBT/Total Assets}	(%)	(13.08)	5.62	5.86
Return on Investment (ROI) (PBT/Networth)		(1.67)	0.05	0.11
Debt Equity Ratio (Total Liability/Networth)		12.71	3.40	1.34
Current Ratio (Current Asset/Current Liability)		1.06	0.92	2.45

LOCAL AGENCY FURTHER INFORMATION

Check List by Info Agents	Available in Report (Yes / No)
1. Year of Establishment	Yes
2. Locality of the firm	Yes
3. Constructions 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 variation <> 20%	No
14. Estimation for coming financial year	No
15. Capital in the business	No
16. Details of sister concerns	No
17. Major suppliers	No
18. Major customers	No
19. Payments terms	Yes
20. Export / Import details	Yes
21. Market information	------
22. Litigations that the firm / promoter involved	------
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, if available	------

HISTORY

Subject was incorporated on 24^th June, 1982 at Mumbai in Maharashtra under the name and style of Canwood Consumer Sales Private Limited having Company Registration Number 27524.

The name of the company has changed to the Canwood Auto and Appliances Private Limited. Again the name of the company has been change to Canwood Materials Management Company Private Limited.

Again the name of the company has been changed to the present w.e.f. 05.07.2001.

The Registered Office of the company has been shifted from 25 / 29 Rajanigandha Shopping Complex, Gokuldham, Goregaon (East), Mumbai – 400 063, Maharashtra, India to the present address w.e.f. 02.01.2008

OPERATIONS :

During the year company’s turnover increased by 23.70%from Rs. 157.700 millions in the previous year to Rs. 196.311 millions the profit before tax decreased by 1223.74% when compared with the performance relating to the previous year. The loss is mainly due to deprecation and interest on partial implementation of the new project.

NOTE :

The registered office address of the company has been shifted from 25, Rajnigandha Shopping Centre, Gokuldham, Goregaon (East), Mumbai, Maharashtra, India to present address w.e.f. 28.06.2011.

FORM : 8

Corporate identity number of the company	U51900MH1982PTC027524
Name of the company	DEVASHREE FOODS PRIVATE LIMITED
Address of the registered office or of the principal place of business in India of the company	36, Rajnigandha Shopping Centre, Gokuldham, Goregaon East, Mumbai – 400063, Maharashtra India
This form is for	Creation of charge
Type of charge	Movable property (not being pledge)
Particular of charge holder	UNION BANK OF INDIA, Corporate and SME Branch, Powai, Adi Shakarcharya Mar, Opposite Powai Lake, Powai, Mumbai – 400072, Maharashtra, India
Nature of instrument creating charge	1. Term Loan Agreement (Hypothecation of Movables) 2. General Term Loan Agreement (Both the above documents constitute a single charge)
Date of instrument Creating the charge	26.11.2010
Amount secured by the charge	Rs. 24.200 millions
Brief of the principal terms an conditions and extent and operation of the charge	Rate of interest BR+3.5% per annum with monthly rests or such other rate as may be revised by the Bank from time to time Terms of repayment Funded Interest Term Loan of Rs.24.200 millions shall be repayable in 36 Equal Monthly Installment of Rs.6,72,222/- with a moratorium of 16 months Margin As per sanction terms Extent and operation of the charge To secure Funded Interest Term Loan facility of Rs.24.200 millions granted by the Bank to the Company
Short particulars of the property charged (Including location of the property)	The Borrower hereby Hypothecates and Charges to the Bank by way of First Charge in favour of the Bank Plant and Machinery, Furniture and Fixtures and other Movable Fixed Assets whether installed or not and whether now lying loose or in cases and now being or at any time hereafter during the continuance of this Agreement brought into or upon or at any time in course of transit to the premises/factory of the Borrower at Survey No.221/1, 221/2, Umbre, Khopoli, Khalapur District Raigad Maharashtra whatsoever and wherever in the possession or occupation of the Borrower 2 All the Tangible Movable Machinery and Plant of the Borrower together with spares, tools and accessories and other movables both present and future whether lying loose or in cases which are now lying or stored in or about or shall be brought into or be stored or be in or upon or about the Borrower's premises and godown’s or wherever else the same may be or be held by any party to the order or disposition of the Borrower relating to or pertaining to the Borrower's works/factory at Khopoli (Umbre) District Raigad Maharashtra

FIXED ASSETS

Ø Furniture and Fixtures

Ø Office Equipments

Ø Computers

Ø Vehicles

CONTINGENT LIABILITIES :

(Rs. In Millions )

Particulars	31.03.2010	31.03.2009
Guarantees Given banks on behalf of the company	1.482	1.482
Claims made against the company not acknowledge as debts	0.075	0.075
Estimated amount of contract’s remaining to be executed on capital accounts and not provided or (net of advance)	0.304	3.140

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. 49.17
UK Pound	1	Rs. 77.49
Euro	1	Rs. 67.96

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	3
--PROFITABILIRY	1~10	2
--LIQUIDITY	1~10	3
--LEVERAGE	1~10	3
--RESERVES	1~10	3
--CREDIT LINES	1~10	2
--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		29

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.