MIRA INFORM REPORT

Report Date :

24.08.2012

IDENTIFICATION DETAILS

Name :	DIGICABLE NETWORK (INDIA) PRIVATE LIMITED

Registered Office :	B – 8, Marol Industrial Area, Next to MIDC Police Station, Andheri (East), Mumbai – 400 093, Maharashtra

Country :	India

Financials (as on) :	31.03.2011

Date of Incorporation :	01.06.2007

Com. Reg. No.:	11-171246

Capital Investment / Paid-up Capital :	Rs. 12.500 millions

CIN No.: [Company Identification No.]	U74999MH2007PTC171246

TAN No.: [Tax Deduction & Collection Account No.]	MUMD15232A / MUMD16435G

PAN No.: [Permanent Account No.]	AACCD6110D

Legal Form :	Private Limited Liability Company

Line of Business :	The company is a Multi System Operator providing Cable Television Network Services.

No. of Employees :	Information denied by Management

RATING & COMMENTS

MIRA’s Rating :

Ca (15)

RATING		STATUS	PROPOSED CREDIT LINE
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

Status :	Moderate

Payment Behaviour :	Slow

Litigation :	Exist

Comments :	Subject is an established company having moderate track. There appears a huge accumulated losses recorded by the company. Profitability of the company is under pressure. However, trade relations are reported as fair. Business ids active. Payments are reported to be slow. The company can be considered for business dealings on a secured trade terms and condition

NOTES :

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

RBI DEFAULTERS’ LIST STATUS

Subject’s name is not enlisted as a defaulter in the publicly available RBI Defaulters’ list.

EPF (Employee Provident Fund) DEFAULTERS’ LIST STATUS

Subject’s name is not enlisted as a defaulter in the publicly available EPF (Employee Provident Fund) Defaulters’ list as of 31-03-2012.

INFORMATION DENIED

Management Non – Cooperative (0731-4262000)

LOCATIONS

Registered Office / Corporate Office / Head Office :	B – 8, Marol Industrial Area, Next to MIDC Police Station, Andheri (East), Mumbai – 400 093, Maharashtra, India
Tel. No.:	91-22-42888888
Fax No.:	91-22-42888899
E-Mail :	sanjiv.desai@digicable.in vijay.shah@digicable.in yas@pacenet-india.com
Website :	http://www.digicable.in/

Branches :	Located at: · Indore · Kolkata · New Delhi · Hyderabad

DIRECTORS

As on 30.09.2011

Name :	Mr. Jagjitsingh Gurubachhansingh Kohli
Designation :	Director
Address :	700, Ranee Villa, 10^th Road, JVPD, Juhu, Vile parle (West), Mumbai – 400049, Maharashtra, India
Date of Birth/Age :	08.07.1960
Qualification :	B.Tech
Date of Appointment :	29.09.2008
DIN No.:	00001961

Name :	Mr. Shah Anandlal Yogesh
Designation :	Director
Address :	501, Shraddha Suman, Plot – 37, 6^th Road, JVPD, Vile Parle (West), Mumbai – 400056, Maharashtra, India
Date of Birth/Age :	14.04.1952
Qualification :	B.Sc.
Date of Appointment :	01.06.2007
DIN No.:	00001965

Name :	Mr. Surjit Banga
Designation :	Director
Address :	A / 1101, Serenity Heights, Mind space, Malad (West), Mumbai – 400 064, Maharashtra, India
Date of Birth/Age :	09.05.1941
Date of Appointment :	29.09.2008
DIN No.:	00001637

KEY EXECUTIVES

Name :	Mr. Vijay Amratlal Shah
Designation :	Secretary
Address :	111, OM Towers, 89, S. V. Road, Behind Bank of Baroda, Kandivali (West), Mumbai – 400 067, Maharashtra, India
Date of Birth/Age :	14.01.1951
Date of Appointment :	22.01.2008

Name :	Mr. Mahipal Singh Rawat
Designation :	National Head – Cable Segment - Analog
Age :	42 Years
Qualification :	B. Com.
Date of Appointment :	01.09.2007
Previous Employment :	Bhaskar Multinet Limited

Name :	Mr. Mohammed Asif Habib Khan
Designation :	Chief Technology Officer
Age :	44 Years
Qualification :	B.E. Electronics
Date of Appointment :	01.03.2008
Previous Employment :	DG2L Technologies Pte. Limited

Name :	Mr. Harvinderjit Singh Bhatia
Designation :	Chief Financial Officer
Age :	45 Years
Qualification :	Chartered Accountant
Date of Appointment :	28.07.2008
Previous Employment :	Brand Marketing India Private Limited

MAJOR SHAREHOLDERS

As on 30.09.2011

Names of Shareholders (Equity Shareholders)		No. of Shares

Broadband Pacenet (India) Private Limited, India		600000
India Cable Investment Holdings Limited, India		532075

TOTAL		1132075

As on 30.09.2011

Names of Shareholders (Preference Shareholders)		No. of Shares

Stellar Interactive Media Private Limited, India		250000

TOTAL		250000

Equity Share Break up (Percentage of Total Equity)

Category	Percentage
Foreign holdings( Foreign institutional investor(s), Foreign companie(s) Foreign financial institution(s), Non-resident Indian(s) or Overseas Corporate bodies or Others	47.00
Bodies corporate	53.00
Total	100.00

BUSINESS DETAILS

Line of Business :	The company is a Multi System Operator providing Cable Television Network Services.

Products:	Cable TV Network Business

GENERAL INFORMATION

No. of Employees :

Information denied by Management

Bankers :

· Axis Bank Limited, Credit management Centre, 4/10 OPG House, Asaf Ali Road, New Delhi – 110 002, India

Facilities :

Secured Loan	As on 31.03.2011 (Rs. in Millions)	As on 31.03.2010 (Rs. in Millions)
Rupee Term Loans	(A)251.767	200.000
Foreign Currency Loans	430.927	233.523
Working Capital Loans	(B)277.366	250.000
Total	960.060	683.523
NOTE: (A) 1) Secured by : - First pari passu charge on fixed assets of the company. - Second pari passu charge on current assets of the company. - Pledge of 29% of shares of Broadband Pacenet (India) Private Limited, the holding company, held by Stellar Interactive Media Private Limited, the ultimate holding company. - Personal guarantee by two directors of the company. - Corporate guarantee by Stallar Interactive Media Private Limited, the ultimate holding company. - Letter of comfort from Ashmore Investment Management Ltd., UK (B) 2) Secured by: - First pari passu charge on Current assets of the company. - Second pari passu charge on fixed assets of the company. - Pledge of 29% of shares of Broadband Pacenet (India) Private Limited, the holding company, held by Stellar Interactive Media Private Limited, the ultimate holding company. - Personal guarantee by two directors of the company. - Corporate guarantee by Stallar Interactive Media Private Limited, the ultimate holding company. - Letter of comfort from Ashmore Investment Management Ltd., UK
Unsecured Loan	As on 31.03.2011 (Rs. in Millions)	As on 31.03.2010 (Rs. in Millions)
Fully convertible debentures	(A)6686.335	4724.436
Total	6686.335	4724.436
NOTES: (A) Includes: for current previous year: 3,100,665 - 3.5% Compulsorily convertible debentures of Rs. 1,000/- each fully paid up. 254,500 - 15.75% Compulsorily convertible debentures of Rs. 1,000/- each fully paid up. 929,904 (Previous Year : 246,234)15.25% Compulsorily convertible debentures of Rs. 1,000/- each fully paid up. 2,041,227 (Previous Year : 1,073,037)14.75% Compulsorily convertible debentures of Rs. 1,000/- each fully paid up. 360,039 (Previous Year : Nil)16.00% Compulsorily convertible debentures of Rs. 1,000/- each fully paid up. Note : i) The debenture holders have the option to convert some or all of the debentures in to equity shares at any time after the date of allotment viz. various dates from April 15, 2008 to March 31, 2011. ii) In case the debenture holders do not exercise the option to convert the debentures as mentioned in (i) above, each outstanding debenture shall automatically and mandatorily be converted by the company in to equity shares at the end of 20 years from the date of issue. iii) (a) The above debentures shall be at a price being the higher of the price determined in accordance with the FEMA guidelines and, (b) Such price so that the total equity shareholding of the Convertible Debenture-holder in the Company shall not exceed the relevant prescribed percentage of the total paid-up equity share capital of the Company under the applicable law.


Banking Relations :	--

Auditors :
Name :	Deloitte Haskins and Sells Chartered Accountants
Address :	12, Dr. Annie Deasent Road, Opposite Shivsagar Estate, Worli, Mumbai – 400 018, Maharashtra, India
PAN No.:	AACFD4815A

Holding Company:	· Broadband Pacenet India Private Limited, India.

Ultimate Holding Company:	· Stellar Interactive Media Private Limited, India.

Fellow Subsidiaries:	· Pacenet Meghbala Broadband Private Limited, India (formally known as Sublime Technologies Private Limited, India)

Subsidiary Companies:	· Central India Digital Network Private Limited, India · Digi ACN Network Private Limited, India [CIN No.: U64200MH2008PTC180208] · Digi Anand Network Private Limited, India [CIN No.: U64200MH2008PTC180209] · Digi Baraut Network Private Limited, India [CIN No.: U72900MH2008PTC180256] · Digi Cablecomm Services Private Limited, India [CIN No.: U64204WB2003PTC096420] · Digi Cat Network Private Limited, India [CIN No.: U64202MH2007PTC176394] · Digi City Network Private Limited, India [CIN No.: U64202MH2007PTC176391] · Digi Core Optical Network Private Limited, India(up to June 29, 2010) · Digi Corporate Services Private Limited, India · Digi East Delhi Network Private Limited, India [CIN No.: U64202MH2007PTC176392] · Digi Friends Network Private Limited, India [CIN No.: U72900MH2008PTC177664] · Digi Guntur Network Private Limited, India [CIN No.: U64200MH2008PTC177663] · Digi Hanamkonda Network Private Limited, India [CIN No.: U64200MH2008PTC180257] · Digi Home Cable Entertainment India Private Limited, India(from August 20, 2009) [CIN No.: U92100MH2005PTC152083] · Digi Jodhpur Network Private Limited, India [CIN No.: U72900MH2008PTC177675] · Digi JPR Network Private Limited, India [CIN No.: U64202MH2006PTC162583] · Digi Konkan Network Private Limited, India [CIN No.: U64202MH2007PTC176396 ] · Digi Maharaja Network Private Limited, India [CIN No.: U72900MH2008PTC180190 · Digi Multinational Network Private Limited, India · Digi Neon News Network Private Limited, India [CIN No.: U64200MH2008PTC180210] · Grand Entertainment and Events Private Limited, India [CIN No.: U45200CT2007PTC020218] · CBSL Cable Network Limited, India (Subsidiary of Digi Western Network Private Limited, India) · Digi New Era Network Private Limited, India [CIN No.: U64203MH2008PTC177629] · Digi Om Network Private Limited, India [CIN No.: U72900MH2008PTC180259] · Digi Raigadh Network Private Limited, India · Digi Ruby City Network Private Limited, India · Digi Samlakha Network Private Limited, India [CIN No.: U72900MH2008PTC178178] · Digi Shimoga Network Private Limited, India [CIN No.: U64202MH2007PTC176390] · Digi Silverline Network Private Limited, India [CIN No.: U64202MH2007PTC176364] · Digi Space Network Private Limited, India [CIN No.: U64203MH2008PTC186558] · Digi SSC Network Private Limited, India [CIN No.: U72900MH2008PTC180260] · Digi Vistaar Network Private Limited, India(from April 28, 2009) [CIN No.: U72900MH2008PTC186832 ] · Digicable Central (India) Cable Network Private Limited, India · Digi Maharaja Cable Network Private Limited, India(from November 10, 2010) · Digi Navi Mumbai Network Private Limited, India (from December 14, 2010) [CIN No.: U64203MH2008PTC186560] · Digi Vishal Kanpur Network Private Limited, India (formally known as Digi Kanpur Network Private Limited, India) (from December 28, 2009) [CIN No.: U72900MH2008PTC180258] · Digi Western Network Private Limited, India (from March 30, 2010) [CIN No.: U64202MH2007PTC176395] · Lifestyle Communications Private Limited, India · Mega Reach Novex Communications Private Limited, India [CIN No.: U92130MH2007PTC175003] · Digi Next Generation Network Private Limited, India · Sree Devi Master Media Systems Private Limited, India [CIN No.: U74999AP2008PTC060826] · Digi Hind Cable Network Private Limited, India(from June 30, 2010) [CIN No.: U64203MH2008PTC186522] · CBSL City Network India Private Limited, India (Subsidiary of CBSL Cable Network Limited, India) Note: * amalgamated with the company

Join Venture Company:	· Fastway Transmissions Private Limited, India

Companies where key managerial personnel exercise significant influence :	· Encore Holding and Trading Private Limited, India · Ruperistan Private Limited, India

CAPITAL STRUCTURE

After 30.09.2011

Authorized Capital: Rs. 1037.000 millions

Issued, Subscribed & Paid-up Capital: Rs. 14.265 millions

As on 30.09.2011

Authorized Capital:

No. of Shares	Type	Value	Amount

23699000	Equity shares	Rs. 10/- each	Rs. 236.990 millions
80001000	Preference Shares	Rs. 10/- each	Rs. 800.010 millions

	TOTAL		Rs. 1037.000 millions

Issued, Subscribed & Paid-up Capital:

No. of Shares	Type	Value	Amount

1132075	Equity shares	Rs. 10/- each	Rs. 11.321 millions
250000	Preference Shares	Rs. 10/- each	Rs. 2.500 millions

	TOTAL		Rs. 13.821 millions

As on 31.03.2011

Authorized Capital:

No. of Shares	Type	Value	Amount

23699000	Equity shares	Rs. 10/- each	(A) Rs. 236.990 millions
80001000	Preference Shares	Rs. 10/- each	(B) Rs. 800.010 millions

	TOTAL		Rs. 1037.000 millions

Issued, Subscribed & Paid-up Capital:

No. of Shares	Type	Value	Amount

1000000	Equity shares	Rs. 10/- each	(C) Rs. 10.000 millions
250000	Preference Shares	Rs. 10/- each	(D) Rs. 2.500 millions

	TOTAL		Rs. 12.500 millions

NOTES:

(A) 23,699,000 (Previous Year: 20,000,000) Equity shares of Rs.10/- each [3,699,000 equity shares transferred on amalgamation

(B) 80,001,000 (Previous Year: 80,000,000) Preference shares of Rs.10/- each [1,000 preference shares transferred on amalgamation

(C) 1,000,000 Equity shares of Rs.10/- each fully paid up (Of the above, 600,000 Equity shares of Rs. 10/- each are held by Broadband Pacenet (India) Private Limited, India, the holding company)

(D) 250,000 0.01% Non-cumulative, Non-Convertible preference shares of Rs. 10/- each fully paid up held by Stellar Interactive Media Private Limited, India, the ultimate holding company.

Note: The Preference shares are redeemable at the end of twenty years from the date of allotment i.e. March 31,

2009

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2011	31.03.2010	31.03.2009
SHAREHOLDERS FUNDS
1] Share Capital		12.500	12.500	12.500
2] Share Application Money		0.001	0.000	0.950
3] Reserves & Surplus		2787.281	2656.970	2656.970
4] (Accumulated Losses)		(4244.773)	(2468.708)	(976.233)
NETWORTH		(1444.992)	200.762	1694.187
LOAN FUNDS
1] Secured Loans		960.060	683.523	0.000
2] Unsecured Loans		6686.335	4724.436	3355.165
TOTAL BORROWING		7646.395	5407.959	3355.165
DEFERRED TAX LIABILITIES		0.000	0.000	6.455

TOTAL		6201.403	5608.721	5055.807

APPLICATION OF FUNDS

FIXED ASSETS [Net Block]		3235.095	2458.852	2342.405
Capital work-in-progress		422.188	175.162	122.238

INVESTMENT		765.577	950.846	828.202
DEFERREX TAX ASSETS		0.000	0.000	0.000

CURRENT ASSETS, LOANS & ADVANCES
	Inventories	0.000	0.000	0.000
	Sundry Debtors	726.722	397.381	250.798
	Cash & Bank Balances	287.352	100.030	140.603
	Other Current Assets	0.091	0.037	0.086
	Loans & Advances	2374.763	2500.531	1999.808
Total Current Assets		3388.928	2997.979	2391.295
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	1130.338	676.140	616.866
	Other Current Liabilities	458.504	283.757
	Provisions	21.543	14.221	11.467
Total Current Liabilities		1610.385	974.118	628.333
Net Current Assets		1778.543	2023.861	1762.962

MISCELLANEOUS EXPENSES		0.000	0.000	0.000

TOTAL		6201.403	5608.721	5055.807

PROFIT & LOSS ACCOUNT

PARTICULARS		31.03.2011	31.03.2010	31.03.2009
GROSS INCOME		2368.400	803.713	853.957

PROFIT / (LOSS) BEFORE DEPRECIATION AND TAXATION		(1156.400)	(1498.900)	(744.432)

PROFIT / (LOSS) AFTER TAXATION		(1776.000)	(976.200)	(753.437)

IMPORTS
	Capital Goods	NA	187.610	914.934
	Consumables (Repair and Maintenance)	NA	0.551	0.000
TOTAL IMPORTS		NA	188.161	914.934

Earnings Per Share (Rs.)		(1420.8)	--	--

KEY RATIOS

PARTICULARS	31.03.2011	31.03.2010	31.03.2009

Debt Equity Ratio (Total Liability/Networth)	(6.40)	31.78	1.75

Current Ratio (Current Asset/Current Liability)	2.10	3.07	3.80

LOCAL AGENCY FURTHER INFORMATION

SUNDRY CREDITORS DETAILS:

Rs in Millions

Particulars	31.03.2011	31.03.2010	31.03.2009
Sundry Creditors
Creditors due others	1130.338	676.140
Amount due directors	0.015	0.389
Bank Overdraft	3.942	89.719
Advance received against customers	120.391	40.254
Interest accrued but not due	0.000	2.318	NA
Other deposit payable	3.403	2.398
Other current liabilities	330.753	148.679

TOTAL	1588.842	959.897	NA

Sr. No.	Check List by Info Agents	Available in Report (Yes / No)
1]	Year of Establishment	Yes
2]	Locality of the firm	Yes
3]	Constitutions of the firm	Yes
4]	Premises details	No
5]	Type of Business	Yes
6]	Line of Business	Yes
7]	Promoter's background	Yes
8]	No. of employees	No
9]	Name of person contacted	No
10]	Designation of contact person	No
11]	Turnover of firm for last three years	Yes
12]	Profitability for last three years	Yes
13]	Reasons for variation <> 20%	----
14]	Estimation for coming financial year	No
15]	Capital in the business	Yes
16]	Details of sister concerns	Yes
17]	Major suppliers	No
18]	Major customers	No
19]	Payments terms	No
20]	Export / Import details (if applicable)	No
21]	Market information	----
22]	Litigations that the firm / promoter involved in	Yes
23]	Banking Details	Yes
24]	Banking facility details	Yes
25]	Conduct of the banking account	----
26]	Buyer visit details	----
27]	Financials, if provided	Yes
28]	Incorporation details, if applicable	Yes
29]	Last accounts filed at ROC	Yes
30]	Major Shareholders, if available	Yes
31]	Date of Birth of Proprietor/Partner/Director, if available	Yes
32]	PAN of Proprietor/Partner/Director, if available	No
33]	Voter ID No of Proprietor/Partner/Director, if available	No
34]	External Agency Rating, if available	No

NOTE:

Registered office of the company has been shifted from 7 B, Shah Industrial Estate, Off Veera Desai Road, Andheri (West), Mumbai – 400 053, Maharashtra, India to the present address w.e.f. 25.01.2012

LITIGATION DETAILS:

M/S. Ushodaya Enterprises ... vs M/S. Digicable Network (India) ... on 24 November, 2011

TELECOM DISPUTES SETTLEMENT & APPELLATE TRIBUNAL NEW DELHI

Dated : November 24, 2011

Petition No.334(C) of 2011

M/s. Ushodaya Enterprises Private Limited ...Petitioner Vs.

M/s Digicable Network (India) Private Limited...Respondent BEFORE:

HON'BLE MR. JUSTICE S.B. SINHA, CHAIRPERSON HON'BLE MR.P.K. RASTOGI, MEMBER

For Petitioner: Mr. Balaji Srinivasan, Advocate For Respondent: Mr.Tejveer Singh Bhatia, Advocate ORDER

S.B. Sinha

The petitioner who is a broadcaster entered into an agreement with the respondent herein which is a Multi Service Operator on or about 24.12.2009 operating in the town of Hyderabad. In the said agreement it was stipulated: Page 1 of 10

(i) The respondent was to receive the signals of the petitioner's channels and retransmit the same at a frequency 161.25 MHZ only at S-9 band. (ii) The said agreement was to remain operative for a period of five years i.e. from 9.12.2009 to 8.12.2014. (iii) The consideration therefore was fixed Rs.5.000 millions i.e. Rs.1.000 millions per year.

(iv) The petitioner paid a sum of Rs.2.000 millions by way of a demand draft dated 22.12.2009 covering the period 21.12.2009 to 20.12.2011.

According to the petitioner, the said agreement did not contain any termination clause.

The respondent, however, contends that by a letter dated 24.12.2009, a termination clause was sought to be included in the agreement, which reads as under:

"Sub: Amendment of the Termination Clause in the Agreement dt.09-12-09

Respected Sir,

This is in reference to your agreement dated 09/12/2009; we would like to include the Termination Clause in the Channel Placement Agreement.

The said clause reads as under:

Page 2 of 10

Termination:

(a) Either party on occurrence of any of the following events may terminate this agreement. Two consecutive default in making payments as mentioned herein by USHODAYA.

Any party going into bankruptcy/liquidation and has had to make compositions with its creditors. In the event UEPL chooses not to broadcast its services and notices DCSPL of its intentions. By any party in the event of breach of any of the covenants or terms of this Agreement by the other party.

By either party in the event the Force Majeure condition for a period exceeding 60 days. Mutually agreed between the parties in writing. Upon the expiry of the tenure ending on 08/12/2011 from the effective date of this agreement. b) Upon Termination:

In any event of termination of the agreement at the behest of UEPL, DCSPL shall not be liable to refund all or any part of the advances and/or proportionate carriage fees to UEPL for the unexpired Term. In any event of termination at the behest of DCSPL, DCSPL shall at or before the expiry of the notice period refund the advances and/or proportionate carriage fees to UEPL already received by DCSPL for the unexpired term.

You are requested to amend the same in the channel placement agreement."

Page 3 of 10

However, there is nothing to show that the petitioner accepted the said suggestion.

By a letter dated 3.5.2011 the respondent called upon the petitioner to renegotiate the terms of agreement dated 24.12.2009, inter alia, on the premise that a huge growth in the petitioner's activities both in Kolkatta as also the other parts of West Bengal has taken place.

The petitioner, however, in reply to the aforementioned letter asked the respondent to meet its obligations under the agreement. The respondent, however, by a letter dated 21.7.2011 stated thus:

"Ref: Your letter dated 21-07-2011

Dear Sir,

We are very surprised to find your response on 21/07/2011 against our letter dated 03/05/2011, which is exactly 77 days late.

Please note that we have already executed the termination clause and terminated the above contract for placement between Ushodaya Enterprises Pvt. Ltd. and Digi Cablecomm Services Pvt. Ltd."

The petitioner thereafter called upon the respondent to comply with the terms and conditions of the agreement by a letter dated 25.7.2011.

Page 4 of 10

This petition was filed on 16.8.2011 praying, inter alia, for the following reliefs:

a. Pending disposal of this petition, the respondent be directed not to disconnect or shift respective signals of ETV channels within the area mentioned within the respective band with and channel frequency as agreed;

b. Respondent be directed to strictly comply with the terms and conditions of the agreement dated 24.12.2009, in particular clauses (3), (4), (6), (7) & (8);

c. Respondent be directed to pay a sum of Rs.20.000 millions as damages caused by shifting the signals of ETV- Bangla channel from the agreed frequency." It is not in dispute that the respondent has changed the frequency of the petitioner's channel from S-9 Band to Band S-32. Mr. Balaji Srinivasan, learned counsel appearing on behalf of the petitioner would urge:

1. The respondent before discontinuing carriage of the petitioner's channel was bound to issue a notice in terms of Clause 4.2 of the Regulations.

2. The agreement in question clearly having not been containing any term of termination of the agreement and/or having specifically provided for Specific Performance of Contract, the respondent was bound to continue to carry the petitioner's channel in the stipulated frequency. Page 5 of 10

3. The public at large, unless an order of injunction is passed shall suffer irreparable injury as they would not be able to view the channel at the frequency to which they are used to. Mr. Tejveer Singh Bhatia, learned counsel appearing on behalf of the respondent, on the other hand, submitted:

1. Clauses 4.2 and 4.3 of the Telecommunications (Broadcasting and Cable Services) Regulations, 2004 as amended from time to time (The Regulations) will have no application in the instant case.

2. The Regulator in paragraph 17 of the Explanatory Memorandum having categorically stated that carriage fee does not come within the purview of the Regulations, the contract between the parties must be held to be governed only by the terms of agreement dated 24.12.2009 and not in terms of a statute.

3. Clauses 4.1 and 4.3 of the Regulations will have no application in the instant case as the respondent has been continuing to carry the channel of the petitioner in an appropriate frequency and thus neither the petitioner nor the public at large have been suffering any irreparable loss and injury.

Page 6 of 10

The petitioner has prayed for passing of an order of injunction in mandatory form. It was, therefore, required to establish a strong prima face case.

We will assume that the agreement does not contain any termination clause. We may furthermore assume that in any event the conditions laid down in the respondent's letter dated 24.12.2009 are not attracted.

There cannot further be any doubt or dispute that the respondent has not brought on record any letter terminating the said agreement.

Mr. Bhatia, however, would contend that the termination of the agreement in the facts and circumstance of this case may be held to have done in terms of the letter dated 21.7.2011. The petitioner in this petition accepted that its channel had been transmitted only at S-32 band from 26.7.2011 wherefor it intends to place reliance upon a compact disc recorded in that behalf. The respondent, therefore, has committed a breach of contract at least on and from that date.

Even if the respondent has committed gross breach of contract, in the facts and circumstances of this case, the petitioner would only be entitled to damages, having not approached this Tribunal immediately thereafter.

Page 7 of 10

Section 14(1)(a) read with Section 41(1)(e) of the Specific Relief Act, 1963 clearly prohibit grant of an order of injunction in a case of this nature. This Tribunal's jurisdiction is, therefore, clearly circumscribed by the aforementioned provisions. Even otherwise we are of the opinion that the remedy of the respondent lies in praying for a decree for damages. In fact prayer `C' of the petitioner relates to a decree for damages.

Only because the agreement dated 24.12.2009 does not provide for a termination clause or that the agreement has not been validly terminated, in absence or any negative covenant between the parties cannot by itself be a ground for passing an order of injunction in mandatory form.

The petitioner, therefore, in our opinion has not been able to establish a prima facie case.

We may in this behalf notice the decision of this Tribunal dated 13.4.2011 passed in Kansan News Pvt. Ltd. vs. M/s Fastway Transmission Pvt. Ltd. & Ors. wherein upon consideration of a large number of authorities it was held:

"20. We would assume that the termination of contract was malafide, but therefore the petitioner may be held to be entitled to damages and not an order of injunction. This case rests only on issues arising out of a contract qua contract. Page 8 of 10

The matter might have been different if the contract was governed by a statute. The matter might have been different if there was a negative covenant which could have been invoked for the purpose of obtaining an order of injunction." Mr. Srinivasan, however, would rely upon an order dated 3.12.2009 passed by this Tribunal in Petition No.261(C) of 2009 Ushodaya Enterprise Private Limited vs. Sree Devi Master Media System Private Limited, wherein it was observed:

"7. It is furthermore in dispute whether the petitioner has received notice under clause 4.2 of the Regulation. The petitioner is, even otherwise, in our opinion, in law, entitled to the protection till the expiry of 21 days of the service of notice under clause 4.2 and publication of the public notice in terms of 4.3 of the Regulation. The balance of convenience also lies in favour of grant of injunction as not only the petitioner but ultimately the consumers would have difficulties in finding out the channels which are stated to be popular channels in the state of Andhra Pradesh if the frequencies in which the transmission are carried out is disclosed.

8. Keeping in view the public interest involved in the matter, we are also satisfied that the petitioner shall suffer irreparable injury which cannot be compensated in monetary terms if the order prayed for by the petitioner is not granted. We, therefore, till further orders, direct the respondent to place the channels in the frequencies noted herein. We also make it clear that this order however will come to an end on the expiry of the period of 21 days from the service of the notice under 4.2 of the Regulation and the publication of the public notice under 4.3 of the Regulation, whichever is later."

Page 9 of 10

It may, however, be placed on record that apart from the fact that the decision of this Tribunal in Kansan News (supra) is a larger Bench decision, even recently a majority of the Bench in Petition No.17(C) of 2011 entitled Media Worldwide Private Limited vs. Prasar Bharti disposed ofn 28.7.2011 has clearly held that the broadcaster cannot claim a legal right as regards carriage of channels. In that view of the matter no order of injunction, as has been prayed for, can be passed.

The prayer for interim relief is, therefore, rejected. We, however place on record that Mr. Bhatia, on instructions stated that the respondent shall refund the amount of carriage fee for five months to the petitioner proportionately. It may do so without prejudice to the rights and contentions of the parties and subject to any other or further order that may be passed by this Tribunal.

(S.B. Sinha)

Chairperson

(P.K. Rastogi)

Member

November 24, 2011

BUSINESS ACTIVITIES

The Company was engaged in consolidating its position in the market during the year. The Company is now having significant market shares in eight states. The Government has expressed its intention to digitize the cable networks and incorporate addressable systems. Necessary regulatory changes are expected to be announced shortly. The Company’s major investments have been with an eye on digital environment. The Company has installed state-of-the-art digital head-ends across the operational areas and seeded largest number of set top boxes. Thus the Company is poised to render digital services and leverage the infrastructure as soon as the regulatory environment is in place. The Board had reported the transaction with Reliance Communications Limited (RCom) in the last report. The statutory and regulatory approvals for the transaction are awaited.

AMALGAMATION OF CERTAIN SUBSIDIARIES WITH THE COMPANY:

(a) On March 25, 2011, the High Court, Mumbai has approved the scheme of amalgamation of Central India Digital Network Private Limited (CIDNPL), Digi Corporate Services Private Limited, Digi Maharaja Network Private Limited, Digi Multinational Network Private Limited, Digi Raigadh Network Private Limited, Digi Ruby City Network Private Limited, Digicable Central (I) Cable Network Private Limited, Lifestyle Communications Private Limited, subsidiary companies (engaged in the business of providing Cable Television Network Services and allied services except Digi Corporate Services Private Limited which is engaged in the business of providing manpower services to affiliate and group companies), into the Company w.e.f. April 1, 2009. The order has since been received and filed with the Registrar of Companies.

(b) In accordance with the Scheme approved by the Court:

i. All the aforesaid subsidiaries stands dissolved without winding up with effect from April 1, 2009.

ii. All assets and liabilities of aforesaid subsidiaries have been deemed transferred to and vested in the Company with effect from April 1, 2009.

iii. Equity share capital of the aforesaid subsidiaries shall stand cancelled and accordingly shall stand extinguished.

iv. Authorized share capital of aforesaid subsidiaries transferred and credited to authorized share capital of the company.

i. The assets and liabilities of the aforesaid subsidiaries as at March 31, 2009, whether recorded in books of account of the subsidiaries or not, have been recorded at respective fair values as per independent valuation reports obtained by the Company.

ii. The net difference, being the excess of the value of the net assets vested in the Company over the value of investments held by the Company in the aforesaid subsidiaries credited to Capital Reserve Account

iii. The loss for the year ended March 31, 2010 (the appointed date of the scheme being April 1, 2009) has been included in the profit and loss account of the Company for the year.

(d) The consolidated condensed Profit and Loss Account relating to the aforesaid subsidiaries for the period from 01.04.2009 to 31.03.2010 is as under:

PARTICULARS Amount in Millions

INCOME

Income from Operations 614.837

Other Income 3.821

618.659

EXPENDITURE

Cost of operations 448.938

Payments to and Provision for Employees 68.414

Administrative, selling and other costs 113.182

Interest and Finance Costs 0.151

Depreciation and amortization 77.331

708.017

LOSS BEFORE TAX 89.358

PROVISION FOR TAXATION

- Current Tax 0.250

LOSS AFTER TAX 89.608

Share of minority shareholder in loss of CIDNPL from April 1, 17.109

2009 to December 7, 2009 (being date of acquisition of

minority interest by the Company)

COMPANY’S SHARE OF LOSS 72.498

(e) In view of the above amalgamation, the figures for the current year are not comparable with those of the previous year.

Bankers Charges Report as per Registry

Corporate identity number of the company	U74999MH2007PTC171246
Name of the company	DIGICABLE NETWORK (INDIA) PRIVATE LIMITED
Address of the registered office or of the principal place of business in India of the company	7 B, Shah Industrial Estate, Off Veera Desai Road, Andheri (West), Mumbai – 400 053, Maharashtra, India e-mail: sanjiv.desai@digicable.in
This form is for	Modification of charge
Charge identification (ID) number of the charge to be modified	10177541
Type of charge	Book debts Movable Property (not being pledge) Stock Plant and Machinery
Particular of charge holder	Axis Bank Limited Add: Credit Management Centre, 4/10, OPG House, Asaf Ali Road, New Delhi – 110 002, India e-mail: suyashri@vsnl.com
Nature of instrument creating charge	Supplemental Deed of Hypothecation (SDH) dated 07.01.2011
Date of instrument Creating the charge	07.01.2011
Amount secured by the charge	Rs. 2250.000 millions
Brief of the principal terms an conditions and extent and operation of the charge	Rate of Interest As per Sanction Letter or as stipulated by Bank from time to time. Terms of Repayment As per Sanction Letter or as stipulated by Bank from time to time. Margin As per Sanction Letter or as stipulated by Bank from time to time. Extent and Operation of the charge The credit facilities granted by the Bank enhanced from Rs. 1000.000 Millions to Rs.2250.000 Millions, to secure various limits as detailed in the SDH. The security by way of hypothecation of stocks, book debts, Current Assets, movable plant, Machinery, spares etc. given earlier des. in Sch. to SDH shall continue as security for the enhanced limits.
Short particulars of the property or asset(s) charged (including complete address and location of the property)	CC Limit - Pari passu 1st Charge on all Present & Future (P&F) Stocks, Book Debts, Current Assets & Pari Passu 2nd charge on all movable, P&M, Spares etc., wheresoever situated or in transit. L.C/ Buyers Credit, BG & TL limit - Pari Passu 2nd Charge on all Present & Future Stocks, BDs, Current Assets and Pari Passu 1st charge on all movable P&M, Spares, etc. wheresoever situated or in transit.
Date of instrument modifying the charge	24.12.2010
Particulars of the present modification	Now vide this modification, the credit facilities granted by the Bank enhanced from Rs. 1000.000 Millions to Rs. 2250.000 millions , to secure various limits as detailed in the SDH. The security by way of hypothecation of stocks, book debts, Current Assets, movable plant, Machinery, spares etc. given earlier des. in Sch. to SDH shall continue as security for the enhanced limits.

FIXED ASSETS:

· Freehold Land

· Residential Building

· Plant and Machinery

· Furniture Fixtures

· Vehicles

· Aircrafts helicopters

· Leasehold Properties

· Railway Sidings

· Books Periodicals

· Plantations

· Mines Quarries

· Knowhow

· Acquired Goodwill

· Computer Software

· Patents trademarks design

CMT REPORT (Corruption, Money Laundering & Terrorism]

The Public Notice information has been collected from various sources including but not Limited, India 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. 55.19
UK Pound	1	Rs. 87.55
Euro	1	Rs. 69.15

INFORMATION DETAILS

Information Gathered by :	PJA

Report Prepared by :	NID

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	2
PAID-UP CAPITAL	1~10	2
OPERATING SCALE	1~10	2
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	3
--PROFITABILIRY	1~10	-
--LIQUIDITY	1~10	2
--LEVERAGE	1~10	2
--RESERVES	1~10	2
--CREDIT LINES	1~10	-
--MARGINS	-5~5	-
DEMERIT POINTS
--BANK CHARGES	YES/NO	YES
--LITIGATION	YES/NO	YES
--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		15

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, India
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, India with full security
<10	C	Absolute credit risk exists. Caution needed to be exercised	Credit not recommended
	NB	New Business	-

MIRA INFORM REPORT

Report Date :

24.08.2012

IDENTIFICATION DETAILS

Name :	COASTAL GUJARAT POWER LIMITED

Registered Office :	34, Sant Tukaram Marg, Carnac Bunder, Mumbai-400009, Maharashtra

Country :	India

Financials (as on) :	31.03.2011

Date of Incorporation :	10.02.2006

Com. Reg. No.:	11-182213

Capital Investment / Paid-up Capital :	Rs.28305.000 millions

CIN No.: [Company Identification No.]	U40102MH2006PLC182213

Legal Form :	A Closely Held Public Limited Liability Company

Line of Business :	Generation and Distribution of Power.

No. of Employees :	Information denied by the management.

RATING & COMMENTS

MIRA’s Rating :

Ba (52)

RATING		STATUS	PROPOSED CREDIT LINE
41-55	Ba	Overall operation is considered normal. Capable to meet normal commitments.	Satisfactory

Maximum Credit Limit :	USD 125000000

Status :	Satisfactory

Payment Behaviour :	Usually Correct

Litigation :	Clear

Comments :	Subject is a part of Tata Group of Company. It is setting up a Prestigious Power Project in Gujarat. There appear accumulated losses. However, company is reputed and directors are experience businessmen. Trade relations are reported to be fair. Business is active. Payments are reported to be usually correct and as per commitments. The company can be considered for normal business dealings at usual trade terms and condition.

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

EXTERNAL AGENCY RATING

Rating Agency Name	CRISIL
Rating	A+ [Long Term]
Rating Explanation	Having adequate degree of safety regarding timely servicing of financial obligation it carry low credit risk.
Date	June 2012

Rating Agency Name	CRISIL
Rating	A1+ [Short Term]
Rating Explanation	Having very strong degree of safety regarding timely payment of financial obligation it carry lowest credit risk.
Date	June 2012

RBI DEFAULTERS’ LIST STATUS

Subject’s name is not enlisted as a defaulter in the publicly available RBI Defaulters’ list.

EPF (Employee Provident Fund) DEFAULTERS’ LIST STATUS

Subject’s name is not enlisted as a defaulter in the publicly available EPF (Employee Provident Fund) Defaulters’ list as of 31-03-2012.

INFORMATION DECLINED

Name :	Ms. Sridevi
Designation :	Assistant
Contact No.:	91-22-67171644
Date :	23.08.2012

LOCATIONS

Registered Office :	34, Sant Tukaram Marg, Carnac Bunder, Mumbai-400009, Maharashtra , India
Tel. No.:	91-22-67171000 / 67171231 / 67172911 / 67171644
Fax No.:	91-22-67171950 / 67171953 / 66100863 / 67171649
E-Mail :	rameshsubramanyam@tatapower.com skarmarkar@tatapower.com
Website :	http://www.tatapower.com

Corporate office :	148, Lt Gen J Bhonsle Marg, Nariman Point, Mumbai – 400 021, Maharashtra

DIRECTORS

AS ON 29.07.2011

Name :	Mr. Ramkrishnan R Sowmyan
Designation :	Director
Address :	A-701, NCPA Apartments, A Block, Nariman Point, Mumbai-400021, Maharashtra, India
Date of Birth/Age :	19.02.1949
Date of Appointment :	22.04.2007
DIN :	00005090

Name :	Mr. Anil Kumar D Sardana
Designation :	Director
Address :	15, Gagan Vihar, New Delhi-110051, India
Date of Birth/Age :	16.04.1959
Date of Appointment :	22.04.2007
DIN :	00006867

Name :	Mr. Alok Ramdev Kanagat
Designation :	Director
Address :	501/502, Palm Beach, Pochkhanwalla Marg, Worli, Mumbai-400025, Maharashtra, India
Date of Birth/Age :	18.11.1951
Date of Appointment :	02.07.2008
DIN :	02193153
Voter Id No.:	SOK0046749

Name :	Mr. Nawshir Hoshang Mirza
Designation :	Additional Director
Address :	6A, Somerset Place, 61-D, Bhulabhai Desai Road, Mumbai – 400026, Maharashtra, India
Date of Birth/Age :	04.04.1950
Date of Appointment :	29.01.2011
DIN :	00044816

KEY EXECUTIVES

Name :	Mr. Ramesh Narayanswamy Subramanyam
Designation :	Secretary
Address :	Twin Star Jupiter Co-Operate Society Limited, 16^th Floor, Flat No. 162, 41 Cuffe Parade, Mumbai-400005, Maharashtra, India
Date of Birth/Age :	27.06.1969
Date of Appointment :	26.07.2007
PAN :	AANPS8972J

Audit Committee :	Mr. Nawshir Mirza - Chairman Mr. Ramakrishnan – Director Mr. Amulya Charan - Director

Remuneration Committee :	Mr. S. Ramakrishnana - Chairman Mr. Nawshir Mirza – Director Mr. Anil K Sardana - Director

Project Management Committee :	Mr. S. Ramakrishnana - Chairman Mr. Anil K Sardana - Director Mr. Alok Kanagat – Executive Director along with other heads of departments

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 29.07.2011

Names of Shareholders		No. of Shares
The Tata Power Company Limited, India		3300499994
The Tata Power Company Limited, India With A S Bapat		1
The Tata Power Company Limited, India With A Charan		1
The Tata Power Company Limited, India With H M Mistry		1
The Tata Power Company Limited, India With B J Shroff		1
The Tata Power Company Limited, India With S Ramakrishna		1
The Tata Power Company Limited, India With Sanjay Dubey		1

Total		3300500000

AS ON 29.07.2011

Equity Shares Breakup

Category

Percentage

Bodies corporate

100.00

BUSINESS DETAILS

Line of Business :

Generation and Distribution of Power.

GENERAL INFORMATION

No. of Employees :

Information denied by the management.

Bankers :

· State Bank of India, SBU, 3^rd Floor, State Bank Bhavan, Madam Camma Road, Mumbai-400021, Maharashtra, India

· State Bank of India, Project Finance SBU, Voltas House, 23, J N Herdia Marg, Ballard Estate, Fort, Mumbai-400001, Maharashtra, India

Facilities :

Secured Loans	31.03.2011 [Rs. In Millions]	31.03.2010 [Rs. In Millions]
Term Loans from Banks #	17324.700	7154.800
Term Loans from Financial institutions #	11184.900	4635.300
Term Loans from Foreign Banks @ #	27080.142	17561.748
Term Loans from Foreign Financial institutions @ #	21254.009	13658.758
Total	76843.751	43010.606

Unsecured Loans	31.03.2011 [Rs. In Millions]	31.03.2010 [Rs. In Millions]
Short Term Borrowing From Banks**	2500.000	0.000
Short Term Borrowing From Companies (From Holding Company)	2000.000	1720.000
Total	4500.000	1720.000

# Secured Against all present and future movable and immovable properties, ranking pari passu

@ Denominated in Foreign Currency

** Guaranteed by holding company

Banking Relations :

Auditors :

Name :

Deloitte Haskins and Sells

Chartered Accountants

Address :

12, Dr. Annie Besant Road, Opposite Shiv Sagar Estate, Worli, Mumbai-400018, Maharashtra, India.

Tel No.:

91-22-6667 9000

Fax No.:

91-22-6667 9100 / 9025

PAN :

AACFD4815A

Subsidiary :

Energy Eastern Pte Limited (Effective 31.01.2008), Singapore

Holding Company :

· The Tata Power Company Limited

CIN : L28920MH1919PLC000567

Branch Office: Tata Power, Back Bay, Receiving Station, 1, Nariman Point, Mumbai, Maharashtra, India

CAPITAL STRUCTURE

AS ON 31.03.2011

Authorised Capital :

No. of Shares	Type	Value	Amount

4,250,000,000	Equity Shares	Rs.10/- each	Rs.42500.000 millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount

2,830,500,000	Equity Shares	Rs.10/- each	Rs.28305.000 millions

Notes: - The company is a wholly – owned subsidiary of the Tata Power Company Limited, the Holding Company

AS ON 29.07.2011

Authorised Capital :

No. of Shares	Type	Value	Amount

4,250,000,000	Equity Shares	Rs.10/- each	Rs.42500.000 millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount

3,300,500,000	Equity Shares	Rs.10/- each	Rs.33005.000 millions

AFTER 29.07.2011

Authorised Capital : Rs.42500.000 Millions

Issued, Subscribed & Paid-up Capital : Rs.39705.000 Millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2011	31.03.2010	31.03.2009
SHAREHOLDERS FUNDS
1] Share Capital		28305.000	17340.000	8180.000
2] Advance Towards Equity		3420.000	520.000	1330.000
3] Reserves & Surplus		0.000	0.000	0.000
4] (Accumulated Losses)		(273.740)	(242.492)	0.000
NETWORTH		31451.260	17617.508	9510.000
LOAN FUNDS
1] Secured Loans		76843.751	43010.606	17328.346
2] Unsecured Loans		4500.000	1720.000	0.000
TOTAL BORROWING		81343.751	44730.606	17328.346
DEFERRED TAX LIABILITIES		0.000	0.000	0.000

TOTAL		112795.011	62348.114	26838.346

APPLICATION OF FUNDS

FIXED ASSETS [Net Block]		2655.361	2579.204	793.992
Capital work-in-progress		125774.188	69274.782	30188.535

INVESTMENT		114.050	28.436	181.934
DEFERREX TAX ASSETS		0.000	0.000	0.000

CURRENT ASSETS, LOANS & ADVANCES
	Inventories	1006.817	0.000	0.000
	Sundry Debtors	0.000	0.000	0.000
	Cash & Bank Balances	186.543	968.995	157.647
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	2661.104	2694.459	1790.304
Total Current Assets		3854.464	3663.454	1947.951
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	18666.624	12774.633	6127.285
	Other Current Liabilities	855.075	373.783	119.595
	Provisions	81.353	49.417	27.257
Total Current Liabilities		19603.052	13197.833	6274.137
Net Current Assets		(15748.588)	(9534.379)	(4326.186)

MISCELLANEOUS EXPENSES		0.000	0.071	0.071

TOTAL		112795.011	62348.114	26838.346

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2011	31.03.2010
	SALES
		Income	0.000	0.000
		Other Income	14.406	0.000
		TOTAL (A)	14.406	0.000

Less	EXPENSES
		Payments to and provision for employees	9.592	14.653
		Administrative and other Expenses	35.376	206.825
		TOTAL (B)	44.968	221.478

	PROFIT / (LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		(30.562)	(221.478)

Less	FINANCIAL EXPENSES (D)		0.107	14.531

	PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		(30.669)	(236.009)

Less/ Add	DEPRECIATION/ AMORTISATION (F)		0.000	0.000

	PROFIT / (LOSS) BEFORE TAX (E-F) (G)		(30.669)	(236.009)

Less	TAX (H)		0.579	6.483

	PROFIT / (LOSS) AFTER TAX (G-H) (I)		(31.248)	(242.492)

Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		(242.492)	0.000

	BALANCE CARRIED TO THE B/S		(273.740)	(242.492)

	IMPORTS
		Capital Goods	36051.003	28397.968
		Coal Imported	713.211	0.000
	TOTAL IMPORTS		36764.214	28397.968

	Earnings / (Loss) Per Share (Rs.)		(0.02)	(0.24)

KEY RATIOS

PARTICULARS		31.03.2011	31.03.2010	31.03.2009
PAT / Total Income	(%)	(216.91)	0.00	0.00

Return on Total Assets (PBT/Total Assets}	(%)	(0.47)	(3.78)	0.00

Return on Investment (ROI) (PBT/Networth)		(0.00)	(0.01)	(0.02)

Debt Equity Ratio (Total Liability/Networth)		3.21	3.29	2.48

Current Ratio (Current Asset/Current Liability)		0.20	0.28	0.31

LOCAL AGENCY FURTHER INFORMATION

DETAILS OF SUNDRY CREDITORS:

Particulars	31.03.2011 (Rs. in millions)	31.03.2010 (Rs. in millions)	31.03.2009 (Rs. in millions)
Sundry Creditors
Micro and Small Enterprises	--	--	--
Others on Capital Accounts	18666.624	12774.633	6127.285
Total	18666.624	12774.633	6127.285

Sr. No.	Check List by Info Agents	Available in Report (Yes / No)
1]	Year of Establishment	Yes
2]	Locality of the firm	Yes
3]	Constitutions of the firm	Yes
4]	Premises details	No
5]	Type of Business	Yes
6]	Line of Business	Yes
7]	Promoter's background	Yes
8]	No. of employees	No
9]	Name of person contacted	Yes
10]	Designation of contact person	Yes
11]	Turnover of firm for last three years	No
12]	Profitability for last two years	Yes
13]	Reasons for variation <> 20%	--
14]	Estimation for coming financial year	No
15]	Capital in the business	Yes
16]	Details of sister concerns	Yes
17]	Major suppliers	No
18]	Major customers	No
19]	Payments terms	No
20]	Export / Import details (if applicable)	No
21]	Market information	--
22]	Litigations that the firm / promoter involved in	--
23]	Banking Details	Yes
24]	Banking facility details	Yes
25]	Conduct of the banking account	--
26]	Buyer visit details	--
27]	Financials, if provided	Yes
28]	Incorporation details, if applicable	Yes
29]	Last accounts filed at ROC	Yes
30]	Major Shareholders, if available	Yes
31]	PAN of Proprietor/Partner/Director, if available	No
32]	Date of Birth of Proprietor/Partner/Director, if available	Yes
33]	Voter ID No of Proprietor/Partner/Director, if available	Yes
34]	External Agency Rating, if available	Yes

change of address:

The address of registered office has been changed from C/O Tata Services Limited, Jevan Bharti, Tower No. 1, 10^th Floor, 124 Connaught Place, New Delhi, India, to present w.e.f. 29.04.2008.

BACKGROUND:

Coastal Gujarat Power Limited (CGPL) was incorporated on February 10, 2006 as a wholly owned subsidiary of Power Finance Corporation Limited and was a special purpose vehicle formed to facilitate the acquisition of land and complete preliminary formalities including required statutory clearances for establishing the 4000 MW Ultra Mega Power Project (UMPP) at Mundra in the state of Gujarat which was awarded through the competitive bidding process.

Under the terms of the competitive bidding for the project the successful bidder was to acquire ownership of CGPL. The entire shareholding of Power Finance Corporation Limited was acquired by The Tata Power Company Limited on April 22, 2007 vide a Share Purchase Agreement. Consequent to which CGPL became a wholly owned subsidiary of The Tata Power Company Limited. During the year the Company has continued the construction activities at its project site at Mundra. Commercial operations are expected to commence partially in financial year 2011-2012.

FINANCIAL PERFORMANCE:

The expenses towards fixed assets including land (net) were Rs.2655.400 millions. Capital works in progress (including capital advances and incidental expenses) were Rs. 125774.200 millions. The expenditure (net of income) incurred during the year under administrative and general overhead were Rs.5713.700 millions (Rs.3979.600 millions for the year ended 31^stMarch, 2010) out of which Rs.5682.400 millions (Rs.3737.100 millions for the year ended 31.03.2010) have been adjusted in capital work in progress and Rs.31.300 millions (Rs. 242.500 millions for the year ended 31.03.2010) has been charged to profit and loss account.

PROFIT:

During the financial year 2010-11, the Company has not earned any profits as Company's only activity was the Mundra project which is under construction period has not started commercial operations.

SHARE CAPITAL:

The Authorised Share Capital of the Company is Rs.42500.000 millions. The paid up capital of the Company stands at Rs.28305.000 Millions as on 31.03.2011 (Rs. 17340.000 Millions as on 31.03.2010).

OPERATIONAL HIGHLIGHTS:

The Mundra UMPP project being implemented by the Company is progressing well as per schedule. The cumulative overall progress till end of March 2011 was approximately 77% Capital expenditure of Rs.161220.000 Millions has been committed, against which Rs 129710.100 Millions have been spent so far. Over 11,500 workers are deployed at project site Despite extremely challenging completion schedule, preparation for Unit 1 coal firing and synchronisation activities have been completed so as to achieve these key milestones by end of June 2011. However the transmission and evacuation facilities to be made available by the Procurers as per Power Purchase Agreement are critical in order to achieve synchronisation. As per the Power Purchase Agreement with the Procurers, Power Grid Corporation of India Limited (PGCIL) was to commission the evacuation lines for the first unit by February, 2011. As per the last indications, the evacuation facilities being built by PGC1L seems to be delayed due to problems on obtaining Right of Way in certain sections of the land required by them.

Unit 1- Turbine generator (TO) has been put on barring gear. Boiler feed pumps (BFPs) and condensate extraction pumps (CEPs) have been commissioned and auxiliaries commissioning is progressing as per schedule. Boiler light-up has already been completed and steam blowing of steam lines has commenced.

Unit 2 - Boiler hydro test has been completed. Equipment and piping erection is in progress. TO box-up has been completed on and TG lube oil flushing has commenced. HP piping welding and hydro-testing is in progress. Finishing works and electrical works at Unit Control Building (UCB) are underway.

Unit 3 — Boiler hydro test has been completed and balance equipment erection and testing is in progress. TO erection is in progress and generator rotor has been inserted. TO auxiliary equipments and HP piping work is in progress, UCB structural fabrication erection, floor slab casting and concrete block work is in progress.

Erection of boiler pressure parts for Units 4 and 5 is progressing. Unit 5 TO deck has been cast. Unit 4 and 5 TG buildings major structural erection is completed and sheeting works is in progress. Work on chimneys and 400 kv switchyard is proceeding as per schedule. Main Control Building (MCB) is operational. Technical building finishing work, electrical and other works are underway.

Cooling water (CW) forebay is charged and CW pumps commissioning is in progress. External coal handling system at MIs. Adani’s West-Port is commissioned and CGPL’s first coal shipment was unloaded in March 2011. Structural work, equipment erection and pre-commissioning work is simultaneously underway in internal and external coal handling and ash handling system.

FUEL SUPPLY:

The project requires approximate 12 MMT p.a. of coal, of which 5.85 MMT (+/-20%) p.a. has already been contracted on a long-term basis to be sourced from KPC mines in Indonesia. As per the financing documents, the Company was required to tie up the balance coal on or before 30thSeptember,2010. During the year Company continued to evaluate various options for the balance coal requirements. Since the Company could not tie up the balance coal in the given timeline, the Project Lenders agreed to extend the time up to 30thJune, 2012. During the extended waiver period, the Company is required to maintain Debt: Equity Ratio of 75:25 for meeting financial covenants arid interim Debt to Equity Ratio of 70:30 for availing the disbursements, which is capped at 83.33% of all Senior Loans, till 30^th iune, 2012. Tata Power has assigned its existing Bumi coal contract of 3.5MMT (+1. 20%) to the Company as a standby arrangement till the balance coal is tied up. The Company have tied up five ships for transportation of coal which will be sufficient to meet all initial requirements.

SUBSIDIARY COMPANY:

Energy Eastern Pte. Limited a wholly owned subsidiary of the Company continues to work on completing the arrangements for transportation of Coal. The Company has invested USD 711032 till 31^st March,2011 to finance the shipping related expenditure for the Mundra Project. The Company has also made a profit of USD 237659 during the year 2010-11.

FINANCE:

The Company has availed nearly 60% of its long term loans for the project. The Company has complied with predisbursement conditions as per the terms of financing and wherever required, necessary waivers have been obtained.

The Company has availed Rs.33010.000 Millions of Rupee loan (including subordinated loans from Tata Power) and USE) 1,082 million of foreign exchange loans as on 31^st March, 2011. CRJSIL has assigned a “A+ with positive outlook” rating to the Company’s long term rupee denominated Bank loans aggregating INII 58500.000 millions, which denotes outlook on the project.

CONTINGENT LIABILITIES:

Rs. in Millions

Particulars

31.03.2011

31.03.2010

Corporate guarantee issued on behalf of wholly owned subsidiary – Energy Eastern Pte. Limited

Of US $ 10 millions [previous year US $ 10 millions]

446.800

451.575

Appeal filed against stamp duty demand for registration charges of mortgage deed of private land

5.042

0.000

BANKERS CHARGES REPORT AS PER REGISTRY

Corporate identity number of the company	U40102MH2006PLC182213
Name of the company	Coastal Gujarat Power Limited
Address of the registered office or of the principal place of business in India of the company	34, Sant Tukaram Marg, Carnac Bunder, Mumbai – 400009, Maharashtra, India
This form is for	Creation of charge
Type of charge	· Book Debts · Movable Property · Floating Charge · Uncalled Share Capital · Immovable Property · Any interest in Immovable Property · Goodwill · Patent, License under a patent · Trademark · Copyright or license under a copyright
Particular of charge holder	State Bank of India, Project Finance SBU, Voltas House, 23, J N Herdia Marg, Ballard Estate, Fort, Mumbai-400001, Maharashtra, India Email : sanjeev.singhal@sbi.co.in
Nature of instrument creating charge	Indenture of Mortgage Dated 10.06.2011
Date of instrument Creating the charge	10.06.2011
Amount secured by the charge	Rs.25710.000 millions
Short particulars of the property or asset(s) charged (including complete address and location of the property)	Indenture of Mortgage

Fixed Assets:

· Freehold Land

· Buildings

· Plant and Machinery

· Furniture, Fixtures and Office Equipments

· Transmission Lines, Street Lights, etc.

· Motor Vehicles

· Roads

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 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 :

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

8] Affiliation with Government :

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

Our Governance Assessment focuses principally on the interactions between a company’s management, its Board of Directors, Shareholders and other financial stakeholders.

CONTRAVENTION

FOREIGN EXCHANGE RATES

Currency	Unit	Indian Rupees
US Dollar	1	Rs.55.19
UK Pound	1	Rs.87.65
Euro	1	Rs.69.15

INFORMATION DETAILS

Information Gathered by :	SBA

Report Prepared by :	TPT

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	5
PAID-UP CAPITAL	1~10	6
OPERATING SCALE	1~10	6
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	6
--PROFITABILIRY	1~10	6
--LIQUIDITY	1~10	6
--LEVERAGE	1~10	6
--RESERVES	1~10	6
--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	NO
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		52

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	-

MIRA INFORM REPORT

0.000

726.722

287.352

0.091

2374.763

3388.928

1130.338

458.504

21.543

1610.385

1778.543

(6.40)

2.10

Unit

MIRA INFORM REPORT

1006.817

0.000

0.000

0.000

0.000

0.000

186.543

968.995

157.647

0.000

0.000

0.000

2661.104

2694.459

1790.304

3854.464

3663.454

1947.951

6127.285

119.595

81.353

49.417

27.257

19603.052

13197.833

6274.137

(15748.588)

(9534.379)

(4326.186)

(0.47)

(3.78)

(0.00)

6127.285

6127.285

Unit