MIRA INFORM REPORT

Report Date :

31.12.2012

IDENTIFICATION DETAILS

Name :	UNITED BREWERIES LIMITED
Registered Office :	“UB Tower”, UB City, 24, Vittal Mallya Road, Bangalore- 560001, Karnataka
Country :	India
Financials (as on) :	31.03.2012
Date of Incorporation :	13.05.1999
Com. Reg. No.:	08-025195
Capital Investment / Paid-up Capital :	Rs.1005.105 Millions
CIN No.: [Company Identification No.]	L36999KA1999PLC025195
TAN No.: [Tax Deduction & Collection Account No.]	BLRU00927D
Legal Form :	A Public Limited Liability Company. The Company’s shares are listed on Stock Exchange.
Line of Business :	Manufacture and Sale of Beer
No. of Employees :	2489 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

B (33)

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

Maximum Credit Limit :	USD 540000
Status :	Moderate
Payment Behaviour :	Slow and delayed
Litigation :	Clear
Comments :	Subject is an UB group of company. It is a well established company having moderate track record. Even though the financial position of the company is good. The market condition is unfavorable. The groups of companies are experiencing difficulties in payings its debts. However, business is active. Payments are reported to be slow and delayed. The company can be considered for business dealing 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 – June 30, 2012

Country Name	Previous Rating (31.03.2012)	Current Rating (30.06.2012)
India	A1	A1

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

INDIAN ECONOMIC OVERVIEW

India is developing into an open-market economy, yet traces of its past autarkic policies remain. Economic liberalization, including industrial deregulation, privatization of state-owned enterprises, and reduced controls on foreign trade and investment, began in the early 1990s and has served to accelerate the country's growth, which has averaged more than 7% per year since 1997. India's diverse economy encompasses traditional village farming, modern agriculture, handicrafts, a wide range of modern industries, and a multitude of services. Slightly more than half of the work force is in agriculture, but services are the major source of economic growth, accounting for more than half of India's output, with only one-third of its labor force. India has capitalized on its large educated English-speaking population to become a major exporter of information technology services and software workers. In 2010, the Indian economy rebounded robustly from the global financial crisis - in large part because of strong domestic demand - and growth exceeded 8% year-on-year in real terms. However, India's economic growth in 2011 slowed because of persistently high inflation and interest rates and little progress on economic reforms. High international crude prices have exacerbated the government's fuel subsidy expenditures contributing to a higher fiscal deficit, and a worsening current account deficit. Little economic reform took place in 2011 largely due to corruption scandals that have slowed legislative work. India's medium-term growth outlook is positive due to a young population and corresponding low dependency ratio, healthy savings and investment rates, and increasing integration into the global economy. India has many long-term challenges that it has not yet fully addressed, including widespread poverty, inadequate physical and social infrastructure, limited non-agricultural employment opportunities, scarce access to quality basic and higher education, and accommodating rural-to-urban migration.

Source : CIA

EXTERNAL AGENCY RATING

Rating Agency Name	ICRA
Rating	ICRA – A Term Loan
Rating Explanation	The adequate credit quality. It carry average credit risk.
Date	September 2011

Rating Agency Name	ICRA
Rating	ICRA – A1 Fund based Facilities
Rating Explanation	The highest credit quality. It carry lowest credit risk.
Date	September 2011

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.

LOCATIONS

Registered Office :	UB Tower, UB City, 24, Vittal Mallya Road, Bangalore- 560001, Karnataka, India
Tel. No.:	91-80-39855000 / 22272806 /22272807
Fax No.:	91-80-22211964-22229488
Email.:	deepaknath@ubmail.com ublinvestor@ubmail.com gri@ubmail.com
Website :	http://www.theubgroup.com
Corporate Office :	United Breweries Limited, Level 3, 4 & 5, UB Towers, UB City, 24 Vittal Mallya Road, Bangalore- 560001, Karnataka, India
Tel. No.:	91-80-22293333/22272807
E-Mail :	goodtimes@kingfisherworld.com
Manufacturing Network :	· Andhra Pradesh – Mallepally, Kothlapur and Srikakulam · Goa – Ponda · Kerala – Cherthala and Palakkad · Karnataka – Mangalore, Nelmangala and Mysore · Odisha – Khurda · Tamil Nadu – Kuthambakkam and Aranvoyal · Punjab – Ludhiana · West Bengal – Kalyani · Rajasthan – Chopanki · Maharashtra – Taloja and Aurangabad · Haryana – Dharuhera

DIRECTORS

AS ON 30.09.2012

Name :	MR. Kalyan Ganguli
Designation :	Managing Director
Qualification :	B.A. (Hons), PGDBM (XLRI)
Experience :	39 Years
Date of Appointment :	01.02.1979
Age .:	61 Years
Name :	Mr. Guido de Boer
Designation :	Director and CFO
Qualification :	M.Sc. Economics and Business
Experience :	15 Years
Date of Appointment :	1.10.2009
Age:	40 Years
Name :	Dr. Vijay Mallya
Designation :	Chairman Director
Name :	Mr. A.K. Ravi Nedungadi
Designation :	Director
Name :	Ms. Rene Hooft Graafland
Designation :	Director
Name :	Mr. Theo de Rond
Designation :	Director
Name :	Mr. Chugh Yoginder Pal
Designation :	Director
Name :	Mr. Chhaganlal Jain
Designation :	Director
Name :	Mr.Sunil Kumar Alagh
Designation :	Director
Name :	Mr. Kiran Mazumdar Shaw,
Designation :	Director
Name :	Mr. Mahadev Bhatkuly
Designation :	Director
Name :	Mr. Stephan Gerlich
Designation :	Director

KEY EXECUTIVES

Name :	Mr. Shekhar Ramamurthy
Designation :	Deputy President
Qualification :	B. Tech./(Civil)-IIT, Delhi, PGDBM – IIM - Kolkata
Experience :	25 Years
Date of Appointment :	15.05.1989
Age.:	51 Years
Name :	Mr. cedric Vaz
Designation :	Executiove Vise President – Manufacturing
Qualification :	B.Tech. (Chem. Eng.), IIT-Kanpur
Experience :	30 Years
Date of Appointment :	15.05.2006
Age.;	54 Years
Name :	Mr. Joseph Noronha
Designation :	Executiove Vise Presiden – HR
Qualification :	B.Com. (Hons.), PGDPM-IR (XLRI)
Experience :	32Years
Date of Appointment :	15.07.1991
Age.:	57 Years
Name :	Mr. Kiran Kumar
Designation :	Senior Vise Presiden – Sales
Qualification :	B.Com., PGDBM, IIM-Ahmedabad
Experience :	21Years
Date of Appointment :	28-04-1997
Age.:	44 Years
Name :	Ms. Perry Goes
Designation :	Senior Vise Presiden – Strategic, Planning & Business, Analysis
Qualification :	B.E. (Meh.), PGDBM, (Marketing-Finance and HR) – Goa, Institution of Management
Experience :	25 Years
Date of Appointment :	14.06.2004
Age.:	47 Years
Name :	Mr. Henk Breederveld
Designation :	Technological Advisor
Qualification :	Chemical Engineer (M.Sc., Biochemistry) ,Delft University of Technology - The Netherlands
Experience :	34 Years
Date of Appointment :	11.10.2010
Age.:	61 Years
Name :	Mr. Samar Singh Sheikhawat
Designation :	Senior Vise Presiden - Marketing
Qualification :	B.A., MBA (Marketing) Symbiosis Institution of Management, Pune
Experience :	22 Years
Date of Appointment :	09.11.2009
Age.:	46 Years
Name :	Mr. Govind Iyengar
Designation :	Senior Vise Presiden - Legal and Secretarial
Qualification :	B.Com., L.L.B, A.C.S
Experience :	22 Years
Date of Appointment :	05-02-2001
Age.:	45 Years
Name :	Mr. Govind Tiwari
Designation :	DVP - UBL Goa
Qualification :	B.Sc., PGD IFAT, DBA, PGDM and IR
Experience :	42 Years
Date of Appointment :	12.02.1975
Age.:	60 Years
Name :	Mr. R K Jindal
Designation :	Senior Vise Presiden – Operations and Malting
Qualification :	B.Com., F.C.A
Experience :	27 Years
Date of Appointment :	19.03.1985
Age.:	51 Years
Name :	Mr. R Santosh Kumar
Designation :	Senior Vise Presiden - Procurement and Logistics
Qualification :	B.E. (Industrial and Production), PGDCA
Experience :	24 Years
Date of Appointment :	01.07.1998
Age.:	46 Years
Name :	Mr. P A Poonacha
Designation :	AVP - Finance
Qualification :	B.com, M.Com, A.C.A, A.I.C.W.A.
Experience :	17 Years
Date of Appointment :	01.07.1996
Age.:	41 Years
Name :	Mr. S Ramakrishnan
Designation :	AVP – IT
Qualification :	B.Com., M.Com., DCM, MBA-IIMS Calcutta
Experience :	31 Years
Date of Appointment :	01.06.1995
Age.:	51 Years

SHAREHOLDING PATTERN

AS ON 30.09.2012

Category of Shareholder	Total No. of Shares	Total Shareholding as a % of total No. of Shares
(A) Shareholding of Promoter and Promoter Group
(1) Indian
Individuals / Hindu Undivided Family	21353620	8.08
Bodies Corporate	85630610	32.39
Sub Total	106984230	40.46
(2) Foreign
Boddies Corporate	90850440	34.36
Sub Total	90850440	34.36
Total shareholding of Promoter and Promoter Group (A)	197834670	74.82
(B) Public Shareholding
(1) Institutions
Mutual Funds / UTI	1250968	0.47
Financial Institutions / Banks	28380	0.01
Central Government / State Goverments	660	0.00
Insurance Companies	1390148	0.53
Foreign Institutional Investors	46157401	17.46
Sub Total	48827557	18.47
(2) Non-Institutions
Bodies Corporate	4722551	1.79
Individuals
Individual shareholders holding nominal share capital up to Rs.0.100 Million	11213427	4.24
Individual shareholders holding nominal share capital in excess of Rs.0.100 Million	701643	0.27
Any Others (Specify)	1105301	0.42
Non Resident Indians	613618	0.23
Trusts	248761	0.09
Clearing Members	238242	0.09
Oversease Corporate Bodies	4680	0.00
Sub Total	17742922	6.71
Total Public shareholding (B)	66570479	25.18
Total (A)+(B)	264405149	100.00
(C) Shares held by Custodians and against which Depository Receipts have been issued	0	0
(1) Promoter and Promoter Group	0	0
(2) Public	0	0
Sub Total	0	0
Total (A)+(B)+(C)	264405149	100.00

BUSINESS DETAILS

Line of Business :

Manufacture and Sale of Beer

PRODUCTION STATUS [AS ON 31.03.2011]

Particulars	Unit	Licensed Capacity*	Installed Capacity*	Actual Production
Beer	In Hectolitres	13787500	12115500	7787868

* NOTE: Licensing of products of the Company under the Industries (Development and Regulation) Act, 1951 is discontinued and consequently the reported capacities are as per permissions obtained from the respective regulatory authorities on a yearly basis. As regards installed capacity, the same has been certified by the Management and relied upon by the Auditors, being a technical matter.

GENERAL INFORMATION

No. of Employees :

2489 (Approximately)

Bankers :

· ING Vysya Bank

· Yes Bank

Facilities :

Secured Loan	Rs. In Millions 31.03.2012	Rs. In Millions 31.03.2011
Foreign Currency Term Loan :
External commercial borrowings from banks	3581.000	1404.597
Working capital loan / Cash Credit from Banks (repayable on demand)	3852.000	2648.600
TOTAL	7433.000	4053.197
Unsecured Loan	Rs. In Millions 31.03.2012	Rs. In Millions 31.03.2011
From Banks	500.000	750.000
Deferred payments liabilities	447.000	3023.222
From Others	3.000	3.000
TOTAL	950.000	3776.222

Banking Relations :	--
Auditors :
Name :	Price Waterhouse Chartered Accountant
Subsidiary :	Maltex Malsters Limited (MML)
Associates :	United East Bengal Football Team Private Limited (UEBFTPL)
Entity which has significant influences :	· Scottish and Newcastle India Limited (SNIL) · United Breweries (Holdings) Limited (UBHL)
Others :	· Scottish and Newcastle Limited (S and N) · Heineken UK Limited, Holding Company of SNIL and Subsidiary of Scottish and Newcastle Limited · Scottish and Newcastle UK Limited (SNUK), Subsidiary of Scottish and Newcastle Limited · Scottish and Newcastle India Private Limited (SNIPL), Subsidiary of Heineken UK Limited · Heineken International B.V. · Heineken Romania S.A. · Heineken Brouwerijen B.V. · Heineken Supply Chain B.V. · Force India F1 Team Limited.

CAPITAL STRUCTURE

AS ON 31.03.2012

Authorised Capital :

No. of Shares	Type	Value	Amount
3674000000	Equity Shares	Rs.1/- each	Rs.3674.000 Millions
58600000	Preference Shares	Rs.100/- each	Rs.5860.000 Millions
	TOTAL		Rs.9534.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
264405149	Equity Shares	Rs.1/- each	Rs.264.405 Millions
7407000	3% Cumulative Redeemable Preferences Shares [The above shares are redeemable at par at the earliest on March 31, 2015]	Rs.100/- each	Rs.740.700 Millions
	TOTAL		Rs.1005.100 Millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2012	31.03.2011	31.03.2010
SHAREHOLDERS FUNDS
1] Share Capital		1005.100	2723.545	2709.048
2] Capital Pending Allotment		0.000	9.151	0.000
3] Share Application Money		0.000	0.000	0.000
4] Reserves & Surplus		12646.300	10217.384	8888.712
5] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		13651.400	12950.080	11597.760
LOAN FUNDS
1] Secured Loans		7433.000	4053.197	4960.341
2] Unsecured Loans		950.000	3776.222	1753.006
TOTAL BORROWING		8383.000	7829.419	6713.347
DEFERRED TAX LIABILITIES		514.000	288.773	216.306
TOTAL		22548.400	21068.272	18527.413
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		12186.900	10894.207	7807.876
Capital work-in-progress		2073.500	1459.641	575.331
INVESTMENT		254.700	1879.660	1530.699
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	3998.800	2898.008	1960.165
	Sundry Debtors	6999.700	5136.425	6162.470
	Cash & Bank Balances	1772.300	1296.591	833.169
	Other Current Assets	1275.800	663.168	354.491
	Loans & Advances	4364.100	3465.391	2769.404
Total Current Assets		18410.700	13459.583	12079.699
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	5742.600	2643.874	1803.354
	Other Current Liabilities	4122.900	3601.512	1408.816
	Provisions	511.900	379.433	254.022
Total Current Liabilities		10377.400	6624.819	3466.192
Net Current Assets		8033.300	6834.764	8613.507
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		22548.400	21068.272	18527.413

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2012	31.03.2011	31.03.2010
	SALES
		Income	36276.900	30598.100	19974.494
		Other Income	729.800	449.900	776.834
		TOTAL	37006.700	31048.000	20751.328
Less	EXPENSES
		Cost of Material Consumed	16037.600	13325.800
		Purchase of stock in trade	423.000	600.700
		Change in inventories of fin9ished goods, Work in progress and stock in trade	(182.500)	33.700
		Employee benefit expenses	1882.300	1441.100
		Other expenses	13996.000	11298.100
		TOTAL	32156.400	26699.400	17802.342
Less	PROFIT / (LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION		4850.300	4348.600	2948.986
Less	FINANCIAL EXPENSES		991.200	781.300	555.006
	PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION		3859.100	3567.300	2393.980
Less/ Add	DEPRECIATION/ AMORTISATION		1486.600	1305.100	882.692
	PROFIT / (LOSS) BEFORE EXCEPTIONAL ITEMS AND TAX		2372.500	2262.200	1511.288
	EXCEPTIONAL ITEMS		195.900	0.000	0.000
	PROFIT / (LOSS) BEFORE TAX		2176.600	2262.200	1511.288
Less	TAX		912.200	1210.700	541.579
	PROFIT / (LOSS) AFTER TAX		1264.400	1472.900	969.709
	EARNINGS IN FOREIGN CURRENCY
		Export Earnings	14.900	19.900	N.A
	TOTAL EARNINGS		14.900	19.900	N.A
	IMPORTS
		Raw Materials	387.900	272.700	366.030
		Stores & Spares	12.700	5.300	20.834
		Capital Goods	459.300	53.300	31.294
	TOTAL IMPORTS		859.900	331.300	418.158
	Earnings Per Share (Rs.)		4.68	5.26	3.68

QUARTERLY RESULTS

PARTICULARS	30.06.2012	30.09.2012
	1st Quarter	2nd Quarter
Net Sales	12258.200	8737.000
Total Expenditure	10366.600	7653.000
PBIDT (Excl OI)	1891.600	1102.500
Other Income	149.500	13.100
Operating Profit	2041.100	1115.600
Interest	189.400	169.500
Exceptional Items	0.000	0.000
PBDT	1851.700	946.100
Depreciation	376.400	433.900
Profit Before Tax	1475.300	512.200
Tax	488.900	177.200
Provisions and contingencies	0.000	0.000
Profit After Tax	986.400	342.000
Extraordinary Items	0.000	0.000
Prior Period Expenses	0.000	0.000
Other Adjustments	0.000	0.000
Net Profit	986.400	342.000

KEY RATIOS

PARTICULARS		31.03.2012	31.03.2011	31.03.2010
PAT / Total Income	(%)	3.42	4.74	4.67
Net Profit Margin (PBT/Sales)	(%)	5.99	7.39	7.56
Return on Total Assets (PBT/Total Assets}	(%)	7.11	19.64	13.40
Return on Investment (ROI) (PBT/Networth)		0.16	0.17	0.13
Debt Equity Ratio (Total Liability/Networth)		1.41	0.68	0.90
Current Ratio (Current Asset/Current Liability)		1.77	2.03	3.49

LOCAL AGENCY FURTHER INFORMATION

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	Yes
9]	Name of person contacted	No
10]	Designation of contact person	No
11]	Turnover of firm for last three years	No
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)	Yes
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	No
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	Yes

AMALGAMATIONS

U.B Ajanta Breweries Private Limited has been amalgamated into The Company by the Order of the Hon’ble Board for Industrial and Financial Reconstruction with the appointed date of April 1, 2011.The consolidation has ensured creation of a larger combined entity, and synergies in the businesses besides economies of scale. Combining all functions and operations has not only resulted in enhanced financial performance but also has provided benefits in the form of managerial and technical expertise, and financial resources thereby enhancing shareholder value.

As a final step towards consolidation and restructuring of all brewing entities of the Group, the Board of Directors of The Company and of Scottish and Newcastle India Private Limited (SNIPL), an Indian subsidiary of Heineken UK Limited (Heineken Group), have approved amalgamation of SNIPL into the Company under Sections 391 to 394 of the Companies Act, 1956. All requisite regulatory approvals for the said amalgamation have been obtained and an application has been filed with the High Courts of Karnataka and Bombay by the Company and SNIPL respectively.

CAPITAL

In view of the consolidation of share capital through the amalgamation of UB Ajanta Breweries Private Limited, the Authorized Share Capital of the Company now comprises of Equity Share Capital aggregating to Rs.3674.000 million and Preference Share Capital of Rs.5.860 million. The Issued, Subscribed and Paid-up Share Capital as on March 31, 2012 stood at Rs.1005.100 million, comprising of Equity Share Capital of Re.1 each aggregating to Rs.264.400 million and Cumulative Redeemable Preference Shares of Rs.100 each aggregating to Rs.740.700 million.

INDUSTRY OVERVIEW

The Indian beer market is at the start of its growth trajectory, with a per capita consumption of only about 1.5 liter. This is significantly below the global average per capita consumption of 27 liters and other emerging markets such as China (37 liter), Brazil (65 liter) and Russia (72 liter), as estimated by Canadean for the calendar year 2011.

Beer accounts for about 32% of the Indian alcoholic beverages market by volume. The largest segment in the Indian alcoholic beverages market is Indian Made Foreign Liquor (‘IMFL’) that accounts for about 41% by volume, while country liquor accounts for around 27% of the market. Both are spirits that typically contain over 40% alcohol.

Key reasons for the significantly lower consumption of beer, both compared to spirits consumption in India and to beer consumption in other emerging markets, are the taxation structure, which does not substantially differentiate between the alcohol content of various classes of beverages, and the limited number of outlets that are allowed to sell beer in India.

In India, regulation and taxation of alcoholic beverages is a State subject. The industry is highly regulated, often requiring a lengthy process to obtain a license for the manufacturing, distribution and sale of beer. In the majority of the country, the State governments control distribution and in states like Tamil Nadu and Kerala even the retail is operated by the government. Each state has its own taxation policy and regulations regarding cross border movements and pricing. In about 60% of the country, the State determines the price at which beer can be sold by the brewers.

Even though beer contains only 5-7% of alcohol by volume and spirits contain over 40% of alcohol, both are for historic reasons considered as liquor under the various State Excise policies and taxed on a similar basis. This results in a consumer price of beer that is 2 to 3 times higher than that of spirits on an equivalent alcohol basis.

The number of outlets that are permitted to sell beer is very low. It is estimated that 72,000 licensed outlets exist in India. This equates to one outlet per 17,000 people compared to an estimated 1 per 300 in China. This significantly reduces the availability of beer, and therewith reduces beer consumption.

Notwithstanding the constraints mentioned above, they believe the future of the industry is very bright.

A high growth economy and a young population bring significant opportunities for the beer industry. India’s growing young population has led to the emergence of a substantial active workforce that has increasing disposable income. Growth in the alcoholic beverages sector has also been fueled by the increasing social acceptability of alcohol consumption, especially for beer and wine, and evolving consumer taste.

The size of the Indian beer industry in the year is estimated at about 235 million cases, showing a compounded annual growth rate of around 11% in the past 5 years. As a result of a weak economic climate, regulatory changes and a poor summer, growth of the Indian beer market in FY12 was significantly lower than the previous year. They estimate the market to have grown by about 4%. Strong beer continues to take share from mild beer, and is now estimated to account for 81% of the beer market.

Subject has continued to expand its clear market leadership in the Indian beer market, overcoming the challenges of the highly regulated industry and competition from global brewers. For the 5th year in succession, the Company has increased its market share and widened the gap with its competitors.

OPERATIONS

SALES

The Company has achieved a volume growth of 6% on a like-for-like basis in the year, outgrowing the industry in a difficult year. The total sales volume has reached 133 million cases, driven primarily by growth in Andhra Pradesh, Karnataka, Rajasthan, Uttar Pradesh and Goa.

The net sales for the year 2011-2012 stood at Rs.36,277 million as against net sales of Rs.30,598 million in the previous year, registering a growth of 18.6%. This includes the first time consolidations of Chennai Breweries Private Limited and Asia Pacific Breweries Aurangabad Private Limited.

The national market share in FY12 has exceeded 54.5%, which is twice the size of the nearest competitor. They continue to lead the mild beer market with 70% market share, and hold over 51% of the strong beer market. In the year, the Company has increased its market share in the states of Andhra Pradesh, Uttar Pradesh, Haryana, Maharashtra, Punjab, Rajasthan, West Bengal, Karnataka and Goa. the shares in Tamil Nadu, Bihar and Kerala were affected by supply and environmental issues.

The flagship Kingfisher brand created history by achieving the milestone of 100 million cases sold in the financial year 2011-2012. A fantastic achievement in the history of the Indian beer industry, this success has been made possible by Kingfisher Strong, India’s largest selling beer, further consolidating its leadership position by registering record volumes, while Kingfisher Premium continued its lead in the mild beer segment.

During the financial year, the brewery in Taloja near Mumbai was approved by Heineken for the brewing and bottling of Heineken Lager Beer. India-brewed Heineken rolled out into the markets of Mumbai and Pune on International Beer Day – 5 August 2011. As at the end of the financial year, locally brewed Heineken is available in Delhi, Bangalore, Kolkata, Goa and Maharashtra, and has been well received. In the coming year they will roll out in further markets.

MANUFACTURING

Manufacturing expenses for the financial year 2011-2012 amounted to Rs.16,278 million, constituting 44.9% of net sales, as against Rs.13,960 million in the previous financial year, which constituted 45.6% of net sales.

In the year, the company has continued the infusion of its own patented bottles in order to ensure sufficient availability of recycled bottles and to contain the cost of such bottles. The initiative has proven to be successful and has been the key driver behind the reduction in manufacturing variable cost, notwithstanding significant increases in the prices of new bottles.

Higher barley prices were the key reason behind the increase in cost of raw materials, although this was partly offset by better efficiencies. The cost of packaging materials was impacted by the decision to use higher quality cartons as well as by an increase in paper prices. In order to secure further growth, the Company has agreements in place for the supply of malt, barley and bottles.

The unit cost of power and fuel increased significantly in the year, the impact of which was mitigated by improved consumption efficiencies. In order to further reduce power consumption, the Company is exploring conversion of organic waste into energy to obtain savings in electricity cost in an environmentally sustainable manner.

The breweries continue to achieve efficiency improvements through enhanced operating procedures as well as through economies of scale, and thereby limiting the increase in cost of goods sold.

The Company continues to expand its brewing and bottling capacity to be able to cater to the market growth. In the year, the Company has expanded capacity in its breweries in West Bengal, Orissa, Andhra Pradesh and Maharashtra. the Greenfield brewery at Nanjangud, Karnataka is expected to be commissioned shortly. In view of the rapid growth, the Company has proposed to set up Greenfield brewery in the state of Bihar.

CONTINGENT LIABILITIES:

Particulars	31.03.2012 (Rs. in millions)	31.03.2011 (Rs. in millions)
Sales Tax/other taxes demands under appeal *	134.900	130.400
Employees State Insurance / Provident Fund Demand *	1.900	2.300
Demand towards Water charges under appeal *	269.400	182.500
Excise Duty/Customs Duty demands under appeal *	39.200	41.300
Income Tax demands under appeal*	1023.800	403.800
Service Tax demands under appeal*	751.300	244.600
Claims against the Company not acknowledged as debt *	100.200	41.300
Letter of Undertaking to distributors towards countervailing duty for imports from Nepal	0.000	38.500
TOTAL	2320.700	1084.700

NOTE.:

It is not practicable for the company to estimate the timing of cash flows if any, in respect of the above, pending resolution of the respective proceedings. The company does not expect any reimbursements in respect of the above contingent liabilities.

AMALGAMATIONS IN BRIEF

2011-12

The scheme of amalgamation under sections 391 to 394 of the Companies Act, 1956 between UB Ajanta Breweries Private Limited (UBA) and the Company (the Scheme) and their respective shareholders and creditors with April 1, 2011 as the appointed date has been approved by the Honorable BIFR court, Delhi vide their order dated February 13, 2012. Upon necessary filing with the Registrar of Companies on February 21, 2012, the scheme has become effective and the effect thereof has been given in these accounts. Consequently, the scheme of amalgamation under sections 391 to 394 of the Companies Act, 1956 between UB Ajanta Breweries Private Limited (UBA) and the Company (the Scheme) and their respective shareholders and creditors with April 1, 2011 as the appointed date has been approved by the Honorable BIFR court, Delhi vide their order dated February 13, 2012. Upon necessary filing with the Registrar of Companies on February 21, 2012, the scheme has become effective and the effect thereof has been given in these accounts. Consequently,

In respect of the merger of UBA with the Company –

a) In terms of the scheme, the entire business and the whole of the undertaking of UBA, as a going concern stands transferred to and vested in the Company with effect from April 1, 2011, being the Merger Appointed Date.

b) In consideration of the amalgamation of UBA with the company, the company has issued 709,578 equity shares of Re.1/- each aggregating to Rs.7 in the ratio of 135:1.

c) Accounting for Amalgamation:

The amalgamation of UBA with the Company is accounted for on the basis of the pooling of interest Method as

envisaged in the Accounting Standard (AS)-14 on Accounting for Amalgamations specified in the Companies (Accounting Standard) Rules 2006 and in terms of the scheme, as below,

– All asset and liabilities of the UBA at their respective Book Values under the respective heads of the company.

– Rs.28 being the difference between the value of net assets of the UBA transferred to the Company (determined as stated above) and the carrying value of the Company’s investment (cancelled as above) has been adjusted to Capital/General Reserve of the Company.

– The inter company balances and the transactions stood cancelled.

UBA was engaged in brewing business.

[The Authorised Share capital of the Company stands increased by Rs.54.000 million of Equity Share Capital of Re.1/- each and enhanced by Rs.946.000 millions of Rs.100/- each in Preference Share Capital. This increase is arising on account of amalgamation of UBA with United Breweries Limited.]

UBL Benefit Trust

Arising out of the Amalgamation of EBL into UBL, UBL Benefit Trust held 6,007,413 equity shares in UBL constituting 2.36% of UBL’s paid up equity capital. The Trust has sold its entire shareholding and remitted the entire proceeds aggregating Rs.28,357 to UBL. The entire proceeds has been used in reducing the Debt of the Company. In the absence of any specific accounting treatment being prescribed in the Accounting Standards notified pursuant to the Companies (Accounting Standards) Rules, 2006 as per section 211(3C), the gain on sale of these shares held by UBL Benefit Trust (of which the Company is the sole beneficiary) aggregating to Rs.14,049 has been credited to the General Reserve.

STATEMENT OF AUDITED RESULTS FOR THE QUARTER AND YEAR ENDED SEPTEMBER 30, 2012

Rs. in Millions

Sr. No.	Particular	Quarter Ended		HALF Year Ended
		30.09.2012 (Unaudited)	30.06.2012 (Unaudited)	30.09.2012 (Unaudited
1.	Income From Operation
	Net Sales/Income from Operations	7969.000	11222.000	1919.300
	Other Operating Income	768.500	1035.900	18 04.400
	Total Income from Operation	8737.500	12258.200	20995.700
2.	Expenditure
	a) Cost of materials consumed	3503.900	5076.000	8579.900
	b) Purchases of stock-in-trade	35.800	230.300	266.100
	c) Changes in inventories of finished goods, work-in progress and stock-in-trade	(145.700)	19.700	(126.000)
	d) Employee benefits expense	553.500	479.300	1032.800
	e) Depreciation and amortization expense	433.900	376.400	810.300
	f) Advertisement & Sales promotion	1658.700	2043.200	3701.900
	g) Selling & Distribution	984.800	1414.300	2399.100
	h) Other expenses	1044.000	1103.800	2147.800
	Total	8068.900	10743.000	18811.900
3.	Profit From Operations before Other Income, Interest and Exceptional Items (1-2)	668.600	1515.200	2183.800
4.	Other Income	13.100	149.500	162.60
5.	Profit Before Interest and Exceptional Items (3+4)	681.700	1664.700	2346.400
6.	Interest	169.500	189.400	358.900
7.	Profit After Interest but before Exceptional Items (5-6)	512.200	1475.300	1987.500
8.	Exceptional Items	0.000	0.000	0.000
9.	Profit from Ordinary Activities before Tax (7+8)	512.200	1475.300	1987.500
10.	Tax Expenses	170.200	488.900	659.100
11.	Net Profit from Ordinary Activities after Tax (9-10)	342.000	986.400	1328.400
12.	Extraordinary Item (net of expense)	0.000	0.000	0.000
13.	Net Profit for the period (11-12)	342.000	986.400	1328.400
14.	Paid-up Equity Share Capital (Face Value of Rs.10/- Each)	264.400	264.400	264.400
15.	Reserves Excluding Revaluation Reserve	12646.300	12646.300	12646.300
16.	Basic and Diluted Earnings Per Share (EPS) (Rs.)-Not Annualised
	a) Basic and diluted EPS before extraordinary items	1.27	3.71	4.98
	b) Basic and diluted EPS after extraordinary items	1.27	3.71	4.98
17.	Public Shareholding
	-Number of Shares	66570479	66570479	66570479
	- Percentage of Shareholding	2.518	25.18.	2.518
18.	Promoters and Promoter Group Shareholding
	a) Pledged/Encumbered
	- Number of Shares	23419142	19984142	23419142
	- Percentage of Shares (as a % of the Total Shareholding of promoter and promoter group)	1.184	1.010	1.184
	- Percentage of Shares (as a % of the Total Share Capital of the Company)	0.886	0.756	0.886
	b) Non Encumbered
	- Number of Shares	174415528	177850528	174415528
	- Percentage of Shares (as a % of the Total Shareholding of Promoter and Promoter Group)	8.816	8.990	9.087
	- Percentage of Shares (as a % of the Total Share Capital of the Company)	6.596	6.596	6.729

PARTICULAR	QUARTER ENDED MARCH 31, 2012
Pending at the beginning of the quarter	Nil
Received during the quarter	7
Disposed of during the quarter	7
Remaining unresolved at the end of the quarter	Nil

STATEMENT OF ASSETS AND LIABILITIES

Rs. in Millions

PARTICULARS	30.09.2012 AUDITED
Equity and liabilities
Shareholders' fund
Share capital	1005.100
Reserve & surplus	13961.800
Sub-total - Shareholders' funds	14966.900
Non – current liabilities
Long term borrowings	4104.900
Deferred tax liability (net)	630.600
Other long-term liabilities	0.000
Long term provisions	56.100
Sub-total - Non-current liabilities	4791.600
Current liabilities
Short term borrowings	4986.400
Trade payables	1710.400
Other current liabilities	5541.300
Short term provisions	487.900
Sub-total - Current liabilities	12726.000
Total - Equity & Liabilities	32484.500
Assets
Non-current assets
Fixed assets	15374.700
Non-current investment	254.700
Long term loans & advances	1728.100
Other Non – Current Assets	175.700
Sub-total - Non-current Assets	17533.200
Current assets
Inventories	5111.200
Trade receivables	7423.400
Cash & bank balances	817.600
Short term loans & advances	1250.100
Other current assets	349.000
Sub-total - Current Assets	14951.300
Total – Assets	32484.500

NOTES:

1. The Company is engaged in manufacture, purchase and sale of beer including licensing of brands which constitutes a single business segment. The Company also considers the whole of India as a single geographical segment.

2. During the financial year ended March 31, 2012, the investment in Maltex Malsters Limited (MML), which had a carrying value of Rs.450.000 million, has been revalued at Rs.254.100 million. In the opinion of management, no further provision for diminution is considered necessary as at September 30, 2012.

3. Millennium Beer Industries Limited (MBIL), United Millennium Breweries Limited (UMBL), UB Nizam Breweries Private Limited (UBNB), Chennai Breweries Private Limited (CBPL) and UB Ajanta Breweries Private Limited (UBAB) have been amalgamated with the company on various dates during the previous financial year, consequent to this, the figures for the quarter and half year ended September 30, 2012 are not comparable with those of corresponding periods of the previous year. The Board of Directors in its meeting held on February 7, 2012 has approved the merger of Scottish and Newcastle India Private Limited into the Company with effective date being April 1, 2012. The Company is in the process of obtaining necessary approvals to effect the same.

4. The Company has paid a dividend of Re.0.70 per Equity Share amounting to Rs.215.100 million (inclusive of Dividend Distribution Tax) for the year ended March 31, 2012. The Company has paid a dividend of Rs.3/- per Cumulative Redeemable Preference Share amounting to Rs.28.100 million (inclusive of Dividend Distribution Tax) for the year ended March 31, 2012 to Scottish and Newcastle India Limited.

5. Earnings per Share (EPS) is stated after providing for Dividend on the Cumulative Redeemable Preference Shares for the respective periods.

6. Pursuant to Notification No.447(E) dated February 28, 2011 and Notification No.653(E) dated March 30, 2011 issued by the Ministry of Corporate Affairs and Notification no.CIR/CFD/D IL/4/2012 dated April 16, 2012, issued by the Securities and Exchange Board of India, the Company has prepared its financial statements / results as per revised Schedule VI to the Companies Act 1956. Accordingly, the previous period figures have been regrouped/rearranged, wherever required to align the financial results to the revised format.

7. The unaudited results for the quarter ended September 30, 2012 have been approved by the Board of Directors at its meeting held on November 8, 2012 and have been subjected to a limited review by the auditors of the Company.

FIXED ASSETS:

v Goodwill

v Licenses

v Land – Freehold

v Land – Leasehold

v Buildings

v Leasehold Improvements

v Plant and Machinery

v Office Equipments

v Furniture and Fittings

v Laboratory Equipments

v Vehicles

CMT REPORT (Corruption, Money Laundering & Terrorism]

The Public Notice information has been collected from various sources including but not limited to: The Courts, India Prisons Service, Interpol, etc.

1] INFORMATION ON DESIGNATED PARTY

No 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 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.54.85
UK Pound	1	Rs.88.401
Euro	1	Rs.72.63

INFORMATION DETAILS

Report Prepared by :

HET

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	4
PAID-UP CAPITAL	1~10	4
OPERATING SCALE	1~10	3
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	3
--PROFITABILIRY	1~10	4
--LIQUIDITY	1~10	4
--LEVERAGE	1~10	4
--RESERVES	1~10	4
--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	YES
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		33

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.