MIRA INFORM REPORT

Report Date :

02.01.2012

IDENTIFICATION DETAILS

Name :	GLENWORTH ESTATE LIMITED
Registered Office :	68 [Old No.63], Cathedral Road, Gopalapuram, Chennai - 600086, Tamilnadu
Country :	India
Financials (as on) :	31.03.2011
Date of Incorporation :	29.09.2005
Com. Reg. No.:	18.057656
Capital Investment / Paid-up Capital :	Rs.0.500 Million
CIN No.: [Company Identification No.]	U01132TN2005PLC057656
TAN No.: [Tax Deduction & Collection Account No.]	CHEG07321G
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturer and Exporter of Tea, Coffee
No. of Employees :	Not Available

RATING & COMMENTS

MIRA’s Rating :

Ba (49)

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

Maximum Credit Limit :	USD 4300000
Status :	Satisfactory
Payment Behaviour :	Usually Correct
Litigation :	Clear
Comments :	Subject is a well established company having satisfactory track. Trade relations are reported as fair. Business is active. Payment are reported to be usually correct and as per commitments. The Company can be considered normal for business dealings at usual trade terms and conditions.

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

ECGC Country Risk Classification List – September 30, 2011

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

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

LOCATIONS

Registered Office / Factory :	68 [Old No.63], Cathedral Road, Gopalapuram, Chennai, Tamilnadu-600086, India
Tel. No.:	91-44-28114236 / 28114359
Fax No.:	91-44-28114237
E-Mail :	Waterfall_ho@sify.com

DIRECTORS

As on 30.09.2011

Name :

Ramaswamy Doraiswami

Designation :

Director

Address :

No.2A, Savita Manor, Lake Area, 5^th Cross, Nungambakkam, Chennai, Tamilnadu – 600034 , INdia

Date of Birth/Age :

26.04.1948

Date of Appointment :

24.10.2005

DIN No.:

00280825

Other Directorship:

S.No.	CIN	Name of the Company	Current designation of the director	Date of appointment at current designation	Original date of appointment	Company Status	Defaulting status
1	U52321TN1992PTC022428	S.G.P.EXIM PRIVATE LIMITED	Whole-time director	22/01/2007	26/05/2002	Active	NO
2	U55101TN1992PTC022094	WATERFALL ESTATE PRIVATE LIMITED	Director	26/05/2002	26/05/2002	Active	NO
3	U33111TN1984PTC010899	WATERFALL ESTATE (EAST)PRIVATE LIMITED	Director	26/05/2002	26/05/2002	Dissolved	NO
4	U52599TN1996PTC036700	VEGETAL EXIM PRIVATE LIMITED	Director	26/05/2002	26/05/2002	Active	NO
5	U01132TN2005PLC057656	GLENWORTH ESTATE LIMITED	Director	24/10/2005	24/10/2005	Active	NO
6	U01132TN2005PLC057655	ADDERLEY ESTATE LIMITED	Director	30/11/2005	30/11/2005	Active	NO
7	U90009TN2000NPL044117	GOVINDASAMY CHARITABLE FOUNDATION	Director	05/06/2006	05/06/2006	Active	NO
8	U51909TN2009PTC073904	CASSEL EXPORTS PRIVATE LIMITED	Director	14/12/2009	14/12/2009	Active	NO
9	U74900TN2010PTC075361	BALAJEE FIDELITY SERVICES PRIVATE LIMITED	Director	15/04/2010	15/04/2010	Active	NO

Name :

Krishnaier Gopala Krishnan

Designation :

Director

Address :

A 8, Bharath Apartments No.16, Raman Street, T.Nagar, Chennai, Tamilnadu-600017, India

Date of Birth/Age :

30.11.1948

Date of Appointment :

24.10.2005

DIN No.:

00279899

Other Directorship :

S.No.	CIN	Name of the Company	Current designation of the director	Date of appointment at current designation	Original date of appointment	Date of cessation	Company Status	Defaulting status
1	U52599TN1993PTC026384	BLOOM & PEAT PRODUCTS PRIVATE LIMITED	Director	16/12/1993	16/12/1993	16/08/2011	Active	NO
2	U52321TN1992PTC022428	S.G.P.EXIM PRIVATE LIMITED	Whole-time director	22/01/2007	30/11/1998	-	Active	NO
3	L01132TZ1929PLC007817	THE DEVASHOLA NILGIRI TEA ESTATES COMPANY LIMITED	Director	29/11/2001	29/11/2001	-	Active	NO
4	U55101TN1992PTC022094	WATERFALL ESTATE PRIVATE LIMITED	Director	10/01/2002	10/01/2002	-	Active	NO
5	U01132TN2005PLC057656	GLENWORTH ESTATE LIMITED	Director	24/10/2005	24/10/2005	-	Active	NO
6	U01132TN2005PLC057655	ADDERLEY ESTATE LIMITED	Director	30/11/2005	30/11/2005	-	Active	NO
7	U33111TN1984PTC010899	WATERFALL ESTATE (EAST)PRIVATE LIMITED	Director	28/06/2007	28/06/2007	-	Dissolved	NO
8	U74900TN2010PTC075361	BALAJEE FIDELITY SERVICES PRIVATE LIMITED	Director	15/04/2010	15/04/2010	-	Active	NO

Name :

Sappani Pillai Marimuthu

Designation :

Director

Address :

Bitherkad Estate, Bitherkad P.O, Nilgiris

Date of Birth/Age :

21.08.1941

Date of Appointment :

24.10.2005

DIN No.:

01577544

Other Directorship:

S.No.	CIN	Name of the Company	Current designation of the director	Date of appointment at current designation	Original date of appointment	Date of cessation	Company Status	Defaulting status
1	U01132TN1990PTC018877	BLUEGATE ESTATE AND HOLDINGS (INDIA) PRIVATE LIMITED	Director	15/03/1990	15/03/1990	-	Active	NO
2	U05001TN1995PTC030243	NILGIRI AQUAMINERAL PRIVATE LIMITED	Director	20/02/1995	20/02/1995	04/10/2010	Active	NO
3	U90009TN2000NPL044117	GOVINDASAMY CHARITABLE FOUNDATION	Director	07/02/2000	07/02/2000	-	Active	NO
4	U65921TZ1996PTC007330	BLUE GATE FINANCE AND INVESTMENTS PRIVATE LIMITED	Director	24/09/2005	24/09/2005	-	Active	NO
5	U01132TN2005PLC057656	GLENWORTH ESTATE LIMITED	Director	24/10/2005	24/10/2005	-	Active	NO
6	U01132TN2005PLC057655	ADDERLEY ESTATE LIMITED	Director	18/09/2009	18/09/2009	-	Active	NO

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 30.09.2011

Names of Shareholders	No. of Shares
Waterfall Estate Private Limited	50
Vegetal Exim Private Limited	50
Bluegate Estate and holding (India) Private Limited	50
Waterfall Marketing Company	50
Mr. R.Doraiwami	50
Mr.K.Gopalkrishnan	50
SGP Exim Private Limited	49700
Total	50000

As on 30.09.2011

Equity Share Break up (Percentage of Total Equity)

Category	Percentage
Bodies corporate	99.80
Directors or relatives of Directors	0.20
Total	100.00

BUSINESS DETAILS

Line of Business :

Manufacturer and Exporter of Tea, Coffee

Products :

Products Description	ITC Code No.
Black Tea	90230

GENERAL INFORMATION

No. of Employees :

Not Available

Bankers :

Standard Chartered Bank, 19, Rajaji Salai, Chennai – 600001, Tamilnadu, India

Facilities :

Secured Loan	31.03.2011 (Rs.in Millions)	31.03.2010 (Rs.in Millions)
Secured Loan	19.185	19.185
Total	19.185	19.185
UnSecured Loan	31.03.2011 (Rs.in Millions)	31.03.2010 (Rs.in Millions)
From Holding Company - S.G.P Exim Private Limited	22.500	48.000
Total	22.500	48.000

Banking Relations :	--
Auditors :
Name :	S. Ramasubramaniam Chartered Accountants
Address :	No.29, Cranley Lodge, Hospital Road, Ottacamund, Tamilnadu – 643001, India
PAN.:	ADBPR5997D
Associates/Subsidiaries :	S.G.P. Exim Private Limited CIN – U52321TN1992PTC022428

CAPITAL STRUCTURE

As on 30.09.2011

Authorised Capital :

No. of Shares	Type	Value	Amount
50,000	Equity Shares	Rs.10/- each	Rs. 0.500 Millon

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
50,000	Equity Shares	Rs.10/- each	Rs. 0.500 Million

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		0.500	0.500	0.500
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		1076.887	174.750	109.710
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		1077.387	175.250	110.210
LOAN FUNDS
1] Secured Loans		19.185	19.185	19.185
2] Unsecured Loans		22.500	48.000	112.686
TOTAL BORROWING		41.685	67.185	131.871
DEFERRED TAX LIABILITIES		0.658	0.746	0.558
TOTAL		1119.730	243.181	242.639
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		1091.725	221.732	224.109
Capital work-in-progress		3.017	0.176	0.000
INVESTMENT		0.100	0.100	0.100
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	17.452	17.439	13.473
	Sundry Debtors	21.382	20.669	6.442
	Cash & Bank Balances	6.592	6.839	7.018
	Other Current Assets	0.475	0.963	0.980
	Loans & Advances	21.854	9.131	10.249
Total Current Assets		67.755	55.041	38.162
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	15.567	17.051	8.817
	Other Liablities	0.000	0.000	0.000
	Provisions	27.300	16.817	10.922
Total Current Liabilities		42.867	33.868	19.739
Net Current Assets		24.888	21.173	18.423
MISCELLANEOUS EXPENSES		0.000	0.000	0.007
TOTAL		1119.730	243.181	242.639

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2011	31.03.2010	31.03.2009
	SALES
		Income	212.214	201.718	155.870
		Other Income	1.314	0.636	0.903
		TOTAL	213.528	202.354	156.773
Less	EXPENSES
		Purchase of Greenleaf	20.013	31.619	23.705
		Purchase of Tea	47.629	36.982	24.756
		Stock Movements	(1.502)	(3.795)	1.570
		Expenses	106.776	83.520	78.704
		TOTAL	172.916	148.326	128.735
	PROFIT/[LOSS] BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION		40.612	54.028	28.038
Less	FINANCIAL EXPENSES		0.085	0.150	0.334
	PROFIT/[LOSS] BEFORE TAX, DEPRECIATION AND AMORTISATION		40.527	53.878	27.704
Less/ Add	DEPRECIATION/ AMORTISATION		6.874	4.211	4.657
	PROFIT BEFORE TAX (E-F)		33.653	49.667	23.047
Less	TAX		6.767	10.313	4.945
	PROFIT AFTER TAX		26.886	39.354	18.102
	BALANCE CARRIED TO THE B/S		26.886	39.354	18.102
	Earnings Per Share (Rs.)		537.73	787.08	362.04

KEY RATIOS

PARTICULARS		31.03.2011	31.03.2010	31.03.2009
PAT / Total Income	(%)	12.59	19.45	11.55
Net Profit Margin (PBT/Sales)	(%)	15.86	24.62	14.79
Return on Total Assets (PBT/Total Assets}	(%)	2.90	17.95	8.79
Return on Investment (ROI) (PBT/Networth)		0.03	0.28	0.21
Debt Equity Ratio (Total Liability/Networth)		0.08	0.58	1.37
Current Ratio (Current Asset/Current Liability)		1.58	1.62	1.93

LOCAL AGENCY FURTHER INFORMATION

Notes : The Registered office of the company has been shifted from 114, Mahatma Gandhi Salaninungambakkam, Chennai – 600034, Tamilnadu, India to Present Address w.e.f. 30.11.2005

Financial Results and Business Operations : The company’s performance for the year ended 31.03.2011 resulted in a profit of Rs.33.653 millions [2009-10 : Rs.49.667 millions] after providing for depreciation of Rs.6.874 millions [2009-10 : Rs.4.211 millions]

Form – 8

Corporate identity number of the company	U01132TN2005PLC057656
Name of the company	GLENWORTH ESTATE LIMITED
Address of the registered office or of the principal place of business in India of the company	63(New No.68), Cathedral Road, Gopalpuram, Chennai, Tamilnadu – 600086, India
This form is for	Creation of Charge
Type of charge	Movable Property (not being pledge)
Particular of charge holder	Foreign Bank Standard Charted Bank 19, Rajaji Salai, Chennai, Tamilnadu-600001, India Email : ramachandran.nagasubramanian@sc.com
Nature of instrument creating charge	1)Unattested memorandum of hypothecation jointly executed by Glenworth Estate Limited (Security Provider) and SGP EXIM Private Limited in (Borrower ) in favour of the bank 2) Deed of charge and irrevocable lien and set-off over fixed deposit/cash deposit executed by Glenworth Estate Limited in favour of the bank
Date of instrument Creating the charge	17.06.2011
Amount secured by the charge	Rs. 450.000 Millions
Brief of the principal terms an conditions and extent and operation of the charge	Rate of Interest : Not applicable as the security is being provided by the security provider for facilities extended by the bank to the borrower Terms of Payment : Not applicable as the security is being provided by the security provider for facilities extended by the bank to the borrower Margin: Not applicable as the security is being provided by the security facilities extended by the bank to the borrower Extent and operation of the charge: First sole and exclusive hypothecation charge Irrevocable rights of lien and set-off Others – the charge is being created to secure standby letter of credit facility of USD 10.000 millions [2 nos. of USD 5.000 millions each] extended by the bank to SGP Exim Private Limited.
Short particulars of the property or asset(s) charged (including complete address and location of the property)	All monies deposited / to be deposited from time to time into the revenue collection account no. 42405168876 maintained by the security Provider with the bank(RCA) Monies and balances lying in the aforesaid RCA at any point of time Fixed deposits created out of such monies in terms of DSRA agreement dated 17.06.2011, as amended from time to time entered into between the borrower, Security provider and the bank

FIXED ASSTES

• Factory Buildings
• Building
• Plant and Machinery
• Computer
• Furniture and Fixture
• Land
• Vehicles
• Office Equipments

WEBDETAILS

Company Profile

Glendale is a professionally managed, closely held business. The company has over eight decades of core competency in the management of tea plantations. The management professionals have experience in tea plantation is not just limited to India, but extends to Sri Lanka, Uganda etc. The Company has interests in many agro based products and pharmaceutical products.

The Group also owns a Ready to Drink Tea manufacturing and marketing company in California under the name and style of M/s Shangri-la Tea Co Inc.

Glendale, means a Valley within a valley. Over the years, Glendale tea is renowned for offering a range of SINGLE GARDEN PURE PREMIUM TEA of PLATINUM quality.

Glendale Estate comprises of 3 Gardens constituting a total planted area of 525 hectares [1 hectare = 2.47 acres], with a production capacity exceeding 3,000 kg per hectare. Glendale produces a cumulative total in excess of 1.50 million kg of made tea every year.

CMT REPORT (Corruption, Money Laundering & Terrorism]

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

1] INFORMATION ON DESIGNATED PARTY

No records exist designating subject or any of its beneficial owners, controlling shareholders or senior officers as terrorist or terrorist organization or whom notice had been received that all financial transactions involving their assets have been blocked or convicted, found guilty or against whom a judgement or order had been entered in a proceedings for violating money-laundering, anti-corruption or bribery or international economic or anti-terrorism sanction laws or whose assets were seized, blocked, frozen or ordered forfeited for violation of money laundering or international anti-terrorism laws.

2] Court Declaration :

No records exist to suggest that subject is or was the subject of any formal or informal allegations, prosecutions or other official proceeding for making any prohibited payments or other improper payments to government officials for engaging in prohibited transactions or with designated parties.

3] Asset Declaration :

No records exist to suggest that the property or assets of the subject are derived from criminal conduct or a prohibited transaction.

4] Record on Financial Crime :

Charges or conviction registered against subject: None

5] Records on Violation of Anti-Corruption Laws :

Charges or investigation registered against subject: None

6] Records on Int’l Anti-Money Laundering Laws/Standards :

Charges or investigation registered against subject: None

7] Criminal Records

No available information exist that suggest that subject or any of its principals have been formally charged or convicted by a competent governmental authority for any financial crime or under any formal investigation by a competent government authority for any violation of anti-corruption laws or international anti-money laundering laws or standard.

8] Affiliation with Government :

No record exists to suggest that any director or indirect owners, controlling shareholders, director, officer or employee of the company is a government official or a family member or close business associate of a Government official.

9] Compensation Package :

Our market survey revealed that the amount of compensation sought by the subject is fair and reasonable and comparable to compensation paid to others for similar services.

10] Press Report :

No press reports / filings exists on the subject.

CORPORATE GOVERNANCE

MIRA INFORM as part of its Due Diligence do provide comments on Corporate Governance to identify management and governance. These factors often have been predictive and in some cases have created vulnerabilities to credit deterioration.

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

CONTRAVENTION

Subject is not known to have contravened any existing local laws, regulations or policies that prohibit, restrict or otherwise affect the terms and conditions that could be included in the agreement with the subject.

FOREIGN EXCHANGE RATES

Currency	Unit	Indian Rupees
US Dollar	1	Rs.53.26
UK Pound	1	Rs.82.09
Euro	1	Rs.68.90

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	5
PAID-UP CAPITAL	1~10	5
OPERATING SCALE	1~10	5
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	6
--PROFITABILIRY	1~10	6
--LIQUIDITY	1~10	5
--LEVERAGE	1~10	5
--RESERVES	1~10	7
--CREDIT LINES	1~10	5
--MARGINS	-5~5	--
DEMERIT POINTS
--BANK CHARGES	YES/NO	YES
--LITIGATION	YES/NO	NO
--OTHER ADVERSE INFORMATION	YES/NO	NO
MERIT POINTS
--SOLE DISTRIBUTORSHIP	YES/NO	NO
--EXPORT ACTIVITIES	YES/NO	YES
--AFFILIATION	YES/NO	NO
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		49

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	-

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This report is issued at your request without any risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL) or its officials.