MIRA INFORM REPORT

Report Date :

30.06.2012

IDENTIFICATION DETAILS

Name :	MIRC ELECTRONICS LIMITED
Registered Office :	Onida House, 91, MIDC, Mahakali Caves Road, Andheri (East), Mumbai – 400093, Maharashtra
Country :	India
Financials (as on) :	31.03.2011
Date of Incorporation :	01.01.1981
Com. Reg. No.:	11-023637
Capital Investment/ Paid-up Capital:	Rs. 141.938 millions
CIN No.: [Company Identification No.]	L32300MH1981PLC023637
TAN No.: [Tax Deduction & Collection Account No.]	MUMM21150D
PAN No.: [Permanent Account No.]	AAACM8055A
Legal Form :	A Public Limited Liability company. The company’s Shares are Listed on the Stock Exchange.
Line of Business :	Manufacturer of Television Sets, Video Cassettes, Video Cassette Recorders, Audio and Compact Disc Players
No. of Employees:	1725 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

A (58)

RATING		STATUS	PROPOSED CREDIT LINE
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

Maximum Credit Limit :	USD 10000000
Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is an established company having fine track. Financial position of the company appears to be sound. Trade relations are reported as fair. Business is active. Payments are reported to be regular 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 :	Onida House, 91, MIDC, Mahakali Caves Road, Andheri (East), Mumbai - 400093, Maharashtra, India
Tel. No.:	91-22-28200435 / 56975777
Fax No.:	91-22-28384499 / 28325068
E-Mail :	info@onida.net response@onida.com ajayendra.jain@onida.com corporate.sales@onida.com anoop.pillai@onida.com shivkumar.jaiswal@onida.com
Website :	http://www.onida.com
Factory 1 :	Village Kudus, Bhiwadi Wada Road, Taluka Wada, Thane – 421312, Maharashtra, India
Factory 2 :	B-204/205, Phase – II, Noida – 201305, Uttar Pradesh, India
Factory 3 :	Khasra No. 158, Vill. Raipur, Pargana, Bhagwanpur, Roorkee, District Haridwar, Uttaranchal, India
Factory 4 : :	Khasra No. 399 to 401 and 405 to 410, 158 Kms Milestone, Delhi - Roorkee Highway - NH-58 Village - Mundiyaki, Pargana - Manglorur, Tehsil - Roorkee, District Hariwar (Uttarakhand) – 247670, India

DIRECTORS

(AS ON 31.03.2011)

Name :	Mr. Gulu L. Mirchandani
Designation :	Chairman and Managing Director
Qualification :	B.E. (Mechanical)
Other Directorship	He was President of ‘Consumer Electronics and TV Manufacturers Association’ and Chairman of the Bombay Chapter of the World Presidents’ Organisation (WPO)
Name :	Mr. Vijay J. Mansukhani
Designation :	Managing Director
Qualification :	Graduate from the College of Marine Engineering, Mumbai
Experienced:	30 Years
Other Directorship	He is the Managing Director of Adino Telecom Limited, a joint venture with Enkay Telecommunications (India) Limited
Name :	Mr. Manoj K. Maheshwari
Designation :	Director
Qualification :	B.Sc.(Chemistry) and Post Graduate in Industrial Management
Name :	Mr. Vimal Bhandari
Designation :	Director
Qualification :	Chartered Accountant
Other Directorship	He is currently An Executive Director on the Board of Infrastructure Leasing and Financial Services Limited
Name :	Mr. Ranjan Kapur
Designation :	Director
Qualification :	Masters – English from Delhi University and degree is Advbanced Studies from Advertising Agencies Association of America
Other Directorship :	He is thr Director of Pedilite Industries Limited, Abbott India Limited, Hitech Plast Limited, MIC Electronics Limited, Nimbus Communications Limited.

KEY EXECUTIVES

Name :	Mr. Anoop Pillai
Designation :	Company Secretary

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

(AS ON 31.03.2012)

Category of shareholder	Number of Shares	Percentage of Holdings
(A) Shareholding of Promoter and Promoter Group
(1) Indian
Individuals / Hindu Undivided Family	50968193	35.96
Bodies Corporate	1435160	1.01
Any others (Specify)	25688283	18.12
Trusts	25688283	18.12
Sub Total	78091636	55.09
(2) Foreign
Total shareholdings of Promoter and Promoter Group (A)	78091636	55.09
(B) Public Shareholding
(1) Institutions
Mutual Funds / UTI	2700	--
Financial Institutions / Banks	1408	--
Insurance Companies	801200	0.57
Foreign Institutional Investors	6921100	4.88
Sub Total	7726408	5.45
(2) Non-Institutions
Bodies Corporate	11217397	7.91
Individuals
Individual shareholders holding nominal share capital up to Rs. 0.100 million	33111947	23.36
Individual shareholders holding nominal share capital in excess of Rs. 0.100 million	9730889	6.86
Any Others (Specify)	1873401	1.32
Clearing Members	518759	0.37
Non Resident Indians	895728	0.63
Trusts	458914	0.32
Sub Total	55933634	39.46
Total Public shareholding (B)	63660042	44.91
Total (A)+(B)	141,751,678	100.00
Total (A)+(B)	141,751,678	--

BUSINESS DETAILS

Line of Business :

Manufacturer of Television Sets, Video Cassettes, Video Cassette Recorders, Audio and Compact Disc Players

Products :

· LED TVs

· LCD TVs

· Colour Televisions

· DVD Players

· Air Conditioners

· Washing Machines

· Microwave Ovens

· Mobile Phones

· Projector and Display products

Product Description	Item Code No.
Colour Television Receivers	8528
Air Conditioners	8415
DVD Players	8521

PRODUCTION STATUS AS ON 31.03.2011

Particulars	Unit	Installed Capacity	Actual Production
Television	Nos.	3900000	1240084
Washing Machines	Nos.	520000	118068
Air Conditioners	Nos.	500000	2292
Electronic Tuners	Nos.	3720000	460273

Notes:

1. Installed capacity is on single shift basis as certified by the Management upon which the Auditors have relied.
2. The licensed capacities are not applicable in view of the exemption from licensing granted under Notification SO 477 (E) dated 25th July, 1991, issued under Industries (Development and Regulation) Act, 1951.
3. Sales column is adjusted for loss in transit, internal transfer, salvages and free gifts.
4. Company has production facility, for its captive consumption, from its Injection moulding plant (Plastic parts) having installed capacity of 10500 MT and EPS plant (articles of packing goods) having installed capacity of 1000 MT.
5. The purchase cost of spares used in services has been included in ‘Cost of Raw Material Consumed’ schedule.

GENERAL INFORMATION

No. of Employees :

1725 (Approximately)

Bankers :

· State Bank of India

· ICICI Bank Limited

· HDFC Bank Limited

· IDBI Limited

· Canara Bank

· Royal Bank of Scotland

· Barclays Bank PLC

· Yes Bank Limited

· Axis Bank Limited

· State Bank of Mysore

· Lakshmi Vilas Bank

· Bank of Nova Scotia

· Corporation Bank

· Deutsche Bank

Facilities :

(Rs. in millions)

Secured Loans	As on 31.03.2011	As on 31.03.2010
From Banks:
Cash Credit	404.480	135.783
Long Term Loan	500.000	--
Short Term Loan	200.000	140.000
Foreign Currency Loan	--	296.895
Total	1104.480	572.678

Of the above an amount of Rs.754.474 millions (Previous year: Rs.572.678 Millions) is repayable within one year.

Notes:

Cash Credit and Term Loan is secured by first pari-passu charge in favour of the bankers by hypothecation of Company’s current assets, and on the Company’s immovable and movable properties except the Land and \building and Plant and Machinery embedded to the earth in Roorkee.

(Rs. in millions)

Unsecured Loans	As on 31.03.2011	As on 31.03.2010
From Banks:
-Short Term Loan	450.000	760.000
Sales Tax Deferment Loan	--	3.800
Total	450.000	763.800

The above amount of Rs.450.000 (Previous year: Rs.763.800) is repayable within one year.

Banking Relations :	--
Auditors :
Name :	N. M. Raiji and Company Chartered Accountants
Subsidiary :	Akasaka Electronics Limited
Enterprise over which any person described in 2 and 3 is able to exercise significant influence :	· Iwai Electronics Private Limited · Adino Telecom Limited · Gulita Wealth Advisors Private Limited

CAPITAL STRUCTURE

(AS ON 31.03.2011)

Authorised Capital :

No. of Shares	Type	Value	Amount
168020000	Equity shares	Rs.1/- each	Rs. 168.020 millions
2000000	5% Cumulative Redeemable Preference Shares	Rs.100/- each	Rs. 200.000 millions
10000	8% Cumulative Redeemable Preference Shares	Rs.100/- each	Rs. 1.000 Million
1000000	11% Non-Cumulative Redeemable Preference Shares	Rs.100/- each	Rs. 100.000 Millions
	TOTAL		Rs. 469.020 millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
141751678	Equity Shares	Rs.1/- each	Rs. 141.752 millions
	Add : Forfeited Equity Shares		Rs. 0.186 millions
	TOTAL		Rs. 141.938 millions

NOTE:

Of the above

• 9,36,95,620 Equity Shares were allotted as fully paid Bonus Shares by capitalization of General Reserve and Capital Redemption Reserve.
• 14,59,464 Equity Shares were allotted as per the scheme of Amalgamation of Onida Savak Limited with the Company.
• 7,48,96,669 Equity Shares were allotted and 7,48,96,575 Equity Shares were cancelled as per the scheme of Amalgamation of Guviso Holdings Private Limited with the Company.

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		141.938	141.938	67.039
2] Capital Suspense		0.000	0.000	264.048
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		2523.167	2414.990	2394.688
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		2665.105	2556.928	2725.775
LOAN FUNDS
1] Secured Loans		1104.480	572.678	748.861
2] Unsecured Loans		450.000	763.800	1303.314
TOTAL BORROWING		1554.480	1336.478	2052.175
DEFERRED TAX LIABILITIES		181.223	155.263	155.068
TOTAL		4400.808	4048.669	4933.018
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		2065.435	2147.814	1835.098
Capital work-in-progress		7.790	2.922	255.455
INVESTMENT		265.439	401.400	267.811
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	3464.621	2489.991	2104.150
	Sundry Debtors	1635.095	877.593	1068.070
	Cash & Bank Balances	471.250	276.439	93.021
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	1008.964	1126.666	958.451
Total Current Assets		6579.930	4770.689	4223.692
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditor	2104.922	1286.083	489.286
	Other Current Liabilities	2218.326	1808.613	1062.139
	Provisions	194.538	179.460	97.613
Total Current Liabilities		4517.786	3274.156	1649.038
Net Current Assets		2062.144	1496.533	2574.654
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		4400.808	4048.669	4933.018

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2011	31.03.2010	31.03.2009
	SALES
		Income	19125.659	15019.789	14304.290
		Other Income	33.778	30.260	41.819
		TOTAL (A)	19159.437	15050.049	14346.109
Less	EXPENSES
		Material Consumed	6557.639	5465.289	5293.907
		Cost of Traded Goods Sold	8477.293	6198.085	5619.634
		Personal Expenses	922.502	754.088	671.543
		Other Expenses	2692.637	2140.264	1944.665
		Increase/(Decrease) in Finished Goods	(236.082)	(105.421)	244.398
		TOTAL (B)	18413.989	14452.305	13774.147
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		745.448	597.744	571.962
Less	FINANCIAL EXPENSES (D)		177.303	173.523	284.888
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		568.145	424.221	287.074
Less/ Add	DEPRECIATION/ AMORTISATION (F)		216.042	197.715	185.517
	PROFIT BEFORE TAX (E-F) (G)		352.103	226.506	101.557
Less	TAX (H)		79.178	42.798	12.013
	PROFIT AFTER TAX (G-H) (I)		272.925	183.708	89.544
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		1361.990	1549.210	1542.955
Less	APPROPRIATIONS
		Dividend on Shares
		Preference Dividend	--	5.104	6.737
		Equity Dividend	141.752	134.565	56.800
		Tax on Dividend	22.996	23.737	10.798
		Transfer to General Reserve	27.293	18.371	8.954
		Transfer to Capital Redemption Reserve	--	189.151	0.000
	BALANCE CARRIED TO THE B/S		1442.874	1361.990	1549.210
	EARNINGS IN FOREIGN CURRENCY
		Export Earnings	259.405	259.606	192.406
	TOTAL EARNINGS		259.405	259.606	192.406
	IMPORTS
		Raw Materials	10932.771	7536.836	5241.455
		Stores & Spares	0.000	5241.455	216.301
		Capital Goods	78.207	221.643	0.000
	TOTAL IMPORTS		11010.978	12999.934	5457.756
	Earnings Per Share (Rs.)		1.93	1.25	0.58

QUARTERLY RESULTS

PARTICULARS	30.06.2011	30.09.2011	31.12.2011	31.03.2012
Type	1^st Quarter	2^nd Quarter	3^RD Quarter	4^th Quarter
Net Sales	4604.800	4240.300	3839.700	3823.700
Total Expenditure	4428.300	4231.700	3835.600	3860.700
PBIDT (Excl OI)	176.500	8.600	4.100	(37.000)
Other Income	4.700	13.800	3.100	2.800
Operating Profit	181.200	22.400	7.200	(34.200)
Interest	56.700	77.000	89.800	103.600
Exceptional Items	0.000	0.000	0.000	(50.100)
PBDT	124.500	(54.600)	(82.600)	(187.900)
Depreciation	53.300	55.400	55.900	50.900
Profit Before Tax	71.200	(110.000)	(138.500)	(238.800)
Tax	13.900	(13.900)	0.000	(26.700)
Provisions and contingencies	0.000	0.000	0.000	0.000
Reported PAT	57.300	(96.100)	(138.500)	(212.100)
Extraordinary Items	0.000	0.000	0.000	0.000
Prior Period Expenses	0.000	0.000	0.000	0.000
Other Adjustments	0.000	0.000	0.000	0.000
Net Profit	(57.300)	(96.100)	(138.500)	(212.100)

KEY RATIOS

PARTICULARS		31.03.2011	31.03.2010	31.03.2009
PAT / Total Income	(%)	1.42	1.22	0.62
Net Profit Margin (PBT/Sales)	(%)	1.84	1.51	0.71
Return on Total Assets (PBT/Total Assets}	(%)	4.07	3.27	1.68
Return on Investment (ROI) (PBT/Networth)		0.13	0.09	0.04
Debt Equity Ratio (Total Liability/Networth)		2.28	1.80	1.36
Current Ratio (Current Asset/Current Liability)		1.46	1.46	2.56

LOCAL AGENCY FURTHER INFORMATION

Check List by Info Agents	Available in Report (Yes / No)
1. Year of Establishment	Yes
2. Locality of the firm	Yes
3. Constructions of the firm	Yes
4. Premises details	No
5. Type of Business	Yes
6. Line of Business	Yes
7. Promoter’s background	No
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	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	Yes
21. Market information	------
22. Litigations that the firm / promoter involved	------
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

PERFORMANCE

During the year, the turnover of the Company increased from Rs. 15680.000 millions to Rs.20000.000 millions registering an increase of 28% over the previous financial year. The Profit before tax increased from Rs. 230.000 millions to Rs. 350.000 millions registering an increase of52% and the Profit after tax increased from Rs. 180.000 millions to Rs. 270.000 millions registering an increase of 49%. The Directors are confident of maintaining the growth in the ensuing year as well.

This was possible on account of the impressive growth in LCD/LED, Airconditioners and Mobiles. The turnover in the LCD/LED segment grew by 120% as compared to the previous year. In the air conditioning segment the turnover grew by 42.45% and the mobiles segment witnessed a growth of 140% as compared to the previous year. Overall the year has been quite satisfactory in view of the various steps taken by management.

SUBSIDIARY COMPANY:

The Company is having a subsidiary company i.e. Akasaka Electronics Limited. In view of circular no. 2/2011 dated 21st February 2011 issued by the Ministry of Corporate Affairs, New Delhi, the Board of Directors of the Company have decided to present the audited consolidated statement of accounts of the company and its subsidiary in the annual report for the year . The Company believes that the consolidated accounts present a true and fair view of the state of affairs of the Company and its subsidiary. Accordingly the annual report of The Company does not contain the financial statement of its subsidiary, but contains the audited consolidated financial statements of the Company and its subsidiary.

The annual accounts of the subsidiary company along with the related detailed information, is available for inspection by the shareholders of the Company and its subsidiary Company during business hours at the respective registered offices of company and subsidiary Company. Copies of the audited accounts of the Company's subsidiary can be sought by any member by making a written request addressed to the Company Secretary and Head - Corporate Affairs of the Company at the registered office of the Company.

MANAGEMENT DISCUSSION AND ANALYSIS:

The management has pleasure in presenting this report in adherence to the Code of Corporate Governance enacted by the Securities and Exchange Board of India under Clause 49of the Listing Agreement.

INDUSTRY STRUCTURE AND DEVELOPMENTS

The market for consumer durables is estimated at Rs. 300 billion and is expected to reach Rs. 500 billion by 2015. The urban consumer durables market is growing at an annual rate of nine to twelve per cent and the rural durables market is growing at over 30 percent annually. Some high-growth categories within this segment include mobile phones, TVs [LEDs/LCDs], Air Conditioners, music systems.

The rural market is growing much faster than the urban market and the urban market has now largely become a product replacement market. The consumer durables industry in rural and semi-urban areas has witnessed a considerable change during the last few years.

India's rural consumer durable market is expected to witness an annual growth rate of40 per cent in the next fiscal 2011-12, as against the current growth rate of 30 per cent owing to the change in lifestyle and higher disposable income of rural India which has fascinated the consumer durable market according to a study "Rise of Consumer Durables in Rural India" undertaken by the Associated Chambers of Commerce and Industry of India (ASSOCHAM).

Around 35 per cent of the total sales of consumer durable items come from rural and semi-urban markets, which are expected to grow by 40 to 45 per cent in the near future. The consumer durable industry is growing at a fast pace and sees a strong demand in the coming period with the growing affordability of products as well as general buoyancy in the economy. The penetration level of consumer durables is only about 5 to 7 per cent in the rural markets. For deeper penetration in the rural sector, the industry needs to create proper channels and communicate to the rural community about their products through local language advertisements as well as other tools such as local exhibitions, mobile vans etc. The government also needs to focus on rural economy by providing them with greater fiscal incentives and generate more rural employment schemes.

The ASSOCHAM study also reveals that in the next five years it would be a new era for the rural economy, and by 2015 it is expected that every village in India will be connected by an all weather road, and will have internet connectivity and almost all homes will have electricity connection and possess a mobile phone. The industry thus expects the rural market to reach an inflexion point which could lead to explosion in demand the way it happened in the urban markets in the mid 90s.

The future thus appears even more encouraging: the character of home television is undergoing a paradigm transition with broadcasters and operators deploying digital platforms that transforms a passive T.V. experience into an interactive, on-demand media arena. As an extension, the industry's pace is being catalyzed by the passion with which product brands create new owners.

Subject stands attractively positioned in this regard: for more than 25 years, the Company leveraged advanced technology, focused on introduction of innovative products aligned with evolving Indian lifestyles and in doing so, emerged as a popular household brand. Gradually the Company has extended from televisions to a range of successful products comprising air-conditioners, LCD/LED TVs, Mobiles phones, Microwave ovens, DVD players, Washing Machines etc.

At Mire, this evolution and growth has been driven by its innovation-driven research and development team resulting in the creation of cutting-edge products of the highest quality and standards designed as per the needs of the Indian consumers.

OPPORTUNITIES AND THREATS

India is one of the largest agrarian economies in the world. An interesting but not-so-well known fact highlighting the rural importance to a large number of marketers is the fact that the rural people in India account for 11 per cent of the world's population. As such, rural agriculture represents the principal occupation of around 70 per cent of the country's population. A robust agrarian economy over the last decade strengthened the rural off take of consumer durables. Going forward, the industry growth is expected to accelerate with a product shelf life estimated at around 8 year leading to replacement and up gradation in addition to ongoing organic growth. Keeping in view the above scenario the opportunities and threats concerning the consumer durable industry will be as follows:-

Opportunities

• The overall increase in disposable incomes, more number of households above the threshold income, declining prices and shortened replacement cycle all these factors are expected to sustain the growth momentum from 7.5 per cent during 2010-11 to reach beyond10 per cent by 2015. (Mentioned economy growth).

• Rural India, which accounts for nearly 70 per cent of the total number of households, offers plenty of scope and opportunities for the industry. The urban consumer durables market for products is growing annually by about 12 per cent whereas the rural market is zooming ahead at above 30 per cent annually.

• Increasing consumer awareness and preference for new models have added to the demand. Products like air conditioners are no longer perceived as luxury products but are treated as necessities in the changed socio-economic environment with changed life styles.

• Attractive financing schemes will drive demand.

• The phenomenal growth of media in India, the flurry of television channels and the rising penetration of cinemas have spread awareness of products in the remote markets. The Internet will play a lead role in driving informed purchases with more people using it. It will help to sustain the demand boom witnessed recently in this sector. In response to the aforesaid opportunities, Mire expanded its scope from single product to a multi-product portfolio, resulting in enhanced possibilities to occupy a larger shelf space. It prudently invested its resources to drive its innovation and cost-effectiveness; it emphasized a unique selling proposition to position and promotes its products in the following manner:-

i. LCD/LED TVs:-

Subject entered the LCD/LED TV segment with the launch of revolutionary Full High Definition LCD/LED TVs. Its latest launch has been the Svelte LED TV offering a uniquely-Care technology. With increasing usage of TV, computers, mobiles, gaming stations and other such "screens", our eyes are constantly under strain and experience much fatigue. Television viewing should be a pleasant experience, and to deliver just that, Mire has developed an l-Care technology for LCD that reduces harmful UV rays by 99 percent and provides 95 per cent Reflection-free viewing. The Onida i-Care LCD is also built tough and is designed to be 10 times tougher than normal LCD TVs.

Recently Mire has also introduced the Active Play LCD TV with 25 inbuilt games. All the games are motion-controlled games, and a special remote unit is provided with the LCD TV. The model delivers a power packed picture along with 400 W sound output. It comes with high end connectivity with dual USB (all format payability), Dual HDMI, VGA port etc. This features enables the user to experience an engage himself in an active physical gaming session.

ii. Air Conditioners:-

Subject launched Innovative Air Conditioners which were developed through extensive consumer research. In depth understanding of consumer trends and their needs related to the product design and functionality were critical factors which helped the Company's R and D team to develop these unique products.

The R and D team has successfully applied for 3 patents for air conditioners in 2011.Onida Air-conditioned won the Star Performer Award in recognition of significant contribution towards the national effort on energy saving by manufacturing and marketing the Most Energy Efficient Air Conditioners in 5 Star range, and the award was presented by Hon'ble Former Minister of State for Power.

Mire has been successful in understanding the technology and design trends in the air-conditioning segment. Innovative product development based on consumer feedback and their usage pattern helped Mire rapidly gain market share in this category. Consumer insights helped Mire to develop several innovative one-of-its-kind products like Speed cool, l-Cool,

Twin Cool and Pre Cool Airconditioners. This has been well accepted and appreciated by the consumers. Design and functionality driven innovation will continue to be the product strategy and would be one of the key differentiators for Onida Air Conditioners.

Worlds 1st Speed Cool:

Consumer insight based on growing consumer impatience , need for instant comfort in peak summer season, ease of use of remote control and need to check the actual energy savings against the tall manufacturer claims led to development of ONIDA Speed cool range .

The product is a result of extensive consumer connect programme and is the 1st in World with 5 Speed cooling which is integrated to ceiling fan to provide uninterrupted comfort instantly. Another unique feature of this range is one touch l-Cool control, which at a press of remote gives the user optimized cooling. This l-Cool function ensures ease of use.

Another unique feature is Energy savings meter, which captures the energy saving based on actual usage and displays it in Rupees. This feature gives the proof of savings to consumer.

Large speedometer display and world class aesthetics have made this range very popularwith consumers and helped ONIDA Airconditioners gain market share.

World 1st Pre Cool:

Consumer insight based on need of the working youth and couples to enter into a pre cooled environment after coming from AC enviorment in office led to another innovative product development. ONIDA Pre-Cool Airconditioner range is a fusion of mobile technology with Airconditioner control system which gives the freedom to operate the airconditioner from anywhere. With this feature one can get the room air-conditioned before reaching the place. This feature has been very well accepted at metro cities were the population of young working couples look for comfortable cool environment at home before they reach home from their work place.

Twin Cool Airconditioner:

Consumer insight where in the consumer wants to have fully air-conditioned home, with situations of partial or alternate usage in different rooms helped ONIDA R and D team to work on another innovative product. Consumer connect programme at Mire provided the insight that most people seldom use the bedroom and living room airconditioner together. Consumer research also revealed that many a time’s consumers avoid air-conditioning the spare room due to initial cost of purchase. The new ONIDA Twin Cool airconditioner was developed keeping this in consideration and gives the freedom to consumer to operate the AC in either room with just one Out Door Unit and saves nearly 50% of the cost of a separate airconditioner. This product patent has been applied for.

iii. Mobiles:-

Subject was the first Indian brand to launch 3G handsets in the mid-price segment with two cameras and video calling features. It also launched the first KY Thunder phone without-of-the-world sound output, and the first mobile phone with FM transmission capability(within limited area) . Mire is in the process of launching a series of Android-based mobile phones in the ensuing financial year 2011-12 with a first of its kind having touch-screen, qwerty keypad and optical track pad. It also has inbuilt analog TV facilitating viewing the movie while commuting features.

iv. DVD:-

Market Scenario: The DVD market is facing a phased degrowth year on year due to many reasons like DTH becoming popular, TV and LCD's having the functionality of playing music and videos through USBs and USBs becoming a popular data storing device. Despite these factors, Mire has increased its market share in this scenario and looks further to maximize the same.

Mire has also realized that differentiating the product offer is the best way to grow in this scenario, and hence is investing in products that offer best-in-class features.

Mire is also launching a media player, the next generation product that can function as a network organizer as well as an input device for the television. This product is designed to be "future-ready", with Full-HD and 3D data capabilities.

Threats

• Mire faces stiff competition from existing multinational players that have established themselves strongly in this industry. These companies have been gaining market share over the last few years and have greater marketing budgets. Their access to technologies that develop in First World countries is a definite plus. Besides, several of these multinational players are also playing mass by going in for significant price reductions.

• Private labels of Modern format stores have also made entry in Indian market. Aided by availability of low-cost Chinese made products, it remains to be seen whether such products sustain and take off well. There is little differentiation between these products, and they also lack in terms of brand awareness.

• With stiff competition, the consumer durables industry faces a persistent pressure on margins due to its inability to pass on input cost rises to consumers. The interest rates have recently started moving up, which is a cause of concern. Hence, the company’s future profitability may come under pressure.

• Mire is facing stiff competition from Japanese Companies who have revived their marketing strategy for India and have become more visible in the Indian Market.

• Continuous increase in commodity prices like copper and petroleum products along with wage inflation increase the cost of product, which at many times not be able to pass on the end consumer leads to the pressure on margin.

• Wide volatility in foreign currency against Indian currency affects the profitability margin.

PRODUCT-WISE PERFORMANCE

During the year, the Company witnessed a moderate growth in sales of colour televisions of about 6 per cent. However, the LCD/LED segment grew by about 120 percent as compared to the previous financial year. There was a 45 per cent growth in sale of Onida Air conditioners during the year. The sale of mobiles witnessed a growth of over 139 per cent. The sale of Washing machines registered a growth of 11 per cent. Overall the product wise performance has been quite encouraging and outperformed market growth in the category of Airconditioner and LCD during the year..

OUTLOOK

In the times to come, Brand strength, product mix, a well-established distribution network, after-sales service, and technological superiority would be factors which will determine the competitive advantage of industry players. Market shares are expected to consolidate; however, the pace of consolidation would decline. While major industry players would continue to focus on prices in the low-medium range, advertising and promotional spends would continue to be an integral part of the companies' expenses.

The Company has extended its offerings under the Onida brand across products as well as geographical boundaries. The Company expects to increase its presence in these products and emerge as a leading solutions provider for electronic home improvement goods. The company has also positioned an exclusive brand 'IGO' for the rural market to capture the potential demand from the rural areas.

DISCUSSION ON FINANCIAL PERFORMANCE WITH RESPECT TO OPERATIONAL PERFORMANCE

During the year, the turnover of the company increased from Rs. 15680.000 millions to Rs. 20000.000 millions registering an increase of 28 per cent over the previous financial year. The Profit before tax increased from Rs. 230.000 millions to Rs. 350.000 millions registering an increase of 52 per cent and the Profit after tax increased from Rs. 180.000 millions to Rs. 270.000 millions registering an increase of 49 per cent.

FIXED ASSETS:

Intangible Assets

· R and D Software

Tangible Assets

· Leasehold Land

· Freehold Land

· Buildings

· Plant and Machinery and Electrical Fittings

· Furniture, Fixtures and Equipments

· Motor Vehicles

· R & D-Building

· R & D- Plant and Machinery and Electrical Fittings

· R & D- Furniture, Fixture and Equipments

AUDITED FINANCIAL RESULTS FOR THE YEAR ENDED 31ST MARCH, 2012

(Rs. in millions)

Sr. No.	Particular	Quarter Ended		Year Ended
		31.03.2012 (Audited)	31.12.2011 (Unaudited)	31.03.2012 (Audited)
1.	Net Sales/Income from Operations	3823.700	3839.400	16507.400
2.	Expenditure
	Cost of Materials Consumed	709.300	1975.800	6390.800
	Purchases of stock-in-trade	2316.700	893.300	6531.000
	Changes in inventories of finished goods, work-in-progress and stock-in-trade	193.900	229.500	280.300
	Employee benefits expense	209.800	188.600	906.300
	Depreciation and amortisation expense	50.900	55.900	215.500
	Other expenses	431.000	537.000	2223.000
	Total Expenses	3911.600	3880.100	16546.900
3.	Profit From Operations before Other Income, Interest and Exceptional Items (1-2)	(87.900)	(40.700)	(39.500)
4.	Other Income	2.800	3.400	25.500
5.	Profit Before Interest and Exceptional Items (3+4)	(85.100)	(37.300)	(14.000)
6.	Interest	103.600	101.200	352.000
7.	Profit After Interest but before Exceptional Items (5-6)	(188.700)	(138.500)	(366.000)
8.	Exceptional Items	(50.100)	--	(50.100)
9.	Profit from Ordinary Activities before Tax (7+8)	(238.800)	(138.500)	(416.100)
10.	Tax Expense	(26.700)	--	(26.700)
11.	Net Profit from Ordinary Activities after Tax (9-10)	(212.100)	(138.500)	(389.400)
12.	Extraordinary Item (net of expense)	--	--	--
13.	Net Profit for the period (11-12)	(212.100)	(138.500)	(389.400)
14.	Paid-up Equity Share Capital (Face Value of Rs.10/- Each)	141.700	141.700	141.700
15.	Reserves Excluding Revaluation Reserve	--	--	2133.800
16.	Earnings Per Share (EPS) - Basic and Diluted Before and after Extraordinary Item (of Re.1. each) (not annualised)	(1.50)	(0.98)	(2.75)
17.	Public Shareholding
	-Number of Shares	63660042	63658644	63660042
	- Percentage of Shareholding	44.91%	44.91%	44.91%
18.	Promoters and Promoter Group Shareholding
	a) Pledged/Encumbered
	- Number of Shares	Nil	Nil	Nil
	- Percentage of Shares (as a % of the Total Shareholding of promoter and promoter group)	Nil	Nil	Nil
	- Percentage of Shares (as a % of the Total Share Capital of the Company)	Nil	Nil	Nil
	b) Non Encumbered
	- Number of Shares	78091636	78093034	78091636
	- Percentage of Shares (as a % of the Total Shareholding of Promoter and Promoter Group)	100%	100%	100%
	- Percentage of Shares (as a % of the Total Share Capital of the Company)	55.09%	55.09%	55.09%

Particulars	3 Months ended on March 31, 2012
Pending at the beginning of the quarter	Nil
Received during the quarter	40
Disposed of during the quarter	40
Remaining unresolved at the end of the quarter	Nil

AUDITED SEGMENT-WISE REVENUE, RESULTS AND CAPITAL EMPLOYED FOR THE QUARTER ENDED 31ST MARCH, 2012

(Rs. in millions)

Sl. No.	Particulars	Quarter Ended		Nine Months Ended
		31.03.2012	31.12.2011	31.03.2012
		(Audited)	(Unaudited)	(Audited)
1	Segment Revenue
	Consumer Durables and Components	3615.500	3609.300	15312.900
	Mobile Communication Device	199.500	228.800	1178.200
	Net sales/Income From Operations	3815.000	3838.100	16491.100
2	Segment Results
	Consumer Durables and Components	188.200	297.900	1228.000
	Mobile Communication Device	(2.100)	(36.400)	(50.200)
	Total	186.100	261.500	1177.800
	Less : Finance Cost	103.600	101.200	352.000
	Less : Other un-allocable expenditure (net of from Un-allocable income)	321.300	298.800	1241.900
	Total Profit Before Tax and Exceptional Item	(238.800)	(138.500)	(416.100)
	Exceptional Item	--	--	--
	Total Profit Before Tax	(238.800)	(138.500)	(416.100)
3	Net Capital Employed (Segment assets– Segment Liabilities).
	Consumer Durables and Components	4021.500	5231.000	4021.500
	Mobile Communication Device	80.600	89.200	80.600
	Unallocated	(259.900)	(321.500)	(259.900)
	Total	3842.200	4998.700	3842.200

AUDITED STATEMENT OF ASSETS AND LIABILITIES AS AT 31ST MARCH, 2012

(Rs. in millions)

PARTICULARS	31.03.2012 AUDITED
Equity and liabilities
Shareholders' fund
Share capital	141.900
Reserve & surplus	2133.800
Sub-total - Shareholders' funds	2275.700
Non - current liabilities
Long term borrowings	150.000
Deferred tax liability (net)	154.500
Other Loan Term Liabilities	0.000
Long term provisions	21.500
Sub-total - Non-current liabilities	326.000
Current liabilities
Short term borrowings	1216.500
Trade payables	3261.600
Other current liabilities	679.400
Short term provisions	12.300
Sub-total - Current liabilities	5169.800
Total - Equity & Liabilities	7771.500
Assets
Non-current assets
Fixed assets	1650.300
Non-current investment	262.500
Long term loans & advances	401.400
Sub-total - Non-current Assets	2314.200
Current assets
Current Investment	1.900
Inventories	3036.000
Trade receivables	1275.000
Cash & bank balances	288.500
Short term loans & advances	414.600
Other current assets	441.300
Sub-total - Current Assets	5457.300
Total – Assets	7771.500

Notes:

1. The above results as reviewed by the Audit Committee, have been taken on record at the meeting of the Board of Directors held on 29th May, 2012

2. There was a major fire on 8th February 2012 at one of the Company's factory located at Roorkee, Uttarakhand, affecting the entire operations of the factory. Fixed assets of written down value of Rs.293.663 Millions and stock valuing Rs.177.317 Millions, aggregating to Rs.470.980 Millions were destroyed in the fire. The assets were fully covered under the insurance policy. The amount of Rs 440.980 Millions is expected to be recovered from the insurance company and shown as insurance claim receivable. The management is confident of recovering the same. The balance amount of Rs.30.000 Millions along with the expenditure incurred of Rs.20.122 Millions (including salaries and wages of Rs.2.172 Millions) has been charged to the Profit and Loss Statement and the aggregate amount of Rs.50.122 Millions has been treated as an exceptional item.

3. Considering the financial reporting structure and risk and reward associated with the products, the Company has identified two reportable segments i.e. Consumer Durable Products and Mobile Communication Device. Accordingly segment reporting disclosures have been made.

4. Previous years figures have been rearranged / regrouped wherever necessary.

5. The figures of last quarter are the balancing figures between audited figures in respect of the full financial year and the published year to date figures up to the third quarter of the current financial year.

BUSINESS DESCRIPTION

Subject is an India-based company. The Company is engaged in the business of manufacture and marketing of electronics goods primarily under the brand named Onida and IGO. The Company’s portfolio consists of Liquid Crystal Displays (LCDs), colour televisions, digital video drive (DVD), air conditioners, washing machine, microwave ovens, mobile phones, television components spares, and projectors and display products. The Company’s subsidiary is Akasaka Electronics Limited. For the fiscal year ended 31 March 2010, Subject's revenues increased 5% to RS15.31B. Net income totaled RS194.8M, up from RS73M. Revenues reflect decreased sales revenue and lower other income. Net income also reflect a decrease in interest expenses, decreased rental expenses, lower insurance charges, a decrease in fright and forwarding expenses and decreased traveling and conveyance.

MANAGEMENT:

Biography of Directors:

1. Mr. Gulu L. Mirchandani

Mr. Gulu L. Mirchandani is Executive Chairman of the Board, Managing Director of Mirc Electronics Limited. Mr. Mirchandani holds a degree in BE (Mechanical). Mr. Mirchandani is closely involved with the development of corporate strategy and formulating, incubating and delivering emerging technologies and services in the area of televisions and other products of the Company. Mire won the award for excellence in Electronics under his able leadership in 1999 from the Ministry of information Technology, the Government of India. Mr. Mirehandani has held several key positions in the industry. He was appointed as the President of Consumer Electronics and TV Manufacturers Association (CETMA) for two eonseeutiveyears in 1992 and 1994. He was also appointed as the Chairman of the Bombay chapter of the World President’s Organisation (WPO), an International Organisation of more than 3,000 CEOs with operations in more than 60 Countries and presently he is the Chairman of the South Asia Region. Mr. Mirehandani is also on the Board of many companies, including Shopper’s Stop Limited, VIP Industries Limited and KEC International Limited etc.

2. Mr. Vimal Bhandari

Shri. Vimal Bhandari is Independent Non-Executive Director of Mirc Electronics Limited. He is a Chartered Accountant from the Institute of Chartered Accountants of India (ICAI), New Delhi and a Bachelor of Commerce from Mumbai University. He is currently the Country Head of AEGON International NV’s one of the Life Insurance, Pension and Investment Management Companies in the world. AEGON N.V. has a life insurance joint venture in India. He is a member of the Listing Committee and the Executive Committee of National Stock Exchange of India Limited., a member of the National Council on Corporate Governance of CII and an Executive Committee member of FICCI. Mr. Bhandari has been the functional head of financial services business of ILFandS and played a key role in managing the asset-based activities and the non-fund based advisory activities, encompassing the company valuation, mergers and acquisitions, strategic financial planning, disinvestments and dilutions by recourse to capital markets. Mr. Bhandari has spear-headed various strategic forays into new initiatives such as retail distributions, insurance, merchant banking etc., and is also on the Board of several public limited companies.

3. Mr. Ranjan M. Kapur

Shri. Ranjan Kapur is Independent Non-Executive Director of Mirc Electronics Limited. He holds a Masters degree in English from Delhi University and a degree in Advanced Advertising Studies from the Advertising Agencies Association of America. He is the Country Manager of the WPP Group, and the parent of well-known advertising agencies such as JWT, Young and Rubicam and Ogilvy and Mather. Mr. Kapur has almost four decades of marketing communications experience across several countries in East Asia, the US and India. He is currently on the Boards of several WPP operating companies as well as Pidilite Industries Limited and Abbott India Limited among others. He is also on the Managing Committees of the Indian Cancer Society, Bombay First and Marico Innovation Foundation.

4. Mr. Manoj Kumar Maheshwari

Shri. Manoj Maheshwari is Independent Non-Executive Director of Mirc Electronics Limited. He is an entrepreneur specialising in consumer products, Pharmaceuticals and chemical industries. He is a graduate from Mumbai University with a major in Chemistry and holds a post-graduation degree in Industrial Management. In addition to his private initiative. Mr. Maheshwari is also on the Board of several public limited companies as an Independent Non-Executive Director. He brings to the Mire Board, a judicious mix of entrepreneurial and professional skills.

5. Mr. Vijay J. Mansukhani

Mr. Vijay J. Mansukhani is Managing Director, Executive Director of Mirc Electronics Limited. He is a co-promoter of Mirc Electronics Limited and is also its Managing Director. He has been associated with Mirc since its inception in 1981. A graduate from the College of Marine Engineering, Mumbai. Mr. Mansukhani has over 30 years of experience and proven in driving the organisational growth through the enhancement of existing growth areas and developing potential opportunities. As the key member in devising and implementing corporate growth strategy for Mirc, he is also involved in the telecom sector. He is the Managing Director of Adino Telecom Limited, a joint venture with Enkay Telecommunications (India) Limited. Mr. Mansukhani is also on the Board of several companies, including Akasaka Electronics Limited etc.

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. 56.30
UK Pound	1	Rs. 88.06
Euro	1	Rs. 70.90

INFORMATION DETAILS

Information Gathered by :	--
Report Prepared by :	DPT

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	6
PAID-UP CAPITAL	1~10	6
OPERATING SCALE	1~10	6
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	7
--PROFITABILIRY	1~10	7
--LIQUIDITY	1~10	7
--LEVERAGE	1~10	6
--RESERVES	1~10	7
--CREDIT LINES	1~10	6
--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	YES
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		58

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.