MIRA INFORM REPORT

Report Date :

02.05.2012

IDENTIFICATION DETAILS

Name :	BUSINESS STANDARD LIMITED
Registered Office :	Nehru House 4, Bahadur Shah Zafar Marg, New Delhi-110002, Delhi
Country :	India
Financials (as on) :	31.03.2011
Date of Incorporation :	16.12.1970
Com. Reg. No.:	100242
Capital Investment / Paid-up Capital :	Rs.906.195 Millions
CIN No.: [Company Identification No.]	U00000DL1970PLC100242
TAN No.: [Tax Deduction & Collection Account No.]	DELB03377D
Legal Form :	A Closely held Public Limited Liability Company
Line of Business :	Subject acts as Publisher of Business English Daily - “Business Standard” published from Kolkata, Mumbai and New Delhi and TV Programme Production
No. of Employees :	Not Available

RATING & COMMENTS

MIRA’s Rating :

B (28)

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

Maximum Credit Limit :	USD 500556
Status :	Moderate
Payment Behaviour :	Slow
Litigation :	Clear
Comments :	Subject is an established company having moderate track. There appears huge accumulated losses recorded by the company. Profitability is under pressure. Trade relations are reported as fair. Business is active. Payments are reported to be slow. The company can be considered for business dealings with some caution.

NOTES :

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

INFORMATION DENIED BY

Name :	Mr. Vikas Kamal
Designation :	Company Secretary
Name :	Mr. Kamaldeep Singh
Designation :	Head in Accounts Finance
Date :	28.04.2012

LOCATIONS

Registered Office :	Nehru House 4, Bahadur Shah Zafar Marg, New Delhi - 110002, India
Tel. No.:	91-11-23720202-10
Fax No.:	91-11-23720201/23353454
Email:	Bs.legal@bsmail.in
Branches :	H/3&4, Paragon Centre, Opposite Century Mills, P.B. Marg, Worli, Mumbai – 400013, Maharashtra, India
Tel. No.:	91-22-24978456-69
Fax No.:	91-22-24978540

DIRECTORS

AS ON 30.09.2011

Name :	Mr. T. N. Ninan
Designation :	Chairman and Director
Address :	Flat No. 2B, 1/23, Shanti Nikentan, New Delhi-110021, Delhi, India
Date of Birth/Age :	09.12.1949
Date of Appointment :	02.01.2010
Name :	Mr. Jaimin Bhatt
Designation :	Director
Address :	3, Orion Apartments, 29 A, Lallubhai, Park, Andheri (W), Mumbai, 400058, Maharashtra, India
Date of Birth/Age :	30.03.1962
Date of Appointment :	08.02.1999
Name :	Mr. Sumanlal Babulal Shah
Designation :	Director
Address :	51 Solitaire, Central Avenue, Santacruz West, Mumbai, 400054, Maharashtra, India
Date of Birth/Age :	27.11.1949
Date of Appointment :	23.08.2008
Name :	Mr. T. V. Raghunath
Designation :	Director
Address :	11, Kalpataru Harmony, Sion Matunga Road,, Near Sion Telephone Exchange, Sion (E), Mumbai, 400022, Maharashtra, India
Date of Birth/Age :	11.05.1962
Date of Appointment :	27.03.2008

KEY EXECUTIVES

Name :	Mr. Vikas Kamal
Designation :	Secretary
Address :	H-13, Mukhram Park Extension, Tilak Nagar, New Delhi-110018, Delhi
Date of Birth/Age :	22.11.1983
Date of Appointment :	02.09.2009

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 30.09.2011

Name of Shareholder	No. of shares
Rajgad Trading Company Private Limited, Pune	6250
Jannhavi Investments Private Limited, Pune	6250
Budhrani Finance Limited, Mumbai	250000
Patel Karsanbhai Rakeshbhai	43600
Komaf Financial Services LimitedMumbai	2036440
Komaf Financial Services Limited, Mumbai	34134247
T.N. Ninan Jointly with Sevanti Ninan	1781020
Kotak Mahindra Investments Limited	1000
Cumulus Trading Company Private Limited, Mumbai	7470760
Infina Finance Private Limited, Mumbai	44388943
Mahindra and Mahindra Limited (erstwhile name Mahindra Holdings and Finance Limited ), Mumbai	500000
Kotak Mahindra Bank Limited, Mumbai	1000
Total	90619510

AS ON 30.09.2011

Category	Percentage
Bodies corporate	98.65
Directors or relatives of Directors	1.30
Other top fifty shareholders	0.05
Total	100.00

BUSINESS DETAILS

Line of Business :

Subject acts as Publisher of Business English Daily - “Business Standard” published from Kolkata, Mumbai and New Delhi and TV Programme Production

GENERAL INFORMATION

No. of Employees :

Not Available

Bankers :

· Development Credit Bank Limited, 301, Delta Plaza, 414, Veer Savarkar Marg, Prabhadevi, Mumbai – 400025, Maharashtra, India

· Kotak Mahindra Bank Limited, 36-38a Narimanbhavan, 227,D,Nariman Point, Mumbai , Maharashtra, India

Facilities :

SECURED LOAN	Rs. In Millions 31.03.2011	Rs. In Millions 31.03.2010
Working capital loans banks secured	63.835	46.874
Loans taken for vehicles secured	1.035	2.494
TOTAL	64.870	49.368

Footnotes

(A) Working capital loan from Development Credit Bank is secured to the extent of Rs.65.000 Millions by a first and exclusive charge by way of hypothecation on all current assets of the Company and movable fixed assets except vehicles already hypothecated to other institutions, both present and future. Amount due within one year Rs.63.834 Millions

(B) Working capital loan from Development Credit Bank is secured to the extent of Rs.65.000 Millions by a first and exclusive charge by way of hypothecation on all current assets of the Company and movable fixed assets except vehicles already hypothecated to other institutions, both present and future. Amount due within one year Rs. 46.874 Millions

(C) Vehicles loans from Kotak Mahindra Prime Limited is secured by hypothecation of vehicles that have been acquired. Amount due

within one year Rs.0.786 Million

(D) Vehicles loans from Kotak Mahindra Prime Limited is secured by hypothecation of vehicles that have been acquired. Amount due

within one year Rs. 1.395 Millions

Banking Relations :	--
Auditors :
Name :	Deloitte Haskins and Sells Chartered Accountant
Address :	7th Floor, Building 10, Tower B, Dlf Cyber City Complex, Dlf Cyber City Phase-III, Gurgaon – 122002, Haryana, India
Subsidiaries :	Business Standard Online Limited

CAPITAL STRUCTURE

AS ON 30.09.2011

Authorised Capital :

No. of Shares	Type	Value	Amount
91000000	Equity Shares	Rs.10/- each	Rs.910.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
90619510	Equity Shares	Rs.10/- each	Rs.906.195 Millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2011	31.03.2010	31.03.2009
SHAREHOLDERS FUNDS
1] Share Capital		865.919	805.507	755.162
2] Share Application Money		0.000	60.442	0.000
3] Reserves & Surplus		440.147	440.147	389..803
4] (Accumulated Losses)		(1180.927)	(1163.045)	(911.120)
NETWORTH		125.139	143.051	233.845
LOAN FUNDS
1] Secured Loans		64.870	49.368	46.255
2] Unsecured Loans		0.000	0.000	44.100
TOTAL BORROWING		64.870	49.368	90.355
DEFERRED TAX LIABILITIES		0.000	0.000	0.000
TOTAL		190.009	192.419	324.200
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		79.873	82.320	96.555
Capital work-in-progress		3.031	4.798	0.000
INVESTMENT		0.725	0.725	150.726
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	62.241	83.757	63.332
	Sundry Debtors	240.927	210.129	139.929
	Cash & Bank Balances	37.264	41.744	37.727
	Other Current Assets	0.139	0.119	0.129
	Loans & Advances	34.604	32.703	57.918
Total Current Assets		375.175	368.452	299.035
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	199.817	198.799	168.162
	Other Current Liabilities	29.601	31.264	27.866
	Provisions	39.377	33.813	26.088
Total Current Liabilities		268.795	263.876	222.116
Net Current Assets		106.380	104.576	76.919
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		190.009	192.419	324.200

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2011	31.03.2010	31.03.2009
	SALES
		Income	1038.794	917.474	980.376
		Other Income	20.828	13.731	33.692
		TOTAL (A)	1059.622	931.205	1014.068
Less	EXPENSES
		Consumption materials changes inventories	240.622	230.711	318.863
		Manufacturing service costs	162.568	148.866	143.415
		Employee related expenses	367.899	297.763	311.660
		Administrative expenses	282.172	477.223	202.111
		Selling expenses	0.000	0.000	101.822
		TOTAL (B)	1053.261	1154.563	1077.871
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		6.361	(223.358)	(63.803)
Less	FINANCIAL EXPENSES (D)		4.285	6.356	11.389
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		2.076	(229.714)	(75.192)
Less/ Add	DEPRECIATION/ AMORTISATION (F)		19.956	22.210	23.743
	PROFIT BEFORE TAX (E-F) (G)		(17.880)	(251.924)	(98.935)
Less	TAX (I)		0.000	0.000	3.083
	PROFIT AFTER TAX (G-I) (J)		(17.880)	(251.924)	(102.018)
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		(1163.045)	(911.120)	(809.102)
	BALANCE CARRIED TO THE B/S		(1180.925)	(1163.045)	(911.120)
	Earnings Per Share (Rs.)		(0.21)	(3.20)	--

KEY RATIOS

PARTICULARS		31.03.2011	31.03.2010	31.03.2009
PAT / Total Income	(%)	(1.69)	(27.05)	(10.06)
Net Profit Margin (PBT/Sales)	(%)	(1.72)	(27.45)	(10.09)
Return on Total Assets (PBT/Total Assets}	(%)	(3.92)	(55.89)	(28.63)
Return on Investment (ROI) (PBT/Networth)		(0.14)	(1.76)	(0.42)
Debt Equity Ratio (Total Liability/Networth)		2.67	2.19	1.34
Current Ratio (Current Asset/Current Liability)		1.39	1.39	1.34

LOCAL AGENCY FURTHER INFORMATION

DETAILS OF SUNDRY CREDITORS

(Rs. In Millions)

Particulars	31.03.2011	31.03.2010	31.03.2009
Sundry Creditors
Creditors due small micro enterprises	3.372	4.780	25.798
Creditors due others	196.445	194.018	142.363

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	Yes
10) Designation of contact person	Yes
11) Turnover of firm for last three years	Yes
12) Profitability for last three years	Yes
13) Reasons for variation <> 20%	--
14) Estimation for coming financial year	No
15) Capital in the business	Yes
16) Details of sister concerns	Yes
17) Major suppliers	No
18) Major customers	No
19) Payments terms	No
20) Export / Import details (if applicable)	--
21) Market information	--
22) Litigations that the firm / promoter involved in	--
23) Banking Details	Yes
24) Banking facility details	Yes
25) Conduct of the banking account	--
26) Buyer visit details	--
27) Financials, if provided	Yes
28) Incorporation details, if applicable	Yes
29) Last accounts filed at ROC	Yes
30) Major Shareholders, if available	Yes

BACKGROUND

Subject (‘the Company’) was incorporated in India on December 16, 1970 as Desh Publication Private Limited. The name of the company was changed to Business Standard Private Limited on November 7, 1995 and subsequently to Business Standard Limited and a fresh certificate of incorporation was obtained on November 23, 1995. In April 1996 the company acquired Business Standard newspaper. The company is a closely held company with 44,988,943 shares held by Infina Finance Private Limited, 36,170,687 shares held by Komaf Financial Services Limited, 7,470,760 shares held by Cumulus Trading Company Private Limited and the balance shares held by individuals resident in India.

The primary publication of the company is Business Standard newspaper which is published simultaneously from Delhi, Kolkata, Mumbai, Ahmedabad, Chennai, Bangalore, Hyderabad, Chandigarh, Kochi, Pune, Lucknow, Bhubaneswar, Patna and Bhopal. The head office of the company is situated at New Delhi with branches at Mumbai, Kolkata, Bhubaneswar, Bangalore, Chennai, Hyderabad, Ahmedabad, Chandigarh, Pune, Lucknow, Kochi, Patna and Bhopal.

The accompanying financial statements reflect the results of the activities undertaken by the Company during the year ended March 31, 2011.

PERFORMANCE REVIEW

After a sluggish 2009-10 largely due to the global recession and domestic slowdown, the financial year 2010-11 saw a recovery. The media industry in general and the Company in particular benefited from improved spends on advertising by companies. During the year, Advertisement revenues grew by 18.20%. The Company incurred a loss of Rs.17.88 Million during the year, which is a marked improvement from the Rs 251.93 Million loss in the previous financial year.

OUTLOOK

The outlook for the current year is somber because of global uncertainties, and within India high inflation and consequently high interest rates and lower growth expectations. Consequently, companies have cut down their advertisement expenditure and sales promotion budgets. This is likely to hit the Company’s revenues. Poor economic activity is also leading to irrational competitive activity. On the positive side, newsprint prices have increased substantially in the last one year and the pressure on expenses is likely to hit the Company’s profitability.

FORM 8:

Corporate identity number of the company	U00000DL1970PLC100242
Name of the company	BUSINESS STANDARD LIMITED
Address of the registered office or of the principal place of business in India of the company	Nehru House4 , Bahadur Shah Zafar Marg, New Delhi – 110002, Delhi, India
This form is for	Creation of charge Modification of charge
Type of charge	Book Debts Movable Property
Particular of charge holder	Development Credit Bank Limited
Nature of instrument creating charge	Deed Of Hypothecation Working Capital Agreement Sanction Letter
Date of instrument Creating the charge	04/07/2011
Amount secured by the charge	Rs.85.000 Millions
Brief of the principal terms an conditions and extent and operation of the charge	Rate of Interest Bank Base Rate + 3.25% P.A.; Payable Monthly Terms of Repayment On Demand / Annual Review Margin 25% Margin On Stock And Book Debts Extent and Operation of the charge First And Exclusive Charge On All Present And Future Current Assets Of The Company Others Collateral Security:- First And Exclusive Charge On All Existing And Present Future Moveable Fixed Assets Of The Company (Except Vehicles Already Hypothecated To Other Banks / Institutions)
Short particulars of the property charged	First and Exclusive Charge on All Present and Future Current Assets of The Company
Particulars of the present modification	Working Capital Facility Revised From Rs. 65.000 Millions to Rs.85.000 Millions

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.52.51
UK Pound	1	Rs.85.49
Euro	1	Rs.69.61

INFORMATION DETAILS

Information Gathered by :	SVA
Report Prepared by :	SDA

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	4
PAID-UP CAPITAL	1~10	3
OPERATING SCALE	1~10	3
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	3
--PROFITABILIRY	1~10	3
--LIQUIDITY	1~10	3
--LEVERAGE	1~10	3
--RESERVES	1~10	3
--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	NO
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		28

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.