MIRA INFORM REPORT

Report Date :

10.09.2012

IDENTIFICATION DETAILS

Name :	UNITED BREWERIES (HOLDINGS) LIMITED
Registered Office :	“UB Tower”, Level 12, UB City, No. 24, Vittal Mallya Road, UB City, Bangalore – 560001, Karnataka
Country :	India
Financials (as on) :	31.03.2011
Date of Incorporation :	23.03.1915
Com. Reg. No.:	08-000740
Capital Investment / Paid-up Capital :	Rs.668.185 Millions
CIN No.: [Company Identification No.]	L85110KA1915PLC000740
TAN No.: [Tax Deduction & Collection Account No.]	BLRU00460F
Legal Form :	A Public Limited Liability Company. The Company’s Shares are Listed on the Stock Exchange.
Line of Business :	The Company's principle activities are to develop, market and export alcoholic beverages, leather footwear, pharmaceutical products, agrochemicals and processed foods.
No. of Employees :	100 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

A (59)

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 64000000
Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is an established company having fine track. There appears drastic dip in the profitability of the company. However, Net worth of the company is good. General financial position of the company is good. Trade relations are reported as fair. Business is active. Payments are reported to 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

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

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/ Corporate Office / Head Quarters:	“UB Tower”, Level 12, UB City, No. 24, Vittal Mallya Road, UB City, Bangalore – 560001, Karnataka, India
Tel. No.:	91-80-39856078-80 / 39856097 / 39856000
Fax No.:	91-80-22274890 / 39856034
E-Mail :	kmajumder@ubmail.com ubhlinvestor@ubmail.com
Website :	http://www.theubgroup.com

DIRECTORS

(AS ON 31.03.2011)

Name :	Dr Vijay Mallya
Designation :	Chairman
Name :	Mr. A Harish Bhat
Designation :	Managing Director
Name :	Mr. Sidhartha V Mallya
Designation :	Director
Name :	Mr. N Srinivasan
Designation :	Director
Name :	Mr. S G Ruparel
Designation :	Director
Name :	Mr. P G Mankad
Designation :	Director
Name :	Mr. B S Patil
Designation :	Director
Name :	Mr. R N Pillai (up to August 2, 2011)
Designation :	Director
Name :	Mr. V K Rekhi (w.e.f. August 2, 2011)
Designation :	Director

KEY EXECUTIVES

Name :	Mr. S R Gupte
Designation :	Executive Vice Chairman The UB Group
Name :	Mr. A K Ravi Nedungadi
Designation :	President and Chief Financial Officer The UB Group
Name :	Mr. Kaushik Majumder
Designation :	Company Secretary and Compliance Officer
Name :	Mr. Anand Deepak
Designation :	President
Name :	Mr. Ashoke Roy
Designation :	Deputy President- Internal Audit
Name :	Mr. Shashikanth V
Designation :	Deputy President – Overseas Business
Name :	Mr. Ramanujam S
Designation :	Executive Vice President – Taxation
Name :	Mr. D. Banerjee
Designation :	Senior Vice President

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

(AS ON 30.06.2012)

Category of Shareholders	No. of Shares	Percentage of Holding
(A) Shareholding of Promoter and Promoter Group
(1) Indian
Individuals / Hindu Undivided Family	5,284,978	7.91
Bodies Corporate	12,143,488	18.17
Sub Total	17,428,466	26.08
(2) Foreign
Bodies Corporate	16,981,504	25.41
Sub Total	16,981,504	25.41
Total shareholding of Promoter and Promoter Group (A)	34,409,970	51.50
(B) Public Shareholding
(1) Institutions
Mutual Funds / UTI	4526977	6.08
Financial Institutions / Banks	17158	0.03
Central Government / State Government(s)	198	0.00
Insurance Companies	807710	1.21
Foreign Institutional Investors	10441068	15.63
Sub Total	15779415	23.64
(2) Non-Institutions
Bodies Corporate	4919299	7.36
Individuals
Individual shareholders holding nominal share capital up to Rs.0.100 Million	7872766	11.78
Individual shareholders holding nominal share capital in excess of Rs.0.100 Million	2958926	4.43
Any Others (Specify)
Trusts	76807	0.11
Non Resident Indians	387805	0.58
Clearing Members	398313	0.60
Sub Total	16613916	24.86
Total Public shareholding (B)	32408551	48.50
Total (A)+(B)	66818521	100.00
(C) Shares held by Custodians and against which Depository Receipts have been issued	0	0.00
(1) Promoter and Promoter Group	0	0.00
(2) Public	0	0.00
Sub Total	0	0.00
Total (A)+(B)+(C)	66818521	0.00

BUSINESS DETAILS

Line of Business :

The Company's principle activities are to develop, market and export alcoholic beverages, leather footwear, pharmaceutical products, agrochemicals and processed foods.

Products :

ITC Code	Product Description
1 Trading in following goods
Beer	220300
Liquor	220830
Leather Shoes	640320
2 Real Estate Development and Investment holding	NA

GENERAL INFORMATION

No. of Employees :

100 (Approximately)

Bankers :

· State Bank of Indore

· State Bank of Indore

· ICICI Bank Limited

Facilities :

Secured Loans	31.03.2011	31.03.2010
	(Rs. In Millions)
From Banks (for securities and amounts due within one year)	2580.498	362.902
From Others (for securities and amounts due within one year)	13952.085	7428.881
Total	16532.583	7791.783
Unsecured Loans	31.03.2011	31.03.2010
	(Rs. In Millions)
From a Group Company	4001.730	0.000
From Bank	501.815	0.000
Public Deposits (Including Interests accrued and due)	1365.191	1303.877
From others	915.048	0.000
Total	6783.784	1303.877

Banking Relations :	--
Auditors :
Name :	Vishnu Ram and Company Chartered Accountants
Address :	No.12, Margosa Road, Malleswaram, Bangalore – 560003, Karnataka, India
Associates :	· United Spirits Limited * · Mangalore Chemicals and Fertilizers Limited * · UB Engineering Limited* · WIE Engineering Limited (Under Liquidation) · McDowell Holdings Limited* · Pixray India Limited · UB Pharma (Kenya) Limited, · DCL Holdings Private Limited · UB Ajantha Breweries Private Limited · UB Nizam Breweries Private Limited
Subsidiary Companies :	A. Indian Subsidiary Companies · Bangalore Beverages Limited · City Properties Maintenance Company Bangalore Limited · Kingfisher Finvest India Limited [Formerly Kingfisher Radio Limited] · Kingfisher Airlines Limited [Formerly Deccan Aviation Limited) · Kingfisher Training and Aviation Services Limited [Formerly Kingfisher Airlines Limited] · Kingfisher Aviation Training Limited [Formerly Kingfisher Training Academy Limited] · Kingfisher Goodtimes Private Limited · UB Electronic Instruments Limited · UB Infrastructure Projects Limited · UB International Trading Limited · UB Sports Limited · Vitae India Spirits Limited B. Overseas Subsidiary Companies · Inversiones Mirabel, S.A. · Mendocino Brewing Company Inc, USA · Rubic Technologies Inc · Rigby International Corp · Releta Brewing Company LLC · UB Overseas Limited · UBHL [BVI] Limited · United Breweries of America Inc., Delaware · United Breweries International [UK] Limited · Kingfisher Beer Europe Limited (Formerly UBSN Limited)

CAPITAL STRUCTURE

(AS ON 31.03.2011)

Authorised Capital :

No. of Shares	Type	Value	Amount
100000000	Equity Share	Rs.10/- each	Rs.1000.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
66818521	Equity Share	Rs.10/- each	Rs.668.185 Millions

NOTE:

Of the above shares

1. 34,008 shares to the extent of Rs. 7.50 per share were issued for a consideration other than cash.

2. 7,905,249 shares were allotted for consideration other than cash under scheme / arrangement sanctioned by the Court.

3. 1,114,089 shares allotted through conversion of debentures in 1989.

4. 5,784,099 shares were allotted as fully paid bonus shares by capitalisation of reserves.

5. 825,256 shares were allotted, as per scheme of amalgamation in 1995.

6. 29,720,949 shares were allotted as fully paid bonus shares by capitalising the securities premium.

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		668.185	668.185	668.185
2] Share Application Money		0.000	0.000	490.165
3] Reserves & Surplus		15345.849	15039.547	13952.314
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		16014.034	15707.732	15110.664
LOAN FUNDS
1] Secured Loans		16532.583	7791.783	8245.332
2] Unsecured Loans		6783.784	1303.877	95.000
TOTAL BORROWING		23316.367	9095.660	8340.332
DEFERRED TAX LIABILITIES		0.000	0.000	0.000
Foreign Currency Monetary		0.000	0.371	54.929
TOTAL		39330.401	24803.763	23505.925
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		2166.457	2208.290	2210.230
Capital work-in-progress		925.626	13.185	13.037
INVESTMENT		19067.725	10594.610	9041.238
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	74.651	53.808	25.816
	Sundry Debtors	393.784	331.065	274.337
	Cash & Bank Balances	769.264	1848.707	292.730
	Other Current Assets	54.810	63.276	466.406
	Loans & Advances	20796.787	14294.338	13740.359
Total Current Assets		22089.296	16591.194	14799.648
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditor	752.122	855.378	2239.982
	Other Current Liabilities	3027.513	2802.740	3.067
	Provisions	1139.068	945.398	315.179
Total Current Liabilities		4918.703	4603.516	2558.228
Net Current Assets		17170.593	11987.678	12241.420
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		39330.401	24803.763	23505.925

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2011	31.03.2010	31.03.2009
	SALES
		Income	3772.946	3753.408	3243.140
		Other Income	1354.063	742.527	784.399
		TOTAL (A)	5127.009	4495.935	4027.539
Less	EXPENSES
		Direct Costs	1653.903	1787.620	1744.493
		Personnel Costs	189.284	170.139	168.500
		Other Expenses	337.306	645.560	351.348
		Exceptional Items	0.000	(960.420)	0.000
		TOTAL (B)	2180.493	1642.899	2264.341
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		2946.516	2853.036	1763.198
Less	FINANCIAL EXPENSES (D)		2226.330	1472.868	1167.755
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		720.186	1380.168	595.443
Less/ Add	DEPRECIATION/ AMORTISATION (F)		101.335	107.072	80.799
	PROFIT BEFORE TAX (E-F) (G)		618.851	1273.096	514.644
Less	TAX (H)		201.963	570.806	106.769
	PROFIT AFTER TAX (G-H) (I)		416.888	702.290	407.875
Less	APPROPRIATIONS
		Proposed Dividend	66.819	66.819	0.000
		Tax on proposed Dividend	11.099	11.099	0.000
	SURPLUS CARRIED FORWARD		338.970	624.372	407.875
	EARNINGS IN FOREIGN CURRENCY
		Export of goods calculated on FOB basis	1836.565	1888.084	1947.960
		Others	17.567	0.000	0.000
	TOTAL EARNINGS		1854.132	1888.084	1947.960
	IMPORTS
		Raw Materials	21.300	61.398	12.383
		Packing Materials	22.170	62.254	36.241
		Capital Goods	27.160	5.937	10.025
	TOTAL IMPORTS		70.630	129.589	58.649
	Earnings Per Share (Rs.)		6.24	10.51	6.10

QUARTERLY RESULTS

PARTICULARS	30.06.2011	30.09.2011	31.12.2011	31.03.2012	30.06.2012
Type	1^st Quarter	2^ndQuarter	3^rd Quarter	4^th Quarter	5^th Quarter
Net Sales	1034.100	1292.300	1452.100	1137.000	1192.500
Total Expenditure	543.100	746.800	845.400	773.700	830.700
PBIDT (Excl OI)	491.000	545.500	606.700	363.300	361.800
Other Income	3.100	5.900	1.300	275.200	81.700
Operating Profit	494.100	551.400	608.000	638.500	443.500
Interest	444.100	519.300	551.400	591.300	402.100
Exceptional Items	0.000	0.000	0.000	0.000	0.000
PBDT	50.000	32.100	56.600	47.200	41.400
Depreciation	25.200	25.500	25.400	26.200	23.200
Profit Before Tax	24.800	6.600	31.200	21.000	18.200
Tax	6.000	0.000	0.500	0.000	5.000
Provisions and contingencies	0.000	0.000	0.000	0.000	0.000
Profit After Tax	18.800	6.600	30.700	21.000	13.200
Extraordinary Items	0.000	0.000	0.000	0.000	0.000
Prior Period Expenses	0.000	0.000	0.000	0.000	0.000
Other Adjustments	0.000	0.000	0.000	0.000	0.000
Net Profit	18.800	6.600	30.700	21.000	13.200

KEY RATIOS

PARTICULARS		31.03.2011	31.03.2010	31.03.2009
PAT / Total Income	(%)	8.13	15.62	10.13
Net Profit Margin (PBT/Sales)	(%)	16.40	33.92	15.87
Return on Total Assets (PBT/Total Assets}	(%)	2.55	6.77	3.03
Return on Investment (ROI) (PBT/Networth)		0.04	0.08	0.03
Debt Equity Ratio (Total Liability/Networth)		1.76	0.87	0.72
Current Ratio (Current Asset/Current Liability)		4.49	3.60	5.79

LOCAL AGENCY FURTHER INFORMATION

OPERATIONS

The Company's revenues comprise of sale/lease rentals of property at UB City, Bangalore, Export Sales, Trade Mark License Fees, Dividends, Guarantee Commission and Interest on Loans and Deposits.

PROPERTY DEVELOPMENT

The Company executed a Joint Development Agreement with a Developer on April 26, 2010 for development of a luxury residential building named as Kingfisher Towers - Residences at UB City in the available land in UB City. The super built up area of the building would be 7,67,870 sq. ft. The super built up area falling to the share of the Company would be 4,18,388 sq. ft. The statutory approvals for construction of the building have been received and the construction has since begun. When built, this residential development will add yet another landmark to Bangalore's skyline besides augmenting revenues by sale of the residential units.
 
Arising from the global economic slowdown, several Lessees of rental space both office and retail have re- negotiated the rentals. This has impacted the potential revenue of the Company. A re-negotiated rental package with the retail lessees is now in place.

SALE OF PROPERTY

 
During the year, the Company sold Commercial Space measuring 31,103.64 sq. ft. of saleable super built up commercial area in UB City.
 
 
EXPORT BUSINESS
 
In recognition of consistent export performance, through innovative marketing initiatives, and aggressive growth strategies in the Alcoholic Beverages category, UB Global, the Export Division of the Company was once again awarded the ‘Golden Trophy'' by APEDA. The Federation of Karnataka Chambers of Commerce and Industry also honoured UB Global with the Star Exporter Award in the Merchant category.
 
The Export Division registered its highest ever profits this year, even though economic volatility in key markets of Europe and currency swings remained a major concern. High levels of domestic inflation, resulting in input cost spikes, affected the revenues of the Division. However, prudent management of foreign exchange and realigning of certain products stood the Division in good stead.
 
Shipment of beer soared above the million cases mark once again. Kingfisher Bohemia wines entered new markets and adds to our on-premise presence in 10 countries.
 
The apparel business has consistently expanded its customer base, unit realizations, volumes and profitability. During the year, a new facility in Bangalore, entirely funded out of internal accruals, commenced production of premium casual wear.
 
The Division continued to invest in improving production capacity in the Leather footwear manufacturing unit at Ambur, a leather industry hub in Tamil Nadu. This enabled them to undertake production of high end women's footwear aimed at European customers.

MANAGEMENT DISCUSSION AND ANALYSIS

OVERVIEW OF THE COMPANY

The Company is the flagship Holding Company of the UB Group, through which the Promoters and the Promoter Group own controlling interest in a number of Companies collectively forming the UB Group that have market-leading positions in a fast-growing consumer space reflecting the aspiration of a growing consumer class in India. Through its holdings in Kingfisher Airlines Limited, United Spirits Limited and United Breweries Limited the Company is one of the leading conglomerates in the consumer-oriented products and services industry in India, with a leading market share in the Indian aviation, spirits and beer industries besides fertilizers market. While the Company is primarily the investment arm of the UB Group, which is in the business of investing and funding various Group Companies, it also facilitates the UB Group’s entry into new business ventures. The Company also has a presence in the property development, fertilizer and engineering industries through UB City, Mangalore Chemicals and Fertilizers Limited, McDowell Holdings Limited and UB Engineering Limited. The Company derives income mainly from export sales, lease rentals, property development, dividend from Investee Companies, licensing fees, interest and guarantee commissions from Investee Companies. The Company owns several brands and trademarks, including the UB “Pegasus” and the “Kingfisher” brand under certain classes of the Trade Marks Act, 1999.

CONTINGENT LIABILITIES

Particulars	31.03.2011	31.03.2010
	Rs in Millions
Guarantees given by the Company on behalf of subsidiaries to banks and financial institutions and others	72321.000	72897.227
Guarantees given by the Company on behalf of associates to banks.	1778.400	2578.400
Demands raised by Income Tax authorities against which the Company has preferred appeals	127.700	Nil

FIXED ASSETS

· Land

· Building

· Plant and Machinery

· Office Equipments

· Furniture and Fixture

· Computer

· Vehicles

BUSINESS DESCRIPTION

Subject is an India-based company. The Company’s segments include alcoholic beverages, leather products, investments, guarantee services, property development and other activities. Through its holdings in Kingfisher Airlines Limited, United Spirits Limited and United Breweries Limited the Company operates in the aviation, spirits and beer and fertilizers industries. The Company also operates in the property development, fertilizer and engineering industries through UB City, Mangalore Chemicals and Fertilizers Limited, McDowell Holdings Limited and UB Engineering Limited. The Company owns brands, such as UB Pegasus and Kingfisher. The Company is the holding Company of the UB Group. During the fiscal year ended March 31, 2011, the Company sold commercial space measuring 31,103.64 square feet of saleable built up commercial area in UB City. For the fiscal year ended 31 March 2010, company’s revenues decrease 5% to RS58.11B. Net loss decreased 3% to RS17.67B. Revenues reflect a decrease in sales and services and significant fall in other income. Lower loss was offset by decrease in direct costs, lower personnel costs, an increase in interest income and the absence of maintenance rent reversed expenses.

BOARD OF DIRECTORS

Mr. A. Harish Bhat

Mr. A. Harish Bhat is Managing Director, Non-Independent Executive Director of Subject. He holds B.Com, A.C.A. He is a Chartered Accountant. Mr. Bhat has held various positions in various listed Indian companies and multinational corporations apart from the UB Group. He is presently the Deputy President-Finance and Group Treasurer, The UB Group. Mr. Bhat brings with him 27 years of experience in finance, administration and management. Presently working as Senior Executive in United Spirits Limited. He is Director of the Company since September 2002.

Mr. M. S. Kapur

Mr. M. S. Kapur is an Independent Director of Subject. Mr. M S Kapur is a career banker with 38 years experience. He retired as Chairman and Managing Director of Vijaya Bank. He was also the former Executive Director and Officiating Chairman and Managing Director of Syndicate Bank, Punjab & Sind Bank.

Mr. Sidhartha V. Mallya

Mr. Sidhartha V. Mallya is Non-Executive Director of Subject. He had primary education at Papplewick School at Ascot, England and secondary education at Wellington College, Crowthorne, Berkshire, England. Marketing and Brand Development. A member of the Promoter Group of the Company. Director of the Company since May 2005. His other directorships include: Kamsco Industries Private Limited, Mallya Private Limited, The Gem Investment and Trading Company private Limited.

Mr. Piyush Gunwantrai Mankad

Mr. Piyush Gunwantrai Mankad is an Independent Director of Subject. His Qualification is I.A.S. (Retd.). He has in Overall Management He was formerly the Finance Secretary to the Government of India and his last posting was Executive Director for India and four other countries on the Board of Asian Development Bank, Manila. Director of the Company since December 2005. His other Directorships are DSP-ML Fund Managers Limited, ICRA Limited, Kingfisher Airlines Limited, M and M Financial Services Limited, Max India Limited, Mahindra Forgings Limited, Mysore Cements Limited, Noida Toll Bridge Company Limited, SR F Limited, Tata Elxsi Limited, Tata International Limited and Tata Power Limited.

Mr. B. S. Patil

Mr. B. S. Patil is an Independent Director of Subject. He is I.A.S [Retd]. Retired as Chief Secretary to Government of Karnataka and held important assignments. He has wide ranging experience from heading State financial institutions to industrial development. The industrial and IT development in Karnataka owes a great deal to him for initiating imaginative policies for attracting investments. He is Director of the Company since March 2006.

Mr. Shrikant Gordhandas Ruparel

Mr. Shrikant Gordhandas Ruparel is an Independent Director of Subject. He holds Master’s Degree in Arts (Oxon) and Master’s Degree in Science (London). He was the former Managing Director of Kolhapur Sugar Mills and on the Board of State Bank of India for 18 years. Held Chairmanship of various Companies and Councils including Indo US Joint Business Council, Indo France Joint Business Council and Indo Swedish Joint Business School. Mr. Ruparel is also on the Advisory Board of Stanford Research Institute and has held important positions in various other Educational Institutions. He is Director of the Company since December 1991. He is Director of Ruparel Enterprises Limited Bentley Finance(India) Limited Mangalore Chemicals and Fertilizers Limited McDowell Holdings Limited.

Mr. N. Srinivasan

Mr. N. Srinivasan is an Independent Director of Subject. He has 45 years of Professional Experience in the field of Finance, Accounts and Audit. Served as Senior Partner of Fraser and Ross, Delloitte Haskins and Sells Chennai. Director of the Company since August 1997. His other directorships include: Ador Fontech Limited, Essar Shipping Limited, Tractors and Farm Equipment Limited, The Andhra Pradesh Paper Mills Limited, India Cements Capital Limited, Ador Multiproducts Limited, Amco Batteries Limited, The United Nilgiri Tea Estates Company Limited, Gati Limited, TAFE Motors and Tractors Limited, McDowell Holdings Limited, India Cements Limited, Best and Crompton Engineering Limited, Unique Receivable Management Private Limited, SGP Exim Private Limited, Paterson Consulting Group Private Limited, SCM Microsystems [India] Private Limited, UT Worldwide [India] Private Limited, Associated Chambers of Commerce and Industry of India [ASSOCHAM), Indo Australian Chamber of Commerce, UB Engineering Limited,

STATEMENT OF STANDALONE UNAUDITED RESULTS FOR THE QUARTER ENDED 30^TH JUNE 2012

(Rs. in millions)

Particulars	Three months ended		Year ended
1. Income from operations
(a) Net sales/income from operations	986.400	950.400	700.300	3731.500
(b) Property development	1,47.100	119.900	305.400	964.200
(c) Other operating income	59.000	66.700	28.400	219.700
Total income from operations	1192.500	1137.000	1034.100	4915.400
2. Expenses
(a) Purchases of trading stock	447.000	522.700	4,58.700	2183.500
(b) (Increase) / Decrease in trading stock	104.100	(68.100)	(79.600)	(179.100)
(c) Employee benefits expense	41.700	47.200	44.600	213.700
(d) Depreciation	23.200	26.200	25.200	102.300
(e) Advertising and sales promotion expenses	22.500	84.700	12.200	132.500
(f) Other expenses	215.400	187.200	107.200	558.300
Total expenses	853.900	799.900	568.300	3011.200
3. Profit from operations before other
income and finance costs	338.600	337.100	485.800	1904.200
4. Other income	81.700	275.200	3.100	285.600
5. Profit from ordinary activities before finance costs	420.300	612.300	468.900	2189.800
6. Finance costs (net of receipts)	402.100	591.300	444.100	2106.000
7. Profit from ordinary activities after finance costs	18.200	21.000	24.800	83.800
8. Tax expense	5.000	-	6.000	6.500
9. Net Profit from ordinary activities after tax	13.200	21.000	18.800	77.300
10. Paid-up equity share capital
(fave value of Rs.10 each, fully paid up)	668.200	668.200	668.200	668.200
11. Reserve excluding Revaluation Reserves as per balance sheet of previous accounting year	-	-	-	14332.600
12. Earnings per share
(of face value Rs.10/- each) (not annualised):
Basic and diluted	0.20	0.31	0.28	1.16

SELECT INFORMATION FOR THE QUARTER 30TH JUNE 2012

PARTICULARS OF SHAREHOLDING	Three months ended		Year ended
	30-Jun-12	31-Mar-12	30-Jun-11	31-Mar-12
1. Public shareholding
- Number of shares	32,408,551	32,408,551	32,408,551	32,408,551
- Percentage of shareholding	48.50	48.50	48.50	48.50
2. Promoters and Promoter Group Shareholding
a) Pledged / Encumbered
- Number of shares	5,260,002	5,260,002	5,260,002	5,260,002
- Percentage of shares (as a % of the total shareholding of promoter and promoter group)	15.29	15.29	15.29	15.29
- Percentage of shares (as a % of the total share capital of the company)	7.87	7.87	7.87	7.87
b) Non - encumbered
- Number of shares	29,149,968	29,149,968	29,149,968	29,149,968
- Percentage of shares (as a % of the total shareholding of the Promoter and promoter group)	84.71	84.71	84.71	84.71
- Percentage of shares (as a % of the total share capital of the company)	43.63	43.63	43.63	43.63

PART II

	Particulars	3 months ended 30th June 2012
I	INVESTOR COMPLAINTS
	Pending at the beginning of the quarter	Nil
	Received during the quarter	0.600
	Disposed of during the quarter	0.600
	Remaining unresolved at the end of the quarter	Nil

UNAUDITED RESULTS FOR THE QUARTER ENDED 30TH JUNE 2012

Particulars	Three Months ended			Year ended
	30-Jun-12	31-Mar-12	30-Jun-11	31-Mar-12
l.SEGMENT REVENUE
Alcoholic Beverages	556.900	494.500	319.000	1805.800
Leather Products	72.200	87.300	92.800	439.400
Readymade Garments	163.100	103.700	97.300	455.500
Investments	-	13.300	6.600	149.400
Corporate Guarantee Services	139.900	138.900	126.900	543.600
Property Development	147.100	119.900	305.400	964.200
Others	113.300	179.400	86.100	557.500
	1192.500	1137.000	1034.100	4915.400
2.SEGMENT RESULTS
Alcoholic Beverages	131.600	58.400	78.000	351.900
Leather Products	0.300	(7.000)	(7.700)	(15.500)
Readymade Garments	(2.600)	39.200	0.400	7.400
Investments	(54.400)	(13.100)	(12.800)	48.700
Corporate Guarantee Services	115.800	112.500	107.500	442.900
Property Development	102.400	93.500	263.700	841.300
Others	45.500	53.600	36.700	227.500
Total	338.600	337.100	465.800	1904.200
Add: Other Income	81.700	275.200	3.100	285.600
Less: Interest/ finance charges (net of receipts)	(402.100)	(591.300)	(444.100)	(2106.000)
Profit Before Tax	18.200	21.000	24.800	83.800
3. CAPITAL EMPLOYED
Alcoholic Beverages	(91.200)	(14.600)	124.600	(14.600)
Leather Products	328.700	269.300	245.400	269.300
Readymade Garments	340.300	292.800	118.300	292.800
Investments	13216.800	13494.800	14234.200	13494.800
Property Development	1507.100	1517.100	1587.200	1517.100
Others	66.000	96.200	52.200	96.200
Total	15367.700	15655.600	16361.900	15655.600
4. Secondary segments based on geographical locations
a) Segment revenue
Overseas	752.100	695.700	478.600	2672.200
Domestic	440.400	4,41.300	555.500	2243.200
Total	1192.500	1137.000	1034.100	4915.400
b) Segment assets less segment liabilities
Overseas	2646.100	5067.100	4782.900	5067.100
Domestic	12721.600	10588.500	11579.000	10588.500
Total	15367.700	15655.600	16361.900	15655.600

Notes:

1. The development of a luxury residential building "Kingfisher Towers - Residences at UB City" (in which the Company is entitled to share of 4,18,388 sq feet super built up area) is under progress. The Company had already entered into agreements with prospective buyers to sell 6 units of 8321 sq ft each.

2. a) Income from property development includes income from leasing and sale of office space in UB City.

b) During the period, the Company has sold undivided retail space measuring 2,316 sq ft in UB City.

3. Other income includes Rs. 77.300 millions representing realized exchange gain. Other expenses includes loss on sale of investments in an associate company of Rs. 30.300 millions

4.

a) The Company has been giving significant guarantees on behalf of Subsidiaries and other Associated Companies and advances to Subsidiaries. No amount has so far devolved on the Company.

b) Guarantee commission of Rs. 134.800 millions has been accrued during the quarter based on contractual obligation although the recovery could take a longer period of time than anticipated since the associate company for whom these guarantees were given is presently precluded by its bankers' consortium to honour the obligation.

c) The investment in subsidiaries [including step down subsidiaries] have been considered as long term strategic investments and diminution in their market value / net worth, though significant, is considered temporary in nature.

d) The company along with its subsidiaries has significant exposure on various counts to Kingfisher Airlines Limited. As at 30^th June 2012, these include Investment in equity Rs. 211.428 millions, Corporate guarantees to Banks/aircraft lessors - Rs. 891.986 millions, loans and advances Rs.181.414 millions and other receivables Rs. 16.562 millions Certain corporate guarantees have been invoked and Kingfisher Airlines Limited is under negotiation in this regard with the beneficiaries.

5. A limited review of the above financial results has been carried out by the Statutory Auditors of the Company. The Statutory Auditors have drawn, attention in their Report to Note No. 4 above and its relevance in the preparation of the financial statements in the manner presented.

6. Previous year/periods figures have been regrouped wherever necessary to conform to the Schedule VI ( as amended) of the Companies Act. The figures for the last quarter ended March 31, 2012 are the balancing figures between the unaudited figures in respect of full financial year and the figures upto the period December 31, 2011.

7. The above un-audited financial results have been reviewed by the Audit Committee and approved by the Board of Directors at the meeting held on August 8, 2012

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.55.52
UK Pound	1	Rs.88.49
Euro	1	Rs.70.20

INFORMATION DETAILS

Report Prepared by :

MRI

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	8
PAID-UP CAPITAL	1~10	6
OPERATING SCALE	1~10	6
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	7
--PROFITABILIRY	1~10	6
--LIQUIDITY	1~10	6
--LEVERAGE	1~10	6
--RESERVES	1~10	8
--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	YES
--LISTED	YES/NO	YES
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		59

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.