MIRA INFORM REPORT

Report Date :

17.09.2012

IDENTIFICATION DETAILS

Name :	ASIAN BUSINESS EXHIBITION AND CONFERENCES LIMITED
Registered Office :	530, Laxmi Plaza,Laxmi Industrial Estate, Andheri (West), Mumbai – 400053, Maharashtra
Country :	India
Financials (as on) :	31.03.2011
Date of Incorporation :	10.04.2007
Com. Reg. No.:	11-169832
Capital Investment / Paid-up Capital :	Rs.118.553 Millions
CIN No.: [Company Identification No.]	U74900MH2007PLC169832
TAN No.: [Tax Deduction & Collection Account No.]	MUMA30151C
PAN No.: [Permanent Account No.]	AAGCA2508L
Legal Form :	A Closely Held Public Limited Liability Company
Line of Business :	Operating Trade Fairs and Exhibitions.
No. of Employees :	Not Available

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 4230000
Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is a well established company having fine track. It has recorded better growth in its sales turnover and profits during 2011. Profitability of the company appears to be sound. Trade relations are reported as trustworthy. Business is active. Payments are reported to be regular and as per commitments. The company can be considered good 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 – June 30, 2012

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

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

INDIAN ECONOMIC OVERVIEW

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

Source : CIA

RBI DEFAULTERS’ LIST STATUS

Subject’s name is not enlisted as a defaulter in the publicly available RBI Defaulters’ list.

EPF (Employee Provident Fund) DEFAULTERS’ LIST STATUS

Subject’s name is not enlisted as a defaulter in the publicly available EPF (Employee Provident Fund) Defaulters’ list as of 31-03-2012.

LOCATIONS

Registered Office/ Corporate Office :	530, Laxmi Plaza,Laxmi Industrial Estate, Andheri (West), Mumbai – 400053, Maharashtra, India
Tel. No.:	91-22-40504900
Fax No.:	91-22-26367676
E-Mail :	cs@abcindia.biz dilshad@abcindia.biz info@abec.asia
Website :	www.abec.asia
Regional Office 1 :	1206/1207, 12th floor 'A' wing, Mittal Towers, M.G. Road, Bengaluru - 560 001, Karnataka, India
Tel. No.:	91-80-40878400
Regional Office 2 :	501, Time Tower, Gurgaon – 122001, Haryana, India
Tel. No.:	91-124-4980500
Overseas Office :	Located at: · United Kingdom · China

DIRECTORS

As on: 21.09.2011

Name :

Mr. Surendra Mohan Gurbaksh Singh Gandhi

Designation :

Managing Director

Address :

44, Movie Tower, Lokhandwala Complex, Andheri (West), Mumbai - 400 053, Maharashtra, India

Date of Birth/Age :

01.12.1943

Qualification :

Bachelor of Arts

Date of Appointment :

01.10.2009

DIN No.:

02018118

Other Directorship :

S.No.	CIN/LLPIN	Name of the Company/ LLP	Current designation of the Director/ Designated Partner	Date of appointment at current designation	Original date of appointment	Date of cessation	Company/ LLP Status	Defaulting status
1	U74900MH2007PLC169832	ASIAN BUSINESS EXHIBITION AND CONFERENCES LIMITED	Managing director	01/10/2009	10/04/2007	-	Active	NO
2	U11200MH2007PTC170671	OIL ASIA PUBLICATION PRIVATE LIMITED	Director	08/05/2007	08/05/2007	-	Active	NO
3	U93090MH2009PTC190120	NEW MEDIA 29 EVENTS PRIVATE LIMITED	Director	04/02/2009	04/02/2009	-	Active	NO

Name :

Mr. Sumit Mohan Singh Gandhi

Designation :

Whole Time Director

Address :

54, Movie Tower, Lokhandwala Complex, Andheri (West), Mumbai - 400 053, Maharashtra, India

Date of Birth/Age :

23.12.1973

Qualification :

Chartered Accountants

Date of Appointment :

01.10.2009

DIN No.:

01972728

Other Directorship :

S.No.	CIN/LLPIN	Name of the Company/ LLP	Current designation of the Director/ Designated Partner	Date of appointment at current designation	Original date of appointment	Date of cessation	Company/ LLP Status	Defaulting status
1	U74900MH2007PLC169832	ASIAN BUSINESS EXHIBITION AND CONFERENCES LIMITED	Whole-time director	01/10/2009	10/04/2007	-	Active	NO
2	U11200MH2007PTC170671	OIL ASIA PUBLICATION PRIVATE LIMITED	Director	08/05/2007	08/05/2007	-	Active	NO
3	U93090MH2009PTC190120	NEW MEDIA 29 EVENTS PRIVATE LIMITED	Director	04/02/2009	04/02/2009	-	Active	NO

Name :

Mr. Manish Mohansingh Surendra Mohansingh Gandhi

Designation :

Whole Time Director

Address :

53, Movie Tower, Lokhandwala Complex, Andheri (West), Mumbai - 400 053, Maharashtra, India

Date of Birth/Age :

31.05.1977

Qualification :

Bachelor of Engineering (Electronics)

Date of Appointment :

01.10.2009

DIN No.:

02440261

Other Directorship :

S.No.	CIN/LLPIN	Name of the Company/ LLP	Current designation of the Director/ Designated Partner	Date of appointment at current designation	Original date of appointment	Date of cessation	Company/ LLP Status	Defaulting status
1	U74900MH2007PLC169832	ASIAN BUSINESS EXHIBITION AND CONFERENCES LIMITED	Whole-time director	01/10/2009	10/04/2007	-	Active	NO
2	U11200MH2007PTC170671	OIL ASIA PUBLICATION PRIVATE LIMITED	Director	08/05/2007	08/05/2007	-	Active	NO
3	U93090MH2009PTC190120	NEW MEDIA 29 EVENTS PRIVATE LIMITED	Director	04/02/2009	04/02/2009	-	Active	NO

Name :

Mr. Dasika Rao Satyanarayan

Designation :

Director

Address :

RH - 31, Punith Park, Sector – 17, Nerul, Mumbai - 400 706, Maharashtra, India

Date of Birth/Age :

25.04.1943

Qualification :

B.Tech ( Chem. Engg)

Date of Appointment :

21.09.2011

DIN No.:

02902675

Name :

Franco Danesi

Designation :

Director

Address :

P. O. Box 26222, Doha,

Date of Birth/Age :

01.04.1972

Qualification :

MBA

Date of Appointment :

21.09.2011

DIN No.:

03308021

KEY EXECUTIVES

Name :	Mr. Dilshad Bukhari
Designation :	Secretary
Address :	403, Riddhi –Siddhi Complex, Near Sukurwadi Bus Stop, Borivali (West), 400066, Maharashtra, India
Date of Birth/Age :	21.02.1982
Date of Appointment :	12.02.2011
PAN No.:	AKOPB8277G

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on: 21.09.2011

Names of Shareholders	No. of Shares
Surendra Mohan Singh Gandhi	1020000
Sumit Mohan Singh Gandhi	3400000
Manish Mohan Singh Gandhi	3229150
Satinder Pal Kaur Gandhi	680000
Bulbeer Kaur Gandhi	85000
Mandeep Gandhi	85000
Charan Bir Singh Ranotra	850
Q Exhibit, Republic of Maritius	3355269
Total	11855269

Equity Share Break up (Percentage of Total Equity)

As on: 21.09.2011

Category	Percentage
Foreign holdings [Foreign institutional investors, Foreign Companies, Foreign Financial Institutions, Non-resident Indian or Overseas corporate bodies or others]	28.30
Directors or relatives of directors	71.63
Other top fifty shareholders	0.07
Total	100.00

BUSINESS DETAILS

Line of Business :

Operating Trade Fairs and Exhibitions.

Products :

Product Description	ITC Code
Exhibition and conferences	9214

GENERAL INFORMATION

No. of Employees :

Not Available

Bankers :

· ICICI Bank Limited

· Kapol Bank

Facilities :

(Rs. In Millions)

Secured Loan	As on 31.03.2011	As on 31.03.2010
Rupee term loans banks secured	3.548	1.897
Rupee term loans financial institutions secured	6.576	0.000
Total	10.124	1.897

Banking Relations :	--
Financial Institution :	Tata Capital Limited, One Forbes, Dr V B Gandhi Marg, Fort, Mumbai - 400001, Maharashtra, India
Auditors :
Name :	R. Sanghvi and Company Chartered Accountants
Address :	104, Rizvi Chambers No. 2, Hill Road, Bandra (West) Mumbai-400050, Maharashtra, India
PAN No.:	ALHPS1952P
Associates :	New Media 29 Events Private Limited
Subsidiary :	Oil Asia Publication Private Limited CIN No.: U11200MH2007PTC170671

CAPITAL STRUCTURE

As on: 31.03.2011

Authorised Capital :

No. of Shares	Type	Value	Amount
25000000	Equity Shares	Rs.10/- each	Rs.250.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
11855269	Equity Shares	Rs.10/- each	Rs.118.553 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		118.553	85.000	10.000
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		940.487	127.954	75.649
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		1059.040	212.954	85.649
LOAN FUNDS
1] Secured Loans		10.124	1.897	3.301
2] Unsecured Loans		0.000	0.000	0.000
TOTAL BORROWING		10.124	1.897	3.301
DEFERRED TAX LIABILITIES		0.681	(0.063)	0.039
TOTAL		1069.845	214.788	88.989
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		35.713	6.681	6.918
Capital work-in-progress		0.000	0.000	0.000
INVESTMENT		2.720	2.720	0.000
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	0.000	0.000	0.000
	Sundry Debtors	32.748	36.136	17.037
	Cash & Bank Balances	982.420	199.190	48.500
	Other Current Assets	22.171	3.295	1.006
	Loans & Advances	162.975	121.525	116.514
Total Current Assets		1200.314	360.146	183.057
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	36.735	18.088	24.136
	Other Current Liabilities	92.245	70.563	37.111
	Provisions	49.206	71.439	39.905
Total Current Liabilities		178.186	160.090	101.152
Net Current Assets		1022.128	200.056	81.905
MISCELLANEOUS EXPENSES		9.284	5.331	0.166
TOTAL		1069.845	214.788	88.989

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2011	31.03.2010	31.03.2009
	SALES
		Income	741.009	531.831	451.992
		Other Income	38.256	6.590	4.436
		TOTAL (A)	779.265	538.421	456.428
Less	EXPENSES
		Manufacturing service costs	490.582	246.872
		Employee related expenses	65.394	32.525
		Administrative selling other expenses	69.731	56.496
		TOTAL (B)	625.707	335.893	376.253
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		153.558	202.528	80.175
Less	FINANCIAL EXPENSES (D)		3.409	5.536	0.341
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		150.149	196.992	79.834
Less/ Add	DEPRECIATION/ AMORTISATION (F)		4.913	1.798	1.931
	PROFIT BEFORE TAX (E-F) (G)		145.236	195.194	77.903
Less	TAX (H)		49.096	67.890	27.278
	PROFIT AFTER TAX (G-H) (I)		96.140	127.304	50.625
	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		127.953	75.649	25.024
	APPROPRIATIONS		0.000	75.000	0.000
	BALANCE CARRIED TO THE B/S		224.093	127.953	75.649
	Earnings Per Share (Rs.)		9.73	14.98	5.96

KEY RATIOS

PARTICULARS		31.03.2011	31.03.2010	31.03.2009
PAT / Total Income	(%)	12.34	23.64	11.09
Net Profit Margin (PBT/Sales)	(%)	19.60	36.70	17.24
Return on Total Assets (PBT/Total Assets}	(%)	11.75	53.21	41.01
Return on Investment (ROI) (PBT/Networth)		0.14	0.92	0.91
Debt Equity Ratio (Total Liability/Networth)		0.18	0.76	1.22
Current Ratio (Current Asset/Current Liability)		6.74	2.25	1.81

LOCAL AGENCY FURTHER INFORMATION

Sr. No.	Check List by Info Agents	Available in Report (Yes / No)
1]	Year of Establishment	Yes
2]	Locality of the firm	Yes
3]	Constitutions of the firm	Yes
4]	Premises details	No
5]	Type of Business	Yes
6]	Line of Business	Yes
7]	Promoter's background	Yes
8]	No. of employees	No
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 (if applicable)	No
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
31]	Date of Birth of Proprietor/Partner/Director, if available	Yes
32]	PAN of Proprietor/Partner/Director, if available	No
33]	Voter ID No of Proprietor/Partner/Director, if available	No
34]	External Agency Rating, if available	No

FINANCIAL POSITION:

The main area of operations of the Company is organizing exhibitions and conferences. The income from operations has increased from Rs.538.400 Millions to Rs.779.200 Millions in the previous year. The Company has no loan funds as at the end of the year.

CONTINGENT LIABILITIES:

(Rs. In Millions)

Particular	31.03.2011	31.03.2010
Claims against the company not considered as debts ( Including Sub-judice matter and Bank guarantees )	8.273	1.118

Bankers Charges Report as per Registry

Corporate identity number (CIN) or foreign company registration number of the company	U74900MH2007PLC169832
Name of the company	ASIAN BUSINESS EXHIBITION AND CONFERENCES LIMITED
Address of the registered office or of the principal place of business in India of the company	530, Laxmi Plaza,Laxmi Industrial Estate, Andheri (West), Mumbai – 400053, Maharashtra, India E-mail: dilshad@abcindia.biz
This form is for	Creation of charge
Type of charge	Movable property (not being pledge)
Particular of charge holder	Tata Capital Limited, One Forbes, Dr V B Gandhi Marg, Fort, Mumbai - 400001, Maharashtra, India E-mail: saurabh.joshi@tatacapital.com
Nature of instrument creating charge	Loan cum hypothecation cum gurantee agreement
Date of instrument Creating the charge	27.03.2011
Amount secured by the charge	Rs.1.877 Millions
Brief of the principal terms an conditions and extent and operation of the charge	Rate of Interest 0.50% per annum- computed on monthly rest basis on internal rate of return Terms of Repayment 36 instalments of Rs.0.060 Millions each. Margin Rs.0.209 Million. Extent and Operation of the charge Hypothecates on first charge to Tata Capital Limited on hypothecated asset i.e. ( motor car)
Short particulars of the property or asset(s) charged (including complete address and location of the property)	Hypothecated asset ( motor car name toyota fortuner)

FIXED ASSETS:

· Office Equipments

· Motor Vehicles

· Furniture and Fixture

· Computers

· Trademarks/ Copyright

AS PER WEBSITE DETAILS:

PROFILE

Subject is a major player in the Indian Exhibition and Trade Fairs Industry. Currently, Subject is the Largest Private Sector Organizer in the Indian Exhibition Market with approximately 8% market share.

Since 1993, the company has reached a level where it has been providing its clients with access to global distribution networks through well-organized and widely-marketed events. They bank on their strong relationships with key industry players, government bodies and trade associations. They have been securing business success for their clients by playing a critical role in many leading firms and business houses to benchmark themselves against the standards of international players.

The company has a singular Motto, From Concept to Completion; and they believe in delivering end to end marketing solutions keeping their clients in the forefront of market trends giving them an edge over others in their respective industry verticals.

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.54.73
UK Pound	1	Rs.88.61
Euro	1	Rs.71.34

INFORMATION DETAILS

Report Prepared by :

VRN

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	3
PAID-UP CAPITAL	1~10	5
OPERATING SCALE	1~10	7
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	7
--PROFITABILIRY	1~10	8
--LIQUIDITY	1~10	8
--LEVERAGE	1~10	7
--RESERVES	1~10	7
--CREDIT LINES	1~10	7
--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		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.