MIRA INFORM REPORT

Report Date :

12.04.2013

IDENTIFICATION DETAILS

Name :	FREEWILL INFRASTRUCTURES PRIVATE LIMITED
Registered Office :	6, Premier Plaza, Phase-II, Mumbai—Pune Road, Chinchwad, Pune-411019, Maharashtra
Country :	India
Financials (as on) :	31.03.2012
Date of Incorporation :	02.05.2005
Com. Reg. No.:	11-020665
Capital Investment / Paid-up Capital :	Rs. 1.060 Millions
CIN No.: [Company Identification No.]	U45203PN2005PTC020665
IEC No.:	3105002804
TAN No.: [Tax Deduction & Collection Account No.]	PNEF00831F
PAN No.: [Permanent Account No.]	AAACF8863F
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturer, Dealer, Exporter and Importer of Sports Equipment, Indoor Sports Flooring, Tennis Sports, Surface, Squash Courts and Wrestling Mats.
No. of Employees :	25 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

Ba (44)

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

Maximum Credit Limit :	USD 100000
Status :	Satisfactory
Payment Behaviour :	Usually Correct
Litigation :	Clear
Comments :	Subject is an established company having a satisfactory track record. Trade relations are reported to be fair. Business is active. Payments are reported to be usually correct and as per commitment. The company can be considered for normal business dealings at usual trade terms and condition.

NOTES :

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

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.

INFORMATION PARTED BY

Name :	Mr. Imran Bagwan
Designation :	Accounts Manager
Contact No.:	91-20-66114215
Date :	10.04.2013

LOCATIONS

Registered Office :	6, Premier Plaza, Phase-II, Mumbai—Pune Road, Chinchwad, Pune-411019, Maharashtra, India
Tel. No.:	91-20-66114215 / 66114216
Fax No.:	91-20-27440428
E-Mail :	Imran.bagwan@rediffmail.co.in
Website :	www.freewill.co.in
Location :	Rented
Factory :	S-32 Industrial Area, Jalandhar-144008, India
Tel. No.:	91-181-2291000
Fax No.:	91-181-2291004
Area :	10000 Sq. Ft.
Location :	Owned

DIRECTORS

AS ON 22.09.2012

Name :	Mr. Liyakat Shaikh
Designation :	Managing Director
Address :	Plot No.20, Sector No.24, Pradhikaran, Nigdi, Pune-411044, Maharashtra, India
Date of Birth/Age :	25.05.1962
Date of Appointment :	02.05.2005
DIN No.:	00205725
Name :	Mrs. Mehajabeen Liyakat Shaikh
Designation :	Director
Address :	Plot No.20, Sector No.24, Pradhikaran, Nigdi, Pune-411044, Maharashtra, India
Date of Birth/Age :	27.10.1964
Date of Appointment :	02.05.2005
DIN No.:	00394118
Name :	Mr. Vijay Kumar Kharbanda
Designation :	Director
Address :	38, Green Park Cool Road, Jalandhar-144004, Punjab, India
Date of Birth/Age :	21.09.1940
Date of Appointment :	02.05.2005
DIN No.:	01272322
Name :	Mr. Rajesh Vijaykumar Kharbanda
Designation :	Director
Address :	38, Green Park Cool Road, Jalandhar-144004, Punjab, India
Date of Birth/Age :	24.06.1968
Date of Appointment :	02.05.2005
DIN No.:	01495928

KEY EXECUTIVES

Name :	Mr. Imran Bagwan
Designation :	Accounts Manager

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 22.09.2012

Names of Shareholders	No. of Shares
Liyakat Shaikh	26499
Mehajabeen Liyakat Shaikh	26500
Vijay Kumar Kharbanda	26500
Rajesh Vijaykumar Kharbanda	26500
Elaars Pools Private Limited, India	01
TOTAL	106000

AS ON 22.09.2012

Equity Shares Break Up	Percentage of Holding
Bodies corporate	0.01
Directors or relatives of Directors	99.99
TOTAL	100.00

BUSINESS DETAILS

Line of Business :	Manufacturer, Dealer, Exporter and Importer of Sports Equipment, Indoor Sports Flooring, Tennis Sports, Surface, Squash Courts and Wrestling Mats.
Exports :
Products :	Finished Goods
Countries :	Maladies
Imports :
Products :	Raw Materials
Countries :	France USA China
Terms :
Selling :	Credit (90 Days)
Purchasing :	Credit (90 Days)

GENERAL INFORMATION

Customers :

Government and Private Industries

No. of Employees :

25 (Approximately)

Bankers :

• Punjab National Bank, Shop No. 7 and 8 The Jwewl of Pimpri, Opposite PCMC, Pimpri, Pune-411018, Maharashtra, India
• HDFC Bank Limited

Facilities :

Secured Loan

Rs. In Millions

31.03.2012

Rs. In Millions

31.03.2011

LONG TERM BORROWINGS

Term Loan

HDFC Bank Limited (Vehicle Loans)*

0.093

0.628

Punjab National Bank (Vehicle Loans)*

0.000

0.471

SHORT TERM BORROWINGS

Loans Repayable on Demand

From Banks

Punjab National Bank (Cash Credit)

12.888

13.408

TOTAL

12.981

14.507

NOTE

LONG TERM BORROWINGS

*Secured against hypothecation of respective vehicles.

SHORT TERM BORROWINGS

Secured against hypothecation of entire stocks and book debts both present and future and further and further secured by equitable mortgage as given below and personal guarantees of all directors of the company.

Equitable Mortgage	Owners Names
Shop No.16, Ground Floor, Wing-A, Premier Plaza, Chinchwad, Pune	Mrs. Mehajabeen Shaikh
D-15 at Sports and Surgical Complex, JAlandhar	Shri Rajesh Kharbanda (Director)
D-17, Sports and Surgical Goods Complex, Near Kapurthala Road, Jalandhar	Shri Rajesh Kharbanda (Director)

Banking Relations :	--
Auditors :
Name :	S Gautam and Associates Chartered Accountant
Address :	Office No.25, 1^st Floor, B Wing, Kamala Cross Roads, Opposite PCMC Pimpari, Pune-411018, Maharashtra, India
PAN No.:	ABLFS5656G

CAPITAL STRUCTURE

AS ON 31.03.2012

Authorised Capital :

No. of Shares	Type	Value	Amount
200000	Equity Shares	Rs.10/- each	Rs. 2.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
106000	Equity Shares	Rs.10/- each	Rs. 1.060 Millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2012	31.03.2011	31.03.2010
SHAREHOLDERS FUNDS
1] Share Capital		1.060	1.060	1.060
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		26.211	21.734	16.787
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		27.271	22.794	17.847
LOAN FUNDS
1] Secured Loans		12.981	14.507	15.683
2] Unsecured Loans		18.932	17.374	8.103
TOTAL BORROWING		31.913	31.881	23.786
DEFERRED TAX LIABILITIES		0.116	0.192	0.193
TOTAL		59.300	54.867	41.826
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		8.868	8.004	5.616
Capital work-in-progress		0.000	0.000	0.000
INVESTMENT		0.000	0.000	0.000
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	25.744	34.760	34.085
	Sundry Debtors	23.516	14.698	21.255
	Cash & Bank Balances	2.071	2.303	4.161
	Other Current Assets	6.829	6.471	0.000
	Loans & Advances	3.205	3.186	8.714
Total Current Assets		61.365	61.418	68.215
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	4.149	11.644	24.443
	Other Current Liabilities	4.005	1.640	1.729
	Provisions	2.779	1.271	5.833
Total Current Liabilities		10.933	14.555	32.005
Net Current Assets		50.432	46.863	36.210
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		59.300	54.867	41.826

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2012	31.03.2011	31.03.2010
	SALES
		Income	74.114	62.641	68.334
		Other Income
		TOTAL (A)	74.114	62.641	68.334
Less	EXPENSES
		Office Expenses	63.206	51.728	59.932
		Administrative Expenses
		Advertising Expenses
		TOTAL (B)	63.206	51.728	59.932
Less	PROFIT / (LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		10.908	10.913	[Including Financial
					Expenses
Less	FINANCIAL EXPENSES (D)		3.011	2.337	And
					Depreciation ]
	PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		7.897	8.576
Less/ Add	DEPRECIATION/ AMORTISATION (F)		1.498	1.375
	PROFIT / (LOSS) BEFORE TAX (E-F) (G)		6.399	7.201	8.402
Less	TAX (H)		1.923	2.254	2.634
	PROFIT / (LOSS) AFTER TAX (G-H) (I)		4.476	4.947	5.768
	Prior Year Adjustments		NA	NA	(1.088)
	Extraordinary Items		NA	NA	(0.196)
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		NA	NA	11.500
Less	APPROPRIATIONS
		Transfer to General Reserve	NA	NA	0.600
		Dividend	NA	NA	0.212
		Tax on Dividend	NA	NA	0.086
	BALANCE CARRIED TO THE B/S		NA	NA	15.086
	Earnings Per Share (Rs.)		42.23	57	54

Particulars	31.03.2013
Sales Turnover (Approximately)	80.000

The above information has been parted by Mr. Imran Bagwan.

KEY RATIOS

PARTICULARS		31.03.2012	31.03.2011	31.03.2010
PAT / Total Income	(%)	6.04	7.90	8.44
Return on Total Assets (PBT/Total Assets}	(%)	9.11	10.37	11.38
Return on Investment (ROI) (PBT/Networth)		0.23	0.32	0.47
Debt Equity Ratio (Total Debt /Networth)		1.17	1.40	1.33
Current Ratio (Current Asset/Current Liability)		5.61	4.22	2.13

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	Yes
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	No
17]	Major suppliers	No
18]	Major customers	No
19]	Payments terms	Yes
20]	Export / Import details (if applicable)	Yes
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

Unsecured Loan	Rs. In Millions 31.03.2012	Rs. In Millions 31.03.2011
LONG TERM BORROWINGS
Loans and Advances from Related Parties	18.932	17.374
TOTAL	18.932	17.374

SUNDRY CREDITORS DETAILS

(Rs. In Millions)

Particulars	31.03.2012	31.03.2011	31.03.2010
Sundry Creditors
For Goods and Services	3.436	8.284	22.720
Trade Advances and Acceptances	0.713	3.360	1.723
TOTAL	4.149	11.644	24.443

FORM 8

Corporate identity number of the company	U45203PN2005PTC020665
Name of the company	FREEWILL INFRASTRUCTURES PRIVATE LIMITED
Address of the registered office or of the principal place of business in India of the company	6, Premier Plaza, Phase-II, Mumbai—Pune Road, Chinchwad, Pune-411019, Maharashtra, India
This form is for	Modification of charge
Charge identification number of the charge to be modified	10106203
Type of charge	Book debts Movable property (not being pledge) Floating charge Others
Particular of charge holder	Punjab National Bank, Shop No. 7 and 8 The Jwewl of Pimpri, Opposite PCMC, Pimpri, Pune-411018, Maharashtra, India
Nature of instrument creating charge	Hypothecation Of Goods And Book Debts To Secure Cash Credit Facility Dated 4th January, 2013
Date of instrument Creating the charge	04.01.2013
Amount secured by the charge	Rs. 17.500 Millions
Brief of the principal terms an conditions and extent and operation of the charge	Rate of interest BR+4% i.e, 14.50% (10.50+4.00) P.A. Over and Above The RBI Rate Shall Be Calculated on Daily Balance Due To The Bank on Said Account. Terms of repayment Repayable On Demand Margin 25% On Stock And 40% On Book Debts Extent and operation of the charge Type of facility Cash credit of Rs. 17.500 Millions Other Personal and bank guarantee given by all directors and all others terms and condition as per agreement.
Short particulars of the property charged (Including location of the property)	The Borrowers Hereby Hypothecate With Banks The Present And Future Stocks of Raw Materials, Work In Process, Finished Goods, Consumables, Stores And Spares, Which Belong To Them and Which Now or Hereinafter From Time To Time During The Continuance of This Agreement Shall Be Brought In, Stored or Be In or About Their Premises or Godowns or Else Where Stored or Situated. Present and Future Book Debts, Outstanding Decrees, Money Receivables, Claims, Securities, Government Subsidies, Investments, Rights And Other Moveable Assets Excluding Bills Purchased/ Discounted By Bank and Bills Against Which Advances have been Made Which Belong to Them.
Date of instrument modifying the charge	09.03.2010
Particulars of the present modification	Cash Credit Limit Enhancement From 14.000 Millions Up to Rs. 17.500 Millions

FIXED ASSETS

• Warehouse
• Machinery
• Furniture and Fixtures
• Computer and Peripherals
• Office Equipments
• Vehicles

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 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 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. 54.53
UK Pound	1	Rs. 83.59
Euro	1	Rs. 71.32

INFORMATION DETAILS

Information Gathered by :	PLK
Report Prepared by :	DPT

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	5
PAID-UP CAPITAL	1~10	5
OPERATING SCALE	1~10	4
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	5
--PROFITABILIRY	1~10	5
--LIQUIDITY	1~10	5
--LEVERAGE	1~10	5
--RESERVES	1~10	5
--CREDIT LINES	1~10	5
--MARGINS	-5~5	--
DEMERIT POINTS
--BANK CHARGES	YES/NO	YES
--LITIGATION	YES/NO	NO
--OTHER ADVERSE INFORMATION	YES/NO	NO
MERIT POINTS
--SOLE DISTRIBUTORSHIP	YES/NO	NO
--EXPORT ACTIVITIES	YES/NO	YES
--AFFILIATION	YES/NO	NO
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
DEFAULTER
--RBI	YES/NO	NO
--EPF	YES/NO	NO
TOTAL		44

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.