MIRA INFORM REPORT

Report Date :

16.04.2013

IDENTIFICATION DETAILS

Name :	GILL AND COMPANY PRIVATE LIMITED
Registered Office :	2^nd Floor, N T C House, N M Marg, Ballard Estate, Mumbai – 400038, Maharashtra
Country :	India
Financials (as on) :	31.03.2012
Date of Incorporation :	26.02.1947
Com. Reg. No.:	11-005589
Capital Investment / Paid-up Capital :	Rs.9.000 Millions
CIN No.: [Company Identification No.]	U51491MH1947PTC005589
TAN No.: [Tax Deduction & Collection Account No.]	MUMG08500C
PAN No.: [Permanent Account No.]	AAACG3743M
Legal Form :	Private Limited Liability Company
Line of Business :	Trader and Exporter of Indian Raw Cotton and Other Agricommodities.
No. of Employees :	50 (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 1832000
Status :	Satisfactory
Payment Behaviour :	Usually correct
Litigation :	Clear
Comments :	Subject is an established company having a satisfactory track record. There appears a dip in the profitability of the company during current year. However, networth of the company appears to be satisfactory. General financial position of the company is good. Trade relations are reported as fair. Business is active. Payments are reported to be usually correct and as per commitment. The company can be considered normal for 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

EXTERNAL AGENCY RATING

Rating Agency Name	CRISIL
Rating	BBB- (Long Term Rating)
Rating Explanation	Moderate degree of safety and moderate credit risk
Date	18.12.2012

Rating Agency Name	CRISIL
Rating	A3 (Short Term Rating)
Rating Explanation	Moderate degree of safety and higher credit risk
Date	18.12.2012

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. Harsh Parikh
Designation :	Assistant Manager
Contact No.:	91-9821507270

LOCATIONS

Registered Office :	2^nd Floor, N T C House, N M Marg, Ballard Estate, Mumbai 400038, Maharashtra, India, India
Tel. No.:	91-22-22615001/ 2/ 3/ 4
Mob. No.:	91-9821507270 (Mr. Harsh Parikh)
Fax No.:	91-22-22655069/ 22620598
E-Mail :	gillco@gillcot.com trading@gillcot.com lc@gillcot.com logistic@gillcot.com gillco@gillcot.com commodities@gillcot.com
Website :	http://www.gillcot.com
Branch Office :	Located At: · Adoni · Amravati · Ahmedabad · Aurangabad · Bhatinda · Hubli · Indore · Jalgoan · New Delhi

DIRECTORS

Name :	Mr. Jayant Bhogilal Shah
Designation :	Director
Address :	15, Hill Park, A G Bell Marg, Mumbai – 400006, Maharashtra, India
Date of Birth/Age :	18.11.1947
Date of Appointment :	27.02.1990
Name :	Mr. Mohit Dhirajlal Shah
Designation :	Director
Address :	Yazad-E-Khursheed, Ground Floor, Altamount Road, Mumbai – 400026, Maharashtra, India
Date of Birth/Age :	15.09.1974
Date of Appointment :	11.11.1996
Name :	Mr. Rishabh Jayant Shah
Designation :	Additional Director
Address :	15, Hill Park, A G Bell Marg, Mumbai – 400006, Maharashtra, India
Date of Birth/Age :	15.04.1979
Date of Appointment :	02.12.2010

KEY EXECUTIVES

Name :	Mr. Harsh Parikh
Designation :	Assistant Manager

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 30.09.2011

Names of Shareholders	No. of Shares
Peter Rigby	143
William Rigby	142
Kiran Shah	118
Rupa Dhirajlal Shah	1550
Rupa Dhirajlal Shah and Kiran D. Shah	60
Mohit Dhirajlal Shah and Kiran D. Shah	62
Kiran D. Shah and Dhirajlal V. Shah	7
Kiran D. Shah and Rupa Dhirajlal Shah	54
Mohit Dhirajlal Shah and Kiran D. Shah	54
Rupa Dhirajlal Shah and Mohit Dhirajlal Shah	61
Kiran D. Shah and Mohit Dhirajlal Shah	37
Mohit Dhirajlal Shah	4503
Rupa Dhirajlal Shah and Mohit Dhirajlal Shah	37
Kailas C. Daftary	10
Javerben K. Shah	887
Krishnakumari S. Shah	100
Bombay Allied Contractors Private Limited, India	428
Jayant B. Shah and Malti J. Shah	1132
Suresh Bhogilal Shah	205
Laxmibai V. Shah and Dhirajlal V. Shah	2
Suresh Bhogilal Shah and Daksha S. Shah	61
Sudha U. Shah and Udayan V. Shah	1
Devika D. Jaitha and Sudha U. Shah	557
Devika D. Jaitha and Bharti S. Shah	78
Sudha U. Shah and Bharti S. Shah	78
Bharti S. Shah and Devika D. Jaitha	79
Suresh Bhogilal Shah	6
Harish M. Shah and Usha Harish Shah	600
Jayant B. Shah	3396
T. Kannan	1
Rishabh J. Shah	1770
Julie Ramchand Masand	96
Girdharilal Basholal Masand	48
Shamdas bashomal Masand	48
Bharatlal Bashomal Masand	48
Jayakunwari M Shah / Mrs. Jyoti M Ajmera	524
Kusum M Shah / Jaya kunwari Shah	120
Sameer K Shah	319
Jason K Shah	289
Nina K Shah	289
Total	18000

AS ON 30.09.2011

Equity Share Breakup	Percentage of Holding
Category
Foreign holdings [Foreign institutional investors, Foreign Companies, Foreign Financial Institutions, Non-resident Indian or Overseas corporate bodies or others]	1.58
Bodies corporate	2.38
Directors or relatives of directors	72.86
Other top fifty shareholders	23.18
Total	100.00

BUSINESS DETAILS

Line of Business :

Trader and Exporter of Indian Raw Cotton and Other Agricommodities.

GENERAL INFORMATION

Suppliers :	v Louis Dreyfus Commodities India Private Limited
Customers :	v Cargill Cotton, UK
No. of Employees :	50 (Approximately)
Bankers :	· Bank of India, Mumbai, Maharashtra, India · ICICI Bank Limited, Fort, Mumbai, Maharashtra, India · Standard Chartered Bank Limited · Oriental Bank of Commerce
Facilities :	Rs.500.000 Millions – PC and CC (From Bank of India) Rs.300.000 Millions – PCFC and Short term loan and Post Shipment (From ICICI Bank Limited) Rs.1000.000 Millions – PCFC and Short term loan (From Standard Chartered Bank Limited) Rs.662.000 Millions – Rs.2.000 Millions – BC/ Rs.660.000 Millions – PC and CC (From Oriental Bank of Commerce)

Banking Relations :	--
Auditors :
Name :	S. S. Jhunjhunwala and Company Chartered Accountant
Address :	306, Akruti Arcade Opposite, Wadia High School, J. P. Road, Andheri (East), Mumbai – 400053, Maharashtra, India
Associates :	· Gill Financing and Investment Company Private Limited · Bombay Allied Contractors Private Limited · Samjas Finance Private Limited · Zejasmerni Investment Private Limited · Meghji Thobhan and Company · Meghji Thobhan Export and Import Private Limited · Gill Shyam Fiber Private Limited · Gill Shyam Cotex Private Limited

CAPITAL STRUCTURE

AS ON 30.09.2011

Authorised Capital :

No. of Shares	Type	Value	Amount
18000	Equity Shares	Rs. 500/- each	Rs.9.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
18000	Equity Shares	Rs. 500/- each	Rs.9.000 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		9.000	9.000	6.000
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		449.009	437.919	370.098
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		458.009	446.919	376.098
LOAN FUNDS
1] Secured Loans		342.302	293.172	1530.082
2] Unsecured Loans				92.280
TOTAL BORROWING		342.302	293.172	1622.362
DEFERRED TAX LIABILITIES		0.000	0.000	0.000
TOTAL		800.311	740.091	1998.460
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		116.549	124.983	133.565
Capital work-in-progress		0.000	0.000	0.000
INVESTMENT		10.674	15.043	20.288
DEFERREX TAX ASSETS		2.167	1.836	1.510
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	337.349	578.137	677.436
	Sundry Debtors	62.647	56.296	1004.378
	Cash & Bank Balances	79.390	37.550	16.531
	Other Current Assets	78.400	29.305	0.000
	Loans & Advances	298.600	206.867	510.950
Total Current Assets		856.386	908.155	2209.295
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	111.571	197.722	118.758
	Other Current Liabilities	69.674	108.372	135.103
	Provisions	4.220	3.832	112.337
Total Current Liabilities		185.465	309.926	366.198
Net Current Assets		670.921	598.229	1843.097
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		800.311	740.091	1998.460

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2012	31.03.2011	31.03.2010
	SALES
		Income	7404.035	5394.053	9355.681
		Other Income	13.096	20.091	36.566
		TOTAL (A)	7417.131	5414.144	9392.247
Less	EXPENSES
		Purchase of Stock in Trade	6616.080	4583.087	9284.460
		Changes in Inventories of finished goods, stock in process and stock in trade	240.788	99.299
		Employees Benefits Expense	47.182	66.783
		Other Expenses	391.752	461.610
		TOTAL (B)	7295.802	5210.779	9284.460
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		121.329	203.365	107.787
Less	FINANCIAL EXPENSES (D)		81.311	79.789	46.246
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		40.018	123.576	61.541
Less/ Add	DEPRECIATION/ AMORTISATION (F)		14.182	15.446	16.010
	PROFIT BEFORE TAX (E-F) (G)		25.836	108.130	45.531
Less	TAX (H)		10.562	46.421	8.332
	PROFIT AFTER TAX (G-H) (I)		15.274	61.709	37.199
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		363.564	310.943	278.863
Less	APPROPRIATIONS
		Transfer to General Reserve	NA	6.200	3.720
		Dividend	NA	2.485	1.200
		Tax on Dividend	NA	0.403	0.199
	BALANCE CARRIED TO THE B/S		NA	363.564	310.943
	EARNINGS IN FOREIGN CURRENCY
		FOB Value of Cotton Export	NA	NA	7379.048
	TOTAL EARNINGS		NA	NA	7379.048
	IMPORTS VALUE		NA	NA	24.078
	Earnings Per Share (Rs.)		1430.00	4937.00	2066.00

Expected Sales (2012-2013): Rs. 7500.000 Millions

The above information has been parted by Mr. Harsh Parikh (Assistant Manager)

KEY RATIOS

PARTICULARS		31.03.2012	31.03.2011	31.03.2010
PAT / Total Income	(%)	0.21	1.14	0.40
Net Profit Margin (PBT/Sales)	(%)	0.35	2.00	0.49
Return on Total Assets (PBT/Total Assets}	(%)	2.66	10.47	1.94
Return on Investment (ROI) (PBT/Net worth)		0.06	0.24	0.12
Debt Equity Ratio (Total Liability/Net worth)		1.15	1.35	5.29
Current Ratio (Current Asset/Current Liability)		4.62	2.93	6.03

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	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	Yes
15]	Capital in the business	Yes
16]	Details of sister concerns	Yes
17]	Major suppliers	Yes
18]	Major customers	Yes
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	Yes

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.54.44
UK Pound	1	Rs.83.78
Euro	1	Rs.71.33

INFORMATION DETAILS

Report Prepared by :

NIT

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	7
PAID-UP CAPITAL	1~10	4
OPERATING SCALE	1~10	6
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	6
--PROFITABILIRY	1~10	3
--LIQUIDITY	1~10	4
--LEVERAGE	1~10	4
--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	NO
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
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.