MIRA INFORM REPORT

Report Date :

24.04.2013

IDENTIFICATION DETAILS

Name :	GUJARAT AMBUJA EXPORTS LIMITED
Registered Office :	Ambuja Tower, Opposite Memnagar Fire Station, Navrangpura, Post Navjivan, Ahmedabad – 380014, Gujarat
Country :	India
Financials (as on) :	31.03.2012
Date of Incorporation :	21.08.1991
Com. Reg. No.:	04-016151
Capital Investment / Paid-up Capital :	Rs. 276.700 millions
CIN No.: [Company Identification No.]	L15140GJ1991PLC016151
TAN No.: [Tax Deduction & Collection Account No.]	AHMG00194F
PAN No.: [Permanent Account No.]	AAACG3980A
Legal Form :	A Public Limited Liability company. The company’s Share are Listed on the Stock Exchange.
Line of Business :	Manufacturer, Exporter and Importer of Agriculture Products like Soyabean, Maize, Cotton Yarn etc
No. of Employees :	3184 (approximately)

RATING & COMMENTS

MIRA’s Rating :

Ba (54)

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

Maximum Credit Limit :	USD 22200000
Status :	Good
Payment Behaviour :	Regular
Litigation :	Exist
Comments :	Subject is a well established company having good track record. These appear sharp dip in the profitability recorded by the company. However, Fundamental seems healthy and strong. Trade relations are reported to be fair. Business is active. Payment are reported to be regular and as per commitment. The company can be considered for business dealing 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.

EXTERNAL AGENCY RATING

Rating Agency Name	CRISIL
Rating	A (Cash Credit)
Rating Explanation	Having adequate degree of safety regarding timely servicing of financial obligation it carry low credit risk
Date	05.01.2012

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 DECLINED

MANAGEMENT NON CO-OPERATIVE (Tel. No.: 97-79-26423316 / Mobile No.: 91-9725604004)

LOCATIONS

Registered Office :	Ambuja Tower, Opposite Memnagar Fire Station, Navrangpura, Post Navjivan, Ahmedabad – 380014, Gujarat, India
Tel. No.:	91-79-26423316/ 26405535
Fax No.:	91-79-26423079
E-Mail :	info@ambujagroup.com exports@ambujagroup.com
Website :	http://www.ambujagroup.com http://www.ambujaglobal.com
PLANTS
Address:	Cotton Spinning Division Village Dalpur, District Sabarkantha, Gujarat, India
Address:	Bio-Chemical Division (Maize Processing) Village Dalpur, District Sabarkantha,Gujarat, India
Address:	Edible Oil Refineries and Vanaspati Ghee Unit Kadi, District Mehsana,Gujarat, India
Address:	Solvent Extraction Unit-I Nani Kadi, District Mehsana, Gujarat, India
Address:	Solvent Extraction Unit-II Kadi, District Mehsana, Gujarat, India
Address:	Solvent Extraction Unit-III Kadi, District Mehsana, Gujarat, India
Address:	Solvent Extraction Unit-IV Pithampur, District Dhar, Madhya Pradesh, India
Address:	Solvent Extraction Unit- V N.H. No.6, Akola-Balapur Road,Village Kanheri, Gawali, Taluka Balapur, District Akola, Maharashtra, India
Address:	Solvent Extraction Unit VI District Mandsour, Madhya Pradesh, India
Address:	Wheat Processing Unit Kadi, District Mehsana, Gujarat, India
Address:	Cattle Feed Unit Kadi, District Mehsana, Gujarat, India
Address:	Wheat Processing Unit Pithampur, District Dhar Madhya Pradesh, India
Address:	Maize Processing Unit Plot C-50, ELDECO, SIDCUL Industrial Park, Sitarganj, District Udham Singh Nagar, Uttarakhand, India
Units :	Wind Mills (Gujarat) · B-87, R S No. 471 /P, Village Lamba, Taluka Kalyanpur, District Jamnagar, Gujarat, India · WTG No. 1, Machine No.1, Survey No. 400, Village Kuranga, Taluka Dwarka, District Jamnagar, Gujarat, India · WTG No. 2, Machine No.2 Survey No. 400, Village Kuranga, Taluka Dwarka, District Jamnagar, Gujarat, India · WTG No. 3, Machine No. 6 – Survey No. 400, Village Kuranga, Taluka Dwarka, District Jamnagar, Gujarat, India · Survey No.213/2, Village: Satapar, Tal: Kalyanpur, District Jamnagar, Gujarat, India · WTG No.1, V-4, Survey No. 43/1/P Village: Moti Sindhodi, Taluka: Abdasa, District Kutch, Gujarat, India · WTG No.2, V-7, Survey No. 36/2/P Village: Moti Sindhodi, Taluka: Abdasa, District Kutch, Gujarat, India · Survey No. 115/P, Village Mindiyali, Taluka : Anjar, District Kutch, Gujarat, India
Branch Office:	Located at: · Mumbai · New Delhi · Indore · Akola · Vietnam

DIRECTORS

As on 31.03.2012

Name :	Mr. Vijay Kumar Gupta
Designation :	Chairman and Managing Director
Address :	8, Pratima Society, Near Dada Sahebna Pagla, Navrangpura, Ahmedabad – 380009, Gujarat, Indias
Qualification :	B.Ds
Date of Appointment :	18.04.1988
Name :	Mr. Manish V. Gupta
Designation :	Managing Director
Address :	8, Pratima Society, Near Dada Sahebna Pagla, Navrangpura, Ahmedabad – 380009, Gujarat, India
Qualification :	B.Com
Date of Appointment :	28.12.1998
Name :	Mr. Mohit V. Gupta
Designation :	Joint Managing Director
Address :	8, Pratima Society, Near Dada Sahebna Pagla, Navrangpura, Ahmedabad – 380009, Gujarat, India
Date of Birth/Age :	20.11.1981
Qualification :	B. Com., Diploma in IBM, HRM, FBM and Diploma in computer Information Systems
Name :	Mr. Sandeep N. Agrawal,
Designation :	Whole Time Director
Date of Birth/Age :	12.12.1971
Qualification :	B. Com. [Hons], MBA
Name :	Mrs. Sulochana V. Gupta
Designation :	Director
Address :	8, Pratima Society, Near Dada Sahebna Pagla, Navrangpura, Ahmedabad – 380009, Gujarat, India
Date of Birth/Age :	01.11.1953
Qualification :	Under Graduate
Name :	Mr. Sudhin B. Choksey
Designation :	Director
Name :	Mr. Chaitan M. Maniar
Designation :	Director
Address :	Garden House, Dadyseth, 2^nd cross Lane, Chowpatty Bandstand, Mumbai – 400007, Maharashtra, India
Date of Birth/Age :	04.12.1935
Qualification :	B. Com. LLB, MA
Name :	Mr. Prakash G. Ramrakhiani
Designation :	Director
Address :	Block No. 154, Sector – 8, Gandhinagar – 382008, Gujarat, India
Date of Birth/Age :	25.11.1940
Qualification :	B.A. [Hons], M.A. [Eco], IAS
Name :	Mr. Ashok C. Gandhi
Designation :	Director
Address :	2, Prabhat Society, Paldi, Ahmedabad – 380007, Gujarat, India
Date of Birth/Age :	04.12.1939
Qualification :	B. Com. LLB
Name :	Mr. Rohit J. Patel
Designation :	Director
Address :	22.02.1946
Date of Birth/Age :	7, Anand park Society, Near Naranpura Bus Stand, Nanarnpura, Ahmedabad – 380013, Gujarat, India
Qualification :	B. E. [Electrical]

KEY EXECUTIVES

Name :	Mr. N. Giridhar
Designation :	Chief Financial Officer
Name :	Mr. Manan C. Bhavsar
Designation :	Company Secretary

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 31.03.2013

Category of Shareholder	No. of Shares	Percentage of Holding
(A) Shareholding of Promoter and Promoter Group
(1) Indian
Individuals / Hindu Undivided Family	94701205	68.45
Sub Total	94701205	68.45
(2) Foreign
Total shareholding of Promoter and Promoter Group (A)	94701205	68.45
(B) Public Shareholding
(1) Institutions
Mutual Funds / UTI	2644085	1.91
Financial Institutions / Banks	11450	0.01
Foreign Institutional Investors	2710	0.00
Sub Total	2658245	1.92
(2) Non-Institutions
Bodies Corporate	2958101	2.14
Individuals
Individual shareholders holding nominal share capital up to Rs. 0.100 million	34632999	25.03
Individual shareholders holding nominal share capital in excess of Rs. 0.100 million	3387650	2.45
Any Others (Specify)	13675	0.01
Directors & their Relatives & Friends	2500	0.00
Trusts	11175	0.01
Sub Total	40992425	29.63
Total Public shareholding (B)	43650670	31.55
Total (A)+(B)	138351875	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)	138351875	0.00

Shareholding of securities (including shares, warrants, convertible securities) of persons belonging to the category Promoter and Promoter Group

Name of Shareholder	No. of Shares	Percentage of Holding
Vijaykumar Gupta	3,90,23,083	28.21
Manish Gupta	3,70,25,348	26.76
Mohit Gupta	90,17,095	6.52
Sulochana Gupta	44,85,385	3.24
Shilpa Gupta	51,50,294	3.72
Total	9,47,01,205	68.45

Shareholding of securities (including shares, warrants, convertible securities) of persons belonging to the category Public and holding more than 1% of the total number of shares

Name of Shareholder	No. of Shares	Percentage of Holding
HSBC Midcap Equity Fund	1429605	1.03
Total	1429605	1.03

BUSINESS DETAILS

Line of Business :

Manufacturer, Exporter and Importer of Agriculture Products like Soyabean, Maize, Cotton Yarn, etc.

Products as on:

Item Code No.(ITC Code)	Products Depreciation
150790.10	Refined Soyabean Oil
110812.00	Maize Starch
110100.00	Wheat Flour
520523.10	Cotton Yarn

GENERAL INFORMATION

No. of Employees :

3184 (approximately)

Bankers :

· Bank of India

· Punjab National Bank

· Union Bank of India

· HDFC Bank Limited

· State Bank of Mysore

· Yes Bank Limited

Facilities :

Secured Loan	31.03.2012 (Rs. in Millions)	31.03.2011 (Rs. in Millions)
From Banks - TUF Scheme	26.100	36.900
From Indian Renewable Energy Development Agency, New Delhi	0.000	1.600
Working Capital Facilities from Banks Payable on demand	3311.000	2226.100
Short Term Loan From Banks	252.300	0.000
Total	3589.400	2264.600

Note:

Working Capital and Short term loan from banks is secured by a hypothecation of current assets and certain tangible movable plant and machinery and joint equitable mortgage of certain immovable fixed assets of the Company, personal guarantee of three promoter directors and lien on certain fixed deposits of the company.

Banking Relations :	--
Auditors :
Name :	M/s. Kantilal Patel and Company (A member firm of Polaris International, USA). Chartered Accountants
Address :	2^nd Floor, Paritosh Building, Usmanpura, Ahmedabad – 380013, Gujarat, India
Tel. No.:	91-79-27551333 / 27552333
Fax No.:	91-79-27550538
E-Mail :	services@kpcindia.com
Wholly Owned Subsidiary:	Gujarat Ambuja International Pte.Limited, Singapore
Associates/ Subsidiaries:	Jay Infrastructure and Properties Private Limited

CAPITAL STRUCTURE

As on 31.03.2012

Authorised Capital :

No. of Shares	Type	Value	Amount
250000000	Equity Shares	Rs.2/- each	Rs.500.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
138351875	Equity Shares	Rs.2/- each	Rs.276.700 Millions

a. Reconciliation of the Shares Outstanding at the Beginning and at the end of the Reporting Period Equity Shares

	31.03.2012
	Nos. Share	Amount
At the beginning of the period	138351875	276.700
Outstanding at the end of the period.	138351875	276.700

b. Terms/rights attached to Equity Shares

i) The company has only one class of equity shares carrying par value of ` 2 per share, carrying equal rights as to

dividend, voting and in all other respects.

ii) During the year ended 31 March 2012, the amount of per share dividend recognized as distributions to

equity shareholders was Rs.0.60 (31 March 2011: Rs.0.60).

c. During the period of five years from 01.04.2006 to 31.03.2012, in the year 2007-08 company bought back 9,66,615 equity shares out of 13,93,18,490 equity shares as per the Board resolution passed by the company at its Board Meeting held on 16^th January 2007

d. Details of shareholders holding more than 5% shares in the company.

	31.03.2012
	No.Shares Held	% Holding in the class
Equity shares of Rs.2 each fully paid
Name of the Shareholder
Mr.Vijay Kumar Gupta	39023083	28.206
Mr.Manish V Gupta	34236594	24.746
Mr.Mohit V Gupta	9017095	6.517

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		276.700	276.700	276.700
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		5271.000	4787.100	3925.700
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		5547.700	5063.800	4202.400
LOAN FUNDS
1] Secured Loans		3589.400	2264.600	1781.800
2] Unsecured Loans		0.000	0.000	8.500
TOTAL BORROWING		3589.400	2264.600	1790.300
DEFERRED TAX LIABILITIES		493.200	492.100	502.400
TOTAL		9630.300	7820.500	6495.100
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		2889.000	2985.900	2970.600
Capital work-in-progress		1690.600	452.200	139.900
INVESTMENT		443.500	783.000	408.000
DEFERRED TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	3711.000	3646.200	2609.500
	Sundry Debtors	1730.900	1148.700	726.100
	Cash & Bank Balances	224.000	173.000	281.600
	Other Current Assets	61.000	90.400	81.800
	Loans & Advances	638.800	665.900	470.200
Total Current Assets		6365.700	5724.200	4169.200
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	1378.500	1706.500	828.900
	Other Current Liabilities	351.900	263.500	296.300
	Provisions	28.100	154.800	67.400
Total Current Liabilities		1758.500	2124.800	1192.600
Net Current Assets		4607.200	3599.400	2976.600
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		9630.300	7820.500	6495.100

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2012	31.03.2011	31.03.2010
	SALES
		Income	21140.900	19409.000	14085.100
		Other Income	55.100	168.500	61.300
		TOTAL	21196.000	19577.500	14146.400
Less	EXPENSES
		Cost of Materials Consumed	14290.100	12594.400	12971.400
		Purchase of Traded Goods	2587.900	3892.100
		(Increase)/ Decrease in Inventories of Finished Goods, Work-in-Progress and Traded Goods	232.800	(1172.400)
		Employee Benefits Expense	471.800	510.400
		Other Expenses	2500.700	2185.800
		TOTAL	20083.300	18010.300	12971.400
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION		1112.700	1567.200	1175.000
Less	FINANCIAL EXPENSES		208.900	125.500	87.400
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION		903.800	1441.700	1087.600
Less/ Add	DEPRECIATION/ AMORTISATION		298.600	292.300	279.100
	PROFIT BEFORE TAX		605.200	1149.400	808.500
Add	PRIOR PERIOD ITEMS		0.000	0.000	0.200
Add	EXCESS PROVISION OF DEPRECIATION FOR PREVIOUS YEARS WRITTEN BACK		0.000	41.900	91.500
Less	TAX		114.400	253.800	300.900
Add	EXCESS PROVISION OF TAX FOR EARLIER YEARS WRITTEN BACK		6.200	3.500	0.900
	PROFIT AFTER TAX		497.000	941.000	600.200
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		3141.200	2397.000	1907.000
Less	APPROPRIATIONS
		Transfer to General Reserve	55.000	100.000	45.500
		Dividend	83.000	83.000	55.300
		Tax on Dividend	13.500	13.800	9.400
	BALANCE CARRIED TO THE B/S		3486.700	3141.200	2397.000
	EARNINGS IN FOREIGN CURRENCY		5384.827	5472.393	4129.226
	IMPORTS
		Stores & Components	6.800	12.600	19.700
		Capital Goods	234.600	55.400	15.000
		Raw material and Trading Goods	2556.400	3128.900	2738.200
	TOTAL IMPORTS		2797.800	380.900	2772.900
	Earnings Per Share (Rs.)		3.60	6.80	4.34

QUARTERLY RESULTS

PARTICULARS	30.06.2012	30.09.2012	31.12.2012
Type	1^st Quarter	2^nd Quarter	3^rd Quarter
Net Sales	5558.640	6190.130	10347.100
Total Expenditure	5076.990	5884.790	9744.900
PBIDT (Excl OI)	481.650	305.340	602.200
Other Income	9.830	216.300	18.000
Operating Profit	491.480	521.640	620.200
Interest	60.590	42.340	61.700
Exceptional Items	0.000	0.000	0.000
PBDT	430.890	479.300	558.500
Depreciation	81.580	81.560	89.400
Profit Before Tax	349.310	397.730	469.100
Tax	82.190	98.640	122.100
Provisions and contingencies	0.000	0.000	0.000
Profit After Tax	267.120	299.090	346.900
Extraordinary Items	0.000	0.000	0.000
Prior Period Expenses	0.000	0.000	0.000
Other Adjustments	0.000	0.000	0.000
Net Profit	267.120	299.090	346.900

KEY RATIOS

PARTICULARS		31.03.2012	31.03.2011	31.03.2010
PAT / Total Income	(%)	2.34	4.81	4.24
Net Profit Margin (PBT/Sales)	(%)	2.86	5.92	5.74
Return on Total Assets (PBT/Total Assets}	(%)	6.54	13.20	11.32
Return on Investment (ROI) (PBT/Networth)		0.11	0.23	0.19
Debt Equity Ratio (Total Debt/Networth)		0.65	0.45	0.43
Current Ratio (Current Asset/Current Liability)		3.62	2.69	3.50

LOCAL AGENCY FURTHER INFORMATION

SUNDRY CREDITORS DETAILS:

Particulars	31.03.2012	31.03.2011	31.03.2010
	(Rs. In Millions)
Trade payables	1376.300	1704.00	828.900
Micro, Small & Medium Enterprises	2.200	2.500
Total	1378.500	1706.500	828.900

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	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	Yes
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	No
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

LITIGATION DETAILS:

HIGH COURT OF GUJARAT TAX APPEAL No. 86 of 2013 (GROUP 00085-00090)
Status: PENDING CCIN No: 001092201300086 Next Listing Date: 29/04/2013 Coram: HONOURABLE MR. JUSTICE VIJAY MANOHAR HONOURABLE MS JUSTICE SONIA GOKANI
S.NO.	Name of the Petitioner				Advocate On Record
1	COMMISSIONER OF INCOME TAX II				MRS MAUNA M BHATT for: Appellant(s) 1
S.NO.	Name of the Respondant				Advocate On Record
1	GUJARAT AMBUJA EXPORTS LIMITED
Presented On : 07/01/2013 Registered On : 19/01/2013 Bench Category : DIVISION BENCH District : AHMEDABAD Case Originated From: THROUGH ADVOCATE Listed : 4 times Stage Name : FOR ADMISSION COMPANY MATTERS BOARD NO.I Classification - DB - OJ - TAX APPEAL - INCOME TAX ACT, 1961 - APPEAL TO HIGH COURT - U/S 260 OF IT ACT - LONG TERM CAPITAL GAIN - U/S 54EA Act - INCOME-TAX ACT, 1961
Office Details
S. No	Filing Date	Document Name		Advocate Name			Court Fee on Document	Document Details
1	07/01/2013	CERTIFIED COPY		MRS MAUNA M BHATT ADVOCATE for PETITIONER(s) 1			6	MRS MAUNA M BHATT:1
2	07/01/2013	MEMO OF APPEAL/PETITION/SUIT		MRS MAUNA M BHATT ADVOCATE for PETITIONER(s) 1			20	MRS MAUNA M BHATT:1
Court Proceedings
S. No.	Notified Date	Court Code	Board Sr. No.			Stage	Action	Coram
1	04/04/2013	7	55			FOR ADMISSION COMPANY MATTERS BOARD NO.I	NEXT DATE	· HONOURABLE MR.JUSTICE AKIL KURESHI · HONOURABLE MS JUSTICE SONIA GOKANI

HIGH COURT OF GUJARAT TAX APPEAL No. 1153 of 2007

Status: PENDING (Converted from: ST/2232/2007) CCIN No: 001092200701153 Last Listing Date: 20/09/2007 Coram: HONOURABLE THE CHIEF JUSTICE Y.R.MEENA HONOURABLE SMT. JUSTICE ABHILASHA KUMARI

S.NO.

Name of the Petitioner

Advocate On Record

1

COMMISSIONER OF INCOME TAX

MRS MAUNA M BHATT for: Appellant(s) 1

S.NO.

Name of the Respondant

Advocate On Record

1

GUJARAT AMBUJA EXPORTS LIMITED

MRS SWATI SOPARKAR for :Opponent(s) 1

Presented On : 23/07/2007 Registered On : 23/07/2007 Bench Category : DIVISION BENCH District : AHMEDABAD Case Originated From: THROUGH ADVOCATE Listed : 1 times Stage Name : FOR FINAL HEARING - TAX MATTERS Act - TAXATION LAWS (CONTINUATION AND VALIDATION OF RECOVERY PROCEEDINGS) ACT, 1964

Office Details

S. No

Filing Date

Document Name

Advocate Name

Court Fee on Document

Document Details

1

15/08/2007

VAKALATNAMA

MRS SWATI SOPARKAR ADVOCATE for RESPONDENT(s) 1

-

MRS SWATI SOPARKAR:1

2

12/11/2008

APPEARANCE NOTE

MRS MAUNA M BHATT ADVOCATE for PETITIONER(s) 1

-

MRS MAUNA M BHATT:1

Court Proceedings

S. No.

Notified Date

Court Code

Board Sr. No.

Stage

Action

Coram

1

20/09/2007

1

-

FOR FINAL HEARING - TAX MATTERS

RULE/ADMIT

HONOURABLE THE CHIEF JUSTICE Y.R.MEENA HONOURABLE SMT. JUSTICE ABHILASHA KUMARI

Available Orders

S.No.

Case Details

Judge Name

Order Date

CAV

Judgement

View

Download

1

TAX APPEAL/1153/2007

HONOURABLE THE CHIEF JUSTICE Y.R.MEENA HONOURABLE MR.JUSTICE AKIL KURESHI

20/09/2007

N

N

View

Download

Certified Copy

S.No.

Applicant Name

Application Type

Application Date

UOL Number

Order Date

Notify Date

Delivery Date

Status

Nature of Document

1

MR MANISH R BHATT

ORDINARY

21/09/2007

O/47563/2007

20/09/2007

15/10/2007

17/10/2007

Delivered

-

BUSINESS OPERATIONS

A. Operational Performance

The Company recorded a turnover of Rs.21140.000 Millions as compared to Rs.19410.000 Millions during the previous financial year registering growth of more than 8.9 % compared to previous financial year. The export sales was more or less at the same level. Export sales (F.O.B. Value) for the year 2011-12 was Rs.5603.800 Millions as compared to Rs.5568.000 Millions for the year 2010-11. The various profit parameters were marginally down due to various factors. However, the Company has been able to maintain it at a decent level at the end of the year. The Company achieved Earning before Interest, Depreciation and Tax (EBIDTA) of Rs.1112.700 Millions for the year 2011-12 against that of Rs.1567.200 Millions for the year 2010-11. The Cash Profit, Profit after tax and EPS for the year remained Rs.903.800 Millions, Rs.497.000 Millions and Rs.3.60 per share respectively.

B. Capital Projects for the year 2011-12

During the year, the Company has completed the project to produce high value added derivatives i.e. Dextrose Anhydrate for both its corn processing units. Apart from these, the Company has also carried out modernization and improvements at all of its solvent extraction and refining projects. Inspired from the success of its maiden renewable energy forward integration projects of generating power from bio gas, the Company has also decided to put one more such forward integration project at both the corn processing units. The projects are expected to start functioning commercially by the end of first quarter. Apart from these, the lignite based power generation project has also been put in place and started functioning from April 2012. The Company also has substantial amount of capital WIP at the end of FY 2011-12. The major portion of it is for new state of art 750 TPD corn processing unit in the state of Karnataka. This project is also expected to function commercially by second quarter of current F.Y. The Board of Directors is proud to inform that the Company is ploughing back the retained earnings for the future growth.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

CAUTIONARY STATEMENT

Statements on the Management Discussion and Analysis and current year’s outlook are management’s perception at the time of drawing this report. Actual results may be materially different from those expressed in the statement. Important factors that could influence the Company’s operations includes demand and supply conditions, availability of inputs and their prices both domestic and global, changes in government regulations, tax laws, economic developments within the country and other factors such as litigation and industrial relations.

GLOBAL BUSINESS ENVIRONMENT

The overall global economic environment have faced merry- go- round situation in the last financial year. The last financial year has seen good and bad face of global business environment. As noted in the last year report, the first quarter was subdued on account of natural tragedy in Japan. The crisis in EU countries added further woes in the global economic scenario during the year. The result of it have seen the various economic fundamentals at its high and its low. The negative sentiments are still alive at least for EU countries, with marginal recovery in US and other economic majors. However, the situation on global business front would not as bad as it was in last Financial Year. The present turmoil is more of emotional reaction as the countries affected are having negligible say in global business.

INDIAN ECONOMY and INDUSTRY and SCENARIO

The impact of global turmoil on Indian economy has also been felt during the last financial year. The impact however was more due to lack of political will to address the requirement to correct the business related gravity rather than the impact of global turmoil. The lack of political will resulted in huge volatility in commodities, currency, investment in India and domestic inflation. The sentiments for Indian economy are still negative largely due to political will.

INDUSTRY STRUCTURE and DEVELOPMENTS and COMPANY’S PERFORMANCE

The Company is engaged in various agro based products with corn processing as its core operational area. Historically the core operation area of the Company was solvent extraction activity; however looking to the potential of growth in corn processing activity the Company has adopted this segment as its core activity segment. The Company is hopeful that this decision would give strength to its position. During the last Financial Year, the topline has increased by 8%. However there is marginal reduction in the profitability parameters, due to loss in Cotton Yarn segment. The Company is engaged in manufacturing and exports of various agro based “products”. The Company has also investment and contribution in environment friendly power generation through windmills and non conventional source of energy. The core activity of the company has gradually been shifted from oil seed extraction to corn processing activities over a period of last few years. The Company has acquired sufficient expertise in this segment and looking to the growth potential of this segment, the Company is putting one more corn processing plant. This would eventually replace this segment as the core segment instead of agro processing segment.

SEGMENT WISE PERFORMANCE

The Company’s presence is in the segments of Agro Processing, Cotton Yarn, Maize processing and Windmills Power generation.

AGRO PROCESSING SEGMENT

The performance of this segment has improved significantly. The parity in respect of main product deoiled cake was at decent level compared to last Financial Year. The crop of oil seed was good; the volatility in the prices was also under check during the majority part of the year. Apart from this, the USD/INR Exchange rate also gave additional margins during the season. The refining activity also was more or less in line with the solvent extraction activity. Revenue from this Segment increased from Rs.13112.500 Millions to Rs.14338.900 Millions registering growth of 9.35 % as compared to previous financial year. Earning before interest and tax increased from Rs.483.100 Millions to Rs.611.700 Millions registering growth of 26.62 % as compared to previous financial year.

COTTON YARN SEGMENT

The performance in this segment is largely due to unprecedented volatility in both cotton and yarn prices. The performance of cotton yarn segment has not been up to the mark during the year due to many adverse factors. The ban of cotton yarn export which was imposed in end 2010 has its impact on profitability in current financial year. The segment has huge carried forward finished goods in 2011-12, which was produced during high price of cotton during the last quarter of 2010-11. This ultimately resulted in high value of stock which sold in the current financial year during the decontrolled export of cotton yarn.

Apart from this, segment also continued to operate the FO based captive power plant which resulted in continued high power and fuel cost.

The present situation in this segment has now been stabilized. The price of raw material and finished goods are at realistic level. We have also started operating lignite based power plant in April, 2012 which would result in reduction in power cost significantly. We hope that this segment would generate profit and contribute positively in this Financial Year. Revenue from this Segment increased from Rs.2073.800 Millions to Rs.2201.500 Millions registering growth of 6.16 % as compared to previous financial year.

MAIZE PROCESSING SEGMENT

The Corn Processing Segment has performed with more stability than the two other major segments. The topline has increased by about 10%. The returns for these segments are now at realistic level of around 15 % to 18 %, which was at 22% to 20% during last year.

The various returns of this segment are lower compared to last financial year. However, the last financial year was an abnormal year in respect to returns for this segment due to high sugar price which resulted in abnormal return for the sugar substitute Corn Starch Derivatives. With the stability in sugar price, the returns on such Derivatives have also been corrected at realistic level of about 15%.

The Company has added Dextrose Anhydrate under their Derivative product which has application in Pharmaceutical Industries and decent return of around 30%. Apart from this, the Company is also adding Sorbitol production line at the Uttaranchal unit. The commercial production of new corn processing unit at Karnataka is expected by second quarter of 2012-13. These would help the Company to further improve the performance of its core segment for both in top as well as in bottom line. Revenue from this Segment increased from Rs.3999.000 Millions to Rs.4387.900 Millions registering growth of 9.72 % as compared to previous financial year.

WIND MILLS DIVISION AND CONTRIBUTION TO RENEWABLE ENERGY

The Company has presence in environment friendly renewable energy and has total investment in 8 wind turbines with total capacity of 8.45 MW. Over all performance of all wind turbines during the F.Y. 2011-12 was satisfactory and the same has contributed to reduction in power cost for both agro processing and maize processing divisions.

FINANCIAL PERFORMANCE WITH RESPECT TO OPERATIONAL PERFORMANCE and OVER ALL ANALYSIS

The performance during the last financial year as a whole is satisfactory considering the decent topline under present economic scenario.

OUTLOOK FOR THE YEAR 2012-13

In the financial year 2011-12, the performance of various segments of the company was satisfactory. The Company is also setting up new state of art plant for maize processing, derivatives and other value added products in the state of Karnataka. The total capital outlay for this project is estimated at around Rs.1500.000 Millions. The commercial production from the said plant is expected to start by second quarter of current F.Y. This new project will help the maize processing division to gain more market share and will help the Company by improving overall financial performance.

STATEMENT OF STANDALONE UNAUDITED FINANCIAL RESULTS FOR THE QUARTER & NINE MONTHS ENDED 31ST DECEMBER, 2012

(Rs. in Millions)

Sr. No.	Particulars	Quarter ended 31.12.2012 (Unaudited)	Quarter ended 30.09.2012 (Unaudited)	Nine Months Ended 31.12.2012 (Unaudited)
1	Income From Operations a) Net Sales / Income from operations (Net of Excise Duty) b) Other Operating Income	10282.559 64.551	6177.620 12.508	21987.299 100.658
	Total Income from Operations (Net)	10347.110	6190.129	22087.957
2	Expenses: a) Cost of materials consumed b) Purchases of stock-in-trade c) Changes in inventories of finished goods, work in progress and stock-in-trade d) Employee benefits expense e) Depreciation and amortisation expense f) Exchange Fluctuation (Gain) / Loss h) Other Expenditure	8519.322 876.355 (770.392) 178.726 89.425 115.274 825.637	2427.080 1507.202 1242.238 151.220 81.562 (188.547) 557.052	14808.662 3534.379 (278.987) 472.699 252.561 97.979 1875.509
	Total Expenses	9834.347	5777.807	20762.802
3	Profit / (-Loss) from Operations before Other Income, Finance costs and Exceptional Items (1-2)	512.763	412.322	1325.155
4	Other Income	18.014	27.747	55.591
5	Profit / (-Loss) from Ordinary Activities before Finance Cost & Exceptional Items (3+4)	530.777	440.069	1380.746
6	Finance costs	61.722	42.340	164.651
7	Profit / (-Loss) from Ordinary Activities after finance costs but before Exceptional Items (5-6)	469.055	397.729	1216.095
8	Exceptional Items	0.000	0.000	0.000
9	Profit (+)/ Loss (-) from Ordinary Activities before Tax (7+8)	469.055	397.729	1216.095
10	Tax expenses
	:Current tax	74.091	96.274	251.468
	:Add: MAT Credit Entitlement	0.000	0.000	0.000
	:Deffered tax	48.047	2.367	51.498
	:(Excess)/ Short Provision of tax of earlier years	0.000	0.000	0.000
11	Net Profit (+)/ Loss(-) from Ordinary Activities after Tax (9±10)	346.917	299.088	913.129
12	Extra Ordinary Items (net of Tax Expenses)	0.000	0.000	0.000
13	Net Profit (+) / Loss (-) for the period (11±12)	346.917	299.088	913.129
14	Paid-up Equity Share Capital (Face Value of Re.2/- each)	276.704	276.704	276.704
15	Reserve excluding Revaluation Reserves	--	--	--
16	Earning per Share (EPS) [Not annualised] Basic and diluted EPS before Extraordinary items (of Rs. 2/- each) Basic and diluted EPS after Extraordinary items (of Rs. 2/- each)	2.51 2.51	2.16 2.16	6.60 6.60
	PART II
A.	PARTICULARS OF SHAREHOLDINGS
1	Public Shareholding
	Number of shares	43650670	43650670	43650670
	Percentage of shareholding	31.55%	31.55%	31.55%
2	Promoters and promotor group shareholding a) Pledged/Encumbered -Number of Shares -Percentage of shares (as a % of the total shareholding of promoter and promoter group) -Percentage of shares (as a % of the total share capital of the company) b) Non-encumbered -Number of Shares -Percentage of shares (as a % of the total shareholding of promoter and promoter group) -Percentage of shares (as a % of the total share capital of the company)	0 0.00% 0.00% 94701205 100.00% 68.45%	0 0.00% 0.00% 94701205 100.00% 68.45%	0 0.00% 0.00% 94701205 100.00% 68.45%

B. INVESTOR COMPLAINTS FOR THE QUARTER ENDED DECEMBER 31, 2012

Particulars		Quarter Ended 31.12.2012
	INVESTOR COMPLAINTS Pending at the beginning of the quarter Received during the quarter Disposed of during the quarter Remaining unresolved at the end of the quarter	- 6 6 -

SEGMENTWISE REVENUE, RESULTS & CAPITAL EMPLOYED FOR THE QUARTER & NINE MONTHS ENDED 31ST DECEMBER, 2012

(Rs. in Millions)

Particulars	Quarter ended 31.12.2012 (Unaudited)	Quarter ended 30.09.2012 (Unaudited)	Nine Months Ended 31.12.2012 (Unaudited)
(Net Sales/Income from each Segment)
1) Segment Revenue
(a) Cotton Yarn Division	601.650	521.278	1603.342
(b) Maize Processing Division	1320.916	1364.118	3975.387
(c) Other Agro Processing Division	8411.653	4274.850	16439.197
(d) Power Division	98.943	152.379	381.608
(e) Unallocated	0.000	0.000	0.000
Total	10433.162	6312.625	22399.534
Less : Inter Segment Revenue	86.052	122.496	311.577
Net Sales/ Income from Operations	10347.110	6290.129	22087.957
2. SEGMENT RESULTS
(Profit Before Interest & Tax from each Segment)
(a) Cotton Yarn Division	5.195	15.385	(23.733)
(b) Maize Processing Division	187.269	231.643	599.167
(c) Other Agro Processing Division	503.035	8.265	972.920
(d) Power Division	15.718	46.828	100.931
(e) Unallocated	0.000	0.000	0.000
Total	711.217	302.121	1649.285
Less : I Inter Segment Profit / (Loss)	8.687	18.001	44.336
Less : ii Finance Costs	61.722	42.340	164.651
Less : iii Exchange Fluctuation (Gain)/ (Loss)	115.274	(188.547)	97.979
Less : iv Net unallocable (Income)/Expenditure	56.479	32.598	126.224
Less : v Exceptional items	0.000	0.000	0.000
Total Profit/(Loss) Before Tax	469.055	397.729	1216.095
3. CAPITAL EMPLOYED
(Segment Assets - Segment Liabilities)
(a) Cotton Yarn Division	967.771	1208.282	967.771
(b) Maize Processing Division	3910.306	4007.740	3910.306
(c) Other Agro Processing Division	4133.940	1502.890	4133.940
(d) Power Division	524.970	541.066	524.970
(e) Unallocable Assets
Less Unallocable Liabilities	(3222.718)	(1259.066)	(3222.718)
Net Total	6314.269	6000.912	6314.269

NOTES:

1. The above standalone unaudited financial results have been reviewed by the Audit Committee of the Board and approved by the Board of Directors of the Company at its meeting held on 2nd February, 2013 and also reviewed by the Auditors as per their Limited Review Report dated 2^nd February’ 2013.

2. The forward exchange contracts (shortterm and longterm) outstanding at the quarter/year end have been marked to market and has been adjusted to Hedge Reserve as per the accounting policy followed by the Company. The balance in Hedge Reserve at quarter end December, 2012 is Rs.12.445 millions, as compared to Rs. 5.472 millions (Debit) at year ended March, 2012.

3. Effective on 01.04.2012, the Company has reorganised its reportable segments by creating a new segment, Power Division comprising operations of captive power plant and wind mills. Segment information in respect of each previous period has been regrouped to conform to the current reportable segments.

4. The Company commissioned it’s 750 TPD Maize and Derivatives processing Unit at Haveri, Dist. Karnataka, during the month of December, 2012.

5. The Current period figures in this statement have been reported in the format recommended as per the SEBI circular dated 16^th April, 2012.

FIXED ASSETS:

· Free Hold Land

· Lease Hold Land

· Factory Building

· Building

· Plant and Machinery

· Wind Mill

· Vehicles

· Furniture and Fixtures

· Office Equipments

· Trade Mark

· Computer Software

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.54.30
UK Pound	1	Rs.82.88
Euro	1	Rs.70.80

INFORMATION DETAILS

Information Gathered by :	PDT
Report Prepared by :	MRI

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	6
PAID-UP CAPITAL	1~10	6
OPERATING SCALE	1~10	6
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	6
--PROFITABILIRY	1~10	6
--LIQUIDITY	1~10	6
--LEVERAGE	1~10	6
--RESERVES	1~10	6
--CREDIT LINES	1~10	6
--MARGINS	-5~5	--
DEMERIT POINTS
--BANK CHARGES	YES/NO	YES
--LITIGATION	YES/NO	YES
--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
DEFAULTER
--RBI	YES/NO	NO
--EPF	YES/NO	NO
TOTAL		54

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.