MIRA INFORM REPORT

Report Date :

05.02.2013

IDENTIFICATION DETAILS

Name :	GARWARE WALL ROPES LIMITED
Registered Office :	Plot No.11, Block D-1, MIDC, Chinchwad, Pune – 411 019, Maharashtra
Country :	India
Financials (as on) :	31.03.2012
Date of Incorporation :	01.04.1976
Com. Reg. No.:	11-018939
Capital Investment / Paid-up Capital :	Rs.237.084 millions
CIN No.: [Company Identification No.]	L25209MH1976PLC018939
TAN No.: [Tax Deduction & Collection Account No.]	MUMG08397E MUMG08396D
PAN No.: [Permanent Account No.]	AAACG1377P
Legal Form :	Public Limited Liability Company. The Company’s Shares are Listed on the Stock Exchanges.
Line of Business :	Subject is engaged in manufacturing and selling various technical-textile products such as Ropes, Twine, Yarn, Fishnet and Other Nets.
No. of Employees :	1000 (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 10017000
Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is a well established and reputed company having fine track record. General financial position is good. Trade relations are reported as fair. Payments are reported to be regular and as per commitments. The company can be considered for normal 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

EXTERNAL AGENCY RATING

Rating Agency Name	ICRA
Rating	Long Term Rating: A+
Rating Explanation	Having adequate degree of safety regarding timely servicing of financial obligations it carry low credit risk.
Date	November 16, 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 (PARTIAL DETAILS)

Name :	Mr. C. Puranadare
Designation :	Finance Manager
Contact No.:	91-20-30780000
Date :	01.02.2013

LOCATIONS

Registered Office/ Factory 1 :	Plot No.11, Block D-1, MIDC, Chinchwad, Pune – 411 019, Maharashtra, India
Tel. No.:	91-20-30780000/ 30780195
Fax No.:	91-20-30780350/ 30780341
E-Mail :	sales@garwareropes.com secretarial@garwareropes.com
Website :	http://www.garwareropes.com
Factory 2 :	Plot No.C-1 and B-226, MIDC, Wai, District Satara – 412 803, Maharashtra, India
Tel No.:	91-2167-308301/ 02
Factory 3 :	Plot No.75, 80, 81 and 86, Danudyog Sahakari Sangh Limited, Piparia, Amli – 396 230, Silvassa, India
Tel No.:	91-260-2640867
Mumbai Office 1 :	Chowpatty Chambers, Sandhurst Bridge, Mumbai – 400 007, Maharashtra, India
Tel No.:	91-22-23631388
Mumbai Office 2 :	39, S.K. Hafizuddin Marg, Byculla, Mumbai – 400 008, Maharashtra, India
Tel No.:	91-22-23091164/ 68
Foreign Branch Office :	Narrows Reach Business Centre, 6102 North 9^th Street, Unit # 500, Tacoma, WA 98406, U.S.A.

DIRECTORS

As on 31.03.2012

Name :	Late Mr. B.D. Garware
Designation :	Founder Chairman
Name :	Mr. R.B. Garware
Designation :	Chairman Emeritus
Date of Birth/ Age :	71 Years
Qualification :	Educated in a Public School called Dulwich College, U.K., Graduated with Honors Degree in Moral Sciences and Law from Jesus College, Cambridge, Brief Course in French at Sorbonne in Paris.
Experience :	48 Years
Date of Appointment :	01.11.2006
Name :	Mr. V.R. Garware
Designation :	Chairman and Managing Director
Date of Birth/ Age :	40 Years
Qualification :	Graduate Cum Laude in BSc Economics (Specialisation in Finance) from Wharton Business School of University of Pennsylvania, U.S.A.
Experience :	16 Years
Date of Appointment :	07.12.1995
Name :	Mr. S.M. Kuvelker
Designation :	Vice Chairman
Name :	Dr. V.B. Lele
Designation :	Director
Name :	Mr. S.N. Talwar
Designation :	Alternate Director to Dr. V.B. Lele
Name :	Ms. Diya Garware Ibanez
Designation :	Director
Name :	Mr. R.M. Telang
Designation :	Director
Name :	Mr. S.P. Kulkarni
Designation :	Director

KEY EXECUTIVES

Name :	Mr. P.M. Chandrachud
Designation :	President (U.S.A. Br.)
Date of Birth/ Age :	61 Years
Qualification :	B.E
Experience :	38 Years
Date of Appointment :	10.01.1998
Name :	Mr. M.V. Subbarao
Designation :	President
Date of Birth/ Age :	61 Years
Qualification :	B. Tech., Madras, Post Graduate Diploma in Business Management from XLRI, Jamshedpur
Experience :	32 Years
Date of Appointment :	11.12.2002
Name :	Mr. A.S. Wagle
Designation :	Company Secretary
Name :	Mr. C. Puranadare
Designation :	Finance Manager

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 31.12.2012

Category of Shareholder	No. of Shares	Percentage of Holding
(A) Shareholding of Promoter and Promoter Group
(1) Indian
Individuals / Hindu Undivided Family	3630817	15.31
Bodies Corporate	7411194	31.26
Sub Total	11042011	46.57
(2) Foreign
Total shareholding of Promoter and Promoter Group (A)	11042011	46.57
(B) Public Shareholding
(1) Institutions
Mutual Funds / UTI	11300	0.05
Financial Institutions / Banks	1914	0.01
Insurance Companies	1221988	5.15
Foreign Institutional Investors	930600	3.93
Sub Total	2165802	9.14
(2) Non-Institutions
Bodies Corporate	1322927	5.58
Individuals
Individual shareholders holding nominal share capital up to Rs.0.100 million	5473937	23.09
Individual shareholders holding nominal share capital in excess of Rs.0.100 million	2535704	10.70
Any Others (Specify)	1167969	4.93
Non Resident Indians	169969	0.72
Trusts	998000	4.21
Sub Total	10500537	44.29
Total Public shareholding (B)	12666339	53.43
Total (A)+(B)	23708350	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)	23708350	0.00

BUSINESS DETAILS

Line of Business :

Subject is engaged in manufacturing and selling various technical-textile products such as Ropes, Twine, Yarn, Fishnet and Other Nets.

Products :

Product Description	Item Code
Ropes and Twine	5607.49
PPMF Yarn	5402.59
Fishnets	5608.11

Exports :

Countries :

v Middle East

v Europe

v Asian Country

v South East Asia

v Switzerland

v US

v UK

PRODUCTION STATUS (AS ON 31.03.2011)

Particulars	Unit	Licensed Capacity p.a.	Installed Capacity * p.a.	Actual Production **
Twines, Ropes and Yarns	M.T.	N.A.	31680	26440
Nettings	M.T.	N.A.	8724	7461
Woven Fabric	M.T.	N.A.	400	826
Metal Gabions	M.T.	N.A.	5400	998
Machineries and Parts	Nos.	N.A.	N.A.	# 18

Notes:

* The figures for installed capacities are as certified by the whole time director and being a technical matter, have not been verified by the auditors.

** The actual production includes production needed for other products/ division and processed through job works.

# Machinery production includes 17 machines produced for captive consumption.

GENERAL INFORMATION

No. of Employees :

1000 (Approximately)

Bankers :

v Bank of India

v Bank of Baroda

v Bank of Maharashtra

v Royal Bank of Scotland N.V.

v HDFC Bank Limited

v IDBI Bank Limited

v Citibank NA

Facilities :

Secured Loans	31.03.2012 (Rs. in Millions)	31.03.2011 (Rs. in Millions)
LONG-TERM BORROWINGS
SECURED TERM LOANS
- From Banks and Financial Institutions
CITI BANK Rupee Loan
(i) Balance as per last Financial Statement	31.496	62.992
(ii) Current Maturity transfer to other Current Liability	31.496	31.496
	0.000	31.496
IDBI BANK Term Loan under TUFS
(i) Balance as per last Financial Statement	47.430	68.510
(ii) Current Maturity transfer to other Current Liability	21.080	21.080
	26.350	47.430
CITI BANK ECB Term Loan
(i) Addition during the year	264.342	0.000
(ii) Current Maturity transfer to other Current Liability	16.521	0.000
	247.821	0.000
HDFC BANK Rupee Term Loan
(i) Addition during the year	229.167	0.000
(ii) Current Maturity transfer to other Current Liability	83.333	0.000
	145.833	0.000
Balance as on reporting date	572.435	131.502
Current Maturity transfer to other Current Liability	152.430	52.576
	420.004	78.926
SHORT-TERM BORROWINGS
Secured Loans
- From banks
1. Cash Credit, Rupee Loan and Rupee Packing Credit	523.715	919.154
2. Packing Credit in Foreign Currency Loan	281.596	111.450
Total	1225.315	1109.530

Unsecured Loans	31.03.2012 (Rs. in Millions)	31.03.2011 (Rs. in Millions)
SHORT-TERM BORROWINGS
- From bank
1. Cash Credit, Rupee Loan and Rupee Packing Credit	19.051	0.000
2. Packing Credit in Foreign Currency Loan	6.525	0.000
Total	25.576	0.000

LONG-TERM BORROWINGS

Notes:

CITI Bank Rupee Loan is repayable in 20 quarterly installments of Rs.7.874 millions each along with interest from 28^th January, 2008. This loan is secured byway of hypothecation of the whole of the Plant and Machinery including its moveable Plant and Machinery, Machinery Spares, Tools and Accessories, both present and future on first charge on pari-passu basis with others.

IDBI Bank Term Loan under TUFS loan is repayable in 20 quarterly installments of Rs.5.270 millions each along with interest from 31^st July, 2009. This loan is secured by way of charge on specific assets financed by the Bank.

CITI Bank ECB Term Loan is repayable in 16 quarterly instilments of Rs.15.625 millions each along with interest from 26^th December, 2012. This loan is secured by way of hypothecation of the whole of the Movable Fixed Assets comprising Plant and Machinery, Computers, Furniture and Fixtures, Machinery Spares, Tools and Accessories and other Assets both present and future on first charge on pari-passu basis with others.

HDFC Bank Rupee Term Loan is repayable in 12 quarterly installments of Rs.20.833 millions each along with interest from 4^th January, 2012. This loan is secured by way of hypothecation of the Movable Properties including Plant and Machinery, Machinery Spares, Tools and Accessories and other Movables both present and future on first charge on pari-passu basis with others.

SHORT-TERM BORROWINGS

The above Secured Loans are availed from Consortium Bankers, viz., Bank of India, Bank of Baroda, Bank of Maharashtra, IDBI Bank, HDFC Bank, The Royal Bank of Scotland N.V and CITI Bank N.A. and are secured by a first charge, pari passu, inter-se, by way of hypothecation of the Company's Current Assets, viz. raw materials, stock-in-process, semi-finished goods, finished goods, stores and spares not relating to Plant and Machinery, bills receivable and book debts and other movables (except for Plant and Machinery secured by way of second charge), both present and future. Except loans from IDBI Bank, HDFC Bank and CITI Bank N.A., the other loans from remaining Consortium Bankers are also secured to the extent of Rs.830.000 millions by Second Charge over the Company's Immoveable Properties, by way of equitable mortgage, ranking pari passu, inter-se. The Cash Credit, Rupee Loan and Rupee Packing Credit (rupee and foreign currency loan) loan is repayable on demand.

Banking Relations :	--
Auditors :
Name :	Patki and Soman Chartered Accountants
Address :	639 Sadashiv Peth, Kumthekar Road, Pune – 411 030, Maharashtra, India
Solicitors and Advocates :	Talwar Thakore and Associates
Associates Companies :	v Garware Elastomerics Limited v Garware Bestretch Limited v Garware Meditech Private Limited
Subsidiary/joint Venture Companies :	v Garware Environmental Services Private Limited
Enterprises owned or significantly influenced by key management personnel or their relatives :	v RSDV Finance Company (Private) Limited v RSDV Investments Private Limited v Suramex Exim (Private) Limited v Garware Capital Markets Limited v Garware Indus Consulting Limited v Garware Utzon (Cordage) Limited v Manmit Investments and Trading Company (Private) Limited v Consolidated Agricultural and Dairy Farming Company (Private) Limited v Vimalabai Garware Research Institute v Ramesh Trading Company v Sunita Trading Company v Diya Trading Company v Vayu Trading Company v Ramesh B. Garware (HUF) v Garware Securities Broking Limited v Gartex Industries Limited v Garware Motors Limited v Garware Infrastructure Private Limited v Garware Apparel Private Limited v Ceebeegee Investment Company Private Limited v Moonshine Investments and Trading Company Private Limited v Gurukrupa Investments and Trading Company Private Limited v Sanand Investments and Trading Company Private Limited v Starshine Investments and Trading Company Private Limited v Sukukar Holdings and Trading Company Private Limited v Garware Research Institute

CAPITAL STRUCTURE

As on 31.03.2012

Authorised Capital :

No. of Shares	Type	Value	Amount
50000000	Equity Shares	Rs.10/- each	Rs.500.000 millions
10000000	Unclassified Shares	Rs.10/- each	Rs.100.000 millions
	Total		Rs.600.000 millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
23708350	Equity Shares	Rs.10/- each	Rs.237.084 millions

Reconciliation of number of Shares

Particulars	As at 31^st March, 2012
Equity Shares	No. of Shares	Amount (Rs. in millions)
Opening Balance	23708350	237.084
Changes during the year	--	--
Closing Balance	23708350	237.084

Details of Shareholders' holding more than 5% Shares in the Company

Equity Shares	As at 31^st March, 2012
Ramesh B. Garware	1307038 5.51%*
Garware Capital Markets Limited	3453911 14.57%

* 4.24% Shares are held on behalf of a partnership firm

Shares allotted as fully paid up by way of Bonus Shares (during 5 years preceding 31^st March 2012) Nil

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		237.084	237.084	237.084
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		2267.154	2110.429	1935.096
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		2504.238	2347.513	2172.180
LOAN FUNDS
1] Secured Loans		1225.315	1109.530	865.216
2] Unsecured Loans		25.576	0.000	0.000
TOTAL BORROWING		1250.891	1109.530	865.216
DEFERRED TAX LIABILITIES		179.896	177.696	172.278
TOTAL		3935.025	3634.739	3209.674
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		1665.083	1503.315	1441.174
Capital work-in-progress		33.438	54.184
INVESTMENT		91.196	89.218	169.760
DEFERRED TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	1234.346	1376.586	938.298
	Sundry Debtors	1495.561	1341.982	1264.934
	Cash & Bank Balances	235.303	18.367	56.097
	Other Current Assets	7.910	8.345	0.000
	Loans & Advances	968.678	900.993	912.302
Total Current Assets		3941.798	3646.273	3171.631
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	535.263	482.989	603.113
	Other Current Liabilities	436.698	418.187	687.604
	Provisions	824.529	757.075	282.174
Total Current Liabilities		1796.490	1658.251	1572.891
Net Current Assets		2145.308	1988.022	1598.740
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		3935.025	3634.739	3209.674

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2012	31.03.2011	31.03.2010
	SALES
		Revenue from Operations	5782.682	4989.462	4487.268
		Other Income	33.434	23.697	27.531
		TOTAL (A)	5816.116	5013.159	4514.799
Less	EXPENSES
		Cost of Materials Consumed	2270.319	1992.801	4017.704
		Purchase of Stock in Trade	311.691	357.760
		Changes in Inventories of Finished Goods, Work-in-Progress and Traded Goods	(63.815)	(157.854)
		Employee Benefit Expenses	793.604	653.665
		Other Expenses	1891.822	1617.109
		TOTAL (B)	5203.621	4463.481	4017.704
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		612.495	549.678	497.095
Less	FINANCIAL EXPENSES (D)		131.768	89.158	107.445
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		480.727	460.520	389.650
Less/ Add	DEPRECIATION/ AMORTISATION (F)		160.192	148.398	129.242
	PROFIT BEFORE TAX (E-F) (G)		320.535	312.122	260.408
Less	TAX (H)		80.478	67.795	66.606
	PROFIT AFTER TAX (G-H) (I)		240.057	244.327	193.802
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		1039.030	888.091	783.033
Less	APPROPRIATIONS
		Proposed Dividend	59.271	59.271	59.271
		Tax on Proposed Dividend	9.615	9.617	10.073
		General Reserve	24.100	24.500	19.400
	BALANCE CARRIED TO THE B/S		1186.101	1039.030	888.091
	EARNINGS IN FOREIGN CURRENCY
		FOB Value of Exports	2458.447	1778.450	1452.230
	TOTAL EARNINGS		2458.447	1778.450	1452.230
	IMPORTS
		Raw Materials	652.424	632.694	709.477
		Traded Goods, Stores, Spares, etc	168.871	141.585	128.402
		Capital Goods	92.822	30.032	6.555
	TOTAL IMPORTS		914.117	804.311	844.434
	Earnings Per Share (Rs.)		10.13	10.31	8.17

QUARTERLY RESULTS

PARTICULARS	30.06.2012	30.09.2012
Type	1^st Quarter	2^nd Quarter
Net Sales	1647.800	1541.700
Total Expenditure	1494.900	1376.400
PBIDT (Excl OI)	152.800	165.300
Other Income	3.300	4.500
Operating Profit	156.000	169.700
Interest	33.600	44.600
Exceptional Items	0.000	0.000
PBDT	122.500	125.100
Depreciation	39.600	41.800
Profit Before Tax	83.000	83.400
Tax	23.100	23.100
Provisions and contingencies	0.000	0.000
Profit After Tax	59.900	60.200
Extraordinary Items	0.000	0.000
Prior Period Expenses	0.000	0.000
Other Adjustments	0.000	0.000
Net Profit	59.900	60.200

KEY RATIOS

PARTICULARS		31.03.2012	31.03.2011	31.03.2010
PAT / Total Income	(%)	4.13	4.87	4.29
Net Profit Margin (PBT/Sales)	(%)	5.54	6.26	5.80
Return on Total Assets (PBT/Total Assets}	(%)	5.72	6.06	5.65
Return on Investment (ROI) (PBT/Networth)		0.13	0.13	0.12
Debt Equity Ratio (Total Debt/Networth)		0.50	0.47	0.40
Current Ratio (Current Asset/Current Liability)		2.19	2.20	2.02

LOCAL AGENCY FURTHER INFORMATION

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	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)	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	Yes

PROFILE:

Subject is a manufacturer of a range of technical textiles for a variety of applications, in sectors ranging from fishing and aquaculture, to industrial applications, infrastructure development and sports. The Company produces international-quality nets, ropes, yarn and geosynthetic textiles for various specific purposes. Each product is the result of close understanding of customer needs coupled with rich expertise in design and engineering, and stringent processes deployed in state-of-the-art manufacturing facilities at two locations in Western India. Marked by superior quality, subject products are well-known across the world through established brands like Garfil STR, Sapphire and Olivene nets, Maxiflex and Maxigold ropes, Plateena, Sportiva sport nets and Garlon polypropylene multi filament yarn. Subject products are distributed in all continents of the world, including highly demanding and competitive markets like North America and Europe.

The Company's mission and forte is application-focused innovation. Subject's product innovations meet critical needs of customers and end-users and add value in a number of ways: by improving cost-effectiveness, enhancing operational life, increasing speed and ease of operations, and providing safe and environment-friendly alternatives.

In FY2011-12, the Company took significant strides in product innovation. Apart from launching solutions for the Company's existing business segments like fishing, aquaculture, infrastructure and defence, subject further pursued its well thought-out entry into two new business segments: agritech and coated fabrics. Despite several external challenges, the Company maintained its growth path and expanded its customer base across the world.

CORPORATE INFORMATION

Subject is a public company based in India and incorporated under the provisions of the Companies Act, 1956. Its shares are listed at three Stock Exchanges in India. The Company is engaged in manufacturing and selling various technical-textile products such as Ropes, Twine, Yarn, Fishnet, other Nets. The Company also provides solutions to infrastructure sectors including coastal protection, land filling, etc. The Company caters to both domestic and international markets.

2011-2012 THE YEAR:

The Company earned revenue of Rs.5808.200 millions for the year ended 31^st March, 2012, as against Rs.5013.000 millions in the previous year. Domestic sales stood at Rs.3251.100 millions. Export sales rose to Rs.2557.100 millions, registering healthy growth of 38.2%.

The year was one of the most challenging in recent times, due to rise in raw material costs and unprecedented economic uncertainty across the globe. There were also tremendous inflationary pressures in the Indian manufacturing environment, including significant increases in power, manpower and interest costs. These were passed on to customers over the period, but impacted margins of the Company through some part of the year. However, they continue to be one of the largest manufacturers of their products in the world and their marketing strategy aimed at new products and new markets has enabled growth in market share in international market.

Despite the constraints and the challenging environment, the Company earned Net Profit after Tax of Rs.240.100 millions, compared to Rs.244.300 millions in the previous year, with a marginal drop of 2%, even after higher incidence of tax, due to the withdrawal of EOU tax benefits during the year.

JOINT VENTURE:

Garware Environmental Services Private Limited, a JV company, is yet to start its commercial operations.

MANAGEMENT DISCUSSION AND ANALYSIS

Overview of Company

The company is one of the providers of technical-textile solutions for fishing, mooring, sports, habitat, infrastructure, agriculture, transportation and defence sectors. Using a variety of polymers, the Company manufactures a range of fishing nets, aquaculture cages, ropes and rope articles, sports nets, yarns, nets and other products for high-value agriculture, coated fabrics and geotextile solutions. The Company has two major manufacturing plants: at Chinchwad and Wai, in Western Maharashtra.

The Company's mission is to provide innovative, application focused solutions to enhance value of their customers globally. Towards this end, the Company has been continuously engaged in product innovation to add value to customers' businesses. The Company's portfolio of application focused solutions includes products to improve fish catch, protect aquaculture farms from predators, increase yield of high-value crops and prevent land erosion.

The Company has a large base of loyal customers across all continents of the world. End-users include fishermen, farmers, engineers, oil drillers, packers, transporters, construction companies, municipalities, government organisations, shipping companies, and manufacturing plants. Customer loyalty is growing as the solutions provided by the Company are making customer's operations easier, more efficient and profitable.

Demand for the Company's products is serviced through a network of distributors and agents around the world, as well as through depots and branches spread across India, a sales office in USA, and sales representatives in UK and Russia.

While the Company's products have been dominant leaders in the Indian market for decades, it has steadily increased its international market share. In the last decade, the Company has made significant inroads in demanding overseas markets, from New Zealand to Norway and from Scotland to South America. At present, the volume of business done by the Company in India and overseas is almost equal.

The spread across geographies and applications portends well for the Company. While the fishing sector has traditionally contributed the bulk of the Company's sales revenue and continues to be the core business, introduction of new products and expanding international presence is strengthening stability of revenues and profitability.

Business Environment in FY 2011-12

Growing global presence has inevitably meant that the Company's performance is influenced by international trends. In the year, the European economic crisis led to overall stagnant demand in this market. However, the Company leveraged its quality and price advantages and maintained growth in this market.

The Indian economy was marked by slowdown, which was compounded by a high interest-rate regime. A cyclical dip in domestic fishery impacted the demand for products and services in this sector. Laggard growth in the infrastructure sector affected the Company's geotextiles business, where they were compelled to adopt a cautious approach while pursuing new orders. The impact of these negative factors was largely offset by growth in the global market, enabling the Company to maintain overall steady growth.

COMPANY'S PERFORMANCE IN FY 2011-2012

Subject registered revenue of Rs.5808.200 millions for the year ended 3lst March, 20I2, an increase of 15.9% over the previous year's revenue. Export revenue accounted for 42.3% of the total revenue. Compared to the previous year, export sales rose by 38.2%. Noteworthy growth was achieved in the North European and North American markets. Profit after tax in the year was Rs.240.100 millions, registering a nominal decrease of 2% over the previous year.

Profitability was affected by steep increases in cost of raw materials, interest, power, labour and transportation. The Company also finalized new wage agreements with workers' unions. While the Company has been able to pass on cost increases in most customer segments, slowdown in the domestic fishery sector and global aquaculture, which are their core business areas, pulled down profitability. To mitigate cost increases, the Company took several measures to improve productivity and efficiency in use of power.

Plateena products, which are stronger than steel and lightweight, received good response from customers in Alaska, New Zealand, the Indian Navy, and shipping companies, for very critical applications. New fibres developed by the Company have performed very well and promise strong potential. Domestic fishery and industrial products were affected by seasonal changes and high prices. Business volumes of fabricated and fully assembled fishery products grew significantly.

CONTINGENT LIABILITIES (AS ON 31.03.2012):

v Disputed Excise Duty Rs.2.757 millions.

v Bank Guarantees for Rs.147.726 millions, in the ordinary course of business, against which the Company has issued counter guarantees for the overall bank limits of Rs.1350.000 millions.

v Disputed amount of Sales Tax Liability Rs.4.215 millions

v Disputed Property Tax Liability on factory premises, Pune Rs.2.097 millions

v Export Sales Bills discounted with the banks Rs.98.242 millions

v The interest portion on delayed payment of Octroi Liability amounting to Rs.2.164 millions is under dispute.

FIXED ASSETS:

Tangible Assets

v Leasehold Land

v Buildings

v Plant and Machinery

v R&D Equipments

v Electrical Installations

v Furniture and Fixtures

v Office Equipments

v Vehicles

v Helicopter

Intangible Assets

v Technical Knowhow

v Product Development

v Computer Software

WEBSITE DETAILS:

HISTORICAL BACKGROUND

The plinth of Garware Group was incorporated in year 1976 by the visionary philanthropist, late Mr. B.D. Garware, a recipient of ‘Padmabhushan’, the second highest civilian award of India – for his contribution to the Indian industry and society.

1976 saw the incorporation of Subject in collaboration with M/s Wall Industries Inc., USA. At the helm was his son, Mr. R B Garware, Chairman, RBG Group of companies. In the last three decades, subject has established itself as the gold standard for the Cordage industry in India and is fast emerging as a beacon for this industry world-wide.

Taking advantage of the meteoric growth in the Indian infrastructure industry over the last 5 years, the company diversified into this field and established a separate division within the group, thus achieving a quantum growth to the company.

MANUFACTURING FACILITIES

Subject owns three manufacturing facilities, all located in Maharashtra, as below:

The Rope manufacturing facility in Pune, India, which conforms to ISO 9000 standards. It boasts state-of-the-art machinery with a capacity of 20,000 tonnes per annum.

Pune also houses the Fibre manufacturing unit which also conforms to ISO 9000 standards. The unit caters to industrial stitching and yarn business and has a capacity of 3,000 tonnes per annum. The facility has a capacity to manufacture 6,000 tonnes of nettings with 1,000 tonnes of customized net fabrication.

The Net manufacturing facility at Wai, 85 kms from Pune, is the largest unit in India which conforms to ISO 9000 standards. The Wai plant also has Net Assembly Shop where customized Fishing Nets are assembled as per customer specifications.

MILESTONES

1993	PE twisted nettings for Indian and global Market
1995	PE braided nettings for Global market
	Sports nets and Fabricated nets for non-fishing applications
1996	Nylon Multifilament nettings. Various resins developed
1997	Geonets and Geoboxes
1998	Nylon Monofilament nettings
1999	Olivene MK2 nettings (entry into compact braided nettings)
2000	High end Sports nets (batting / golf cages) and Geonets (mulchmats)
2001	Square mesh cod ends
2002	Sapphire Braided nettings
	Olivene MK3 nettings
	Fully assembled Purse Seine net
2003	Dedicated Net Assembly shop
	Catfish Seine nets
	Shrimp Trawl Fabrication
	Electric Fence Wire
	Sea lion Protection nets
2004	Garfil Nylon Purse Seine nettings for Domestic Market
	Purse Seine nettings as per Norwegian standards (Global market)
	Twisted Sapphire nettings
	Aquaculture Cages Fabrication
2005	Raschel Knotless nettings production
	Aquaculture Cages Fabrication for Tuna
	Twisted Sapphire nettings
	Camouflage nets
2006	Production of Pelagic Nettings – Commissioning of one of the largest Hot Air D.S.
	Sapphire Aquaculture Cages Fabrication – for Cod
	Aquaculture Cages Fabrication for Abalone

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.52.97
UK Pound	1	Rs.83.17
Euro	1	Rs.72.20

INFORMATION DETAILS

Information Gathered by :	SVA
Report Prepared by :	SMN

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	7
PAID-UP CAPITAL	1~10	5
OPERATING SCALE	1~10	6
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	5
--PROFITABILIRY	1~10	5
--LIQUIDITY	1~10	6
--LEVERAGE	1~10	6
--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	YES
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	YES
--OTHER MERIT FACTORS	YES/NO	YES
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.