MIRA INFORM REPORT

Report Date :

25.01.2013

IDENTIFICATION DETAILS

Name :	TOP FASHION INTERNATIONAL Z.L. S.A.
Registered Office :	Calle 17C, Edificio Dismercol (Calle de los Textiles) Zona Libre de Colón
Country :	Panama
Financials (as on) :	31.12.2011
Date of Incorporation :	21.03.2002
Legal Form :	Joint-Stock Company
Line of Business :	Subject is engaged in import, trading and export of textile products (fabrics in general).
No. of Employees :	15

RATING & COMMENTS

MIRA’s Rating :

Ba

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

Status :	Satisfactory
Payment Behaviour :	No Complaints
Litigation :	Clear

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^th, 2012

Country Name	Previous Rating (31.03.2011)	Current Rating (30.06.2012)
Panama	B1	B1

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

PANAMA - ECONOMIC OVERVIEW

Panama's dollar-based economy rests primarily on a well-developed services sector that accounts for more than three-quarters of GDP. Services include operating the Panama Canal, logistics, banking, the Colon Free Zone, insurance, container ports, flagship registry, and tourism. Economic growth will be bolstered by the Panama Canal expansion project that began in 2007 and is scheduled to be completed by 2014 at a cost of $5.3 billion - about 10% of current GDP. The expansion project will more than double the Canal''s capacity, enabling it to accommodate ships that are too large to traverse the existing canal. The United States and China are the top users of the Canal. Panama also plans to construct a metro system in Panama City, valued at $1.2 billion and scheduled to be completed by 2014. Panama''s booming transportation and logistics services sectors, along with aggressive infrastructure development projects, have lead the economy to continued growth in 2011. Strong economic performance has not translated into broadly shared prosperity, as Panama has the second worst income distribution in Latin America. About 30% of the population lives in poverty; however, from 2006 to 2010 poverty was reduced by 10 percentage points, while unemployment dropped from 12% to less than 3% of the labor force in 2011. A US-Panama Trade Promotion Agreement was approved by Congress and signed into law in October 2011. Seeking removal from the Organization of Economic Development''s gray-list of tax havens, Panama has also recently signed various double taxation treaties with other nations.

Source : CIA

IDENTIFICATION

CORRECT COMPANY NAME

TOP FASHION INTERNATIONAL Z.L. S.A.

TAXPAYER REGISTRATION

RUC 3323831414973

MAIN ADDRESS

Calle 17C, Edificio Dismercol (Calle de los Textiles)

PROVINCE / DEPARTAMENT

Zona Libre de Colón

STATE / REGION

Colón

COUNTRY

PANAMA

TELEPHONE

(507) 4414849 - 4414115

COMMENTS

This report was ordered with the address on Calle 16 Edif 4C, Local 2 - Zona Libre de Colón - Panamá, which does not belong to subject. Subject's correct address is given in the identification section.
 
Also, subject's correct corporate name is given in the identification section.
 

SUMMARY
Date of foundation	2002
Capital stock	B/.500,000.= Balboas
Shareholders' equity	1,883,450.93 US$ Dollars (31DEC2011)
Annual revenues	US$ 9,925,134.39 US$ Dollars (31DEC2011)
Profits (loss)	303,194.51 US$ Dollars (31DEC2011)
permanent employees	15
Chief Executive	KASSAB, EZRA
Disposition	Satisfactory.- Important data and some figures.
Payments policy	Usually to terms/good
Credit (**)	Risk is Minimal, Solvent, Satisfactory Financial Situation.

LEGAL BACKGROUNDS
LEGAL STATUS	Joint-Stock Company
DATE OF INCORPORATION	21MAR2002
PLACE OF REGISTRY	Colon
NOTARY OFFICE	Second in the Circuit
DURATION	Perpetual
REGISTRATION	No.414973, Doc.332383 (01/04/02), Notarial Act 185
INITIAL CAPITAL	B/.500,000.= Balboas
CURRENT PAID-IN CAPITAL	B/.500,000.= Balboas
SHAREHOLDERS EQUITY	1,883,450.93 US$ Dollars (31DEC2011)
CLASS OF SHARES	Registered
LISTED AT STOCK EXCHANGE	No
SHARE VALUE	B/.1,000.= Balboas
CURRENT EXCHANGE RATE (US$)	B/.1.= per US$1.= Dollar
COMMENTS	According to subject's bylaws, the Legal Representative is the President, and in his absence, the Secretary. In 2008, subject took over by merger the company EMORY PROPIERTIES S.A. Subject's Registered Agent is CRUZ & CRUZ.

DIRECTORS - EXECUTIVES – SHAREHOLDERS

FULL NAMES / COMPANY NAME	TITLE	%PART.	SINCE
KASSAB, EZRA	Chief Executive Officer	YES
TOTAH DE KASSAB, LILIANE	Director/Treasurer	25%
KASSAB, MARK	General Manager	25%
HAMID HIM	Accountant

WHO IS WHO?
KASSAB, EZRA
NATIONALITY	Israeli
CIVIL STATUS	Married to Liliane Totah
PROFESSION	Businessman
BACKGROUND INFORMATION	Mr. Mark Kassab's father. He is a member of the following companies: Director - EMORY PROPERTIES,S.A. - CORNEL CAPITAL,S.A. - TOP FASHION INT'L Z.L., S.A. - BELLISIMA, INC. Signer - INVERSIONES DALLAS, S.A.
TOTAH DE KASSAB, LILIANE
NATIONALITY	Israeli
CIVIL STATUS	Married to Ezra Kassab
KASSAB, MARK
NATIONALITY	Israeli
D.O.B.	1975
FATHER'S NAME	Ezra Kassab
HAMID HIM
NATIONALITY	Panamanian
PROFESSION	Public Accountant

BUSINESS HISTORY

Subject was incorporated by Notarial Act No.185, dated 21/03/2002. Its articles of incorporation were signed by Vicente Morales Rodriguez and Brandon Cruz Padilla.
 
By Notarial Act No.1005, dated 16/07/2008, First Notary Office in the Circuit, it was decided to sign a merger agreement between the company TOP FASHION INTERNACIONAL Z.L. S.A. (merging company) and the company EMORY PROPERTIES S.A. (merged company). This merger agreement was recorded on 23/12/2008, under Digitalized Document No.1493404.
 
Subject is not related to any other companies.
 

BUSINESS

SIC Classification
5 1 - WHOLESALE TRADE-NON-DURABLE GOODS. (Papers, Perfumes, drugs, hardware, Groceries, apparel, food, dairy products, beverages.)

Main activity

Subject is engaged in import, trading and export of textile products (fabrics in general).
 

Import

Yes

Country

China, India, Japan

Export

Yes

COUNTRY

Colombia, Nicaragua, Dominican Republic

% CASH SALES / METHOD

20%

% Credit SALES / Terms

80% (90-day terms)

% FOREIGN PURCHASES

100%

SELLING TerritorY

Domestic and international market

EMPLOYEES

15

LOCATION
PREMISES	Rented
AREA	300 m2
OTHER PREMISES	Subject's registered office, administrative and commercial offices are located on the above-mentioned address. Subject does not have any branches.

FINANCIAL INFORMATION

Interviewee(s)

HAMID HIM

Position(s)

Accountant

Disposition

Satisfactory.- Important data and some figures.

Information provided

As duly authorized, he kindly provided general information on subject, as well as the main figures from the Annual Balance Sheet as of 31/12/2011 (12 months), which are expressed in US$ Dollars.
 
We consulted official third-party sources, from where information included in this report was collected.
 
Subject is a privately-held company that has operated for 10 years in a stable manner. It is considered a medium-sized company with appropriate resources for developint its activity. Trade references on subject are positive, suggesting a good handling of credit lines. It is an insured company.
 

BALANCE SHEET
Balance sheet date	31DEC2011
Type of balance sheet	Annual
Period	12 months
Currency	US$ Dollars
Exchange rate per US$	1
A S S E T S
Current Assetsd	5,173,475.79
Fixed	741,787.68
Total Assets	5,915,263.47
L I A B I L I T I E S
Current liabilities	3,252,249.95
Long term	779,562.59
TOTAL LIABILITIES	4,031,812.54
S H A R E H O L D E R S'  E Q U I T Y
Total shareholders equity	1,883,450.93
Total Liab. / Sh. equity	5,915,263.47
Sales	9,925,134.39
Profit (Loss)	303,194.51

RATIO
Liquidity ratio	1.59	Current assets / Current liabilities
Debt-to-equity ratio	57.91 %	(Shareholders' equity / Current liabilities %)
Profitability margin	3.05 %	(Profits / Sales %)
Working capital	1,921,225.84	(Current assets - Current liabilities)

FINANCIAL SITUATION

A-: SATISFACTORY
Based on the last Financial Statement and/or its general conditions, this company's Financial Situation is deemed to be SATISFACTORY because of the following considerations:
- Liquidity ratio is slightly acceptable.
- Its working capital maintains a slightly satisfactory margin.
- Its shareholders' equity covers moderately its liabilities.
- Its results are moderate.
 

INSURANCE

COMPANY	AGAINST	EXPIRATION	AMOUNT
ASSICURAZIONI GENERALI PANAMA S.A.	All risk	Annually	Not specified

TRADE REFERENCES, CREDIT BUREAU, LAWSUITS, BANKS

(Confidential Information)

TRADE REFERENCES

Supplier: COSCO PANAMA MARITIME SA	Tel.: (507) 3069700	Country: PANAMA
Goods/Services? : Logistic service
Highest credit? : Not specified
Client since? : 2006	Terms? : 30 days	Performance? : Prompt
Supplier: APL INTERNATIONAL	Tel.: (507) 4302030	Country: PANAMA
Goods/Services? : Shipping service
Highest credit? : Not specified
Client since? : 2005	Terms? : Cash	Performance? : No experience
Comments : Very occasional customer
Supplier: DHL PANAMA S.A.	Tel.: (507) 2713400	Country: PANAMA
Goods/Services? : Courier service
Highest credit? : US$ 600.=
Client since? : 2007	Terms? : 30 days	Performance? : Prompt

Note : Other suppliers did not provide information or could not be consulted

Supplier	Country	Comment
MAERSK LINE PANAMA	PANAMA	It could not be contacted.
GENERAL CARGO S.A.	PANAMA
CENTRO TEXTIL Z.L. S.A.	PANAMA
INTL TEXTILE MILLS LLC.	U.S.A.
FEDERAL EXPRES	PANAMA
COPA CURRIER	PANAMA

BANKERS

Financial operations are conducted through the aforementioned bank.
Because the financial system in Panama is governed by the principle of banking secrecy, it has not been possible to obtain information on the accounts of the company.

GENERAL INFORMATION

REPUTATION

NOTHING AGAINST COMPANY

FOREIGN EXCHANGE RATES

Currency	Unit	Indian Rupees
US Dollar	1	Rs.53.85
UK Pound	1	Rs.85.25
Euro	1	Rs.71.72

INFORMATION DETAILS

Report Prepared by :

PRL

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	--

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%)

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.