MIRA INFORM REPORT

Report Date :

18.07.2013

IDENTIFICATION DETAILS

Name :	EXCEL OVERSEAS PRIVATE LIMITED
Registered Office :	GW-6140, Bharat Diamond Bourse, Bandra Kurla Complex, Bandra (East), Mumbai – 400 051, Maharashtra
Country :	India
Financials (as on) :	31.03.2012
Date of Incorporation :	27.01.1992
Com. Reg. No.:	11-065058
Capital Investment / Paid-up Capital :	Rs.9.900 millions
CIN No.: [Company Identification No.]	U36910MH1992PTC065058
PAN No.: [Permanent Account No.]	AAACE1857G
Legal Form :	Private Limited Liability Company
Line of Business :	Subject is engaged in business of manufacturing and trading of rough and polished diamonds.
No. of Employees :	Not Available

RATING & COMMENTS

MIRA’s Rating :

Ba (43)

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

Maximum Credit Limit :	USD 1418000
Status :	Satisfactory
Payment Behaviour :	Slow but correct
Litigation :	Clear
Comments :	Subject is an established company having a satisfactory track record. The company has seen a better growth in its sales turnover as well as net profitability during 2012. The position of reserves appears to be decent. However, liquidity position is stretched. Trade relations are fair. Business is active. Payment terms are slow but correct. The company can be considered for 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 – March 31^st, 2013

Country Name	Previous Rating (31.12.2012)	Current Rating (31.03.2013)
India	A1	A1

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

EXTERNAL AGENCY RATING

Rating Agency Name	CRISIL
Rating	Short Term Rating: A4+
Rating Explanation	Minimal degree of safety and very high credit risk and are susceptible to default.
Date	August 23, 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.

LOCATIONS

Registered Office :	GW-6140, Bharat Diamond Bourse, Bandra Kurla Complex, Bandra (East), Mumbai – 400 051, Maharashtra
Tel. No.:	91-22-45023300/ 66359700
Fax No.:	91-22-66359800
E-Mail :	admin@exceloverseas.com info@exceloverseas.com
Website :	http://www.exceloverseas.com
Factory :	B-3-3, Krishna Diamond Building, Behind Sumul Diary, Vasta Devdi Road, Katargaon, Surat – 395 008, Gujarat, India
Branch Office	FW-6080, Bharat Diamond Bourse, Bandra Kurla Complex, Bandra (East), Mumbai – 400 051, Maharashtra, India
Tel. No.:	91-22-45023333
Fax No.:	91-22-45023333

DIRECTORS

AS ON 08.09.2012

Name :	Mr. Ramesh Himatlal Shah
Designation :	Director
Address :	83, Kamal Building, 69, Walkeshwar Road, Mumbai – 400 006, Maharashtra, India
Date of Birth/Age :	24.08.1963
Date of Appointment :	27.01.1992
PAN No.:	AFXPS1064E
DIN No.:	00716535
Name :	Ms. Kavita Ramesh Shah
Designation :	Director
Address :	83, Kamal Building, 69, Walkeshwar Road, Mumbai – 400 006, Maharashtra, India
Date of Birth/Age :	02.11.1970
Date of Appointment :	07.12.1998
PAN No.:	AFHPS6318H
DIN No.:	00716645
Name :	Mr. Rajesh Vasantlal Vora
Designation :	Director
Address :	204, Sky High Tower, Orlem Tank Road, Malad (West), Mumbai – 400 064, Maharashtra, India
Date of Birth/Age :	30.04.1966
Date of Appointment :	20.03.2007
PAN No.:	AATPV7553L
DIN No.:	00716764

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 08.09.2012

Names of Shareholders	No. of Shares
Ramesh Himatlal Shah	82960
Jayesh Himatlal Shah	250
Kavita Ramesh Shah	15790
Total	99000

AS ON 08.09.2012

Equity Share Breakup	Percentage of Holding
Category
Directors or relatives of directors	100.00

BUSINESS DETAILS

Line of Business :

Subject is engaged in business of manufacturing and trading of rough and polished diamonds.

Products :

Item Code No. (ITC Code)	710231
Product Description	Rough Diamond
Item Code No. (ITC Code)	710239
Product Description	Cut and Polished Diamond

GENERAL INFORMATION

No. of Employees :	Not Available
Bankers :	· Union Bank of India (Lead Bank), Overseas Branch, Union Bank Bhavan, Ground Floor, 239, Vidhan Bhavan Marg, Nariman Point, Mumbai – 400 021, Maharashtra, India · The Saraswat Co-operative Bank Limited · Bank of India
Facilities :	--

Banking Relations :	--
Auditors :
Name :	J. C. Vaidya and Company Chartered Accountants
Address :	A/403, Kailash Tower, M.G. Road, Kandivli (West), Mumbai, Maharashtra, India
PAN No:	AAKPV3024H

CAPITAL STRUCTURE

AS ON 08.09.2012

Authorised Capital :

No. of Shares	Type	Value	Amount
100000	Equity Shares	Rs.100/- each	Rs.10.000 millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
99000	Equity Shares	Rs.10/- each	Rs.9.900 millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS	31.03.2012	31.03.2011
I. EQUITY AND LIABILITIES
(1) Shareholders' Funds
(a) Share Capital	9.900	7.100
(b) Reserves & Surplus	344.683	181.856
(c) Money received against share warrants	0.000	0.000
(2) Share Application money pending allotment	0.000	0.000
Total Shareholders’ Funds (1) + (2)	354.583	188.956
(3) Non-Current Liabilities
(a) Long-term borrowings	67.025	121.025
(b) Deferred tax liabilities (Net)	0.827	0.362
(c) Other long term liabilities	0.000	0.000
(d) Long-term provisions	0.000	0.000
Total Non-current Liabilities (3)	67.852	121.387
(4) Current Liabilities
(a) Short term borrowings	435.411	441.743
(b) Trade payables	1116.461	694.454
(c) Other current liabilities	61.908	4.038
(d) Short-term provisions	14.392	10.987
Total Current Liabilities (4)	1628.172	1151.222
TOTAL	2050.607	1461.565
II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	42.054	41.398
(ii) Intangible Assets	0.000	0.000
(iii) Capital work-in-progress	0.000	0.000
(iv) Intangible assets under development	0.000	0.000
(b) Non-current Investments	0.035	0.025
(c) Deferred tax assets (net)	0.000	0.000
(d) Long-term Loan and Advances	0.034	0.049
(e) Other Non-current assets	15.025	15.021
Total Non-Current Assets	57.148	56.493
(2) Current assets
(a) Current investments	0.000	0.000
(b) Inventories	1162.254	666.527
(c) Trade receivables	723.545	618.929
(d) Cash and cash equivalents	21.807	5.698
(e) Short-term loans and advances	85.853	113.918
(f) Other current assets	0.000	0.000
Total Current Assets	1993.459	1405.072
TOTAL	2050.607	1461.565

SOURCES OF FUNDS		31.03.2010
SHAREHOLDERS FUNDS
1] Share Capital		4.600
2] Share Application Money		0.000
3] Reserves & Surplus		75.804
4] (Accumulated Losses)		0.000
NETWORTH		80.404
LOAN FUNDS
1] Secured Loans		215.422
2] Unsecured Loans		121.025
TOTAL BORROWING		336.447
DEFERRED TAX LIABILITIES		0.393
TOTAL		417.244
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		45.608
Capital work-in-progress		0.000
INVESTMENT		0.025
DEFERRED TAX ASSETS		0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	474.140
	Sundry Debtors	322.002
	Cash & Bank Balances	8.865
	Other Current Assets	0.000
	Loans & Advances	94.781
Total Current Assets		899.788
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	491.599
	Other Current Liabilities	1.608
	Provisions	34.970
Total Current Liabilities		528.177
Net Current Assets		371.611
MISCELLANEOUS EXPENSES		0.000
TOTAL		417.244

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2012	31.03.2011	31.03.2010
	SALES
		Income	5435.291	4302.595	2727.512
		Other Income	NA	NA	NA
		TOTAL	NA	NA	NA
	EXPENSES
		Office Expenses	NA	NA	NA
		Administrative Expenses
		Advertising Expenses
		TOTAL	NA	NA	NA
	PROFIT / (LOSS) BEFORE TAX		122.111	88.534	53.569
Less	TAX		40.484	29.982	18.793
	PROFIT / (LOSS) AFTER TAX		81.627	58.552	34.776
	EARNINGS IN FOREIGN CURRENCY
		FOB Value of Exports	5328.805	4211.298	2727.512
	TOTAL EARNINGS		5328.805	4211.298	2727.512
	Earnings / (Loss) Per Share (Rs.)		1147.00	825.00	NA

KEY RATIOS

PARTICULARS		31.03.2012	31.03.2011	31.03.2010
Net Profit Margin (PBT/Sales)	(%)	2.25	2.06	1.96
Return on Total Assets (PBT/Total Assets}	(%)	5.95	6.06	5.67
Return on Investment (ROI) (PBT/Networth)		0.34	0.47	0.28
Debt Equity Ratio (Total Debt/Networth)		1.42	2.98	4.18
Current Ratio (Current Asset/Current Liability)		1.22	1.22	1.70

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	No
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	No
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	--
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	Yes
33) Voter ID No of Proprietor/Partner/Director, if available	No
34) External Agency Rating, if available	Yes

DIAMOND INDUSTRY – INDIA

- From time immemorial, India is well known in the world as the birthplace for diamonds.  It is difficult to trace the origin of diamonds but history says that in the remote past, diamonds were mined only in India. Diamond production in India can be traced back to almost 8^th Century B.C.  India, in fact, remained undisputed leader till 18^th Century when Brazilian fields were discovered in 1725 followed by emergence of S. Africa, Russia and Australia.

- The achievement of the Indian diamond industry was possible only due to combination of the manufacturing skills of the Indian workforce and the untiring and unflagging efforts of the Indian diamantaires, supported by progressive Government policies.

- The area of study of family owned diamond businesses derives its importance from the huge conglomerate of family run organizations which operate in the diamond industry since many generations.

- Some of the basic traits of family run business enterprises include spirit of entrepreneurship, mutual trust lowers transaction costs, small, nimble and quick to react, information as a source of advantage and philanthropy.

- Family owned diamond businesses need to improve on many fronts including higher standard of corporate governance, long-term performance – focused strategies, modern management and technology.

- Utmost caution is to be exercised while dealing with some medium and large diamond traders which are usually engaged in fictitious import – export, inter-company transactions, financially assisted by banks. In the process, several public sector banks lost several hundred million rupees. They mostly diverted borrowed money for diamond business into real estate and capital markets.

- Excerpts from Times of India dated 30^th October 2010 is as under –

- Gem and Jewellery Export Promotion Council in its statistical data has shown the export of polished diamonds to have increase by 28% in February 2013. Compared to $ 1.4 bn worth of polished diamond export in February, 2012, India exported $ 1.84 billion worth of polished diamonds in February 2013. A senior executive of GJEPC said, “Export of cut and polished diamonds started falling month-wise after the imposition of 2 % of import duty on the polished diamonds. But February, 2013 has given a new ray of hope to the industry as the export of polished diamonds has actually increased by 28 %. It means the industry  is on the track of recovery and round tripping of diamonds has stopped completely.” Demand has started coming from the US, the UK, Japan and China. India’s polished diamond export is expected to cross $ 21 bn in 2013-14.

- The banking sector has started exercising restraint while following prudent risk management norms when lending money to gems and jewellery sector. This follows the implementation of Basel III accord – a global voluntary regulatory standard on bank capital adequacy, stress testing and market liquidity.

Unsecured Loan	As on 31.03.2012 (Rs. in Millions)	As on 31.03.2011 (Rs. in Millions)
LONG-TERM BORROWINGS
Loans and advances from directors	67.025	121.025
SHORT-TERM BORROWINGS
Loans repayable on demand from banks	435.411	441.743
Total	502.436	562.768

Note:

The registered office of the company has been shifted from 347, Panchratna Building, M.P. Road, Opera House, Mumbai – 400 004, Maharashtra to the present address w.e.f. 26.04.2013.

BUSINESS:

The company achieved a turnover Rs.5435.300 millions against 4302.600 millions, registering a growth of 26.36% inspite of weak economic conditions prevailing globally. Profit after tax of Rs.81.600 millions also shows an impressive growth of 39.41%.

During the year, the company has set up a diamond polishing unit with all state of art machinery, in Surat.

Bankers Charges Report as per Registry

Corporate identity number of the company	U36910MH1992PTC065058
Name of the company	EXCEL OVERSEAS PRIVATE LIMITED
Address of the registered office or of the principal place of business in India of the company	347, Panchratna Building, M.P. Road, Opera House, Mumbai – 400 004, Maharashtra, India E-Mail: admin@exceloverseas.com
This form is for	Modification of charge
Charge identification number of the modified	10102389
Type of charge	Book Debts Movable Property (not being pledge) Others (The Whole of the Current Assets)
Particular of charge holder	Union Bank of India (Lead Bank), Overseas Branch, Union Bank Bhavan, Ground Floor, 239, Vidhan Bhavan Marg, Nariman Point, Mumbai – 400 021, Maharashtra, India E-Mail: overseasmumbai@unionbankofindia.com
Nature of description of the instrument creating or modifying the charge	1. Second Supplemental Joint Deed of Hypothecation 2. Second Supplemental Working Capital Consortium Agreement 3. Second Supplemental Interse Agreement (All the above documents constitute a single modification of charge)
Date of instrument Creating the charge	08.05.2012
Amount secured by the charge	Rs.700.000 millions
Brief particulars of the principal terms and conditions and extent and operation of the charge	Rate of Interest: As per sanction letter Terms of Repayment: On Demand. Margin: As per sanction terms. Extent and Operation of the charge: To secure various revised credit facilities aggregating to Rs.700.000 millions on Pari Passu Basis granted by Union Bank of India, Bank of India,The Saraswat Co-Operative Bank Limited and JSC VTB Bank as under :- FB 1. Union Bank of India Rs.233.000 millions 2. Bank of India Rs.230.000 millions 3. The Saraswat Co-Operative Bank Limited Rs.150.000 millions 4. JSC VTB Bank Rs.73.000 millions 5. Untied Gap (Untied portion to be allotted to any one of the existing Member Bank/New Bank Rs.14.000 millions Total Aggregate Rs.700.000 millions Others: Union Bank of India acting as a Lead Bank and Designated as the Union Bank of India Consortium
Short particulars of the property charged	Hypothecation by way of First Pari Passu Charge in favour of the Banks : The Whole of the Current Assets of the Borrower viz stocks of raw materials, stock in process, semi finished and finished goods stores and spares not relating to plant and machinery (consumable stores and spares) bill receivable and book-debts all other movable both present and future whether now lying loose or in cases or which are now lying or stored in or about or shall hereinafter from time to time during the continuance of the security of these presents be brought into or upon or be stored or be in or about the Borrower's Registered Office at 347, Panchratna Building, Opera House Mumbai 400 004 and factory at B-3-3 Krishna Diamond Building, Behind Sumul Diary, Vasta Devdi Road, Katargaon Surat 395 008 in the State of Gujarat or wherever else except at its Jodhpur Unit the same may be or be held by any party to the order or disposition of the Borrower or in the course of transit or on high seas or on order or delivery howsoever and wheresoever in the possession of the Borrower and either by way of substitution or addition
Date of latest modification prior to the present modification	15.03.2011
Particulars of the present modification	Vide this modification charge amount enhanced from Rs.450.000 millions to Rs.700.000 millions by addition of Rs.250.000 millions and secured against Hypothecation by way of First Pari Passu Charge in favour of the Banks : The Whole of the Current Assets of the Borrower viz stocks of raw materials, stock in process, semi finished and finished goods stores and spares not relating to plant and machinery (consumable stores and spares) bill receivable and book-debts all other movable both present and future.

FIXED ASSETS:

· Buildings

· Plant and Equipment

· Furniture and Fixtures

· Office Equipment

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.59.36
UK Pound	1	Rs.89.69
Euro	1	Rs.77.99

INFORMATION DETAILS

Report Prepared by :

SMN

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	5
PAID-UP CAPITAL	1~10	5
OPERATING SCALE	1~10	5
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	5
--PROFITABILIRY	1~10	5
--LIQUIDITY	1~10	4
--LEVERAGE	1~10	5
--RESERVES	1~10	5
--CREDIT LINES	1~10	4
--MARGINS	-5~5	-
DEMERIT POINTS
--BANK CHARGES	YES/NO	YES
--LITIGATION	YES/NO	NO
--OTHER ADVERSE INFORMATION	YES/NO	NO
MERIT POINTS
--SOLE DISTRIBUTORSHIP	YES/NO	NO
--EXPORT ACTIVITIES	YES/NO	NO
--AFFILIATION	YES/NO	NO
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
DEFAULTERS
--RBI	YES/NO	NO
--EPF	YES/NO	NO
TOTAL		43

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.