MIRA INFORM REPORT

Report Date :

26.03.2013

IDENTIFICATION DETAILS

Name :	GUPTA H.C. OVERSEAS (INDIA) PRIVATE LIMITED
Registered Office :	425, Near Tube Well Colony, Bypass Road, Agra – 282007, Uttar Pradesh
Country :	India
Financials (as on) :	31.03.2012
Date of Incorporation :	25.04.2008
Com. Reg. No.:	20-035071
Capital Investment / Paid-up Capital :	Rs.105.008 Millions
CIN No.: [Company Identification No.]	U74900UP2008PTC035071
TAN No.: [Tax Deduction & Collection Account No.]	AGRG10907B
PAN No.: [Permanent Account No.]	AADCG1250E
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturer and Exporter of Ladies Leather Foot Wear.
No. of Employees :	Not Available

RATING & COMMENTS

MIRA’s Rating :

B (27)

RATING		STATUS	PROPOSED CREDIT LINE
26-40	B	Capability to overcome financial difficulties seems comparatively below average.	Small

Maximum Credit Limit :	USD 970000
Status :	Moderate
Payment Behaviour :	Slow but correct
Litigation :	Clear
Comments :	Subject is an established company having a moderate track record. There appears slight dip in sales turnover during the year 2011-2012. The profitability appears to be low. However, trade relations are reported to be fair. Business is active. Payments are reported to be slow but correct. The company can be considered for business dealings with some caution.

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

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 :	425, Near Tube Well Colony, Bypass Road, Agra – 282007, Uttar Pradesh, India
Tel. No.:	91-562-4017900/ 2601500
Fax No.:	91-562-2600300
E-Mail :	info@guptaoverseas.com companyconsultants@rediffmail.com nirbhaymittal@rediffmail.com
Website :	http://www.guptaoverseas.com
Location :	Owned
Factory :	C-12 and C-13, Industrial Area, UPSIDC, Agra, Uttar Pradesh, India

DIRECTORS

As on: 29.09.2012

Name :	Mr. Gopal Gupta
Designation :	Director
Address :	O-9, Lawyers Colony, Agra - 282005, Uttar Pradesh, India
Date of Birth/Age :	04.08.1956
Qualification :	B. Sc
Experience :	35 Years
Date of Appointment :	25.04.2008
PAN No.:	ABEPG8906G
DIN No.:	01615266
Name :	Mr. Abhay Gupta
Designation :	Director
Address :	O-9, Lawyers Colony, Bypass Road, Agra - 282005, Uttar Pradesh, India
Date of Birth/Age :	02.06.1964
Qualification :	B.Com
Experience :	28 Years
Date of Appointment :	25.04.2008
PAN No.:	AFPPG9756H
DIN No.:	02070564
Name :	Mr. Chetan Gupta
Designation :	Director
Address :	O-9, Lawyers Colony, Dayal Bagh, Bypass Road, Agra - 282005, Uttar Pradesh, India
Date of Birth/Age :	07.08.1981
Qualification :	B.B.M., Diploma in footwear designing from Italy
Experience :	8 Years
Date of Appointment :	25.04.2008
PAN No.:	AFAPG1332E
DIN No.:	02070596
Name :	Mr. Ajay Gupta
Designation :	Director
Address :	O-9, Lawyers Colony, Agra - 282005, Uttar Pradesh, India
Date of Birth/Age :	07.01.1961
Qualification :	B.Com
Experience :	29 Years
Date of Appointment :	25.04.2008
PAN No.:	ABEPG8907H
DIN No.:	02098510
Name :	Mr. Rishi Gupta
Designation :	Director
Address :	O-9, Lawyers Colony, PO Dayal Bagh, PS, New Agra - 282005, Uttar Pradesh, India
Date of Birth/Age :	10.09.1983
Qualification :	B.B.M., Diploma in footwear designing from Italy
Experience :	5 Years
Date of Appointment :	24.11.2008
PAN No.:	AGFPG6649C
DIN No.:	02418088

KEY EXECUTIVES

Name :	Mr. Pankaj Agarwal
Designation :	Secretary
Date of Birth/Age :	25.01.1986
Date of Appointment :	17.12.2011
PAN No.:	AKBPA3531B

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on: 29.09.2012

Names of Shareholders	No. of Shares
Gopal Gupta	3000000
Abhay Gupta	5000000
Bina Gupta	1000000
Ajay Gupta	500000
Chetan Gupta	400000
Ritu Gupta	210000
Akshta Gupta	90000
Arpit Gupta	100
H.C Gupta (HUF)	100
Rishi Gupta	300000
H.C Gupta	100
Sushila Gupta	100
Gopal Gupta (HUF)	100
Abhay Gupta (HUF)	100
Ajay Gupta (HUF)	100
Kapil Gupta	100
Total	10500800

Equity Share Break up (Percentage of Total Equity)

As on: 29.09.2012

Category	Percentage
Directors or relatives of directors	100.00
Total	100.00

BUSINESS DETAILS

Line of Business :

Manufacturer and Exporter of Ladies Leather Foot Wear.

Products :

Product Description	ITC Code
Shoes (pairs)	64069910
Bags(No.)	64059000

GENERAL INFORMATION

No. of Employees :

Not Available

Bankers :

· Bank of India, Agra SME Branch, LIC Building, Sanjay Place, Agra – 282002, Uttar Pradesh, India

· Bank of India, Agra Mid Corporate Branch, 49-50, Sulabh Puram, Sikandra Bodla Road, Agra – 282007, Uttar Pradesh, India

· Punjab National Bank

· Bank of Baroda

· Indusind Bank Limited

· State Bank of India

· Axis Bank

Facilities :

(Rs. In Millions)

Secured Loan	As on 31.03.2012	As on 31.03.2011
Rupee term loans from banks (Secured against mortgage, hypothecation of factory building, land, plant and machinery and first charge on all assets of the company)	12.857	24.167
Loans repayable on demand from banks (secured against hypothecation of Company’s stock of raw material ,stock in progress finished goods and guaranteed by directors and second pari pasu charge on fixed asset of the company)	344.104	388.648
Total	356.961	412.815

Banking Relations :	--
Auditors :
Name :	Sahib P. Satsangee and Company Chartered Accountants
Address :	63, Nehru Nagar, Agra - 282002, Uttar Pradesh, India
Tel. No.:	91-562-3293796/ 2520053
Fax No.:	91-562-2520053
Income-tax PAN of auditor or auditor's firm :	ABTPS6332H

CAPITAL STRUCTURE

As on: 31.03.2012

Authorised Capital :

No. of Shares	Type	Value	Amount
15000000	Equity Shares	Rs.10/- each	Rs.150.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
10500800	Equity Shares	Rs.10/- each	Rs.105.008 Millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2012	31.03.2011	31.03.2010
SHAREHOLDERS FUNDS
1] Share Capital		105.008	105.008	105.007
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		139.758	100.148	61.699
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		244.766	205.156	166.706
LOAN FUNDS
1] Secured Loans		356.961	412.815	390.537
2] Unsecured Loans		40.215	43.458	36.486
TOTAL BORROWING		397.176	456.273	427.023
DEFERRED TAX LIABILITIES		0.000	0.000	0.000
TOTAL		641.942	661.429	593.729
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		385.250	378.246	334.916
Capital work-in-progress		0.000	39.965	8.572
INVESTMENT		0.000	0.000	0.000
DEFERREX TAX ASSETS		1.800	2.800	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	242.455	246.948	96.685
	Sundry Debtors	93.644	233.751	153.102
	Cash & Bank Balances	23.752	15.456	142.923
	Other Current Assets	26.353	25.270	0.000
	Loans & Advances	35.330	44.456	80.505
Total Current Assets		421.535	565.881	473.215
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	98.110	246.992	169.597
	Other Current Liabilities	54.064	68.669	13.802
	Provisions	14.469	9.802	39.575
Total Current Liabilities		166.643	325.463	222.974
Net Current Assets		254.892	240.418	250.241
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		641.942	661.429	593.729

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2012	31.03.2011	31.03.2010
	SALES
		Income	1635.834	1832.843	1418.614
		Other Income	NA	NA	133.775
		TOTAL (A)	NA	NA	1552.389
Less	EXPENSES
		Increase/ (Decrease) in Stock			(31.168)
		Raw Material Consumed			902.957
		Shoes/Retail Purchase			13.497
		Manufacturing Expenses			294.345
		Payment to and for Employees			16.710
		Research and Development Expenses			15.973
		Administrative Expenses			70.569
		Selling and Distribution Expenses			129.113
		Preliminary Expenses Written off			0.735
		TOTAL (B)	NA	NA	1412.731
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)				139.658
Less	FINANCIAL EXPENSES (D)				31.100
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)				108.558
Less/ Add	DEPRECIATION/ AMORTISATION (F)				50.472
	PROFIT BEFORE TAX (E-F) (G)		60.778	48.171	58.086
Less	TAX (H)		21.169	9.722	23.493
	PROFIT AFTER TAX (G-H) (I)		39.609	38.449	34.593
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		91.147	56.698	27.105
Less	APPROPRIATIONS
		Transfer to General Reserve	5.000	5.000	5.000
	BALANCE CARRIED TO THE B/S		125.756	91.147	56.698
	EARNINGS IN FOREIGN CURRENCY
		FOB Value of Export	1631.042	1389.016	1571.097
	TOTAL EARNINGS		1631.042	1389.016	1571.097
	CIF VALUE OF IMPORTS		NA	105.414	60.896
	Earnings Per Share (Rs.)		3.77	3.37	3.71

KEY RATIOS

PARTICULARS		31.03.2012	31.03.2011	31.03.2010
PAT / Total Income	(%)	NA	N.A.	2.23
Net Profit Margin (PBT/Sales)	(%)	3.72	2.63	4.09
Return on Total Assets (PBT/Total Assets}	(%)	7.53	5.10	7.19
Return on Investment (ROI) (PBT/Networth)		0.25	0.23	0.35
Debt Equity Ratio (Total Debt/Networth)		1.62	2.22	2.56
Current Ratio (Current Asset/Current Liability)		2.53	1.74	2.12

LOCAL AGENCY FURTHER INFORMATION

Sr. No.	Check List by Info Agents	Available in Report (Yes / No)
1]	Year of Establishment	Yes
2]	Locality of the firm	Yes
3]	Constitutions of the firm	Yes
4]	Premises details	No
5]	Type of Business	Yes
6]	Line of Business	Yes
7]	Promoter's background	Yes
8]	No. of employees	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	No

UNSECURED LOAN

(Rs. In Millions)

Particular	As on 31.03.2012	As on 31.03.2011
Loans and advances from directors	17.312	26.030
Loans and advances from others	22.903	17.428
Total	40.215	43.458

FINANCIAL REVIEW

Their company has been growing with the implementation set out policies and working capital efficiencies. However, with the initial stage of introducing themselves in the Indian domestic market, they have obtained marvellous improvement in sales during financial year 2011-12. However, the export concern of company has attained continuous growth from previous year.

They are trying to take full advantage of potentiality in market and penetration into growing footwear industry. The directors of the company anticipate for commence export business in new countries/ markets in order to capture the continuous financial growth of the Company.

EXPANSION AND DIVERSIFICATION:

MANUFATURING SEGMENT:

They are locating their valued customer’s choice by attending international shoe/ shoe components/ machinery fairs. Their company is well equipped with modernised plant and machineries and also updating themselves time to time. The production division have been strengthened with the new lasts with latest design and shapes in the existing set- up. These installations have converted the production targets into opportunity by optimizing operations, value addition in footwear products and initiating measures to reduce production cost. Further, production through efficient process route of continuous checking at every stage of process was maximized, product-quality was enriched by well managed team of designers/ supervisors and safety parameters from rejections improved further to achieve all time best production performance during the year.

To facilitate and to make well-timed dispatch of export consignments, significant improvement has been made in planning and execution of logistics efficiencies as well.

FUTURE PROSPECTUS:

They are known to be manufacturer and exporter of high fashion and reliable footwear. Company has entered with an upstream portfolio. They are growing higher than other previous year and this will boost their confidence in the prospects for further growth in the upcoming year. Directors have clear vision to confine the position and to build a brand image of the Company on international level. In the line of the said perspective, they have a planned and definite strategy to enter into new established markets of developed countries as Germany, France, U.S. etc. Further they have to make their team more strong for inspection of leather and other components before taking in the process.

FIXED ASSETS:

Tangible Assets

· Land

· Buildings

· Factory Building

· Plant and Equipment

· Furniture and Fixtures

· Vehicles

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 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.54.10
UK Pound	1	Rs.82.47
Euro	1	Rs.70.49

INFORMATION DETAILS

Report Prepared by :

VRN

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	3
PAID-UP CAPITAL	1~10	3
OPERATING SCALE	1~10	3
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	3
--PROFITABILIRY	1~10	3
--LIQUIDITY	1~10	3
--LEVERAGE	1~10	3
--RESERVES	1~10	3
--CREDIT LINES	1~10	3
--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
DEFAULTER
--RBI	YES/NO	NO
--EPF	YES/NO	NO
TOTAL		27

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.