MIRA INFORM REPORT

Report Date :

06.05.2013

IDENTIFICATION DETAILS

Name :	NUTRINE CONFECTIONERY COMPANY PRIVATE LIMITED (w.e.f. 24.01.2013)
Formerly Known As :	NUTRINE CONFECTIONARY COMPANY LIMITED (w.e.f. 15.12.2006) NUTRINE CONFECTIONARY COMPANY PRIVATE LIMITED
Registered Office :	C/O GB and FL Premises, Gate No. 2,GIL Main Building, Pirojshanagar, Eastern Express Highway, Vikhroli (East), Mumbai – 400079,  Maharashtra
Country :	India
Financials (as on) :	30.06.2012
Date of Incorporation :	14.02.1952
Com. Reg. No.:	11-169547
Capital Investment / Paid-up Capital :	Rs. 67.200 Millions
CIN No.: [Company Identification No.]	U15432MH1952PTC169547
PAN No.: [Permanent Account No.]	AAACN4838N
Legal Form :	Private Limited Liability Company
Line of Business :	The Company is engaged in the business of manufacturing and selling of confectionery items.
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

Status :	Moderate
Payment Behaviour :	Slow
Litigation :	Clear
Comments :	Subject is a subsidiary of “GODREJ HERSHEY LIMITED”. It is an established company having a moderate track record. There appears huge loss recorded by the company during 2011-2012. However, the subject gets strong support from its holding companies. There appears no external borrowing. Trade relations are reported to be fair. Business is active. Payments are reported to be slow. 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

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 :	C/O GB and FL Premises, Gate No. 2,GIL Main Building, Pirojshanagar, Eastern Express Highway, Vikhroli (East), Mumbai – 400079,  Maharashtra, India
Tel. No.:	91-22-25197000
Fax No.:	91-22-25197030
E-Mail :	dkhare@hersheys.com

DIRECTORS

As on: 27.09.2012

Name :

Mr. Peter Frits Smit

Designation :

Director

Address :

Nassim Road, Singapore - 258375

Date of Birth/Age :

11.02.1951

Qualification :

M.B.A., Business Economics from Erasmus University, Rotterdam

Date of Appointment :

22.07.2008

DIN No.:

01873687

Other Directorship:

S.No.	CIN/LLPIN	Name of the Company/ LLP	Current designation of the Director/ Designated Partner	Date of appointment at current designation	Original date of appointment	Date of cessation	Company/ LLP Status	Defaulting status
1	U24240MH1997PTC105714	HERSHEY INDIA PRIVATE LIMITED	Director	22/07/2008	11/12/2007	-	Active	NO
2	U15432MH1952PTC169547	NUTRINE CONFECTIONERY COMPANY PRIVATE LIMITED	Director	22/07/2008	11/12/2007	-	Active	NO

Name :

Mr. Praveen Prafulla Jakate

Designation :

Director

Address :

60, Swiss View Road, 204-0, LA Suisse 1, Singapore - 288062

Date of Birth/Age :

21.11.1970

Qualification :

Bachelors degree in engineering from VJTI (Mumbai University) and an MBA from the Indian Institute of Management, Ahmedabad

Date of Appointment :

21.07.2010

DIN No.:

02873798

Other Directorship:

S.No.	CIN/LLPIN	Name of the Company/ LLP	Current designation of the Director/ Designated Partner	Date of appointment at current designation	Original date of appointment	Date of cessation	Company/ LLP Status	Defaulting status
1	U15432MH1952PTC169547	NUTRINE CONFECTIONERY COMPANY PRIVATE LIMITED	Director	21/07/2010	21/10/2009	-	Active	NO
2	U24240MH1997PTC105714	HERSHEY INDIA PRIVATE LIMITED	Director	21/07/2010	21/10/2009	-	Active	NO

Name :

Mr. Matthew Stevenson Lindsay

Designation :

Director

Address :

Flat No. 501 and 502, Wilnomona, Plot No. 99, 62-b, Nargis Dutt Road, Pali Hill, Bandra (West), Mumbai – 400050, Maharashtra, India

Date of Birth/Age :

13.03.1973

Qualification :

Master of Business Administration from University of Michigan Business School

Date of Appointment :

27.07.2011

DIN No.:

03469860

Other Directorship :

S.No.	CIN/LLPIN	Name of the Company/ LLP	Current designation of the Director/ Designated Partner	Date of appointment at current designation	Original date of appointment	Date of cessation	Company/ LLP Status	Defaulting status
1	U15432MH1952PTC169547	NUTRINE CONFECTIONERY COMPANY PRIVATE LIMITED	Director	27/07/2011	19/01/2011	-	Active	NO
2	U24240MH1997PTC105714	HERSHEY INDIA PRIVATE LIMITED	Managing director	18/02/2011	19/01/2011	-	Active	NO

KEY EXECUTIVES

Name :	Mr. K. V. Subramanyeswara Rao Kaja
Designation :	Manager
Address :	D. No. 27-142-1/B, Ramnagar Colony, Chitioor – 517002, Andhra Pradesh, India
Date of Birth/Age :	19.06.1962
Date of Appointment :	03.04.2010
PAN No.:	AVVPS6725N
Name :	Ms. Dhanashree Jeevan Khare
Designation :	Secretary
Address :	Om Sat Nivas, Dr. Ambedkar Road, Hindu Colony, Dadar, Mumbai – 400014, Maharashtra, India
Date of Birth/Age :	25.03.1984
Date of Appointment :	22.02.2010
PAN No.:	BDVPK4481Q

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on: 27.09.2012

Names of Shareholders	No. of Shares
Godrej Beverages and Foods Limited, India	671449
Godrej Beverages and Foods Limited, India	369
Godrej Beverages and Foods Limited with Mahendran and A. B. Godrej	1
Godrej Beverages and Foods Limited with A. B. Godrej and A. Mahendran	1
Godrej Beverages and Foods Limited with N. B. Godrej	1
Godrej Beverages and Foods Limited with A. Mahendran	1
Godrej Beverages and Foods Limited with A. B. Godrej	1
Total	671823

Equity Share Break up (Percentage of Total Equity)

As on: 27.09.2012

Category	Percentage
Bodies corporate	100.00
Total	100.00

BUSINESS DETAILS

Line of Business :

The Company is engaged in the business of manufacturing and selling of confectionery items.

Products :

ITC Code	Product Description
17049020	Boiled Sweets
18069020	Chocolate Eclairs

PRODUCTION STATUS As on 30.06.2012

Particulars	Unit	Actual Production
Electricity	KWH	425
Coal	MT	0.486
Furnace Oil	Litre	1.71

GENERAL INFORMATION

No. of Employees :	Not Available
Bankers :	Corporation Bank, Industrial Finance Branch, Queen's Road, Bangalore - 560001, Karnataka, India

Banking Relations :	--
Auditors :
Name :	B. S. R. and Company Chartered Accountant
Address :	1^st Floor, Lodha Excelus, Apollo Mills Compound, N. M. Joshi Marg, Mahalaxmi, Mumbai – 400011, Maharashtra, India
PAN.:	AAAFB9852F
Holding Company :	Godrej Hershey Limited CIN No.: U24240MH1997PLC105714
Ultimate Holding company :	The Hershey Company, Delaware
Enterprises over which Key management personnel have significant influence :	Godrej Consumer Products Limited

CAPITAL STRUCTURE

As on: 30.06.2012

Authorised Capital :

No. of Shares	Type	Value	Amount
890000	Equity Shares	Rs.100/- each	Rs. 89.000 Millions
10000	Preference Shares	Rs.100/- each	Rs. 1.000 Million
	Total		Rs. 90.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
671823	Equity Shares	Rs.100/- each	Rs. 67.182 Millions

Reconciliation of number Shares

Equity Shares
Number of shares outstanding at the beginning of the year	671823
Movement during the year	-
Number of shares outstanding at the end of the year	671823

Rights, preferences and restrictions attached to shares

Equity Shares: The Company has one class of equity shares having a par value of Rs. 100 per share. Each shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

After: 27.09.2012

Authorised Capital : Rs. 500.000 Millions

Issued, Subscribed & Paid-up Capital : Rs. 497.182 Millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		30.06.2012 (15 Months)	31.03.2011	31.03.20110
SHAREHOLDERS FUNDS
1] Share Capital		67.200	67.200	67.200
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		0.000	136.200	241.200
4] (Accumulated Losses)		(226.800)	0.000	0.000
NETWORTH		(159.600)	203.400	308.400
LOAN FUNDS
1] Secured Loans		0.000	0.000	0.000
2] Unsecured Loans		0.000	0.000	0.000
TOTAL BORROWING		0.000	0.000	0.000
DEFERRED TAX LIABILITIES		0.000	0.000	0.000
TOTAL		(159.600)	203.400	308.400
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		442.400	381.300	197.500
Capital work-in-progress		10.200	0.000	19.800
INVESTMENT		0.000	0.000	0.000
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	187.900	167.300	192.900
	Sundry Debtors	0.000	0.000	0.000
	Cash & Bank Balances	10.000	9.600	20.000
	Other Current Assets	0.700	0.700	0.000
	Loans & Advances	153.100	218.800	161.800
Total Current Assets		351.700	396.400	374.700
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	113.200	91.400	183.500
	Other Current Liabilities	839.400	472.400	87.000
	Provisions	11.300	10.500	13.100
Total Current Liabilities		963.900	574.300	283.600
Net Current Assets		(612.200)	(177.900)	91.100
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		(159.600)	203.400	308.400

PROFIT & LOSS ACCOUNT

	PARTICULARS		30.06.2012 (15 Months)	31.03.2011	31.03.20110
	SALES
		Income	1790.600	1539.500	1398.800
		Other Income	0.800	1.300	19.400
		TOTAL (A)	1791.400	1540.800	1418.200
Less	EXPENSES
		Cost of materials consumed	1155.300	898.700
		Purchases of stock-in-trade	39.400	33.100
		Changes in inventories of finished goods, work-in-progress and stock-in-trade	(0.700)	(10.300)	1557.400
		Employee benefit expense	206.100	162.400
		Other expenses	699.600	534.500
		TOTAL (B)	2099.700	1618.400	1557.400
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		(308.300)	(77.600)	(139.200)
Less	FINANCIAL EXPENSES (D)		0.200	0.400	0.900
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		(308.500)	(78.000)	(140.100)
Less/ Add	DEPRECIATION/ AMORTISATION (F)		54.500	27.000	15.500
	PROFIT BEFORE TAX (E-F) (G)		(363.000)	(105.000)	(155.600)
Less	TAX (H)		0.000	0.000	0.000
	PROFIT AFTER TAX (G-H) (I)		(363.000)	(105.000)	(155.600)
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		(94.500)	10.500	166.100
	BALANCE CARRIED TO THE B/S		(457.500)	(94.500)	10.500
	IMPORTS
		Raw Materials	0.000	21.700	0.000
		Stores & Spares	7.600	4.700	1.200
	TOTAL IMPORTS		7.600	26.400	1.200
	Earnings Per Share (Rs.)		(540.32)	(156.31)	(231.61)

KEY RATIOS

PARTICULARS		30.06.2012 (15 Months)	31.03.2011	31.03.20110
PAT / Total Income	(%)	(20.26)	(6.81)	(10.97)
Net Profit Margin (PBT/Sales)	(%)	(20.27)	(6.82)	(11.12)
Return on Total Assets (PBT/Total Assets}	(%)	(45.71)	(13.50)	(27.19)
Return on Investment (ROI) (PBT/Networth)		2.27	0.52	0.51
Debt Equity Ratio (Total Debt /Networth)		0.00	0.00	0.00
Current Ratio (Current Asset/Current Liability)		0.36	0.69	1.32

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	Yes
17]	Major suppliers	No
18]	Major customers	No
19]	Payments terms	No
20]	Export / Import details (if applicable)	No
21]	Market information	----------------------
22]	Litigations that the firm / promoter involved in	----------------------
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	No

NOTE:

The registered office of the company has been shifted from Shell House, 1^st Floor, 88, J. C. Road, Bangalore -560002, Karnataka, India to present address w.e.f. 30.03.2007

BACKGROUND

Subject was incorporated in 1952. In June 2006 Godrej Hershey Limited (erstwhile Godrej Beverages and Foods Limited) (GHL) acquired 100% stake in the Company. Pursuant to agreement on 2 April 2007 and 15 May 2007, Hershey Netherlands B.V. acquired 51% stake in GHL from the existing shareholders making it a subsidiary of The Hershey Company. Thus The Hershey Company, Delaware is the ultimate parent of the Company. The Company is engaged in the business of manufacturing and selling of confectionery items.

OUTLOOK FOR 2011-12

The company will continue to focus on profitable sales growth and core categories with continued support to build the brand. The Company has plans to offset and minimize the impact of input cost increases in the current inflationary environment. The Company focus on optimizing and reducing fixed overheads will continue in the Coming year.

CONTINGENT LIABILITIES

(Rs in Millions)

Particular	30.06.2012 (15 Months)	31.03.2011
Claims against the company pertaining to excise duty, sales tax and non submission of forms *	37.300	301.300

* - net of forms collected

FIXED ASSETS

· Land

· Buildings

· Plant and Equipment

· Furniture and Fixtures

· Vehicles

· Office Equipment

· Other Equipments

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. 53.95
UK Pound	1	Rs. 83.81
Euro	1	Rs. 70.50

INFORMATION DETAILS

Report Prepared by :

UDS

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	NO
--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	YES
--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.