MIRA INFORM REPORT

Report Date :

23.09.2013

IDENTIFICATION DETAILS

Name :	PANTHER PUBLISHERS PRIVATE LIMITED
Registered Office :	No.33, 1^st Main, 1^st Block, Koramangala, Bangalore - 560 034, Karnataka
Country :	India
Financials (as on) :	31.03.2012
Date of Incorporation :	25.03.1994
Com. Reg. No.:	08-015422
Capital Investment / Paid-up Capital :	Rs.4.000 millions
CIN No.: [Company Identification No.]	U22110KA1994PTC015422
Legal Form :	Private Limited Liability Company
PAN No.: [Permanent Account No.]	AAACP9336P
Line of Business :	Publisher of Books, Magazines, Periodicals, Journals, etc.
No. of Employees :	Not Available

RATING & COMMENTS

MIRA’s Rating :

B (29)

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

Maximum Credit Limit :	USD 134000
Status :	Moderate
Payment Behaviour :	Slow but correct
Litigation :	Clear
Comments :	Subject is an established company having moderate track record. The company has incurred some accumulated losses from its operations during 2012. However, trade relations are fair. Business is active. Payment terms are 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 – 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

INDIAN ECONOMIC OVERVIEW

We are living in a world where volatility and uncertainty have become the New Normal. We saw a change of government in countries like Tunisia, Egypt, Libya and Vietnam. Once powerful countries in Europe are now fighting for bankruptcy. We have taken growth in the developing part of the world for granted but economic growth in China and India has begun to slow. Companies that were synonymous with their product categories just a few years ago are now no longer in existence. Kodak, the inventor of the digital camera had to wind up its operations, HMV, the British entertainment retailing company and Borders, once the second largest bookstore have shut down due to their inability to evolve their business models with the changing time. Readers’ Digest, Thomson Register are no more !

There is another megatrend happening. The World order is changing as economic power shifts from West to East. According to McKinsey study, it took Britain more than 100 years to double its economic output per person during its industrial revolution and the US later took more than 50 years to do the same. More than a century later, China and India have doubled their GDP per capital in 12 and 18 years respectively. By 2020, emerging Asia will become the world’s largest consuming block, overtaking North America.

The years after the outbreak of the global financial crisis, the world economy continues to remain fragile. The Indian economy demonstrated remarkable resilience in the initial years of the contagion but finally lost ground last year. GDP growth slowed down. Currency has been weakening. There is a marked deceleration in agriculture, industry and services. Dampening sentiment led to a cut-back in investment as well as private consumption expenditure.  Inflation remained at high levels fuelled by the pressure from the food and fuel sectors. The large fiscal and current account deficit s continued to cause grave concern. It is imperative that India regains its growth trajectory of 8-9 % sooner than later. This is crucially important given the need to create gainful livelihood opportunities for the millions living in poverty as also the large contingent of young people joining the job market every year.

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 :	No.33, 1^st Main, 1^st Block, Koramangala, Bangalore - 560 034, Karnataka, India
Tel. No.:	91-80-42673400/ 26611082
Fax No.:	91-80-42673413
E-Mail :	info@pantherpublishers.com kmla@vsnl.net
Website :	http://www.pantherpublishers.com

DIRECTORS

AS ON 31.08.2012

Name :

Puzhakalidom Thamburattimadathil Rajasekharan

Designation :

Managing Director

Address :

No.222, 1^st Main, 1^st Block, Jakkasandra Extension, Bangalore – 560 034, Karnataka, India

Date of Birth/Age :

11.06.1946

Date of Appointment :

25.03.1994

DIN No.:

00924281

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	U22110KA1994PTC015422	PANTHER PUBLISHERS PRIVATE LIMITED	Managing director	25/03/1994	25/03/1994	-	Active	NO
2	U22110KA1998PTC024138	FOCUS PUBLISHERS PRIVATE LIMITED	Managing director	28/08/1998	28/08/1998	-	Active	NO
3	U22212KA2009PTC049305	FOCUS MEDICA INDIA PRIVATE LIMITED	Director	06/03/2009	06/03/2009	-	Active	NO

Name :

Sophie Rajasekharan

Designation :

Whole-Time Director

Address :

No.222, 1^st Main, 1^st Block, Jakkasandra Extension, Bangalore – 560 034, Karnataka, India

Date of Birth/Age :

13.03.1950

Date of Appointment :

11.04.1997

DIN No.:

00924152

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	U22110KA1994PTC015422	PANTHER PUBLISHERS PRIVATE LIMITED	Whole-time director	11/04/1997	11/04/1997	-	Active	NO
2	U22110KA1998PTC024138	FOCUS PUBLISHERS PRIVATE LIMITED	Director	28/08/1998	28/08/1998	-	Active	NO
3	U22212KA2009PTC049305	FOCUS MEDICA INDIA PRIVATE LIMITED	Director	06/03/2009	06/03/2009	-	Active	NO

Name :

Padmaja Vishwanatha Rao

Designation :

Director

Address :

No.371, 10^th 'B' Main Road, 3rd Block, Jayanagar, Bangalore – 560 011, Karnataka, India

Date of Birth/Age :

03.07.1971

Date of Appointment :

01.01.2005

DIN No.:

00927583

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	U22110KA1994PTC015422	PANTHER PUBLISHERS PRIVATE LIMITED	Whole-time director	01/01/2005	01/01/2005	-	Active	NO
2	U22212KA2009PTC049305	FOCUS MEDICA INDIA PRIVATE LIMITED	Director	31/03/2010	31/03/2010	-	Active	NO

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 31.08.2012

Names of Shareholders	No. of Shares
Puzhakalidom Thamburattimadathil Rajasekharan	200000
Sophie Rajasekharan	200000
Total	400000

AS ON 01.12.2012

Names of Allottee	No. of Shares
Padmaja Vishwanatha Rao	20000
Total	20000

AS ON 31.08.2012

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

BUSINESS DETAILS

Line of Business :

Publisher of Books, Magazines, Periodicals, Journals, etc.

Products :

Item Code No. (ITC Code)	490110
Product Description	Books

GENERAL INFORMATION

Suppliers :

• Ramya Reprographic Private Limited
• Focus Medica India Private Limited
• S. Karger AG Basel
• Tholasi Prints India Private Limited

Customers :

• Jupiter-The Book People
• Shankars The Book People Private Limited
• Vikas Medical Book House
• Public Health Library
• Cipla Limited
• Dr. Reddy's Laboratories
• Sun Pharmaceutical Industries
• Unichem Laboratories Limited

No. of Employees :

Not Available

Bankers :

• Standard Chartered Bank
• Axis Bank Limited
• The Federal Bank Limited, No.24, 2^nd Cross, Ganhdinagar, Bangalore – 560 009, Karnataka, India
• Federal Bank Limited, No.11, 1^st Floor Gandhinagar, Bangalore – 560 009, Karnataka, India
• The Hongkong and Shanghai Banking Corporation Limited
• Yes Bank, Bangalore, Karnataka, India
• Yes Bank, New Delhi, India
• Yes Bank, Kolkata, West Bengal, India

Facilities :

Secured Loan	31.03.2012 (Rs. in Millions)	31.03.2011 (Rs. in Millions)
LONG TERM BORROWINGS
Term Loans
From Banks:
1.Standared Chartered Bank-II (Secured by Office Building)	0.483	0.669
2. Standard Chartered Bank-III (Secured by Office Building)	6.979	7.619
3. Axis Bank Limited (Secured by Vehicle)	0.224	0.338
4. Axis Bank Limited (Secured by Vehicle)	1.280	0.000
Other loans and advances (specify nature)
1. HSBC Current a/c	0.000	0.008
2. Federal bank OBCC-3504	11.022	12.140
Total	19.988	20.774

Banking Relations :	--
Auditors :
Name :	L. Anbalagan and Company Chartered Accountants
Address :	No.83, Padma Plaza, Gandhi Bazaar, Basavangudi, Bangalore – 560 004, Karnataka, India
PAN No.:	ABKPA6592N

CAPITAL STRUCTURE

AFTER 31.08.2012

Authorised Capital :

No. of Shares	Type	Value	Amount
1000000	Equity Shares	Rs.10/- each	Rs.10.000 millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
420000	Equity Shares	Rs.10/- each	Rs.4.200 millions

AS ON 31.08.2012

Authorised Capital :

No. of Shares	Type	Value	Amount
1000000	Equity Shares	Rs.10/- each	Rs.10.000 millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
400000	Equity Shares	Rs.10/- each	Rs.4.000 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	4.000	4.000
(b) Reserves & Surplus	4.898	9.196
(c) Money received against share warrants	0.000	0.000
(2) Share Application money pending allotment	24.500	24.500
Total Shareholders’ Funds (1) + (2)	33.398	37.696
(3) Non-Current Liabilities
(a) Long-term borrowings	29.253	27.841
(b) Deferred tax liabilities (Net)	0.000	0.000
(c) Other long term liabilities	0.000	0.000
(d) Long-term provisions	0.000	0.000
Total Non-current Liabilities (3)	29.253	27.841
(4) Current Liabilities
(a) Short term borrowings	0.000	0.000
(b) Trade payables	6.025	2.941
(c) Other current liabilities	2.457	2.648
(d) Short-term provisions	3.207	4.140
Total Current Liabilities (4)	11.689	9.729
TOTAL	74.340	75.266
II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	10.735	10.037
(ii) Intangible Assets	0.013	0.017
(iii) Capital work-in-progress	0.000	0.000
(iv) Intangible assets under development	0.000	0.000
(b) Non-current Investments	6.366	6.366
(c) Deferred tax assets (net)	0.218	0.113
(d) Long-term Loan and Advances	1.365	1.230
(e) Other Non-current assets	0.200	0.215
Total Non-Current Assets	18.897	17.978
(2) Current assets
(a) Current investments	0.000	0.000
(b) Inventories	28.566	28.900
(c) Trade receivables	2.310	2.297
(d) Cash and cash equivalents	0.142	0.135
(e) Short-term loans and advances	0.000	0.000
(f) Other current assets	24.425	25.956
Total Current Assets	55.443	57.288
TOTAL	74.340	75.266

SOURCES OF FUNDS		31.03.2010
SHAREHOLDERS FUNDS
1] Share Capital		4.000
2] Share Application Money		24.500
3] Reserves & Surplus		8.399
4] (Accumulated Losses)		0.000
NETWORTH		36.899
LOAN FUNDS
1] Secured Loans		15.858
2] Unsecured Loans		13.480
TOTAL BORROWING		29.338
DEFERRED TAX LIABILITIES		0.000
TOTAL		66.237
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		10.647
Capital work-in-progress		0.000
INVESTMENT		0.000
DEFERRED TAX ASSETS		0.078
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	28.825
	Sundry Debtors	6.452
	Cash & Bank Balances	0.126
	Other Current Assets	32.583
	Loans & Advances	0.000
Total Current Assets		67.986
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	12.156
	Other Current Liabilities	0.000
	Provisions	0.318
Total Current Liabilities		12.474
Net Current Assets		55.512
MISCELLANEOUS EXPENSES		0.000
TOTAL		66.237

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2012	31.03.2011	31.03.2010
	SALES
		Income	31.793	30.704	30.861
		Other Income
		TOTAL	31.793	30.704	30.861
Less	EXPENSES
		Office Expenses	34.651	27.700	28.435
		Administrative Expenses
		Advertising Expenses
		TOTAL	34.651	27.700	28.435
	PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION		(2.858)	3.004	2.426
Less/ Add	DEPRECIATION/ AMORTISATION		1.532	1.429	1.493
	PROFIT / (LOSS) BEFORE TAX		(4.390)	1.575	0.933
Less	TAX		NA	NA	0.318
	PROFIT / (LOSS) AFTER TAX		NA	NA	0.615
	Earnings / (Loss) Per Share (Rs.)		NA	NA	1.54

KEY RATIOS

PARTICULARS		31.03.2012	31.03.2011	31.03.2010
PAT / Total Income	(%)	NA	NA	1.99
Return on Total Assets (PBT/Total Assets}	(%)	(6.48)	2.29	1.19
Return on Investment (ROI) (PBT/Networth)		(0.13)	0.04	0.03
Debt Equity Ratio (Total Debt/Networth)		0.88	0.74	0.80
Current Ratio (Current Asset/Current Liability)		4.74	5.89	5.45

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	Yes
18) Major customers	Yes
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

Unsecured Loan	31.03.2012 (Rs. in Millions)	31.03.2011 (Rs. in Millions)
LONG TERM BORROWINGS
Loans and advances from related parties
Loan from Director	9.237	7.039
Loan from Share Holders	0.028	0.028
Total	9.265	7.067

INDEX OF CHARGES:

S.No.	Charge ID	Date of Charge Creation/Modification	Charge amount secured	Charge Holder	Address	Service Request Number (SRN)
1	10189196	19/08/2013 *	13,500,000.00	THE FEDERAL BANK LIMITED	NO.24, 2ND CROSS, GANHDINAGAR, BANGALORE, KARNATAKA - 560009, INDIA	B83120329
2	10103892	15/05/2008	5,000,000.00	THE HONGKONG AND SANGHAI BANKING CORPORATION	7 MG ROAD,, BANGALORE, KARNATAKA - 560001, INDIA	A38699997
3	10059829	19/07/2007	10,000,000.00	STANDARD CHARTERED BANK	23-25, MAHATMA GANDHI ROAD, FORT, MUMBAI, MAHARASHTRA - 400001, INDIA	A19004902
4	90191962	15/06/1998	2,000,000.00	FEDRAL BANK LIMITED	NO. 11; 1ST FLOOR GANDHINAGAR, BANGALORE, KARNATAKA - 560009, INDIA	-

* Date of charge modification

WORKING OF THE COMPANY:

The company has achieved a turnover of Rs.31.793 millions during the year and made a loss of Rs.4.390 millions after providing Rs.1.532 millions for depreciation. The Directors are hopeful to achieve a good result and to increase the volume of business and profit during the current year. The order position for the current year is comfortable. Hence the Directors assure a good turnover and profit during the year ending 31^st March 2013.

FIXED ASSETS:

Tangible Assets

· Land

· Buildings

· Computer Equipments

· Furniture and Fixtures

· Vehicles

· Office Equipment

· Air Conditioner

Intangible Assets

· Computer Software

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.62.24
UK Pound	1	Rs.99.90
Euro	1	Rs.84.23

INFORMATION DETAILS

Report Prepared by :

SMN

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	4
PAID-UP CAPITAL	1~10	3
OPERATING SCALE	1~10	3
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	4
--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
DEFAULTERS
--RBI	YES/NO	NO
--EPF	YES/NO	NO
TOTAL		29

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.