MIRA INFORM REPORT

Report Date :

08.08.2014

IDENTIFICATION DETAILS

Name :	D.B. CORP LIMITED [w.e.f.01.12.2005]
Formerly Known As :	MULTI-TECH ENERGY LIMITED
Registered Office :	Plot No. 280, Sarkhej-Gandhinagar Highway, Near YMCA Club, Makarba, Ahmedabad – 380051, Gujarat
Country :	India
Financials (as on) :	31.03.2014
Date of Incorporation :	27.10.1995
Com. Reg. No.:	04-047208
Capital Investment / Paid-up Capital :	Rs. 1834.855 Millions
CIN No.: [Company Identification No.]	L22210GJ1995PLC047208
Legal Form :	A Public Limited Liability Company. The Company’s Shares are Listed on the Stock Exchanges.
Line of Business :	Subject is in the business of publishing newspapers, radio broadcasting, event management and also providing integrated internet and mobile interactive services.
No. of Employees :	Information declined by the management

RATING & COMMENTS

MIRA’s Rating :

A (68)

RATING		STATUS	PROPOSED CREDIT LINE
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

Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is a well-established company having fine track record. The rating reflects well-established position of DB Corp Limited [DBCL] in the print media industry, geographically diversified presence with leadership positions in various territories, long track record and strong brand name. Further rating also reflects company’s healthy financial risk profile and decent profitability levels of the company. Trade relations are reported as fair. Business is active. Payments are reported to be regular and as per commitment. The company can be considered good for normal 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.

INDIAN ECONOMIC OVERVIEW

N E W S

As per the latest IMF study, the total weigh of emerging markets in the GDP of the world on a purchasing power parity basis has seen a sizeable shift. It highlights how as against 51 % in 2005, the emerging economies now account for close to 56 % of the global purchasing power GDP as per the latest survey. And with the emerging economies growing at a faster rate than their developed counterparts, there are every possibility that the their share goes up further in the coming years.  China may surpass the US over the next few years.

Politics and economics are very intricately connected. They tend to influence each other in ways that could be very complex and far-reaching. The prospects of the India’s economy have been seriously compromised due to political corruption. High inflation, poor standard of living are to a great extent a result of rampant corruption in the country. China on the other hand, seems to be facing diametrically opposite challenge. American hedge fund manager Jim Chanos has been keenly following the political and economic development in the dragon economy and has figured out something that is quite worrying. He is of the view that the Chinese economy could be heading toward trouble on account of new Chinese President Xi Jingping’s very aggressive anti-corruption drive. Chanos believes tat many things such as apartment sales, luxury products, etc. were largely bought with dirty money. And it is now beginning to impact consumption. This may indeed be bad news for an economy that is struggling to transition from an investment-driven export-oriented economy to a domestic consumption-driven economy.

A study published by Firstpost has revealed that asset classes like real estate and equities were the biggest beneficiaries of the liberalization policies.  A firm called Ciane Analytics studied returns from assets including equities, gold, fixed deposits, G-Secs and real estate since 1991. Real estate outperformed every other asset classes during the 23-year period with an annualized return of 20 % ! Equities came in second with annualized return of 15.5 % ! However, while these returns may seem mouthwatering, the fact is that the return from equities adjusted for inflation came down to just 7.1 %.

Some brief news are as under

. R-Power to buy Jaypee’s hydro assets

. Investors await justice in NSEL case

. India seeks MFN status from Pakistan ahead of meeting

. Ukrain’s clashes with rebels hinder MH17 crash investigation

. India exploring merger of state-owned hydro PSUs

..Higher costs weigh down profit growth to slowest in 9 quarters

..Wal-Mart to expand wholesale business in India

. GMR group moves to strengthen balance sheet

. Central Bank to sell 4 % stake to Life Insurance Corporation

. Tata Chemicals plans to raise up to Rs 10000 mn.

EXTERNAL AGENCY RATING

Rating Agency Name	CARE
Rating	Long term bank facilities = AA+
Rating Explanation	High degree of safety and very low credit risk.
Date	15.10.2013

Rating Agency Name	CARE
Rating	Short term bank facilities = A1+
Rating Explanation	Very strong degree of safety and lowest credit risk.
Date	15.10.2013

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 31-03-2014.

INFORMATION DECLINED

MANAGEMENT NON-COOPERATIVE

[CONTACT NO.: 91-22-39888840]

LOCATIONS

Registered Office / Printing Press :	Plot No. 280, Sarkhej-Gandhinagar Highway, Near YMCA Club, Makarba, Ahmedabad – 380051, Gujarat, India
Tel No.:	91-79-39888850
Fax No.:	91-79-39814001
E-Mail :	csbpl2008@yahoo.co.in bdcs@bhaskarnet.com dbcs@dainikbhaskargroup.com
Website :	http://www.bhaskarnet.com
Head Office :	Dwarka Sadan, 6, Press Complex, M.P. Nagar Zone I, Bhopal - 462011, Madhya Pradesh, India
Tel No.:	91-755-3988884
Fax No.:	91-755-2675190
Corporate Office :	501, 5th Floor, Naman Corporate Link, Opposite Dena Bank, C-31, G-Block, Bandra Kurla Complex, Bandra [East], Mumbai – 400051, Maharashtra, India
Tel No.:	91-22-39888840
Fax No.:	91-22-39804793/ 26597217

DIRECTORS

AS ON 31.03.2014

Name :	Mr. Ramesh Chandra Agarwal
Designation :	Chairman
Name :	Mr. Sudhir Agarwal
Designation :	Managing Director
Name :	Mr. Girish Agarwal
Designation :	Non-Executive Director
Date of Birth/Age :	10.07.1971
Qualification :	Commerce Graduate
Date of Appointment :	27.10.1995
DIN No.:	00051375
Name :	Mr. Pawan Agarwal
Designation :	Dy. Managing Director
Date of Birth/Age :	31.07.1974
Qualification :	Bachelor’s Degree in Industrial Engineering, USA
Date of Appointment :	10.12.2005
DIN No.:	00465092
Name :	Mr. Piyush Pandey
Designation :	Independent Director
Date of Birth/Age :	05.09.1955
Qualification :	Holds Master’s Degree in Arts
Date of Appointment :	28.11.2007
DIN No.:	00114673
Name :	Mr. Kailash Chandra Chowdhary
Designation :	Independent Director
Date of Birth/Age :	08.05.1940
Qualification :	Bachelor’s Degree in Commerce and Chartered Accountant
Date of Appointment :	28.11.2007
DIN No.:	01687337
Name :	Mr. Harish Bijoor
Designation :	Independent Director
Date of Birth/Age :	03.06.1961
Qualification :	Masters in Commerce
Date of Appointment :	28.11.2007
DIN No.:	01640485
Name :	Mr. Ashwani Kumar Singhal
Designation :	Independent Director
Date of Birth/Age :	31.10.1961
Qualification :	Bachelor’s Degree in Commerce (Hons)
Date of Appointment :	28.11.2007
DIN No.:	01973769

KEY EXECUTIVES

Name :	Ms. Anita Gokhale
Designation :	Secretary

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 30.06.2014

Category of Shareholder	Total No. of Shares	As a %
(A) Shareholding of Promoter and Promoter Group
(1) Indian
Individuals / Hindu Undivided Family	86894680	47.34
Bodies Corporate	41595057	22.66
Sub Total	128489737	70.00
(2) Foreign
Total shareholding of Promoter and Promoter Group (A)	128489737	70.00
(B) Public Shareholding
(1) Institutions
Mutual Funds / UTI	13462599	7.33
Financial Institutions / Banks	1605	0.00
Foreign Institutional Investors	33585451	18.30
Sub Total	47049655	25.63
(2) Non-Institutions
Bodies Corporate	5510626	3.00
Individuals
Individual shareholders holding nominal share capital up to Rs. 0.100 Million	1317794	0.72
Individual shareholders holding nominal share capital in excess of Rs. 0.100 Million	1031447	0.56
Any Others (Specify)	164758	0.09
Overseas Corporate Bodies	1404	0.00
Non Resident Indians	44725	0.02
Clearing Members	109904	0.06
Trusts	8725	0.00
Sub Total	8024625	4.37
Total Public shareholding (B)	55074280	30.00
Total (A)+(B)	183564017	100.00
(C) Shares held by Custodians and against which Depository Receipts have been issued
(1) Promoter and Promoter Group	0	0.00
(2) Public	0	0.00
Sub Total	0	0.00
Total (A)+(B)+(C)	183564017	100.00

Shareholding of securities (including shares, warrants, convertible securities) of persons belonging to the category Promoter and Promoter Group

Sl. No.	Name of the Shareholders	Details of Shares held
		No. of Shares held	As a %
1	Pawan Agarwal	2,51,47,214	13.70
2	Sudhir Agarwal	2,36,76,449	12.90
3	Peacock Trading & Investment Private Limited	1,85,48,647	10.10
4	Girish Agarwal	1,56,82,256	8.54
5	Bhaskar Infrastructure Private Limited	1,21,12,420	6.60
6	Namita Agarwal	65,42,200	3.56
7	Girish Agarwal	64,00,000	3.49
8	Bhopal Financial Services Private Limited	56,57,190	3.08
9	Jyoti Agarwal	49,48,007	2.70
10	Nitika Agarwal	34,77,000	1.89
11	Bhaskar Publications & Allied Industries Private Limited	30,17,800	1.64
12	Dev Fiscal Services Private Limited	16,59,000	0.90
13	Ramesh Chandra Agarwal	8,21,758	0.45
14	Stitex Global Limited	6,00,000	0.33
15	Ramesh Chandra Agarwal	1,00,001	0.05
16	Kasturi Devi Agarwal	99,795	0.05
	Total	12,84,89,737	70.00

Shareholding of securities (including shares, warrants, convertible securities) of persons belonging to the category Public and holding more than 1% of the total number of shares

Sl. No.	Name of the Shareholders	No. of Shares held	Shares as %
1	Nalanda India Equity Fund Limited	14582902	7.94
2	Amansa Capital Pte Limited A/c Amansa Holdings Private Limited	5561188	3.03
3	HDFC Trustee Company Limited - HDFC Equity Fund	3072000	1.67
4	Government of Singapore	2698429	1.47
5	ICICI Prudential Life Insurance Company Limited	2566713	1.40
	Total	28481232	15.52

Shareholding of securities (including shares, warrants, convertible securities) of persons (together with PAC) belonging to the category “Public” and holding more than 5% of the total number of shares of the company

Sl. No.	Name(s) of the shareholder(s) and the Persons Acting in Concert (PAC) with them	No. of Shares	Shares as %
1	Nalanda India Equity Fund Limited	14582902	7.94
	Total	14582902	7.94

Details of Locked-in Shares

Sl. No.	Name of the Shareholders	No. of Shares	Locked-in Shares as %
1	Visual Interactive Mauritius Limited	1,404	0.00
2	Rajkumar Koneru	435	0.00
3	Sunderbabu Venugopal	316	0.00
	Total	2,155	0.00

BUSINESS DETAILS

Line of Business :

Subject is in the business of publishing newspapers, radio broadcasting, event management and also providing integrated internet and mobile interactive services.

GENERAL INFORMATION

No. of Employees :

Information declined by the management

Bankers :

IDBI Bank Limited

Facilities :

SECURED LOANS	31.03.2014 (Rs. In Millions)	31.03.2013 (Rs. In Millions)
LONG-TERM BORROWINGS
Foreign currency loans from financial institution	726.808	878.017
SHORT TERM BORROWINGS
Buyers’ credit from banks	362.417	298.854
Total	1089.225	1176.871

Banking Relations :	--
Auditors 1 :
Name :	S R Batliboi and Associates LLP Chartered Accountants
Address :	19^th Floor, Express Tower, Nariman Point, Mumbai – 400021, Maharashtra, India
Auditors 2 :
Name :	Gupta Navin K. and Company Chartered Accountants
Address :	Near Inderganj Square, SDM Road, Gwalior - 474009, Madhya Pradesh, India
Subsidiaries :	· I Media Corp Limited Divya Prabhat Publications Private Limited (up to June 30, 2013)
Enterprises owned or significantly influenced by key management personnel or their relatives :	· Abhivyakti Kala Kendra Bhaskar Printing Press- MPCG Bhaskar Printing Press- CPH2 Bhaskar Samachar Seva Bhaskar Publication and Allied Industries Private Limited. Bhaskar Infrastructure Private Limited [Formerly known as Bhaskar Infrastructure Limited] Bhaskar Industries Private Limited Decore Exxoil Private Limited Bhaskar Venkatesh Products Private Limited D B Malls Private Limited D B Power Limited DB Infrastructure Private Limited R.C. Printer - Raipur Writers and Publishers Private Limited Diligent Media Corporation Limited (up to October 09, 2012) Diligent Hotel Corporation Private Limited Peacock Trading and Investments Private Limited Chambal Tradings Private Limited Dev Fiscal Service Private Limited Stitex Global Limited Bhopal Financial Services Private Limited

CAPITAL STRUCTURE

AFTER 24.07.2013

Authorised Capital : Rs. 2500.000 Millions

Issued, Subscribed & Paid-up Capital : Rs. 1835.640 Millions

AS ON 31.03.2014

Authorised Capital :

No. of Shares	Type	Value	Amount
249000000	Equity Shares	Rs. 10/- each	Rs. 2490.000 Millions
1000	Non-Convertible Redeemable Preference Shares	Rs. 10000/- each	Rs. 10.000 Millions
	Total		Rs. 2500.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
183485501	Equity Shares	Rs. 10/- each	Rs. 1834.855 Millions

RECONCILIATION OF NUMBER OF SHARES OUTSTANDING AT THE BEGINNING AND AT THE END OF THE YEAR

EQUITY SHARES	31.03.2014
	Nos.	Rs. In Millions
At the beginning of the year	183373844	1833.738
Issued during the year – Employee Stock Option Schemes [ESOS]	111657	1.117
Outstanding at the end of the year	183485501	1834.855

PREFERENCE SHARES	31.03.2014
	Nos.	Rs. In Millions
At the beginning of the year	1	0.010
Share redeemed during the year	(1)	(0.010)
Outstanding at the end of the year	--	--

TERMS/ RIGHT ATTACHED TO EACH CLASS OF SHARES

(i) Equity shares

The Company has only one class of equity shares having a par value Rs.10 per share. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividend in Indian rupees. The dividend proposed by Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

During the year ended March 31, 2014, the amount of per share dividend recognised as distributions to equity shareholders is Rs.7.25 per share (March 31, 2013: Rs.5.50 per share).

In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by shareholders.

(ii) Preference shares

The Company has class of 1 Zero % non-convertible redeemable preference shares having value of Rs.10,000 per share. These preference shares are redeemable at par at on October 17, 2013. Accordingly, as per the provisions of the Act, a transfer of Rs. 0.010 Million was made to Capital Redemption Reserve out of the surplus in the statement of profit and loss.

AGGREGATE NUMBER OF BONUS SHARES ISSUED, SHARES ISSUED FOR CONSIDERATION OTHER THAN CASH, SHARES ISSUED PURSUANT TO THE SCHEME OF ARRANGEMENT DURING THE PERIOD OF FIVE YEARS IMMEDIATELY PRECEDING THE REPORTING DATE:

	31.03.2014 Nos.
EQUITY SHARES:
Allotted as fully paid up pursuant to contract(s) without payment being received in cash	--
Allotted as fully paid up by way of bonus shares	--
Allotted as fully paid up pursuant to ESOS	238396
Allotted as share issued in pursuant to the scheme of arrangement	1732500
	1970896

DETAIL OF SHAREHOLDERS HOLDING MORE THAN 5% SHARES OF THE COMPANY

Name of Shareholders	31.03.2014
	Nos.	% of holding
Equity shares of Rs. 10/- each fully paid
Pawan Agarwal	28152456	15.34
Sudhir Agarwal	26681449	14.54
Girish Agarwal	25087256	13.67
Peacock Trading and Investments Private Limited	18458647	10.11
Nalanda India Equity Fund Limited	14582902	7.95
Bhaskar Infrastructure Private Limited	12112420	6.60
Preference share of Rs. 10,000/- fully paid
Sunderbabu Venugopal	--	--

Shares reserved for issue under options

For detail of shares reserved for issue under the Employee Stock Option Schemes (‘ESOS’) of the Company.

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS	31.03.2014	31.03.2013	31.03.2012
I. EQUITY AND LIABILITIES
(1)Shareholders' Funds
(a) Share Capital	1834.855	1833.748	1833.093
(b) Reserves & Surplus	9609.178	8910.101	7765.266
(c) Money received against share warrants	0.000	0.000	0.000
(2) Share Application money pending allotment	0.000	0.000	0.000
Total Shareholders’ Funds (1) + (2)	11444.033	10743.849	9598.359
(3) Non-Current Liabilities
(a) long-term borrowings	726.808	878.017	1028.579
(b) Deferred tax liabilities (Net)	885.131	833.737	745.798
(c) Other long term liabilities	346.385	310.248	292.421
(d) long-term provisions	0.000	0.000	0.000
Total Non-current Liabilities (3)	1958.324	2022.002	2066.798
(4) Current Liabilities
(a) Short term borrowings	536.930	495.849	772.249
(b) Trade payables	1116.829	958.482	1073.945
(c) Other current liabilities	1558.617	1565.085	1376.859
(d) Short-term provisions	1048.350	941.347	837.483
Total Current Liabilities (4)	4260.726	3960.763	4060.536
TOTAL	17663.083	16726.614	15725.693
II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	8248.728	7595.618	7130.398
(ii) Intangible Assets	234.910	294.151	316.654
(iii) Capital work-in-progress	22.242	70.248	449.639
(iv) Intangible assets under development	0.000	0.000	0.000
(b) Non-current Investments	735.161	1584.094	827.674
(c) Deferred tax assets (net)	0.000	0.000	0.000
(d) Long-term Loan and Advances	1855.192	983.796	872.701
(e) Other Non-current assets	48.505	64.389	89.996
Total Non-Current Assets	11144.738	10592.296	9687.062
(2) Current assets
(a) Current investments	0.000	0.000	0.000
(b) Inventories	1732.340	1298.195	1183.839
(c) Trade receivables	3274.165	3038.928	2446.284
(d) Cash and cash equivalents	1120.444	1247.277	1867.895
(e) Short-term loans and advances	375.526	534.048	524.743
(f) Other current assets	15.870	15.870	15.870
Total Current Assets	6518.345	6134.318	6038.631
TOTAL	17663.083	16726.614	15725.693

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2014	31.03.2013	31.03.2012
	SALES
		Income	18562.085	15788.596	14418.107
		Other Income	238.621	247.328	230.520
		TOTAL (A)	18800.706	16035.924	14648.627
Less	EXPENSES
		Cost of Materials Consumed	6324.193	5425.922	5070.579
		Changes in inventories of finished goods, work-in-progress and Stock-in-Trade	(6.353)	0.275	(0.416)
		Event expenses	0.000	0.000	140.467
		Employees benefits expense	3021.766	2683.489	2351.143
		Foreign Exchange Loss	32.998	35.364	101.155
		Other expenses	4192.865	3775.981	3327.987
		TOTAL (B)	13565.469	11921.031	10990.915
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		5235.237	4114.893	3657.712
Less	FINANCIAL EXPENSES (D)		75.344	104.396	92.261
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		5159.893	4010.497	3565.451
Less/ Add	DEPRECIATION/ AMORTISATION (F)		641.529	573.070	500.020
	PROFIT BEFORE TAX (E-F) (G)		4518.364	3437.427	3065.431
Less	TAX (H)		1455.525	1131.368	980.701
	PROFIT AFTER TAX (G-H) (I)		3062.839	2306.059	2084.730
	EARNINGS IN FOREIGN CURRENCY
		Advertisement Income	128.653	0.000	0.000
	IMPORTS
		Raw Materials	2361.799	2107.952	1718.412
		Stores & Spares	70.519	24.498	39.836
		Capital Goods	0.000	78.048	1.853
	TOTAL IMPORTS		2432.318	2210.498	1760.101
	Earnings Per Share (Rs.)
	Basic		16.70	12.58	11.37
	Diluted		16.68	12.56	11.36

QUARTERLY RESULTS

PARTICULARS	30.06.2014
Type	1^st Quarter
Net Sales	4891.500
Total Expenditure	3544.600
PBIDT (Excl OI)	1346.900
Other Income	95.000
Operating Profit	1441.900
Interest	15.700
Exceptional Items	0.000
PBDT	1426.200
Depreciation	203.600
Profit Before Tax	1222.600
Tax	430.100
Provisions and contingencies	0.000
Profit After Tax	792.500
Extraordinary Items	0.000
Prior Period Expenses	0.000
Other Adjustments	0.000
Net Profit	792.500

KEY RATIOS

PARTICULARS		31.03.2014	31.03.2013	31.03.2012
PAT / Total Income	(%)	16.29	14.38	14.23
Net Profit Margin (PBT/Sales)	(%)	24.34	21.77	21.26
Return on Total Assets (PBT/Total Assets}	(%)	26.73	22.81	21.22
Return on Investment (ROI) (PBT/Networth)		0.39	0.32	0.32
Debt Equity Ratio (Total Debt/Networth)		0.11	0.13	0.19
Current Ratio (Current Asset/Current Liability)		1.53	1.55	1.49

FINANCIAL ANALYSIS

[all figures are in Rupees Millions]

DEBT EQUITY RATIO

Particular	31.03.2012	31.03.2013	31.03.2014
	(Rs. In Millions)	(Rs. In Millions)	(Rs. In Millions)
Share Capital	1833.093	1833.748	1834.855
Reserves & Surplus	7765.266	8910.101	9609.178
Net worth	9598.359	10743.849	11444.033
long-term borrowings	1028.579	878.017	726.808
Short term borrowings	772.249	495.849	536.930
Total borrowings	1800.828	1373.866	1263.738
Debt/Equity ratio	0.188	0.128	0.110

YEAR-ON-YEAR GROWTH

Year on Year Growth	31.03.2012	31.03.2013	31.03.2014
	(Rs. In Millions)	(Rs. In Millions)	(Rs. In Millions)
Sales	14418.107	15788.596	18562.085
		9.505	17.566

NET PROFIT MARGIN

Net Profit Margin	31.03.2012	31.03.2013	31.03.2014
	(Rs. In Millions)	(Rs. In Millions)	(Rs. In Millions)
Sales	14418.107	15788.596	18562.085
Profit	2084.730	2306.059	3062.839
	14.46%	14.61%	16.50%

LOCAL AGENCY FURTHER INFORMATION

CURRENT MATURITIES OF LONG TERM DEBT

Particulars	31.03.2014 (Rs. In Millions)	31.03.2013 (Rs. In Millions)	31.03.2012 (Rs. In Millions)
Current maturities of long term borrowings	242.270	219.504	299.155

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	Yes

INDEX OF CHARGES

S.NO.	CHARGE ID	DATE OF CHARGE CREATION/MODIFICATION	CHARGE AMOUNT SECURED	CHARGE HOLDER	ADDRESS	SERVICE REQUEST NUMBER (SRN)
1	10167258	21/07/2009	1,778,500,000.00	AGCO FINANCE GMBH	C/O RABO INDIA FINANCE LTD, FORBES BUILDING, 2ND FLOOR, CHANDRAJIT RAI MARG, FORT, MUMBAI, MAHARASHTRA - 400001, INDIA	A66107731
2	10032516	12/10/2011 *	1,750,000,000.00	IDBI BANK LIMITED	6, MALVIA NAGAR, BHOPAL, MADHYA PRADESH - 462003,  INDIA	B24276289

* Date of charge modification

UNSECURED LOANS

UNSECURED LOANS	31.03.2014 (Rs. In Millions)	31.03.2013 (Rs. In Millions)
SHORT TERM BORROWINGS
Buyers’ credit from banks	174.513	196.995
Total	174.513	196.995

NATURE OF OPERATIONS

Subject is in the business of publishing newspapers, radio broadcasting, event management and providing integrated internet and mobile interactive services. The major brands in publishing business are 'Dainik Bhaskar' and Business Bhaskar' (Hindi dailies). Divya Bhaskar' and Saurashtra Samachar' (Oujarati dailies), Divya Marathi' (Marathi daily).-DNA English'. (English daily) and monthly magazines such as 'Aha Zindagi'. Bal Bhaskar1, etc. Presently, the Company's radio station is on air in 17 cities under the brand name 'My FM" The frequency allotted to the Company's radio station is 94.3. The internet business includes the websites of Dainik Bhaskar. Divya Bhaskar and Divya Marathi having newspapers in e-paper category and dainikbhaskar.com, dKryabnaskar.com, dailybhaskar.com and drvyamarathi.com.

The Company derives its revenue mainly from the sale of its publications and advertisements published in the publications, aired on radio, displayed on websites and portal and mobile interactive services.

SCHEME OF ARRANGEMENT

A) Demerger of Integrated Internet and Mobile Interactive Services business of I Media Corp Limited (IMCL) and merger with the Company:

The Company along with its subsidiary IMCL had filed a Scheme for demerger of Integrated Internet and Mobile Interactive Services business of IMCL and merger with the Company.

The Scheme of Arrangement was approved by the Honorable High Court of Madhya Pradesh. Principal seat at Jabaipur. vide their order dated March 27,2014 which was filed with the Registrar of Companies on April 08, 2014. Accordingly the Scheme became effective on April 08, 2014 with appointed date April 01, 2013.

As prescribed in the Scheme, all assets and liabilities of integrated Internet and Mobile Interactive Services business of IMCL as at 31.03.2013 were transferred to and the Company at their respective book value and the deficit after considering the reduction of the Company’s investments in IMCL is charged against the general reserve as under:

Particulars	Amount in Millions
Fixed assets [net of accumulated depreciation]	35.937
Current assets [net of provision for doubtful trade receivable Rs. 1.302 Millions]	58.497
Total Assets	94.434
Current liabilities and provisions	29.956
Long term borrowing from Holding Company	350.000
Unsecured loans	137.199
Total Liabilities	517.155
Net Liabilities	(422.721)
Less: Reduction in the value of investments held in IMCL [the remaining value of investments in IMCL reflects the fair value of the net assets of IMCL as at date of demerger]	405.695
Deficit charges against general reserve	(828.416)

As per Clause 46 of the Scheme, the unabsorbed depreciation and brought forward losses related to IMCL (against which IMCL had not recognised deferred tax assets) till March 31, 2013 aggregating to Rs. 439.544 Millions has been transferred to the Company which has been set off by the Company while computing the Current Tax provision for the year ended March 31. 2014. This has resulted in a net reduction of Rs. 149.401 Millions in the current tax expense.

B) Scheme of Amalgamation between Synergy Media Entertainment Limited (SMEL) and I Media Corp United (IMCL')

On December 11, 2012 the Company acquired balance stake in its two subsidiaries i.e. 45% In IMCL and 43.18% in SMEL by acquiring the shares from the shareholders of IMCL and SMEL for the total consideration of Rs. 355.958 Millions and Rs. 23.717 Millions respectively, whereby IMCL and SMEL became wholly-owned subsidiaries of the Company.

Post this acquisition, with an objective of consolidation of event management business in one single entity, the management of the Company decided to merge SMEL with IMCL and pursuant to approval of the Honorable High Court of Madhya Pradesh dated April 30, 2013, SMEL was merged with IMCL with effect from May 08.2013 and operative from the appointed date i.e. April 01.2012.

According to the scheme, the entire business of SMEL was merged with IMCL by issue of 72914 fully paid equity shares of Rs. 10 each of IMCL valued at Rs.753.35 per share to the only shareholder of SMEL i.e. D. B. Corp Limited.

In accordance with the provisions of Accounting Standard 13-Accouniing for Investments, the difference between the fair value of shares received and the book value of shares of SMEL i.e. 129,470.730 was recognised as gain on merger of subsidiaries, under the head 'Other income'.

REVIEW OF PERFORMANCE

During the financial year 2013-14, Indian economy continued to grow at a slower pace. As per the Reserve Bank of India (RBI)'s latest update on Macro Economics and Monetary Developments 2014-15, real GDP growth at factor cost for the year 2013-14 is 4.7% and as per latest estimates with Q4 growth, it is expected to close at 4.9%. Despite general slow-down in the economy, the Company was able to deliver much better growth in revenues as well as profits. This was possible on the basis of well thought-out strategies of the management and committed all-around efforts by the whole team. Performance highlights of the Company during the year under consideration are as follows:

· Standalone sales and other income reached Rs. 18801.000 Millions witnessing a growth of 17% as compared to Rs. 16036.000 Millions in the previous year due to growth in circulation and advertisement revenue.

Standalone advertising revenue reached Rs. 14172.000 Millions (growth by 18.4%) which also includes revenue from the internet and digital media business. Similarly, the circulation revenue reached Rs. 3232.000 Millions (growth by 14.8%).

Standalone Profit after Tax (PAT) for the year under review was Rs. 3063.000 Millions which includes Rs. 149.000 Millions towards tax benefit on account of accumulated tax losses of Internet business. Thus normal PAT (excluding the tax benefit) was Rs. 2914.000 Millions with 26% increase as against Rs. 2306.000 Millions in the previous year.

The consolidated gross revenue of the Company increased to Rs. 18836.000 Millions from Rs.16137.000 Millions in the previous year, whereas the consolidated PAT stood at Rs. 3066.000 Millions as against Rs. 2181.000 Millions of the previous year, which includes onetime tax gain of Rs. 149.000 millions on account of demerger of internet business.

Print business: Advertising revenues increased from Rs. 11300.000 Millions to Rs. 13254.000 Millions reflecting a growth of approx.17% YOY. As per FICCI-KPMG report 2014, overall print advertisement revenue grew at 11.3% for Hindi Market and 10.8% for Vernacular Market.

Circulation revenues grew from Rs. 2814.000 Millions to Rs. 3232.000 Millions at a growth of approx. 15% YOY.

Print business EBITDA margins stand at approx. 28% at Rs. 4909.000 Millions.

Print business normal PAT stands at approx. Rs. 2825.000 Millions (16% PAT margin excluding onetime tax gain of Rs. 149.000 Millions on account of demerger of internet business).

Print Business Matured editions EBITDA margin stands at approx. 32.8% at Rs. 5317.000 Millions.

OPERATIONAL HIGHLIGHTS AND FUTURE OUTLOOK

The Company has delivered a robust operating performance this year amidst a challenging market environment. Focus on sustaining and extending leadership in core markets, consistent focus on operational efficiencies as well as strong performance across print and non-print segments have enabled the Company to report significant growth.

The Bhaskar way of journalism places the reader at the center. The Company's growth strategy revolves around this philosophy. It combines 'knowledge enhancement' with' product differentiation' enabling targeted growth. Associations with leading media brands for exclusive, unique content and realignment of corporate sales and marketing strategy with the aim of providing greater focus to advertisers at every state level has contributed extensively in achieving the growth.

The Company's 'Un-Metro - Markets Driving India' initiative, which extensively analysed the potential of high-growth non-metro regions and brought it in focus with the advertisers and media planning agencies, has also contributed significantly towards broadening the horizons. The Bihar-Patna launch was an exciting challenge in that region and it received an overwhelming response and wide acceptance. The progress in Maharashtra continues to be well on course.

The Company's non-print media segments have been making strong headway with commendable developments across digital and radio segments. Leveraging their leadership strengths in print media has complemented steady progress across digital and radio platforms. The potential of post-phase III licensing is exciting and the Company is well poised to strengthen its radio footprints further and it would be in an advantageous position in view of possibility of news content being allowed on FM radio, due to already existing infrastructure.

While the macro outlook does remain undefined, the Company is hopeful that with the political certainty, the consumer sentiment will become more positive and result in better growth across sectors. The Company is confident that with the clear strategic focus, strong business fundamentals and superior execution capabilities supported by a talented team, it will strive towards its vision - to be the largest and most admired media brand enabling socio-economic change'.

Major events during the year:

• Demerger of 'Internet Business' of I Media Corp Limited (IMCL) into the Company:

With a view to reach advertisers with offering(s) of attractive combined advertising options in the internet and print medium, to achieve operational synergies and to generate larger advertising revenue and better customer satisfaction, the Company had considered it prudent, timely and appropriate to de-merge the Integrated Internet and Mobile Interactive Services Business of its wholly-owned subsidiary viz. IMCL into the Company. Accordingly, upon receipt of all the necessary statutory approvals and the sanction of the Hon'ble High Court of Madhya Pradesh, Principal Seat at Jabalpur vide its order dated 27^thMarch, 2014, in accordance with Sections 391 to 394 and other applicable provisions of the Companies Act, 1956, the said internet business of IMCL was demerged from IMCL and merged into the Company w.e.f. 1st April, 2013, the Appointed Date fixed under the Scheme.

As a result, the said internet business of IMCL has now become part of the Company. This provides the Company the synergy in operations as both businesses complement each other.

• Sale of stake held in Divya Prabhat Publications Private Limited (DPPPL):

During the year, the Company sold its entire stake of 51 % held in DPPPL to Mr. Prabhat Sojatia and Mr. Sunil Sojatia by terminating the Shareholders' Agreement dated 1^stOctober, 2011 executed between the two companies and members of the Sojatia family. Accordingly, DPPPL had ceased to be a subsidiary of the Company effective close of business hours on 30^m June, 2013

• Redemption of 0% Non-convertible Redeemable Preference shares:

In 2007, the Company had allotted 1 (One) 0% Non-Convertible Redeemable Preference Share (NCRPS) of Rs. 10,000/- each. The said NCRPS was redeemable at par at any time after5 years but before 20 years from the date of allotment (31st July, 2007). Upon receipt of request and surrender of the same by the holder thereof, the said NCRPS was redeemed at par by the Company on 17^th October, 2013.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

OVERVIEW:

Economy and Media and Entertainment Industry (M&E Industry)

In 2013, M&E Industry witnessed strong double digit growth. Regional print, new media and Radio led the way on the back of booming tier II and III town consumption story. Regional print could achieve double digit growth, inspite of sluggish and soft Indian and global economy and resultant weak GDP growth slowing down to around4.5% average for year. However, on the back of stable federal government, M&E Industry is estimated to grow at CAGR of 14.5% till 2018, as per FICCI-KPMG report.

In the midst of a slow economic growth, the industry faced several challenges, both business and regulatory. However, 2013 was a year in which the foundation of the industry was strengthened to position for growth as the economy improves.

Print sector relatively had a comfortable year - especially regional print, with English print struggling on the ad revenue front. Advertising remained strong in the smaller towns and cities and local consumption continued to witness incremental growth, well-supported by local and general election in the Hindi heartland. Radio too had a good year with better long-term prospects on the background of expected phase III of licensing, thus expanding the business size exponentially for all radio players.

Overall, the M and E Industry grew at 11.8% (YoY) in the calendar year 2013 to Rs. 918 Billion (KPMG India Analysis). Print achieved a moderate growth of 8.5% with radio and digital advertising growing at 15% and 38.7%, respectively. Contrary to the prevailing trends in global print media, where there is intense competition from digital media, the print sector in India is showing a strong upsurge. It is mainly based on print media's advertising revenues and faith shown by advertisers in this medium. Most advertisers have backed up the extensive reach and localisation benefits that print offers. Some of the big spending sectors such as automobile, education, FMCG, retail, consumer durables and real estate increased their media spend on print this year. Hindi newspaper led growth trend with 11.5% (YOY) advertising growth.

Advertising continues to be driving the print with majority 67% revenue coming from it (KPMG India analysis). However during 2013, majority of players took a step towards increasing cover prices to bring out balance in advertisement and circulation mix. As a result, 2013 saw a rise in circulation revenues by 8.1 % (YoY) for the Industry. The growth of overall print industry was largely driven by Hindi and vernacular print markets. Hindi market grew by 10.5% while vernacular grew by 10%.

As per FICCI-KPMG report, Print industry is expected to grow at a CAGR of 9% over the next 5 years, wherein much of the growth will be driven by advertising revenues.

OPERATIONS AT GLANCE

Financial Year (FY) 2013-14 provided the much needed upswing after 2 years of relatively lower growth. The Company is pleased to inform that the performance of all its business regions has been good. With the necessary strategic platform already set at the start of the year, the Company was able to capture higher ad revenue from regional markets under various segments.

Dainik Bhaskar Group continues to be highly respected regional news daily by 19.8million readers across India's fastest growing markets. It continues to be the largest read newspaper of urban India leading the market position in legacy markets while strengthening its presence in emerging pockets. In Maharashtra, the Company launched new editions at Akola and Amaravati. Divya Marathi maintained strong growth momentum across all 7 editions during the year.

Apart from further building readership in the existing markets, the Company also entered into the state of Bihar with the launch of Patna edition in Q4. This launch garnered an overwhelming response and has created a space and strong position amongst established peers in this region. Results of this launch have reiterated DBCL's execution capabilities, meticulous pre-survey planning and thorough pre-launch strategies until seamless final roll out. With a well-strategized launch campaign built on the lines of unbiased content value and appealing to diverse readership categories, Dainik Bhaskar has achieved wide acceptance in Patna.

On the infrastructure front, the Company continued to invest in upgrading the printing facilities to provide quality product at all the locations and building efficiencies of advanced technology.

On the corporate front, the Company integrated its internet and interactive mobile services business which was housed in its wholly-owned subsidiary "I Media Corp Limited" (IMCL) by demerging the same from IMCL and merging into DBCL. The demerger, which was approved by the Hon'ble High Court of Madhya Pradesh, Principal Seat at Jabalpurvide its order dated 27^thMarch, 2014, became effective from 1^stApril, 2013 (Appointed Date). This demerger brought the 3 major segments viz. Print, Radio and Internet under one Company. As a result of this demerger, the Company's wholly-owned subsidiary "IMCL" now carries out only Events related business.

FUTURE OUTLOOK

During the year gone by, DBCL was able to capture the advertising revenue opportunities in various markets. The growth in advertising revenues was mostly driven by yield and partly by volume. The Company is of the opinion that there is further greater potential in improving the advertising yield and it is working towards getting the full benefit out of its dominant markets. Also the concept of Un-Metro is expected to further help attract newer and additional advertisement spends from national advertisers.

The Company is confident of its business strategies that have visibly yielded very positive results during FY 2013-14. With continued focus on product and regular content innovation, the Company will strive to further improve its competitive strengths in new markets along with maintaining dominance in existing markets.

STATEMENT OF UNAUDITED STANDALONE FINANCIAL RESULTS FOR THE QUARTER ENDED JUNE 30, 2014

[RS. IN MILLIONS]

PART I

Particulars		Quarter ended
		June 30, 2014
		Unaudited
1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17	Income from operations Net sales/income from operations Other operating income Total income from operations Expenses Raw materials consumed Changes in inventories of finished goods Employee benefits expense Depreciation and amortisation expense (refer note 5) Other expenses (refer note 6) Total expenses Profit from operations before other income, finance costs and exceptional items (1-2) Other income (refer note 7) Profit from ordinary activities before finance costs and exceptional items (3+4) Finance costs Profit from ordinary activities after finance costs but before exceptional items (5-6) Exceptional items Profit from ordinary activities before tax (7+8) Tax expense Current tax (refer note 3) Deferred tax Net profit from ordinary activities after tax (9-10) Extraordinary items (net of tax expenses of Rs. Nil) Net profit for the quarter / year (11-12) Paid-up equity share capital (par value Rs. 10/- each, fully paid) Reserves excluding revaluation reserve as per balance sheet of previous accounting year Earnings per share (EPS) EPS before extraordinary items (of Rs. 10/- each) (not annualised): - Basic - Diluted EPS after extraordinary items (of Rs. 10/- each) (not annualised): - Basic - Diluted Dividend per share (par value Rs. 10/- each, fully paid) Interim dividend Final dividend Total dividend	4821.690 69.830
		4891.520
		1658.780 4.420 835.300 203.610 1046.080
		3748.190
		1143.330
		94.980
		1238.310
		15.730
		1222.580
		-
		1222.580
		438.000 (7.940) 430.060
		792.520
		-
		792.520
		1835.640 4.32 4.31 4.32 4.31 - - -
PART II
	Particulars	June 30, 2014
A 1 2	Particulars of shareholding Public shareholding Number of shares Percentage of shareholding Promoters and Promoter group shareholding a) Pledged/encumbered - Number of shares - Percentage of shares (as a % of the total shareholding of promoters and promoter group) - Percentage of shares (as a % of the total share capital of the Company) b) Non-encumbered - Number of shares - Percentage of shares (as a % of the total shareholding of promoters and promoter group) - Percentage of shares (as a % of the total share capital of the Company)	55,074,280 30.00 36,511,656 28.42 19.89 91,978,081 71.58 50.11
	Particulars	Quarter ended June 30, 2014
B	Investor Complaints Pending at the beginning of the quarter	Nil
	Received during the quarter	1
	Disposed of during the quarter	1
	Remaining unresolved at the end of the quarter	Nil

NOTES:

1) The statement of unaudited standalone financial results for the quarter ended June 30, 2014 has been reviewed by the Audit Committee and approved by the Board of Directors at their respective meetings held on July 17, 2014. The Statutory Auditors have conducted a 'Limited Review' of these results in terms of Clause 41 of the listing agreement. There are no qualifications in the report issued by the auditors.

2) The figures for the quarter ended March 31, 2014 are the balancing figures between audited figures in respect of the full financial year ended March 31, 2014 and the unaudited published year-to-date figures up to December 31, 2013, being the date of the end of the third quarter of the financial year which were subjected to limited review by the statutory auditors.

3) Pursuant to the approval of Hon'ble High Court of Madhya Pradesh, Principal seat at Jabalpur, on March 27, 2014 and according to the Scheme of Arrangement (the ‘Scheme’), the Integrated Internet and Mobile Interactive Service business of I Media Corp Limited (‘IMCL) a wholly owned subsidiary of the Company was demerged and merged with the Company with effect from April 01, 2013 (Appointed date).

According to the provisions of the Scheme, along with assets and liabilities of Integrated Internet and Mobile Interactive Service business, the unabsorbed depreciation and brought forward losses (against which IMCL had not recognised deferred tax assets) till March 31, 2013 aggregating to Rs. 439.540 millions were transferred to the Company which were set off by the Company while computing the Current tax provision for the quarter and year ended March 31, 2014. This has resulted in a net reduction of Rs. 149.400 millions in the current tax expense.

The Company has recognised the said demerger in the quarter ended March 31, 2014. Accordingly, the results for the quarter ended June 30, 2014 are not comparable with those of the quarter ended March 31, 2014 to that extent.

4) Since the segment information as per Accounting Standard 17- Segment Reporting notified under the Companies Act, 2013 (the ‘Act’), read with General Circular 15/2013 dated September 13, 2013, issued by the Ministry of Corporate Affairs, is provided on the basis of consolidated financial results, the same is not provided separately for the standalone results.

5) In accordance with the provisions of Schedule II of the Companies Act, 2013, the Company revised the estimated useful lives of certain group of fixed assets with effect from April 01, 2014. As per the provisions of Schedule II, depreciation of Rs. 63.320 millions (Rs. 95.930 millions net of deferred tax effect of Rs. 32.610 millions) is charged against the General Reserve.

Additional depreciation Rs. 47.740 millions due to the change in estimates is charged to the statement of profit and loss for the quarter ended June 30, 2014.

6) Other expenses includes:

Particulars	Quarter ended
	June 30, 2014
Foreign exchange (Gain) / Loss (net) Foreign exchange (Gain) / Loss on Buyers' Credit from Banks (net)	0.320 0.920
Total	1.240

7) Other income includes:

Particulars	Quarter ended
	June 30, 2014
Interest Income Advances written back Liabilities / provisions written back Miscellaneous income	28.400 53.720 8.000 4.860
Total	94.980

8) Standalone statement of assets and liabilities

Particulars	As at
	June 30, 2014
A EQUITY AND LIABILITIES 1 Shareholders' funds (a) Share capital	1835.640
(b) Reserves and surplus Sub-total - Shareholders' funds 2 Non-current liabilities (a) Long-term borrowings	10346.510
	12182.150
	729.960
(b) Deferred tax liabilities (net)	844.590
(c) Other long-term liabilities Sub-total - Non-current liabilities 3 Current liabilities (a) Short-term borrowings	362.890
	1937.440
	555.530
(b) Trade payables	904.110
(c) Other current liabilities	1571.180
(d) Short-term provisions Sub-total - Current liabilities	1218.060
	4248.880
TOTAL - EQUITY AND LIABILITIES	18368.470
B ASSETS 1 Non-current assets (a) Fixed assets	8293.570
(b) Non-current investments	734.910
(c) Long-term loans and advances	1997.420
(d) Other non-current assets Sub-total - Non-current assets 2 Current assets (a) Inventories	44.570
	11070.470
	1519.990
(b) Trade receivables	3474.930
(c) Cash and cash equivalents	1909.840
(d) Short-term loans and advances	374.790
(e) Other current assets Sub-total - Current assets	18.450
	7298.000
TOTAL - ASSETS	18368.470

9) Previous quarters' / years' figures have been regrouped / reclassified wherever necessary to conform to the current quarter's presentation.

CONTINGENT LIABILITIES [AS ON 31.03.2014]:

There are several defamation and other legal cases pending against the Company and Its directors. These include criminal and civil cases. There are certain employee related cases also pending against the Company. In view of large number of cases, it is impracticable to disclose the details of each case separately.

The estimated amount of claims against the Company in respect of these cases is Rs. 1.593 Millions (March 31. 2013: Rs. 4.189 Millions). The estimated contingency in respect of some cases cannot be ascertained. Based on discussions with the solicitors and also the past trend in respect of such cases, the Company believes that there is no present obligation In respect of the above and hence no provision is considered necessary against the same.

FIXED ASSETS:

Tangible assets

· Land

-Freehold

-Leasehold

· Buildings

-Freehold

-Leasehold

· Leasehold improvements

· Plant and machinery

· Office equipments

· Vehicles

· Furniture and fixtures

· Electric fitting, fans and coolers

· Computers

Intangible assets

· Computer Software

Goodwill

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. 61.41
UK Pound	1	Rs. 103.42
Euro	1	Rs. 82.17

INFORMATION DETAILS

Information Gathered by :	NYA
Analysis Done by :	KAR
Report Prepared by :	BVA

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	7
PAID-UP CAPITAL	1~10	6
OPERATING SCALE	1~10	8
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	8
--PROFITABILIRY	1~10	8
--LIQUIDITY	1~10	7
--LEVERAGE	1~10	8
--RESERVES	1~10	8
--CREDIT LINES	1~10	8
--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	YES
--LISTED	YES/NO	YES
--OTHER MERIT FACTORS	YES/NO	YES
DEFAULTERS
--RBI	YES/NO	NO
--EPF	YES/NO	NO
TOTAL		68

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.