MIRA INFORM REPORT

Report Date :

21.08.2014

IDENTIFICATION DETAILS

Name :	S. OLIVER FASHION INDIA PRIVATE LIMITED (w.e.f. 13.05.2009)
Formerly Known As :	ORIENT CRAFT S.OLIVER PRIVATE LIMITED (w.e.f. 31.01.2008) ORIENT CRAFT S. OLIVER PRIVATE LIMITED (w.e.f. 11.10.2006) O C FASHION APPAREL PRIVATE LIMITED
Registered Office :	6^th Floor, Delta Tower, Plot No. 54, Sector – 44, Gurgaon – 122001, Haryana
Country :	India
Financials (as on) :	31.03.2013
Date of Incorporation :	17.12.2002
Com. Reg. No.:	55-050068
Capital Investment / Paid-up Capital :	Rs. 131.400 Millions
CIN No.: [Company Identification No.]	U18101HR2002PTC050068
PAN No.:	AAACO5542Q
Legal Form :	Private Limited Liability Company
Line of Business :	The Company is Engaged in Trading of Garments and Accessories
No. of Employees :	Not Divulged

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 960000
Status :	Moderate
Payment Behaviour :	Slow But Correct
Litigation :	Clear
Comments :	Subject is an established company having moderate track record. Rating reflects moderate financial risk profile due to loss incurred by the company in the year 2013. However, trade relations are fair. Business is active. Payment terms are slow but correct. The company can be considered for business dealing 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 1, 2014

Country Name	Previous Rating (31.03.2014)	Current Rating (01.06.2014)
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

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.

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 DENIED BY

Management non – co – operative

Tel No.: 91-124-4411620.

LOCATIONS

Registered Office :	6^th Floor, Delta Tower, Plot No. 54, Sector – 44, Gurgaon – 122001, Haryana, India
Tel. No.:	91-124-4411620
Fax No.:	Not Available
E-Mail :	Pawan.sachdeva@in.soliver.com
Website :	http://www.soliver.com

DIRECTORS

As on: 30.09.2013

Name :

Mr. Rajive Ranjan

Designation :

Managing Director

Address :

E – 41, Second Floor, Panchsheel Park, New Delhi – 110017, Delhi, India

Date of Birth/Age :

09.04.1964

Date of Appointment :

15.04.2012

DIN No.:

00198568

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	U18109DL2011PTC223986	DESIGN POD INDIA PRIVATE LIMITED	Managing director	11/04/2012	23/08/2011	-	Active	NO
2	U18101HR2002PTC050068	s.Oliver Fashion India Private Limited	Managing director	18/12/2012	15/04/2012	-	Active	NO

Name :

Mr. Manish Jain

Designation :

Director

Address :

110, Shakti Apartments, Ashok Vihar, Phase – 3, New Delhi – 110052, Delhi, India

Date of Birth/Age :

17.12.1968

Date of Appointment :

15.04.2012

DIN No.:

05250159

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	U18109DL2011PTC223986	DESIGN POD INDIA PRIVATE LIMITED	Nominee director	10/04/2012	10/04/2012	30/03/2013	Active	NO
2	U18101HR2002PTC050068	s.Oliver Fashion India Private Limited	Director	27/09/2012	15/04/2012	-	Active	NO

Name :

Mr. Bernd Freier

Designation :

Director

Address :

Oberer bogen 35, Wurzburg, Germany – 97074

Date of Birth/Age :

17.09.1946

Date of Appointment :

27.09.2012

DIN No.:

03476603

Name :

Mr. Stienhart Helmut Thomas

Designation :

Director

Address :

Keesburgster 22, Wurzburg, Germany – 97074

Date of Birth/Age :

12.08.1968

Date of Appointment :

15.04.2012

DIN No.:

03476796

Name :

Mr. Andreas Joachim Hans Erhard Wolfer

Designation :

Director

Address :

Hochwaldstrasse 51, Baldham, Germany - 85598

Date of Birth/Age :

16.07.1961

Date of Appointment :

15.02.2013

DIN No.:

06495383

KEY EXECUTIVES

Name :	Mr. Pawan Sachdeva
Designation :	Director
Address :	BH – 2, West Shalimar Bagh, New Delhi – 110088, Delhi, India
Date of Birth/Age :	03.09.1979
Date of Appointment :	04.08.2009
PAN No.:	BFUPS3643P

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on: 30.09.2013

Names of Shareholders	No. of Shares	% of Holding
Texlog Gmbh	6701400	51.00
Design Pod India Private Limited	6438600	49.00
Total	13140000	100.00

Equity Share Break up (Percentage of Total Equity)

As on: 30.09.2013

Category	Percentage
Foreign holdings [Foreign institutional investors, Foreign Companies, Foreign Financial Institutions, Non-resident Indian or Overseas corporate bodies or others]	51.00
Bodies corporate	49.00
Total	100.00

BUSINESS DETAILS

Line of Business :

The Company is Engaged in Trading of Garments and Accessories

GENERAL INFORMATION

No. of Employees :	Not Divulged
Bankers :	Bank of Maharashtra, B – 29, Connaught Place, New Delhi – 110001, Delhi, India
Facilities :	--

Banking Relations :	--
Auditors :
Name :	Pkf Sridhar and santhanam Chartered Accountants
Address :	Krd Gee Gee Crystal 91-92, Dr. R. K. Salai, Mylapore
PAN No.:	AAOFS2783G
Ultimate Holding Company:	s.Oliver Bernd Freier Gmbh
Holding Company:	Texlog Gmbh

CAPITAL STRUCTURE

As on: 31.03.2013

Authorized Capital:

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

Issued, Subscribed & Paid-up Capital:

No. of Shares	Type	Value	Amount
13140000	Equity Shares	Rs.10/- each	Rs.131.400 Millions

FINANCIAL DATA

[All figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS	31.03.2013	31.03.2012	31.03.2011
I. EQUITY AND LIABILITIES
(1)Shareholders' Funds
(a) Share Capital	131.400	129.300	119.054
(b) Reserves & Surplus	108.523	(360.275)	(144.636)
(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)	239.923	(230.975)	(25.582)
(3) Non-Current Liabilities
(a) long-term borrowings	0.000	0.000	0.000
(b) Deferred tax liabilities (Net)	0.000	0.000	0.000
(c) Other long term liabilities	0.000	0.000	0.000
(d) long-term provisions	0.611	3.965	2.131
Total Non-current Liabilities (3)	0.611	3.965	2.131
(4) Current Liabilities
(a) Short term borrowings	0.000	265.526	249.599
(b) Trade payables	15.280	200.597	42.319
(c) Other current liabilities	15.237	19.652	27.338
(d) Short-term provisions	0.046	0.811	0.144
Total Current Liabilities (4)	30.563	486.586	319.400
TOTAL	271.097	259.576	295.949
II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	37.398	67.596	62.955
(ii) Intangible Assets	1.740	2.445	1.696
(iii) Capital work-in-progress	0.000	0.238	0.000
(iv) Intangible assets under development	0.000	0.000	0.000
(b) Non-current Investments	0.000	0.000	0.000
(c) Deferred tax assets (net)	0.000	0.000	71.185
(d) Long-term Loan and Advances	5.506	36.363	35.418
(e) Other Non-current assets	0.000	0.000	0.000
Total Non-Current Assets	44.644	106.642	171.254
(2) Current assets
(a) Current investments	0.000	0.000	0.000
(b) Inventories	57.140	89.562	62.149
(c) Trade receivables	7.913	26.932	31.440
(d) Cash and cash equivalents	144.585	8.559	9.157
(e) Short-term loans and advances	6.564	15.456	18.350
(f) Other current assets	10.251	12.425	3.599
Total Current Assets	226.453	152.934	124.695
TOTAL	271.097	259.576	295.949

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2013	31.03.2012	31.03.2011
	SALES
		Income	204.340	246.719	214.229
		Other Income	12.231	0.027	0.027
		TOTAL	216.571	246.746	214.256
Less	EXPENSES
		TOTAL	362.264	467.691	348.305
Less	PROFIT BEFORE EXCEPTIONAL AND EXTRAORDINARY ITEMS AND TAX		(145.693)	(220.945)	(134.049)
Less	EXCEPTIONAL EXPENSES		18.779	48.325	0.000
	PROFIT BEFORE EXTRAORDINARY ITEMS AND TAX		(164.472)	(269.270)	(134.049)
Less	PRIOR PERIOD EXPENSES		0.000	0.110	0.098
	PROFIT BEFORE TAX		(164.472)	(269.380)	(134.147)
Less	TAX		0.000	71.184	(42.008)
	PROFIT AFTER TAX		(164.472)	(340.564)	(92.139)
	IMPORTS
		Readymade Garments and Accessories (Trading)	51.536	155.099
		Raw material	Nil	0.228
		Capital goods	0.007	3.539	NA
		Sales promotion material	0.216	2.817
		Packing material	0.098	0.039
		Other accessories	Nil	0.236
	TOTAL IMPORTS		0.321	161.958	NA
	Earnings Per Share (Rs.)		(12.52)	(25.92)	7.01

KEY RATIOS

PARTICULARS		31.03.2013	31.03.2012	31.03.2011
PAT / Total Income	(%)	(75.94)	(138.02)	(43.00)
Net Profit Margin (PBT/Sales)	(%)	(80.49)	(109.18)	(62.62)
Return on Total Assets (PBT/Total Assets}	(%)	(60.67)	(103.87)	(59.68)
Return on Investment (ROI) (PBT/Networth)		(0.69)	1.17	5.24
Debt Equity Ratio (Total Debt/Networth)		0.00	(1.15)	(9.76)
Current Ratio (Current Asset/Current Liability)		7.41	0.31	0.39

FINANCIAL ANALYSIS

[All figures are in Rupees Millions]

DEBT EQUITY RATIO

Particular	31.03.2011	31.03.2012	31.03.2013
	(Rs. In Millions)	(Rs. In Millions)	(Rs. In Millions)
Share Capital	119.054	129.300	131.400
Reserves & Surplus	(144.636)	(360.275)	108.523
Net worth	(25.582)	(230.975)	239.923
long-term borrowings	0.000	0.000	0.000
Short term borrowings	249.599	265.526	0.000
Total borrowings	249.599	265.526	0.000
Debt/Equity ratio	(9.757)	(1.150)	0.000

YEAR-ON-YEAR GROWTH

Year on Year Growth	31.03.2011	31.03.2012	31.03.2013
	(Rs. In Millions)	(Rs. In Millions)	(Rs. In Millions)
Sales	214.229	246.719	204.340
		15.166	(17.177)

NET PROFIT MARGIN

Net Profit Margin	31.03.2011	31.03.2012	31.03.2013
	(Rs. In Millions)	(Rs. In Millions)	(Rs. In Millions)
Sales	214.229	246.719	204.340
Profit	(92.139)	(340.564)	(164.472)
	(43.01%)	(138.04%)	(80.49%)

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	Yes
10]	Designation of contact person	Yes
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

UNSECURED LOAN

Particulars	As on 31.03.2013	As on 31.03.2012
	(Rs. In Millions)
SHORT TERM BORROWINGS:
Loans Repayable on Demand From Banks	0.000	265.526
Total	0.000	265.526

INDEX OF CHARGES:

No Charges Exist for Company

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 judgment 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. 60.67
UK Pound	1	Rs.100.81
Euro	1	Rs.80.72

INFORMATION DETAILS

Information Gathered by :	HTL
Analysis Done by :	SUM
Report Prepared by :	JAY

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	4
PAID-UP CAPITAL	1~10	3
OPERATING SCALE	1~10	4
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	4
--PROFITABILIRY	1~10	2
--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	YES
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
DEFAULTER
--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.