MIRA INFORM REPORT

Report Date :

05.07.2014

IDENTIFICATION DETAILS

Name :	TTK PRESTIGE LIMITED
Registered Office :	Plot No. 38, SIPCOT Industrial Complex, Hosur – 635126, Tamilnadu
Country :	India
Financials (as on) :	31.03.2013
Date of Incorporation :	22.10.1955
Com. Reg. No.:	015049
Capital Investment / Paid-up Capital :	Rs.113.548 Millions
CIN No.: [Company Identification No.]	L85110TZ1955PLC015049
TAN No.: [Tax Deduction & Collection Account No.]	CHET00535D
PAN No.: [Permanent Account No.]	AAACT6503G
Legal Form :	A Public Limited Liability Company. The Company’s Shares are Listed on the Stock Exchange.
Line of Business :	Manufacturing and Marketing of Pressure Cookers and Pans, Cookware Items, Sterilizer, Wheel Skin, Weighing Scales, Barbecue, Idli Stand, Personal Care Products and Kitchen Knives
No. of Employees :	1306 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

Aa (72)

RATING		STATUS	PROPOSED CREDIT LINE
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

Maximum Credit Limit :	USD 15818500
Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is a well-established company having fine track record. The rating reflects TTK’s strong market position in the kitchen equipment space, and its healthy financial risk profile, marked by strong capital structure and adequate liquidity position of the company. Trade relations are reported as fair. Business is active. Payments are reported to be regular and as per commitments. 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.

ECGC Country Risk Classification List – March 31, 2014

Country Name	Previous Rating (31.12.2013)	Current Rating (31.03.2014)
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

The economy grew 4.7 %in 2013/14, marking a second straight year of sub-5 % growth – the worst slowdown in more than a quarter of a century. The data was below an official estimate of 4.9 % annual growth and compared with 4.5 % in the last fiscal year. However, the current account deficit narrowed sharply to $ 32.4 billion at 1.7 % of gross domestic product, in 2013/14 from a record high of $ 98.8 billion or 4.7 %, the year before.A sharp fall in gold imports due to restrictions on overseas purchases and muted import of capital goods helped shrink the current account deficit.

Online retailer Flipkart has acquired fashion portal Myntra as it prepares to battle with the rapidly expanding India arm of the global e-commerce giant Amazon. The company raised $ 210 million from Russian Investment firm DST Global which has also invested in companies like Facebook, Twitter and Alibaba Group.

General Motors will start exporting vehicles from its Talegaon plant near Pune in the second half of 2014. GM was one of the few global carmakers that was using its India plant only for the domestic market.

Google has overtaken Apple as the world’s top brand in terms of value, according to global market research agency Millward Brown. Google’s brand value shot up 40 % in a year to $ 158.84 billion. The top 10 of the 100 slots were dominated by US companies.

Infosys lost another heavy weight when B G Srinivas, a board member put in his papers. He is the third CEO-hopeful to quit after Chairman N R Narayana Murthy’s return to the company – Ashok Vemuri and V Balakrishnan being the other two.While Vemuri went on to lead IGate, Balakrishnan joined politics.

Naresh Goyal – promoted Jet Airways posted biggest quarterly loss – Rs 2153.37 crore – in the three months ended March 31, mainly because it has been offering discounts to passengers to fill planes.

William S Pinckney – Chairman and CEO of Amway India was arrested by the Andhra Pradesh Police in connection with a complaint against the direct selling firm. This is the second time that he has been taken into custody. A year, ago the Kerala Police had arrested Pinckney and two company directors on charges of financial irregularities.

China has told its state-owned enterprises to sever links with American consulting firms after the United States charged five Chinese military officers wih hacking US companies. China’s action which targets consultancies like McKinsey & Co. and the Boston Consulting Group, sterns from fears that the first are providing trade secrets to the US governments.

India has emerged as a country with some of the highest unregistered businesses in the world. Indonesia has the maximum number of shadow businesses, says a study of 68 countries by Imperial College Business School in London.

Pfizer has abandoned its attempt to buy AstraZeneca for nearly $ 118 billion after the latter refused an offer of 55 pounds a share.

EXTERNAL AGENCY RATING

Rating Agency Name	CRISIL
Rating	AA – [Long Term]
Rating Explanation	High degree of safety and very low credit risk.
Date	13.05.2013

Rating Agency Name	CRISIL
Rating	A1+ [Short Term]
Rating Explanation	Very strong degree of safety and lowest credit risk.
Date	13.05.2013

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 31-03-2012.

INFORMATION DECLINED

Management non co-operative [91-80-22217438 /39]

LOCATIONS

Registered Office/ Factory 1 :	Plot No. 38, SIPCOT Industrial Complex, Hosur – 635126, Tamilnadu, India
Tel. No.:	Not Available
Fax No.:	Not Available
E-Mail :	ks@ttkprestige.com
Website :	www.ttkprestige.com
Corporate Office :	11^th Floor, Brigade Towers, 135, Brigade Road, Bangalore – 560025, Karnataka, India
Tel. No.:	91-80-22217438/ 39
Fax No.:	91-80-22277446
E-Mail :	ttkcorp@ttkprestige.com
Factory 1 :	Plot No.82 and 85, SIPCOT Industrial Complex, Hosur Dharmapuri District – 635126, Tamilnadu, India
Factory 2 :	SF-234/1, Pollachi Road, Myleripalayam Village, Coimbatore – 641032, Tamilnadu, India
Factory 3 :	Plot No. 1A and 2, Dev Bhoomi Industrial Estate, Roorke-247667, Uttarakhand, India
Branch Office :	Located At: · Ahmedabad · Bangalore · Chandigarh · Chennai · Cuttack · Delhi · Dehradun · Ernakulam · Ghaziabad · Goa · Gurgaon · Guwahati · Hubli · Hyderabad · Indore · Jaipur · Jamshedpur · Kolkata · Lucknow · Ludhiana · Mumbai · Parwanoo (HP) · Patna · Pune · Raipur · Trichy · Vijayawada

DIRECTORS

AS ON 31.03.2013

Name :	Mr. T. T. Jagannathan
Designation :	Executive Chairman
Name :	Mr. T.T. Raghunathan
Designation :	Vice Chairman
Name :	Mr. S Ravichandran
Designation :	Managing Director
Name :	Mr. Ajay I Thakore
Designation :	Director
Name :	Mr. R Srinivasan
Designation :	Director
Name :	Dr. Latha Jagannathan
Designation :	Director
Name :	Dr. Vandana R Walvekar
Designation :	Director
Name :	Mr. K Shankaran
Designation :	Director
Name :	Mr. Dileep Kumar Krishnaswamy
Designation :	Director
Name :	Mr. Arun K Thiagarajan
Designation :	Director

KEY EXECUTIVES

Name :	Mr. K. Shankaran
Designation :	Whole Time Secretary

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 31.03.2014

Category of Shareholder	Total No. of Shares	Total Shareholding as a % of Total No. of Shares
(A) Shareholding of Promoter and Promoter Group
(1) Indian
Individuals / Hindu Undivided Family	1188869	10.21
Bodies Corporate	14800	0.13
Any Others (Specify)	6988747	60.03
Partnership Firms	6988747	60.03
Sub Total	8192416	70.37
(2) Foreign
Total shareholding of Promoter and Promoter Group (A)	8192416	70.37
(B) Public Shareholding
(1) Institutions
Mutual Funds / UTI	241330	2.07
Financial Institutions / Banks	1544	0.01
Venture Capital Funds	40	0.00
Foreign Institutional Investors	2428759	20.86
Sub Total	2671673	22.95
(2) Non-Institutions
Bodies Corporate	54969	0.47
Individuals
Individual shareholders holding nominal share capital up to Rs.0.100 Million	654774	5.62
Individual shareholders holding nominal share capital in excess of Rs.0.100 Million	20160	0.17
Any Others (Specify)	47198	0.41
Clearing Members	14968	0.13
Non Resident Indians	31930	0.27
Trusts	300	0.00
Sub Total	777101	6.68
Total Public shareholding (B)	3448774	29.63
Total (A)+(B)	11641190	100.00
(C) Shares held by Custodians and against which Depository Receipts have been issued	0	0.00
(1) Promoter and Promoter Group	0	0.00
(2) Public	0	0.00
Sub Total	0	0.00
Total (A)+(B)+(C)	11641190	0.00

BUSINESS DETAILS

Line of Business :

Manufacturing and Marketing of Pressure Cookers and Pans, Cookware Items, Sterilizer, Wheel Skin, Weighing Scales, Barbecue, Idli Stand, Personal Care Products and Kitchen Knives

Products :

Products Description	Item Code No.
Pressure Cookers	7651910 and 73239310
Non-Stick Cookware	76151920
Induction Cooktop	85167990
Microwaves Cookers	39241090
Gas Stove	73211110

Exports :

Products :

Not Divulged

Countries :

Not Divulged

Imports :

Products :

Not Divulged

Countries :

Not Divulged

GENERAL INFORMATION

Suppliers :

Not Divulged

Customers :

Not Divulged

No. of Employees :

1306 (Approximately)

Bankers :

· Bank of Baroda, CFS Branch, Brigade Road, Bangalore – 560025, Karnataka, India

· Canara Bank, Prime Corporate Branch, Shankarnarayana Building, M.G. Road, Bangaluru-560001, Karnataka, India

· HDFC Bank Limited, Richmond Road, Bangalore – 560025, Karnataka, India

Facilities :

Secured Loans	31.03.2013 [Rs. In Millions]	31.03.2012 [Rs. In Millions]
Long Term Borrowings
Term Loans Term Loan from HDFC Bank (Secured by hypothecation of specific machineries of New project at Karjan, Gujarat). Term Loan of Rs.141.250 Millions outstanding as on 31.3.2012 have been prepaid during the year, thereby making the balance Zero.	0.000	141.250
Long Term Maturities of Finance Lease Obligations (Secured by Hypothecation of Motor Vehicles taken on Finance)	0.000	0.033
Short Term Borrowings
Loans Repayable on Demand
From Banks Cash credit from Canara Bank and Bank of Baroda, secured by equitable mortgage of Land and Buildings and hypothecation of Plant and Machinery and Current assets of the company on paripassu basis.	630.939	207.329
TOTAL	630.939	348.612

Banking Relations :	--
Auditors :
Name :	S. Viswanathan Chartered Accountants
Address :	27/34, II Floor, Nandi Durg Road, Jayamahal Extension, Bangalore – 560046, Karnataka, India
Related Party, Enterprises over which key Management personnel have significant Control :	TTK Healthcare Limited Peenya Packaging Products TTK LIG Limited TT Krishnamachari and Company TTK Services (Private) Limited Mantra Inc., USA

CAPITAL STRUCTURE

AS ON 31.03.2014

Authorised Capital :

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

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
11641190	Equity Shares	Rs.10/- each	Rs.116.412 Millions

AS ON 31.03.2013

Authorised Capital :

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

Issued and Subscribed Capital :

No. of Shares	Type	Value	Amount
11368490	Equity Shares	Rs.10/- each	Rs.113.685 Millions

Paid-up Capital :

No. of Shares	Type	Value	Amount
11341190	Equity Shares	Rs.10/- each	Rs.113.412 Millions
27300	Add: Equity Shares Forfeited	Rs.5/- each	Rs.0.136 Million
	Total		Rs.113.548 Millions

NOTE:

1. Paid Up Share Capital of 11341190 shares (Previous Year: 11321084 shares) includes 7869064 shares of Rs.10 each allotted as Bonus Shares fully paid-up by capitalization of reserves and 20106 shares issued to shareholders of M/s. Prestige Housewares India Limited (PHIL) consequent to merger of PHIL with TTK Prestige Limited.

2. There was no issue/buy back of shares of the nature mentioned in clause (i) of note 6A of general instructions to Schedule VI in the last five years.

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

Particulars	31.03.2013
Number of shares outstanding as at the beginning of the year	11321084
Add : Number of shares issued during the year	20106
Number of shares outstanding as at the end of the year	11341190

SHARES IN THE COMPANY HELD BY EACH SHAREHOLDER HOLDING MORE THAN 5% SHARES

Name of the Share Holders	Number of Shares held in the company	Percentage of shares held
T.T, Krishnamachari and Company represented by its partners	7168747	63.21%

LISTING DETAILS:

Subject Stock Code :	BSE : 517506 NSE : TTKPRESTIG
Demat ISIN No.:	INE690A01010
Stock Exchange Place :	The Stock Exchange, Mumbai National Stock Exchange of India Limited
Listed Date :	BSE: 20.04.2000 NSE: 22.12.1999

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	113.548	113.347	113.347
(b) Reserves & Surplus	3841.082	2739.386	1801.485
(c) Money received against share warrants	0.000	0.000	0.000
(2) Share Application money pending allotment	0.000	0.201	0.000
Total Shareholders’ Funds (1)+(2)	3954.630	2852.934	1914.832
(3) Non-Current Liabilities
(a) long-term borrowings	9.597	145.922	8.359
(b) Deferred tax liabilities (Net)	101.150	68.084	32.581
(c) Other long term liabilities	50.000	50.000	35.000
(d) long-term provisions	78.207	95.290	87.442
Total Non-current Liabilities (3)	238.954	359.296	163.382
(4) Current Liabilities
(a) Short term borrowings	1135.454	216.146	14.264
(b) Trade payables	1233.298	816.102	739.857
(c) Other current liabilities	918.782	1249.810	595.199
(d) Short-term provisions	426.056	226.967	827.155
Total Current Liabilities (4)	3713.590	2509.025	2176.475
TOTAL	7907.174	5721.255	4254.689
II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	1658.422	1507.694	414.004
(ii) Intangible Assets	22.533	0.000	5.281
(iii) Capital work-in-progress	1400.792	793.665	390.600
(iv) Intangible assets under development	0.000	0.000	0.000
(b) Non-current Investments	0.165	0.165	3.903
(c) Deferred tax assets (net)	0.000	0.000	0.000
(d) Long-term Loan and Advances	0.000	0.000	0.000
(e) Other Non-current assets	224.468	96.864	118.985
Total Non-Current Assets	3306.380	2398.388	932.773
(2) Current assets
(a) Current investments	0.000	0.000	221.897
(b) Inventories	2355.271	1748.962	1050.430
(c) Trade receivables	1432.070	1060.371	746.530
(d) Cash and cash equivalents	325.507	227.582	535.424
(e) Short-term loans and advances	472.948	281.420	764.288
(f) Other current assets	14.998	4.532	3.347
Total Current Assets	4600.794	3322.867	3321.916
TOTAL	7907.174	5721.255	4254.689

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2013	31.03.2012	31.03.2011
	SALES
		Income	13584.839	11034.363	7635.629
		Other Income	47.323	44.814	42.685
		TOTAL (A)	13632.162	11079.177	7678.314
Less	EXPENSES
		Cost of Materials Consumed	3669.466	2465.699	1855.168
		Purchases of Stock in Trade	4579.078	4268.393	2562.421
		Changed in Inventory of Work in Progress, Finished Goods and Stock in Trade	(482.880)	(555.130)	(319.769)
		Employee Benefits Expenses	835.804	729.922	530.070
		Other Expenses	2946.092	2411.088	1790.875
		Extraordinary Items	0.000	0.000	5.850
		TOTAL (B)	11547.560	9319.972	6424.615
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		2084.602	1759.205	1253.699
Less	FINANCIAL EXPENSES (D)		142.653	64.115	7.553
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		1941.949	1695.090	1246.146
Less/ Add	DEPRECIATION/ AMORTISATION (F)		89.902	62.498	42.608
	PROFIT BEFORE TAX (E-F) (G)		1852.047	1632.592	1203.538
Less	TAX (H)		521.150	498.815	366.022
	PROFIT AFTER TAX (G-H) (I)		1330.897	1133.777	837.516
	EARNINGS IN FOREIGN CURRENCY		652.055	339.590	260.686
	IMPORTS
		Raw Materials, Components, and Finished Goods	2477.765	2138.679	1258.318
		Capital Goods	62.817	214.333	0.000
	TOTAL IMPORTS		2540.582	2353.012	1258.318
	Earnings Per Share (Rs.)		117.35	99.97	73.98

QUARTERLY RESULTS

PARTICULARS	30.06.2013	30.09.2013	31.12.2013	31.03.2014
Type	1^st Quarter	2^nd Quarter	3^rd Quarter	4^th Quarter
Net Sales	3063.300	3455.400	3694.400	2725.200
Total Expenditure	2649.600	3011.500	3233.100	2441.900
PBIDT (Excl OI)	413.700	443.900	461.300	283.300
Other Income	17.300	26.300	25.300	09.900
Operating Profit	431.000	470.200	486.600	293.200
Interest	30.700	21.800	19.600	13.300
Exceptional Items	0.000	0.000	(11.400)	81.000
PBDT	400.300	448.400	455.600	360.900
Depreciation	24.000	39.700	46.200	37.800
Profit Before Tax	376.300	408.700	409.400	323.100
Tax	118.400	105.700	114.500	61.000
Provisions and contingencies	0.000	0.000	0.000	0.000
Profit After Tax	257.900	303.000	294.900	262.100
Prior Period Expenses	0.000	0.000	0.000	0.000
Net Profit	257.900	303.000	294.900	262.100

KEY RATIOS

PARTICULARS		31.03.2013	31.03.2012	31.03.2011
PAT / Total Income	(%)	9.76	10.23	10.91
Net Profit Margin (PBT/Sales)	(%)	13.63	14.80	15.76
Return on Total Assets (PBT/Total Assets}	(%)	28.47	33.13	31.18
Return on Investment (ROI) (PBT/Networth)		0.47	0.57	0.63
Debt Equity Ratio (Total Debt/Networth)		0.29	0.13	0.01
Current Ratio (Current Asset/Current Liability)		1.24	1.32	1.53

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	113.347	113.347	113.548
Reserves & Surplus	1801.485	2739.386	3841.082
Net worth	1914.832	2852.733	3954.630
long-term borrowings	8.359	145.922	9.597
Short term borrowings	14.264	216.146	1135.454
Total borrowings	22.623	362.068	1145.051
Debt/Equity ratio	0.012	0.127	0.290

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	7635.629	11034.363	13584.839
		44.512	23.114

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	7635.629	11034.363	13584.839
Profit	1259.549	1759.205	2084.602
	16.50%	15.94%	15.35%

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	No
8]	No. of employees	Yes
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]	PAN of Proprietor/Partner/Director, if available	Yes
32]	Date of Birth 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

Unsecured Loans	31.03.2013 [Rs. In Millions]	31.03.2012 [Rs. In Millions]
Long Term Borrowings
From Directors	1.400	0.000
Others	8.197	4.639
Short Term Borrowings
Loans Repayable on Demand Short Term Loan from HDFC Bank	500.000	0.000
Public Deposits
From Director	0.000	0.000
Others	4.515	8.817
TOTAL	514.112	13.456

INDEX OF CHARGES:

S. No.	Charge ID	Date of Charge Creation/Modification	Charge amount secured	Charge Holder	Address	Service Request Number (SRN)
1	10336405	31/12/2011	350,000,000.00	HDFC BANK LIMITED	HDFC BANK HOUSESENAPATI BAPAT MARG, LOWER PAREL W, MUMBAI, MAHARASHTRA - 400013, INDIA	B32489197
2	10295807	27/06/2011	700,000,000.00	HDFC BANK LIMITED	HDFC BANK HOUSE SENAPATI BAPAT MARG, LOWER PAREL W, MUMBAI, MAHARASHTRA - 400013, INDIA	B16415929
3	10173018	15/11/2011 *	1,000,000,000.00	CANARA BANK	PRIME CORPORTE BRANCH, SHANKARNARAYANA BLDG., NO. 25, M G ROAD, BANGALORE, KARNATAKA - 560001, INDIA	B26365205
4	10135033	05/12/2008	556,000,000.00	CANARA BANK	PRIME CORPORATE BRANCH, SHANKARANARAYANA BUILDING, 25,M.G.ROAD, BANGALORE, KARNATAKA - 560001, INDIA	A53490926
5	10071379	12/11/2011 *	1,000,000,000.00	CANARA BANK	PRIME CORPORTE BRANCH, SHANKARNARAYANA BLDG., NO. 25, M G ROAD, BANGALORE, KARNATAKA - 560001, INDIA	B26364547
6	10019932	05/09/2006	590,000,000.00	BANK OF BARODA	CORPORATE FINANCIAL SERVICES BRANCH, RICHMOND ROAD, BANGALORE, KARNATAKA - 560025, INDIA	A04899811
7	80038866	22/11/2007 *	829,000,000.00	BANK OF BARODA (LEADER BANK)	CORPORATE FINANCIAL SERVICES BRANCH, RICHMOND ROAD, BANGALORE, KARNATAKA - 560025, INDIA	A26870352

* Date of charge modification

REVIEW OF PERFORMANCE:

The Company is focused on growth with a fair return on capital employed. Your Company does not follow a standalone margin-led strategy. Therefore the performance has to be understood only in the light of the philosophy followed by the Company.

· Sales grew by 23.44% on a higher base after witnessing growths 45% and 50% in the previous two years and against the back drop of a significant slowdown in domestic as well as global economies. In addition, two key Southern States witnessed severe monsoon failure and power crisis for most part of the year under report leading to steep fall in consumption in those States.

· The Company crossed the milestone of 5 million pressure cookers (including exports) and registered a sales volume of 5.54 million pressure cookers in the year under report.

· Export volumes of pressure cookers crossed the one million mark for the financial year

· The Company crossed the milestone of 1 million Induction Cooktops and recorded a sales volume of 1.2 million pieces in the year under report. This volume has been achieved within 4 years of launch.

· The Company gained a very strong foot-hold in the non-south markets across all product categories and this has helped in off-setting the slowdown in the two key southern states, Tamil Nadu and Kerala.

· EBIDTA grew by 18.5%

· Profit after tax increased by 17.38%.

· The operating EBIDTA margin was 15.04% as compared to 15.67% in the previous year. EBIDTA margin is largely influenced by the composition of sales as different product categories yield different margins.

· Earnings per Share (before extra-ordinary/exceptional items) rose to Rs.117.35 from Rs.99.97- a growth of 17.39%.

· The ratio of Operating EBIDTA/ Operating Capital employed (excluding CWIP) in the Kitchen Segment is 58.4% notwithstanding substantial additions to asset base for future needs of production.

AWARDS AND RECOGNITONS

The Company is being continuously recognized by various reputed agencies for its overall corporate performance and brand standing. The Company's brand Prestige continues to be recognized as the Super Brand in the Kitchen Appliances Segment. The Company received the Power Brand award during 2012. The Company's key executives- Mr. Chandru Kalro, Chief Operating Officer, Mr. V. Sundaresan, CFO and Mr. K. G. George (Senior Vice President, Retail) have also been recognized as top performers/icons by reputed external agencies.

Mr. T.T. Jagannathan, Executive Chairman, received the coveted Ernst and Young's "Entrepreneur of the Year" award for the year 2012 in the Consumer Product Category.

The Company's R&D Centre at Hosur has received recognition from the Department of Science and Technology which will enable the Company to avail certain benefits under Direct and Indirect tax laws subject to prescribed conditions.

MANAGEMENTS' DISCUSSION AND ANALYSIS

ECONOMY /INDUSTRY SCENARIO

The macroeconomic environment throughout the Fiscal Year 2012-13 was challenging in the backdrop of weak global economic environment as well as a host of domestic factors. The real GDP growth rate was estimated at less than 6% a further drop from the previous fiscal. During the year inflationary trends continued to inhibit consumption. In fact the Private Final Consumption Expenditure (PFCE) grew by a mere 2.3% in 2012-13. The PFCE growth was hovering around 8% till 2011-12.

States like Tamil Nadu and Kerala, suffered heavily due to poor monsoon and power deficit which affected every part of the economy in these States. Andhra Pradesh also went through a slow down due to local economic and market conditions.

Against the backdrop of the above described scenario your company was able to keep up its momentum of growth and grew by about 23.4% in 2012-13 over and above the growth of 45% achieved in the previous year.

The Company operates in the kitchen appliances segment with a wide range of product categories. The product categories consist of Pressure Cookers, Non-stick Cookware,

Gas Stoves and Domestic Kitchen Electrical Appliances. The market for Pressure Cookers is shared amongst organized national branded players, regional players and unorganized players. Over the years, the share of the unorganized players has been gradually coming down as there has been a shift in the consumer preference to reliable branded players. The market for organized brands is estimated at more than 60% of the total market. The share of unorganized players is greater for Non-stick cookware as compared to pressure cookers. For the rest of the product categories, the market structure is fragmented and the share and the role of regional brands and unorganized players continue to be significant.

The Appliance Category - both Home and Kitchen - is witnessing a lot of churn. Both foreign and domestic players are entering the category or expanding their range to cover a host of products in the category. Regional brands are either bought by foreign players or being supported by private equity investors. Some State Governments have started providing select domestic electrical appliances like mixer-grinders; fans etc. free of cost to low income groups. The dynamics of all these can probably lead to generation of demand for branded and upgraded products in the long run.

OUTLOOK

As mentioned in the earlier part of this report, the general economic scenario is clouded by several factors comprising of global recession, poor monsoon and power, infrastructure and so on. The rate of growth in the domestic economy has been continuously falling over the last three years. There does exist uncertainty over the spending power of the consumer in the immediate future on account of inflation. However it is expected that the economy would get into growth mode from July/ August 2013 based on the progress of monsoon. The various power projects in Tamilnadu are also expected to come into stream during the second quarter of current fiscal. Under the circumstances the company expects to register reasonable growth from the second quarter onwards.

The company has already taken significant initiatives for indigenizing manufacture/assembly of certain key products both in Cookware and Appliance Categories which will reduce dependence on imports of fully finished goods and have favourable influence on transaction costs and working capital investments.

FINANCES

The Company continues to generate substantial post-tax operating free cash flows. The company also availed credit lines from banks in order to fund the growth and expansion of the Company. The outstanding borrowing as on 31.3.2013 was around Rs.1150.000 Millions.

SCHEMES OF ARRANGEMENT:

Under the Scheme of Amalgamation with M/s. Prestige Housewares India Limited (PHIL) sanctioned by the Honourable Madras High Court at Madras during the year under report your Company allotted 20106 equity shares of Rs.10/- each to the shareholders of PHIL. The appointed date of the Scheme being 1.4.2011, the previous year figures have been suitably adjusted in the Annual Report.

During November 2012 the Board of Directors of the company approved a Scheme of Arrangement (Demerger) whereby the Kitchen Appliances Division of M/s Triveni Bialetti Industries Private Limited (TBI), (a subsidiary of M/s. Bialetti Industries SpA, Italy) with all its assets, rights, liabilities, obligations, benefits under tax laws etc., will be vested in the Company, the Appointed Date being 1^st April 2012. The Scheme has been approved by the Stock exchange but further approvals are required including those of shareholders and Bombay and Madras High Courts. On Final sanction of the scheme by the High court, books of accounts will be updated in accordance with the applicable practice.

TBI, which has its manufacturing base in Maharashtra, is contract manufacturing certain products for the company.

CONTINGENT LIABILITIES

Particulars	31.03.2013	31.03.2012	31.03.2011
	(Rs. in Millions)
Guarantee / LC	742.418	320.360	370.189
Tax Matters Under Appeal (IT/ST/ED etc)	68.662	66.852	77.300

STATEMENT OF UN-AUDITED FINANCIAL RESULTS FOR THE QUARTER ENDED 30TH JUNE 2013

(RS. IN MILLIONS)

PARTICULARS	Quarter ended 30.06.2013 Unaudited
Sales / Income from Operations	3134.800
Less: Excise duty	71.500
a) Net Sales / Income from operations (Net of excise duty)	3063.300
b) Other Operating Income	0.000
Total Income from Operations (net)	3063.300
EXPENSES
a) Cost of Materials consumed	1052.800
b) Purchase of stock-in-Trade	795.100
c) Changes in Inventories of Finished Goods, Work in Progress and Stock-in-Trade	(61.800)
d) Employee benefits expense	221.000
e) Depreciation and amortisation expense	24.000
f) Other expenses	642.500
Total Expenses	2673.600
Profit from ordinary activities before other Income, Finance costs & exceptional items(1-2)	389.700
Other Income	17.300
Profit from ordinary activities before finance costs and exceptional items(3+4)	407.000
Finance Costs	30.700
Profit from ordinary activities after finance costs but before exceptional items (5-6)	376.300
Exceptional items	0.000
Profit (+) / Loss (-) from ordinary activities before tax (7-8)	376.300
Tax Expense
- Current Tax	110.400
- Deferred Tax	8.000
Net Profit (+) / Loss (-) from ordinary activities after tax (9-10)	257.900
Extra-ordinary items (Net of tax expense)	0.000
Net Profit (+) / Loss (-) for the period (11+12)	257.900
Paid up Equity Share Capital (face value Rs.10/-)	113.400
Reserves excluding Revaluation Reserves as per Balance Sheet of previous account year	--
Earnings Per Share - Rs. Ps.
a) Basic and Diluted EPS before Extraordinary items for the period, for the year to date and for the previous year (Not to be annualised)	22.74
b) Basic and Diluted EPS after Extraordinary items for the period, for the year to date and for the previous year (Not to be annualised)	22.74
PART II
PARTICULARS OF SHAREHOLDING
Public Shareholding
- Number of Shares	3189919
- Percentage of shareholding	28.13%
Promoters and Promoters Group shareholding
(a) Pledged / Encumbered
- Number of Shares	Nil
- Percentage of Shares (as a % of the total shareholding of promoter and promoter group)	Nil
- Percentage of Shares (as a % of the total share capital of the company)	Nil
(b) Non-encumbered
- Number of Shares	8151271
- Percentage of Shares (as a % of the total shareholding of promoter and promoter group)	100%
- Percentage of Shares (as a % of the total share capital of the company)	71.87%
Particulars	Quarter Ended 30.06.2013
INVESTOR COMPLAINTS
Pending at the beginning of the quarter	0
Received during the quarter	19
Disposed of during the quarter	19
Remaining unresolved at the end of the quarter	0

SEGMENT WISE REVENUE RESULTS AND CAPITAL EMPLOYED

(RS. IN MILLIONS)

Particulars	Quarter Ended 30.06.2013 Un-audited
Segment Revenue
Kitchen Appliances
Gross Sales	3134.800
Less: Excise Duty	71.500
Net Sales / Income from Operations	3063.300
Property & Investment	2.700
Less: Inter-Segment Revenue	(2.700)
Net Sales / Income from Operations	3063.300
SEGMENT RESULTS
Kitchen Appliances	404.600
Property & Investment	2.400
Total	407.000
Less: Interest Expenses	30.700
Less: Unallocable Expenses (Net of Unallocable Income)	0.000
Total Profit (+) / Loss(-) from ordinary activities before tax and exceptional items	376.300
Less: Exceptional items - VRS Compensation	0.000
Total Profit (+) / Loss(-) from ordinary activities before tax and after exceptional items	376.300
Extra-ordinary items	0.000
Total Profit (+) / Loss(-) from ordinary activities before fax and after extraordinary items	376.300
CAPITAL EMPLOYED
(Segment Assets - Segment Liabilities)
Kitchen Appliances	5365.900
Property & Investment	269.700
Total Capital Employed in Segments	5635.600
Add: Unallocable Corporate Assets Less Unallocable Corporate Liabilities	0.000
Total Capital Employed in the Company	5635.600

NOTES:

· The above results have been reviewed by the Audit Committee of the Board and were approved by the Board of Directors at its meeting held on July 15, 2013.

· The Company operates in two segments namely, a) Kitchen appliances, b) Property and investment.

· The segments have been identified in line with the Accounting Standard on Segment Reporting (AS 17) considering the organization structure and the differential risk and returns of these segments.

· The investors can visit the company's website www.ttkprestige.com for updated information.

FIXED ASSETS:

· Land

· Leasehold Land at Roorkee

· Buildings

· Plant and Machinery

· Electrical Installations

· Tools, Moulds and Dies

· Furniture Fixtures and Fittings

· Office Equipments

· Vehicles

· ERP 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.59.79
UK Pound	1	Rs.102.66
Euro	1	Rs.81.32

INFORMATION DETAILS

Information Gathered by :	PLK
Analysis Done by :	KAR
Report Prepared by :	TPT

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	8
PAID-UP CAPITAL	1~10	8
OPERATING SCALE	1~10	8
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	8
--PROFITABILIRY	1~10	8
--LIQUIDITY	1~10	8
--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
DEFAULTER
--RBI	YES/NO	NO
--EPF	YES/NO	NO
TOTAL		72

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.