MIRA INFORM REPORT

Report Date :

09.07.2014

IDENTIFICATION DETAILS

Name :	GARWARE POLYESTER LIMITED
Registered Office :	Naigaon, Post Waluj, Aurangabad – 431133, Maharashtra
Country :	India
Financials (as on) :	31.03.2013
Date of Incorporation :	06.06.1957
Com. Reg. No.:	11-010889
Capital Investment / Paid-up Capital :	Rs.777.131 Millions
CIN No.: [Company Identification No.]	L10889MH1957PLC010889
TAN No.: [Tax Deduction & Collection Account No.]	NSKG01359B
PAN No.: [Permanent Account No.]	AAACG0571D
Legal Form :	A Public Limited Liability Company. The Company’s Shares are Listed on the Stock Exchanges.
Line of Business :	Manufacturer of flexible packaging, shrink labels, electrical motor and cable insulation, sequin, TV screen, magnetic media, imaging, metallic yarn, laminated films for glass tint, safety application etc.
No. of Employees :	Information Decline by the management

RATING & COMMENTS

MIRA’s Rating :

Ba (50)

RATING		STATUS	PROPOSED CREDIT LINE
41-55	Ba	Overall operation is considered normal. Capable to meet normal commitments.	Satisfactory

Status :	Satisfactory
Payment Behaviour :	Usually correct
Litigation :	Exist
Comments :	Subject is an established company having a satisfactory track record. There seems slight dip in the profitability during 2013. However, general financial position seems to be good. Trade relations are reported to be fair. Business is active. Payments are reported to be usually correct and as per commitment. The company can be considered for normal business dealings at usual trade terms and condition.

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

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	CARE
Rating	BBB+ (Long Term Bank Facilities)
Rating Explanation	Have moderate degree of safety and carry moderate credit risk.
Date	07.07.2014

Rating Agency Name	CARE
Rating	A3+ (Short Term Bank Facilities)
Rating Explanation	Have moderate degree of safety and carry higher credit risk.
Date	07.07.2014

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-cooperative (Tel. No.: 91-240-2554427)

LOCATIONS

Registered Office/ Factory 1 :	Naigaon, Post Waluj, Aurangabad – 431133, Maharashtra, India
Tel. No.:	91-240-2554427
Mobile No.:	91-9820190665 (Mr. H. M. Desai)
Fax No. :	91-240-2554672
E-Mail :	manojkoul@garwarepoly.com ho@garwarepolyl.com ashok@garwarepoly.com
Website:	http://www.garware.poly.com
Area:	Owned
Corporate/ Head Office/ Factory 2 :	Garware House, 50-A, Swami Nityanand Marg, Western Express Highway, Vile Parle (East), Mumbai- 400 057, Maharashtra, India
Tel. No.:	91-22-66988000
Fax No.:	91-22-28248155/ 28248199
E-Mail :	ho@garwarepoly.com
Factory 3 :	Polyester Film Plant, L-5 and L-6, Chikalthana, Industrial Area, Dr. Abasaheb Garware Marg, Aurangabad- 431210, Maharashtra, India
Tel. No.:	91-240-2485465/ 2485466
Fax No.:	91-240-2484179/ 2484262/ 2486002
E-Mail :	chikal@garwarepoly.com
Factory 4 :	A-1 and A-2, MIDC, Ambad, Nasik- 422 010, Maharashtra, India
Tel. No.:	91-253-2382781 to 85
Fax No.:	91-253-2382410
Marketing Offices 1 / Branch Office 1:	403, Madarn Bhikaji Cama Bhawan, 11, Bhikaji Cama Place, New Delhi- 110 066, India
Tel. No.:	91-11-26715091 to 96
Fax No.:	91-11-26715098
Marketing Offices 2 / Branch Office 2 :	37/1 B, Hazra Road, Kolkata 700 029, West Bengal, India
Tel. No.:	91-33-24746823 / 24761350
Fax No.:	91-33-24749100
Marketing Offices 3 :	Old No.37, New No.55, Ambercrest, 4^th Floor, Pantheon Road Lane, Egmore, Chennai – 600008, Tamilnadu, India
Tel. No.:	91-44-28420939
Fax No.:	91-44-28593924
Branch Office 3 :	204, DLF Tower B, Near Apollo Hospital, Jasola, New Delhi- 110 025, India
Overseas Office 1 :	Global Pet films Inc 9050 Pines Blvd., Suite #425, Pembroke Pines, Florida 33024 U.S.A.
Tel. No.:	9544997990
Fax No.:	9544997992
E-Mail :	usa@garwarepoly.com
Overseas Office 2 :	Garware Polyester Limited Unit 2-17, The Plaza, 535 Kings Road, London SW10 0SZ, U.K.
Tel. No.:	+44 20 7376 3931
Fax No.:	+44 20 7376 3932
E-Mail :	uk@garwarepoly.com
Overseas Branch Office :	Unit 2-17, The Plaza, 535, Kings Road, London - SW10 0SZ.

DIRECTORS

As on: 31.03.2013

Name :	Mr. Shashikant B. Garware
Designation :	Chairman and Managing Director
Address :	Flat No.L-1, 12^th Floor, Eden Hall, Dr. Annie Besant Road, Worli, Mumbai – 400018, Maharashtra, India
Name :	Mrs. Sheela S. Garware
Designation :	Director
Address :	Flat No.L-1, 12^th Floor, Eden Hall, Dr. Annie Besant Road, Worli, Mumbai – 400018, Maharashtra, India
Date of Birth/ Age :	09.12.1935
Qualification :	B.A. (Hons.) B. Ed.
Appointment Date :	04.04.1996
Expertise in specific functional areas :	· Marketing and Exports · Associated with Charitable and Welfare Organisations
Name :	Mr. Dilip J. Thakkar
Designation :	Director
Address :	Little Gribbs Road, 12-Acropolis – B, Mumbai – 400006, Maharashtra, India
Date of Birth/ Age :	01.10.1936
Appointment Date :	30.04.2007
Qualification :	Chartered Accountant
Expertise in specific functional areas :	Taxation and Foreign Exchange Regulation
Name :	Mr. Narendra P. Chapalgaonkar
Designation :	Director
Address :	13, Jaynagar, Near Dashmeshnagar, Aurangabad – 431005, India
Date of Birth/ Age :	10.04.1937
Appointment Date :	23.10.2003
Qualification :	M.A. and L .L.B
Expertise in specific functional areas :	Retd. Judge of Bombay High Court
Name :	Mrs. Monika Garware Modi
Designation :	Vice Chairperson and Jt. Managing Director
Address :	Flat No.L-1, 12th Floor, Eden Hall, Dr. Annie Besant Road, Worli, Mumbai – 400018, Maharashtra, India
Date of Birth/Age :	04.06.1963
Qualification :	M.B.A. (U.S.A.)
Date of Appointment :	31.03.1989
Expertise in specific functional areas :	Finance and Marketing
Name :	Ms. Sarita Garware
Designation :	Jt. Managing Director
Address :	Flat No.L-1, 12th Floor, Eden Hall, Dr. Annie Besant Road, Worli, Mumbai – 400018, Maharashtra, India
Date of Birth/Age :	25.10.1967
Qualification :	M.B.A. from European University in Switzerland
Date of Appointment :	24.12.1993
Expertise in specific functional areas :	Specialisation in Marketing
Name :	Ms. Sonia Garware
Designation :	Director
Address :	Flat No.L-1, 12th Floor, Eden Hall, Dr. Annie Besant Road, Worli, Mumbai – 400018, Maharashtra, India
Date of Birth/Age :	24.07.1971
Qualification :	M.B.A. (U.S.A.)
Date of Appointment :	31.01.2007
Expertise in specific functional areas :	Finance, Marketing and Strategic Management
Name :	Mr. Boman Moradian
Designation :	Director
Address :	M. Cama Park, K – 3/64, Cama Road, Andheri (West), Mumbai – 400058, Maharashtra, India
Date of Birth/Age :	13.11.1950
Qualification :	B. E. (Mech.)from VJTI, MMS from JBIMS
Date of Appointment :	29.10.2001
Expertise in specific functional areas :	· Marketing · Productivity · H. R. D.
Name :	Mr. Mohan S. Adsul
Designation :	Director – Technical
Address :	Plot No.10, N-5, A1 Parijat Nagar, CIDCO, Aurangabad – 411033, India
Date of Birth/ Age :	01.06.1955
Date of Appointment :	31.07.2007
Qualification :	B. Sc. (Tech) in Plastics and DBM
Expertise in specific functional areas :	Product Development and Production
Name :	Dr. Mahesh C. Agarwal
Designation :	Director
Address :	705, Manisha Apartments, Church Road, Marol, Andheri (East), Mumbai – 400059, Maharashtra, India
Date of Birth/ Age :	23.10.1946
Appointment Date :	29.04.2009
Qualification :	Masters in Psychology. Ph. D
Expertise in specific functional areas :	H. R. D.
Name :	Mr. Ramesh P. Makhija
Designation :	Director
Address :	Flat No.61, Ashoka Apartment, 6th Floor, Nepeansea Road, Mumbai – 400006, Maharashtra, India
Date of Birth/ Age :	19.08.1950
Appointment Date :	12.11.2009
Qualification :	L.L.B. Attorney – at - Law
Expertise in specific functional areas :	Law
Name :	Mr. A. B. Bhalerao
Designation :	Director

KEY EXECUTIVES

Name :	Mr. Manoj Koul
Designation :	Company Secretary and Senior General Manager

SHAREHOLDING PATTERN

As on: 31.03.2014

Category of Shareholder	No. of Shares	Percentage of Holding
(A) Shareholding of Promoter and Promoter Group
(1) Indian
Individuals / Hindu Undivided Family	1873623	8.04
Bodies Corporate	1336391	5.73
Any Others (Specify)	10580100	45.38
Trusts	10580100	45.38
Sub Total	13790114	59.15
(2) Foreign
Individuals (Non-Residents Individuals / Foreign Individuals)	268595	1.15
Sub Total	268595	1.15
Total shareholding of Promoter and Promoter Group (A)	14058709	60.30
(B) Public Shareholding
(1) Institutions
Mutual Funds / UTI	15226	0.07
Financial Institutions / Banks	3305	0.01
Insurance Companies	853956	3.66
Foreign Institutional Investors	3855	0.02
Any Others (Specify)	6011	0.03
Trusts	6011	0.03
Sub Total	882353	3.78
(2) Non-Institutions
Bodies Corporate	2146193	9.21
Individuals
Individual shareholders holding nominal share capital up to Rs. 0.100 million	3901817	16.74
Individual shareholders holding nominal share capital in excess of Rs. 0.100 million	2087784	8.95
Any Others (Specify)	238294	1.02
Clearing Members	20440	0.09
Non Resident Indians	198087	0.85
Office Bearer	19767	0.08
Sub Total	8374088	35.92
Total Public shareholding (B)	9256441	39.70
Total (A)+(B)	23315150	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)	23315150	0.00

Shareholding belonging to the category "Promoter and Promoter Group"

Sl. No.	Name of the Shareholder	Details of Shares held
		No. of Shares held	As a % of grand total (A)+(B)+(C)
1	Shashikant Bhalchandra Garware	11,63,001	4.99
2	Sheela Shashikant Garware	1,75,465	0.75
3	Monika Garware Modi	2,67,504	1.15
4	Sarita Garware	2,67,653	1.15
5	Sonia Shashikant Garware	2,68,595	1.15
6	S B Garware Family Trust	1,05,77,100	45.37
7	B D Garware Research Centre	10,67,216	4.58
8	Great View Real Estates Private Limited	2,69,175	1.15
9	Monika Garware Modi Benefit Trust	1,000	0.00
10	Sarita Garware Benefit Trust	1,000	0.00
11	Sonia Garware Benefit Trust	1,000	0.00
	Total	1,40,58,709	60.30

Shareholding belonging to the category "Public" and holding more than 1% of the Total No. of Shares

Sl. No.	Name of the Shareholder	No. of Shares held	Shares as % of Total No. of Shares
1	Finquest Securities Private Limited	1089310	4.67
2	Life Insurance Corporation of India	853956	3.66
3	Bharat J Patel	397499	1.70
	Total	2340765	10.04

BUSINESS DETAILS

Line of Business :

Manufacturer of flexible packaging, shrink labels, electrical motor and cable insulation, sequin, TV screen, magnetic media, imaging, metallic yarn, laminated films for glass tint, safety application etc.

GENERAL INFORMATION

No. of Employees :

Information Decline by the management

Bankers :

· Indian Overseas Bank

· Dena Bank

· The Federal Bank Limited

· State Bank of Mysore

· Bank of India

Facilities :

(Rs. In Millions)

Secured Loan	As on 31.03.2013	As on 31.03.2012
LONG TERM BORROWINGS
Term Loans :
Indian Rupee Loan from Banks	496.448	20.748
Foreign Currency Loan from Banks	107.467	152.743
Vehicle Finance Lease Obligation	21.100	32.887
SHORT TERM BORROWINGS
Cash / Packing Credit from Banks
Indian rupees	50.484	0.000
Foreign currency	415.189	336.112
Working Capital Loans	1466.131	1429.257
Total	2556.819	1971.747
NOTES: LONG TERM BORROWINGS 1. Term Loans of Rs. 830.669 Millions (Previous year Rs. 328.899 Millions) are secured as under: · Term Loan of Rs. Nil (Previous year Rs. 8.816 Millions) is secured by charge on the specific project assets and also by way of second charge on current assets of the company. The loan is repaid fully as per repayment schedule. · Term Loan of Rs 830.669 Millions (Previous year Rs.320.083 Millions) is secured by first paripassu charge on Fixed assets of the company both present and future except Land and Building at Vile Parle, Mumbai also by way of second paripassu charge on current assets of the company. The loans are repayable in 20 quarterly installments from quarter ended March 2011 till December 2018. 2. Vehicle Finances of Rs. 33.582 Millions (Previous year Rs. 44.433 Millions) are secured by hypothecation of specific assets. The loans are repayable in 60 monthly Installments the installment are payable from June 2009 till November 2016 covering all loans taken at various dates. 3. The rate of interest on Foreign Currency Loans are at LIBOR + 7.5%, on Rupee loan @ 13% to 14.25% p.a.and on Vehicle Loan @ 8.50% to 15.50% p.a. SHORT TERM BORROWINGS Ø Cash / Packing Credit Loans are secured by hypothecation of all the current assets including all stocks, book debts etc of the Company and further secured by a second charge on fixed assets of the company excluding Vile Parle property. Ø Interest on working capital (Rupee) Loans ranges between 11% to 16.70% p.a. and Foreign Currency Loans Libor + 3% to Libor + 3.50% p.a.

Banking Relations :	--
Auditors :
Name :	Shah and Company Chartered Accountants
Address :	Mumbai, Maharashtra, India
Name :	Chaturvedi and Shah Chartered Accountants
Solicitors and Advocates ;
Name :	Crawford Bayley and Company
Associate Companies :	Garware Chemicals Limited
Enterprises over which Key Managerial Person are able to exercise significant influence :	· S. B. Garware Family Trust · Garware Charitable Trust · Garware Industries Limited

CAPITAL STRUCTURE

As on: 31.03.2013

Authorised Capital :

No. of Shares	Type	Value	Amount
40000000	Equity Shares	Rs.10/- each	Rs.400.000 Millions
6000000	Preference Shares	Rs.100/- each	Rs.600.000 Millions
	Total		Rs.1000.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
23315150	Equity Shares	Rs.10/- each	Rs.233.152 Millions
	Less: Unpaid Allotment/Call Money		Rs.0.621 Million
5446000	0.01% Cumulative Redeemable Preference Shares of	Rs.100/- each	Rs.544.600 Millions
	Total		Rs.777.131 Millions

Out of the above :

2,00,000 Equity shares of Rs.10/- each were allotted as fully paid up to various schemes operating under UTI Assets Management Company Ltd at a premium of Rs. 22.67 per Share on 23rd December 2008 as per arrangement (Previous year 200,000).

2,54,764 Equity Shares of Rs. 10/- Each fully paid-up issued to the shareholders of Garware Chemicals Limited (GCL) as per scheme of arrangement under section 391 to 394 of the Companies Act, 1956 on 14th November 2011 (Previous year 2,54,764).

54,46,000 0.01% Cumulative Redeemable Preference Shares of Rs. 100/- each were allotted as fully paid up to IDBI at par (49,54,000 on 7th November 2007 and 4,92,000 on 19th June 2008) as per arrangement. (Previous year 54,46,000).

Terms / Rights attached to Shares : Equity Shares :

The company has only one class of equity shares having a par value of Rs.10/- per share. Each equity shareholder is entitled to one Vote per share. The company declares and pays dividends in Indian rupees. The dividend proposed by the board of directors is subject to approval of shareholders in the ensuing Annual general meeting.

During the year ended on 31st March 2013, the amount of dividend, per share, recognised as distributions to equity shareholder is Rs. Nil per share (year ended 31st March 2012 Rs.1.50/- per share).

As per the companies act 1956 the holders of equity shares will be entitled to receive remaining assets of the company, after distribution of all preferential amounts in the event of Liquidation of the company. The distribution will be in proportion to the number of equity shares held by the shareholder.

Preference Shares :

The preference shares amounting to Rs. 495.400 Millions allotted on 07.11.2007 are redeemable in 3 equal installments from 1st April 2014 to 1st April 2016 and Rs. 49.200 Millions allotted on 19.06.2008 shall be redeemed in single installment on 1st April 2016.These preference shares carry a fixed cumulative dividend of 0.01% per annum.

Reconciliation of the number of Shares Outstanding at the beginning and at the end of the year

Particulars	As at 31.03.2013
Equity Shares	No. of Shares	Rs. in Millions
At the beginning of the period	23,315,150	233.152
10,477,100 Equity shares of Rs.10/- each fully paid up issued to Great Design Properties Private Limited (GDPPL) and 254,764 Equity Shares of Rs.10/-each fully paid up issued to Garware Chemicals Limited (GCL) as per scheme of amalgamation and arrangement under section 391 to 394 of the companies Act, 1956.	0	0.00
Outstanding at the end of the year	23,315,150	233.152

Details of Shareholders holding more than 5% Equity Shares in the company

Particulars	As at 31.03.2013
Name of the Shareholder	No. of Shares	% of Holding
S.B.Garware Family Trust	10,477,100	44.94
Bharat Jayantilal Patel	1,165,818	5.00

Preference Shares	As at 31.03.2013
	No. of Shares	Rs. in Millions
At the beginning of the year	5,446,000	544.600
Issued during the year	0	0.000
Outstanding at the end of the year	5,446,000	544.600

Details of Shareholders holding more than 5% Preference Shares in the company

	As at 31.03.2013
Name of the Shareholder	No. of Shares	% of Holding
IDBI Bank Limited	5,446,000	100.00

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	777.131	777.131	669.812
(b) Share Capital Suspense	5173.450	4344.357	107.319
(c) Reserves & Surplus	0.000	0.000	4034.381
(d) 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)	5950.581	5121.488	4811.512
(3) Non-Current Liabilities
(a) long-term borrowings	745.361	326.724	220.187
(b) Deferred tax liabilities (Net)	211.365	369.960	369.960
(c) Other long term liabilities	0.000	0.000	49.932
(d) long-term provisions	40.862	82.174	76.652
Total Non-current Liabilities (3)	997.588	778.858	716.731
(4) Current Liabilities
(a) Short term borrowings	1931.804	1765.369	829.620
(b) Trade payables	344.792	251.146	265.992
(c) Other current liabilities	393.986	360.360	917.974
(d) Short-term provisions	86.728	101.962	277.563
Total Current Liabilities (4)	2757.310	2478.837	2291.149
TOTAL	9705.479	8379.183	7819.392
II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	5534.333	4786.611	4935.402
(ii) Intangible Assets	11.452	452.547	456.346
(iii) Capital work-in-progress	390.855	57.498	85.114
(iv) Intangible assets under development	0.000	0.000	2.170
(b) Non-current Investments	21.446	21.446	21.586
(c) Deferred tax assets (net)	0.000	0.000	0.000
(d) Long-term Loan and Advances	944.262	835.865	565.514
(e) Other Non-current assets	0.000	0.000	0.000
Total Non-Current Assets	6902.348	6153.967	6066.132
(2) Current assets
(a) Current investments	0.000	0.000	0.000
(b) Inventories	921.428	1177.497	960.409
(c) Trade receivables	451.131	193.998	290.784
(d) Cash and cash equivalents	985.615	574.334	262.227
(e) Short-term loans and advances	428.812	267.217	224.466
(f) Other current assets	16.145	12.170	15.374
Total Current Assets	2803.131	2225.216	1753.260
TOTAL	9705.479	8379.183	7819.392

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2013	31.03.2012	31.03.2011
	SALES
		Income	7759.956	7883.628	8920.959
		Other Income	81.375	189.108	94.016
		TOTAL (A)	7841.331	8072.736	9014.975
Less	EXPENSES
		Cost of Raw Materials Consumed	4150.315	4471.644	6269.195
		Purchases of Traded Goods	44.183	283.144
		Changes in Inventories of Finished Goods, Work in Progress and Traded Goods	207.392	(253.611)
		Employee Benefits Expense	510.289	554.364
		Other Expenses	2178.619	1979.547
		Exceptional Expenses	(55.614)	(13.400)
		TOTAL (B)	7035.184	7021.688	6269.195
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		806.147	1051.048	2745.780
Less	FINANCIAL EXPENSES (D)		294.632	283.275	239.309
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		511.515	767.773	2506.471
Less/ Add	DEPRECIATION/ AMORTISATION (F)		393.144	417.088	396.449
	PROFIT BEFORE TAX (E-F) (G)		118.371	350.685	2110.022
Less	TAX (H)		(158.694)	0.000	225.500
	PROFIT AFTER TAX (G-H) (I)		277.065	350.685	1884.522
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		2691.800	2399.300	958.300
	APPROPRIATIONS
		Transfer to General Reserve	0.000	17.500	188.500
		Dividend on Cumulative Redeemable Preference Shares (CRPS)	0.100	0.100	0.000
		Proposed Final Dividend on Equity Shares	0.000	35.000	198.200
		Tax on Dividend	0.000	5.700	37.900
	BALANCE CARRIED TO THE B/S		2968.700	2691.800	2399.300
	EARNINGS IN FOREIGN CURRENCY
		Export Earnings	4560.294	3672.875	3635.714
		Other Misc. Income	6.574	0.000	0.000
		Dividend Income	0.000	45.595	0.000
	TOTAL EARNINGS		4566.868	3718.470	3635.714
	IMPORTS
		Raw Materials	514.141	378.199	480.035
		Packing Material	10.275	1.945	5.241
		Components and Spares	15.682	34.830	26.412
		Capital goods	182.336	71.355	120.019
	TOTAL IMPORTS		722.434	486.329	631.707
	Earnings Per Share (Rs.)		11.88	15.04	80.83

KEY RATIOS

PARTICULARS		31.03.2013	31.03.2012	31.03.2011
PAT / Total Income	(%)	3.53	4.34	20.90
Net Profit Margin (PBT/Sales)	(%)	1.53	4.45	23.65
Return on Total Assets (PBT/Total Assets}	(%)	1.27	4.22	27.36
Return on Investment (ROI) (PBT/Networth)		0.02	0.07	0.44
Debt Equity Ratio (Total Debt /Networth)		0.45	0.41	0.22
Current Ratio (Current Asset/Current Liability)		1.02	0.90	0.77

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	669.812	777.131	777.131
Reserves & Surplus	4034.381	0.000	0.000
Net worth	4704.193	777.131	777.131
long-term borrowings	220.187	326.724	745.361
Short term borrowings	829.620	1765.369	1931.804
Total borrowings	1049.807	2092.093	2677.165
Debt/Equity ratio	0.223	2.692	3.445

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	8,920.959	7,883.628	7,759.956
		(11.628)	(1.569)

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	8920.959	7883.628	7759.956
Profit	1884.522	350.685	277.065
	21.12%	4.45%	3.57%

LOCAL AGENCY FURTHER INFORMATION

Sr. No.	Check List by Info Agents	Available in Report (Yes / No)
1]	Year of Establishment	Yes
2]	Locality of the firm	Yes
3]	Constitutions of the firm	Yes
4]	Premises details	No
5]	Type of Business	Yes
6]	Line of Business	Yes
7]	Promoter's background	Yes
8]	No. of employees	No
9]	Name of person contacted	No
10]	Designation of contact person	No
11]	Turnover of firm for last three years	Yes
12]	Profitability for last three years	Yes
13]	Reasons for variation <> 20%	----------------------
14]	Estimation for coming financial year	No
15]	Capital in the business	Yes
16]	Details of sister concerns	Yes
17]	Major suppliers	No
18]	Major customers	No
19]	Payments terms	No
20]	Export / Import details (if applicable)	No
21]	Market information	----------------------
22]	Litigations that the firm / promoter involved in	Yes
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

CASE DETAILS

Lodging No:-

ITXAL/797/2013

Filing Date:-

29/05/2013

Reg. No.:-

ITXA/1434/2013

Reg. Date:-

29/07/2013

Petitioner:-	THE COMMISSIONER OF INCOME TAX – 8,	Respondent:-	M/S GARWARE POLYSTER LIMITED
Petn.Adv.:-	ARVIND PINTO (0)	Res. Adv:-	ATUL K. JASANI (0)
District:-	MUMBAI

Bench:-	DIVISION
Status:-	Pre-Admission	Category:-	Tax Appeals
Next Date:-	16/04/2014	Stage:-
Coram:-	ACCORDING TO SITTING LIST ACCORDING TO SITTING LIST

Act :-

Income Tax Act, 1961

Under Section:-

260A

UNSECURED LOAN:

(Rs. in Millions)

Particulars	As on 31.03.2013	As on 31.03.2012
LONG TERM BORROWINGS
Interest Free Sales Tax / VAT Deferral Loan of SICOM	120.346	120.346
Total	120.346	120.346
Note: LONG TERM BORROWINGS Deferral Loan from SICOM is payable from April 2016 to April 2026.

OPERATIONS:

Compared to the previous year which was good, there was a decline in the sales by 1.57% due to; (a) ban imposed by the order of Supreme Court of India on usage of Sun Control Film in automotive applications, (b) ban imposed on usage of polyester film for 'GutkaV 'Pan Masala' packaging by rules made for environmental protection, (c) uncertainty in the advanced economies, (d) continuing Euro debt crisis and (e) over-all slow-down in the industry growth due to slackening of demand, policy uncertainty and tighter monetary conditions.

FUTURE OUTLOOK:

Market conditions continue to be competitive and full of challenges, however their emphasis is on specialty films. They prefer to concentrate on limited market of specialty films and to find out different path. Their new products under Sun Control brand have received wide acceptance world over and their focus on the Chinese and Russian markets are paying rich dividends, however in domestic market ban on use of films in Automotive applications has impacted us adversely. They are trying to salvage the situation however the same continues to be unclear. The Company has however diverted the production into the international markets.

AWARDS AND RECOGNITIONS:

During this year, the Company has been honoured with ten Safety Awards at National as well as State Levels by various Government Authorities, viz. Director General of Factory Advice Service and Labour Institutes (DGFASLI, under the Ministry of Labour and Employment, Government of India), National Safety Council of India (NSCI), and Maharashtra State Chapter of National Safety Council (NSC - Mc). Out of these ten awards, one awards were won by the Company's employees for their contribution in State Level Safety Slogan Competition.

MANAGEMENT DISCUSSION AND ANALYSIS

COMPANY OVERVIEW AND ECONOMIC ENVIRONMENT:

Subject is the pioneer and the largest exporter of polyester films in India. The Company manufactures Bi-axially oriented polyethylene terephthalate (BOPET) / Polyester Films, Sun Control Films and Specialty Polyester films of high quality for a variety of end applications. GPL is the only amongst manufacturers in India and one out of the two manufacturers of dyed polyester films in the world which possesses patented technology for the same. GPL also manufactures the premium grade heat rejection films based on the latest 'Nano Technology' developed in its in-house RandD facility center.

INDUSTRY STRUCTURE AND DEVELOPMENTS:

Polyester films have wide applications in a host of industries engaged in the manufacture of flexible packaging, shrink labels, electrical motor and cable insulation, sequin, TV screen, magnetic media, imaging, metallic yarn, laminated films for glass tint, safety application etc. Sun Control films cater to the automobile and real estate sector. The Company has a well-developed marketing network throughout the world, some of the major regions being Europe, USA, Far East, Middle East, Africa, South America etc. The Company has developed a wide network of dedicated customers in Europe, USA, Far East, Middle East, Brazil, Australia, China, Russia, New Zealand, Eastern Europe, Mexico and Africa. The quality of GPL products is rated amongst the best in the World and the Company pays special attention to customer services due to which the customer base is consistent and increasing. In order to expand the business and also to offer better services to the customers of the Consumer products in overseas market, the Company is offering services to the customers from the Marketing offices / Subsidiary Companies / Branch office situated in USA and UK.

OUTLOOK EXPORTS:

Plain Film:

The Company has maintained its record of being the top exporter of polyester films and bagged the top exporter award from Plexconcil. With the introduction of variety and high quality product offerings, the Company is fully confident of maintaining its strong position in exports. Presently Company products are being successfully sold in Europe, Eastern Europe, USA, South America, Africa, Middle East, Far-East etc. The Consumer Division Products of the Company are marketed in Europe by its Branch and in the American market by Global Pet Films Inc. (GPF), a wholly owned step down subsidiary of GPL. The aim is to expand export base and through the above Branch/Subsidiary catapult international operations into a major growth driver.

Sun Control Film:

The Company has successfully launched multiple brands, new products with aggressive and innovative marketing strategies. The major growth in Sun Control films is expected to be sustained during the coming years. Sun Control films are presently being marketed throughout the world and their consistent high-class quality and better customer orientation are highly valued in the market. The Company plans to market aggressively window films in the Realty Sector both in domestic and overseas markets.

Thermal Film:

With variety and high quality product offerings in thermal lamination films, the Company is fully confident of growing its share in the export market. The first production line was made fully operational in a short span of one year and reached its capacity.

Domestic Market:

Expected growth of the Retail sector, increasing preference towards packaged items, liberalization and growing middle class is expected to fuel growth of Polyester Film in the domestic market.

Increased usage of window films in offices, commercial buildings and malls will continue to add to the growth of the Company's business in the premium segment of window films.

AUDITED FINANCIAL RESULTS FOR THE YEAR ENDED 31^st MARCH 2014

(Rs. in Millions)

Sr. No	Particulars	31.03.2014 (Audited)	31.12.2013 (Unaudited)	31.03.2014 (Audited)
1	Income from Operations
	a) Net Sales / Income from Operations (Net of Excise Duty)	1871.000	2253.100	8196.800
	b) Other Operating Income	36.200	48.700	155.000
	Total Income from operations (net)	1907.200	2301.800	8351.800
2	Expenses
	a) Cost of Materials Consumed	1140.200	1371.600	5316.100
	b) Purchase of stock-in-trade	0.000	0.000	0.000
	c) Changes in inventories of finished goods, work-in-progress and stock-in-trade	(23.400)	63.700	(292.900)
	d) Employee benefit expense	140.600	152.300	584.700
	e) Depreciation and amortisation expense	83.500	76.600	334.700
	f) Power and Fuel	206.300	238.200	861.700
	g) Other expense	309.000	310.100	1209.700
	Total Expenses	1855.200	2212.500	8014.000
3	Profit/ (Loss) from Operations before other Income, Finance cost and exceptional items (1-2)	52.000	89.300	337.800
4	Other Income	43.900	30.800	116.300
5	Profit/(Loss) from ordinary activities before finance cost and exceptional items (3+4)	95.900	120.100	454.100
6	Finance Cost	90.900	94.800	369.500
7	Profit/(Loss) from ordinary activities after finance cost but before exceptional items (5-6)	5.000	25.300	84.600
8	Exceptional Items	62.200	0.000	62.200
9	Profit / (Loss) from Ordinary activities before tax (7-8)	67.200	25.300	146.800
10	Tax Expenses
	Current Tax (Including Rs.4.400 Millions relating to previous year)	14.200	4.600	33.100
	Less: MAT Credit Entitlement	(12.900)	(4.600)	(31.800)
	Deferred Tax	10.700	4.300	31.700
	(Excess) / Short Provision for Tax of Earlier Years (Net)	0.000	0.000	0.000
	Total Tax Expense	12.000	4.300	33.000
11	Net Profit / (Loss) from Ordinary activities after tax (9-10)	55.200	21.000	113.800
12	Extraordinary Items (Net of tax expenses)	0.000	0.000	0.000
13	Net Profit / (Loss) for the period (11-12)	55.200	21.000	113.800
14	Paid-up Equity Share Capital ( Face value Rs. 10/- each)	232.500	232.500	232.500
15	Reserves excluding Revaluation Reserves as per balance sheet of previous accounting year	--	--	4276.700
16	Earnings per share (EPS) in Rs.
	a. Basic and Diluted EPS before Extraordinary Items for the period (Not annualised)	2.37	0.90	4.88
	b. Basic and Diluted EPS after Extraordinary Items for the period (Not annualised)	2.37	0.90	4.88
A	PARTICULARS OF SHAREHOLDING
1	Public shareholding
	- Number of shares	9256441	9256441	9256441
	-Percentage of Shareholding	39.70	39.70	39.70
2	Promoter and Promoter group Shareholding
	a) Pledged/ Encumbered
	-Number of shares	NIL	NIL	NIL
	-Percentage of shares (as a % of the total shareholding of promoter and promoter group)	NIL	NIL	NIL
	-Percentage of shares (as a % of the total share capital of the company)	NIL	NIL	NIL
	b) Non-encumbered
	-Number of shares	14058709	14058709	14058709
	-Percentage of shares (as a % of the total shareholding of promoter and promoter group)	100	100	100
	-Percentage of shares (as a % of the total share capital of the company)	60.30	60.30	60.30

	Particulars	31.03.2014
B	INVESTOR COMPLAINTS
	Pending at the beginning of the quarter	Nil
	Received during the quarter	20
	Disposed of during the quarter	20
	Remaining unresolved at the end of the quarter	Nil

STATEMENT OF ASSETS AND LIBILITIES

(Rs. In Millions)

SOURCES OF FUNDS	31.03.2014
I.              EQUITY AND LIABILITIES
(1)Shareholders' Funds
(a) Share Capital	777.131
(b) Reserves & Surplus	5287.277
Total Shareholders’ Funds	6064.408
(3) Non-Current Liabilities
(a) long-term borrowings	731.478
(b) Deferred tax liabilities (Net)	243.097
(c) long-term provisions	44.838
Total Non-current Liabilities (3)	1019.413
(4) Current Liabilities
(a) Short term borrowings	2739.917
(b) Trade payables	436.711
(c) Other current liabilities	491.598
(d) Short-term provisions	85.222
Total Current Liabilities (4)	3753.448
TOTAL	10837.269
II.          ASSETS
(1) Non-current assets
(a) Fixed Assets	6477.594
(b) Non-current Investments	20.694
(c) Long-term Loan and Advances	839.713
Total Non-Current Assets	7338.001
(2) Current assets
(a) Current investments
(b) Inventories	1455.575
(c) Trade receivables	589.424
(d) Cash and cash equivalents	912.603
(e) Short-term loans and advances	514.719
(f) Other current assets	26.947
Total Current Assets	3499.268
TOTAL	10837.269

NOTES:

The above results have been reviewed by the Audit Committee and approved and taken on record by the Board of Directors of the Company at their respective meetings held on May 29, 2014.

The Company operates in one segment only i.e. Polyester Films.

Current tax for year ended March 31,2014 includes Rs. 4.100 millions relating to previous year.

Exceptional items appearing in the year ended March 31, 2013 represents the sales tax amount expensed out in the prior year, which was written back as per the opinion obtained by the company.

Deferred tax for the year ended March 31, 2014 includes Rs.77.600 millions of earlier years.

The figures for the last quarter ended are the balancing figures between the audited figures in respect of the full financial year and the published unaudited year to date figures up to the third quarter of the financial years.

Previous period figures have been regrouped and reclassified to make them comparable with the figures of the current period.

INDEX OF CHARGES

S. No.	Charge ID	Date of Charge Creation/Modification	Charge amount secured	Charge Holder	Address	Service Request Number (SRN)
1	10418501	14/03/2013	454,400,000.00	Indian Overseas Bank	NEW MARINE LINES BRANCH, MERCHANT CHAMBERS, GROUND FLOOR, OPPOSITE SNDT COLLEGE, MUMBAI, Maharashtra - 400020, INDIA	B72742265
2	10384547	28/09/2012	220,000,000.00	INDIAN OVERSEAS BANK	New Marinelines Branch, Merchant Chamber, Ground Floor, Opposite SNDT College, MUMBAI, Maharashtra - 400020, INDIA	B61404307
3	10374082	06/08/2012	375,000,000.00	DENA BANK	Industrial Finance Branch, 17, Horniman Circle, Mumbai - 400023, Maharashtra, INDIA	B57086928
4	10338310	31/01/2012	367,000,000.00	INDIAN OVERSEAS BANK	New Marinelines Branch, Merchant Chamber, Ground Floor, Opposite SNDT College, MUMBAI, Maharashtra - 400020, INDIA	B33295064
5	10306368	14/05/2012 *	410,300,000.00	INDIAN OVERSEAS BANK	New Marinelines Branch, Merchant Chamber, Ground Floor, Opposite SNDT College, MUMBAI, Maharashtra - 400020, INDIA	B39823844
6	10248201	08/10/2010	25,100,000.00	TATA CAPITAL LIMITED	ONE FORBES, DR V B GANDHI MARG,FORT, MUMBAI, Maharashtra - 400001, INDIA	A97296578
7	90222741	13/03/2013 *	4,000,000,000.00	Indian Overseas Bank	NEW MARINE LINES BRANCH,, MERCHANT CHAMBERS, GROU  ND FLOOR, OPPOSITE SNDT COLLEGE, MUMBAI, Maharashtra -  400020, INDIA	B72741960

* Date of charge modification

FIXED ASSETS:

· Land (Freehold)

· Land (Leasehold)

· Buildings

· Plant and Machinery

· Electrical Installations

· Mould

· Laboratory Equipments

· Furniture and Fixtures

· Office Equipment

· Vehicles

· Data Processing Equipments

CMT REPORT (Corruption, Money Laundering & Terrorism]

The Public Notice information has been collected from various sources including but not limited to: The Courts, India Prisons Service, Interpol, etc.

1] INFORMATION ON DESIGNATED PARTY

No exist designating subject or any of its beneficial owners, controlling shareholders or senior officers as terrorist or terrorist organization or whom notice had been received that all financial transactions involving their assets have been blocked or convicted, found guilty or against whom a judgement or order had been entered in a proceedings for violating money-laundering, anti-corruption or bribery or international economic or anti-terrorism sanction laws or whose assets were seized, blocked, frozen or ordered forfeited for violation of money laundering or international anti-terrorism laws.

2] Court Declaration :

No 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. 59.80
UK Pound	1	Rs. 102.42
Euro	1	Rs. 81.32

INFORMATION DETAILS

Information Gathered by :	NYA
Analysis Done by :	RAS
Report Prepared by :	DPH

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	6
PAID-UP CAPITAL	1~10	6
OPERATING SCALE	1~10	6
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	6
--PROFITABILIRY	1~10	5
--LIQUIDITY	1~10	5
--LEVERAGE	1~10	5
--RESERVES	1~10	6
--CREDIT LINES	1~10	5
--MARGINS	-5~5	--
DEMERIT POINTS
--BANK CHARGES	YES/NO	YES
--LITIGATION	YES/NO	YES
--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		50

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.