MIRA INFORM REPORT

Report Date :

26.05.2014

IDENTIFICATION DETAILS

Name :	PREMIER OPTICALS PRIVATE LIMITED
Registered Office :	Kirti Manor, S. V. Road, Santacruz (West), Mumbai – 400054, Maharashtra
Country :	India
Financials (as on) :	31.03.2013
Date of Incorporation :	17.07.1985
Com. Reg. No.:	11-036871
Capital Investment / Paid-up Capital :	Rs. 0.150 Million
CIN No.: [Company Identification No.]	U33203MH1985PTC036871
Legal Form :	Private Limited Liability Company
Line of Business :	Chain of Opticians.
No. of Employees :	Not Available

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 :	Regular
Litigation :	Clear
Comments :	Subject is an established company having satisfactory track record. Company has performed well. Overall financial position of the company is decent. Trade relations are reported to be fair. Business is active. Payments are reported to be regular and as per commitment. The company can be considered for business dealing 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.

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

US investment bank Goldman Sachs  has upgraded its outlook on Indian markets as it expects positive impact of the election cycle.

India’s economy may grow 4.7 % in the current financial year, lower than the official estimate of 4.9 %, Fitch Rating said. The global rating agency expects the economy to pick up in the next two financial years.

Global ratings agency Standard & Poor said increasing focus by India Inc on lowering debt is likely to improve their credit profiles.

Singapore (1.1 million Indian tourists in 2012), Thailand (one million), the United Arab Emirates ().98 million) and Malaysia ().82 million) emerged as the preferred holidays hotspots for Indians. The total figure is expected to increase to 1.93 million by 2017, according to the latest Eurmonitor international report.

There is a $29.34 bn outward foreign direct investment by domestic companies between April and January of 2013/14 which has seen some signs of recovery according to a Care Ratings report.

There are 264 number of new companies being set up every day on average during 2014. Most of them are registered in Mumbai. India had 1.38 million registered companies at the end of January, 2014.

Twitter like messaging service Weibo Corporation has filed to raise $ 500 million via a US initial public offering. Alibaba, which owns a stake in Weibo is expected to raise about $ 15 billion New York this year in the highest profile Internet IPO since Facebook’s in 2012.

Bharti Airtel has raised Rs.2,453.2 crore (350 million Swiss Francs) by selling six-year bonds at a coupon rate of three per cent and maturing in 2020. This is the largest ever bond offering by an Indian company in Swiss Francs. Bharat Petroleum Corporation raised 175 million Swiss Francs by selling five year bonds at 2.98 % coupon rate in February.

Indian Oil Corporation plans to invest Rs 7650 crore in setting up a petrochemical complex at its almost complete Paradip refinery in Odhisha in three to four years. The company board is set to consider the setting up of a 700000 tonne per annum polypropylene plant at an estimated cost at Rs.3150 crore.

Global chief information officers at gathering in Bangalore in April to meet Indian startups at an event called Tech50 Watchout for Little Eye Labs-Facebook type deals in the making.

RBI DEFAULTERS’ LIST STATUS

Subject’s name is not enlisted as a defaulter in the publicly available RBI Defaulters’ list.

EPF (Employee Provident Fund) DEFAULTERS’ LIST STATUS

Subject’s name is not enlisted as a defaulter in the publicly available EPF (Employee Provident Fund) Defaulters’ list as of 31-03-2012.

LOCATIONS

Registered Office :	Kirti Manor, S. V. Road, Santacruz (West), Mumbai – 400054, Maharashtra, India
Tel. No.:	91-22-26490984 / 23523679 / 23519559
Fax No.:	Not Available
E-Mail :	rmendonsa@lawrenceandmayo.co.in

DIRECTORS

As on: 28.09.2013

Name :

Mr. Michelle M. Nandodkar

Designation :

Whole time director

Address :

Flat No. 32, Maker Towers – H, Cuffe Parade, Mumbai – 400005, Maharashtra, India

Date of Birth/Age :

26.06.1963

Date of Appointment :

17.07.1985

DIN No.:

00231177

Name :

Mr. Vivek G. Mendonsa

Designation :

Whole time director

Address :

Flat No. 63A, Maker Towers – A, Cuffe Parade, Mumbai – 400005, Maharashtra, India

Date of Birth/Age :

28.10.1970

Date of Appointment :

01.04.2012

DIN No.:

00231195

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	U33203MH1985PTC036871	PREMIER OPTICALS PRIVATE LIMITED	Whole-time director	01/04/2012	23/09/1990	-	Active	NO
2	U52599MH2007PLC167441	DIMENSIONS TRADE AND COMMERCE LIMITED	Managing director	29/09/2010	05/06/2010	-	Active	NO
3	U93000DL2012NPL241009	Optometry council of India	Director	25/08/2012	25/08/2012	-	Active	NO

Name :

Mr. Suzanne Fali Poncha

Designation :

Whole time director

Address :

Flat No. 2, Real Sunshine 156, M Karve Road, Churchgate, Mumbai – 400020, Maharashtra, India

Date of Birth/Age :

30.06.1967

Date of Appointment :

05.01.1995

DIN No.:

00231206

Name :

Mr. Amitava Mendonca

Designation :

Whole time director

Address :

306, Ashoka Lake, View Kundanbagh Begumpet, Hyedrabad – 500016, Andhra Pradesh, India

Date of Birth/Age :

12.05.1975

Date of Appointment :

25.04.2000

DIN No.:

00242023

Name :

Mrs. Geetanjali Mendonca

Designation :

Whole time director

Address :

612, 2^nd Main, 1^st Stage, Indiranagar, Bangalore – 560038, Karnataka, India

Date of Birth/Age :

13.02.1978

Date of Appointment :

30.09.2003

DIN No.:

00242034

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on: 28.09.2013

Names of Shareholders	No. of Shares
Wass Mendonsa Jeanne	51
Raghavan Rajagopalan	1
Mendonsa H G Robert	151
Mendonca Joseph	150
Mandonca Michael	100
Mandonsa Ritaolga	100
Mandonsa Esmeralda	100
Mandonca Joan	100
Nandodkar Michelle	100
Poncha Fali Suzanne	100
Mandonsa G Vivek	100
Mandonca Rohini	100
Heaeberlin Indira	50
Mandonsa Nayantara	100
Mandonca Geetanjli	100
Mandonca Amitava	100
Total	1503

Equity Share Break up (Percentage of Total Equity)

As on: 28.09.2013

Category	Percentage
Foreign holdings [Foreign institutional investors, Foreign Companies, Foreign Financial Institutions, Non-resident Indian or Overseas corporate bodies or others]	14.37
Directors or relatives of directors	65.60
Other top fifty shareholders	20.03
Total	100.00

BUSINESS DETAILS

Line of Business :	Chain of Opticians.
Brand Name:	LAWRENCE AND MAYO

GENERAL INFORMATION

No. of Employees :

Information declined by the management

Bankers :

Axis Bank Limited

Facilities :

(Rs. In Millions)

Secured Loan	As on 31.03.2013	As on 31.03.2012
Long term borrowings
Loan from Axis Bank	0.911	1.473
Total	0.911	1.473

Banking Relations :	--
Auditors :
Name :	Herwadkar and Joshi Chartered Accountants
Address :	1, Kakad Industrial Estate, Sitaram Keer Road, Off L. J. Road, Mahim, Mumbai – 400016, Maharashtra, India
Tel. No.:	91-22-24333809
Fax No.:	91-22-24307020
E-Mail :	mherwadkar@gmail.com
PAN No.:	AAAFH0105K
Related Party :	Lawrence and Mavo (India) Private Limited

CAPITAL STRUCTURE

As on: 28.09.2013

Authorised Capital :

No. of Shares	Type	Value	Amount
25000	Equity Shares	Rs.100/- each	Rs. 2.500 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
1503	Equity Shares	Rs.100/- each	Rs. 0.150 Million

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	0.150	0.150	0.150
(b) Reserves & Surplus	262.996	227.197	199.509
(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)	263.146	227.347	199.659
(3) Non-Current Liabilities
(a) long-term borrowings	8.561	9.123	7.650
(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	5.150	3.939	3.320
Total Non-current Liabilities (3)	13.711	13.062	10.970
(4) Current Liabilities
(a) Short term borrowings	0.000	0.000	0.000
(b) Trade payables	111.639	100.741	96.033
(c) Other current liabilities	11.941	10.615	10.557
(d) Short-term provisions	3.625	3.388	2.932
Total Current Liabilities (4)	127.205	114.744	109.522
TOTAL	404.062	355.153	320.151
II.          ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	118.294	88.804	70.838
(ii) Intangible Assets	0.000	0.000	0.000
(iii) Capital work-in-progress	3.813	4.274	3.681
(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)	15.020	12.168	9.425
(d) Long-term Loan and Advances	22.801	21.656	25.717
(e) Other Non-current assets	0.000	0.000	0.000
Total Non-Current Assets	159.928	126.902	109.661
(2) Current assets
(a) Current investments	0.000	0.000	0.000
(b) Inventories	128.130	99.811	98.634
(c) Trade receivables	1.892	1.902	2.281
(d) Cash and cash equivalents	99.922	113.030	96.490
(e) Short-term loans and advances	13.607	12.357	12.497
(f) Other current assets	0.583	1.151	0.588
Total Current Assets	244.134	228.251	210.490
TOTAL	404.062	355.153	320.151

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2013	31.03.2012	31.03.2011
	SALES
		Turnover	615.008	557.997	483.133
		Other Income	NA	NA	NA
		TOTAL	NA	NA	NA
Less	EXPENSES
		TOTAL	NA	NA	NA
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION		82.869	70.751	55.401
Less/ Add	DEPRECIATION/ AMORTISATION		28.743	23.641	16.882
	PROFIT BEFORE TAX		54.126	47.110	38.519
	TAX		17.975	19.073	12.344
	PROFIT AFTER TAX		36.151	28.037	26.175
	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		5.350	0.466	0.259
Less	APPROPRIATIONS
	Transfer to General Reserve		10.000	20.000	23.000
	Transfer to reserve		3.615	2.804	2.618
	Dividend		0.051	0.049	0.048
	Tax on Dividend		0.301	0.301	0.301
	BALANCE CARRIED TO THE B/S		27.534	5.350	0.467
	BALANCE CARRIED TO THE B/S		41.501	28.503	26.434
	Earnings Per Share (Rs.)		0.24	0.19	0.17

KEY RATIOS

PARTICULARS		31.03.2013	31.03.2012	31.03.2011
Return on Total Assets (PBT/Total Assets}	(%)	14.05	13.91	12.55
Return on Investment (ROI) (PBT/Networth)		0.21	0.21	0.19
Debt Equity Ratio (Total Debt/Networth)		0.03	0.04	0.04
Current Ratio (Current Asset/Current Liability)		1.92	1.99	1.92

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	0.150	0.150	0.150
Reserves & Surplus	199.509	227.197	262.996
Net worth	199.659	227.347	263.146
long-term borrowings	7.650	9.123	8.561
Short term borrowings	0.000	0.000	0.000
Total borrowings	7.650	9.123	8.561
Debt/Equity ratio	0.038	0.040	0.033

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)
Tunover	483.133	557.997	615.008
		15.496	10.217

NET PROFIT MARGIN

Net Profit Margin	31.03.2011	31.03.2012	31.03.2013
	(Rs. In Millions)	(Rs. In Millions)	(Rs. In Millions)
Turnover	483.133	557.997	615.008
Profit	26.175	28.037	36.151
	5.42%	5.02%	5.88%

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	--
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

(Rs. In Millions)

Particulars	As on 31.03.2013	As on 31.03.2012
Long term borrowings
From directors	4.500	4.500
From shareholders	3.150	3.150
Total	7.650	7.650

COMPANY INFORMATION

The company was incorporated on 17^th July 1985. The company is the largest growing chain of Opticians in India under the brand name "Lawrence and Mayo". The company provides a diverse range of spectacle frames, spectacles lenses, contact lenses, sunglasses, contact lens care solutions, accessories etc. In addition to this, the company also specializes in products like progressives, high index lenses, polycarbonates, polaroids and coated lenses.

INDEX OF CHARGES

S.No.	Charge ID	Date of Charge Creation/Modification	Charge amount secured	Charge Holder	Address	Service Request Number (SRN)
1	90221599	10/04/1990 *	300,000.00	ANZ GRINDLAYS BANK PLC	270;DR DN ROAD, FORT, MUMBAI, MAHARASHTRA - 400001, INDIA	-
2	90225672	21/08/1991 *	300,000.00	ANZ GRINDLAYS BANK PLC	270;DR DN ROAD, FORT, MUMBAI, MAHARASHTRA - 400001, INDIA	-

* Date of charge modification

Fixed Assets

· Buildings

· Plant and Machinery

· Furniture and Fixture

· Vehicles

· Office Equipments

· Computer 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. 58.48
UK Pound	1	Rs. 98.67
Euro	1	Rs. 79.81

INFORMATION DETAILS

Information Gathered by :	SVA
Analysis Done by :	SUM
Report Prepared by :	DPH

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	6
PAID-UP CAPITAL	1~10	5
OPERATING SCALE	1~10	5
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	6
--PROFITABILIRY	1~10	5
--LIQUIDITY	1~10	6
--LEVERAGE	1~10	5
--RESERVES	1~10	6
--CREDIT LINES	1~10	6
--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		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.