MIRA INFORM REPORT

Report Date :

17.10.2014

IDENTIFICATION DETAILS

Name :	NOURISHCO BEVERAGES LIMITED
Registered Office :	3^rd Floor, Building No. 9A, DLF Cyber City, DLF Phase – III, Gurgaon – 122002, Haryana
Country :	India
Financials (as on) :	31.03.2013
Date of Incorporation :	25.11.2010
Com. Reg. No.:	05-041616
Capital Investment / Paid-up Capital :	Rs. 700.000 Millions
CIN No.: [Company Identification No.]	U15500HR2010PLC041616
TAN No.: [Tax Deduction & Collection Account No.]	RTKN02913B
PAN No.: [Permanent Account No.]	AADCN4844M
Legal Form :	A Closely Held Public Limited Liability Company
Line of Business :	Business of Developing, Trading, Selling, Marketing and Distributing Beverages.
No. of Employees :	Information declined by the management

RATING & COMMENTS

MIRA’s Rating :

B (26)

RATING		STATUS	PROPOSED CREDIT LINE
26-40	B	Capability to overcome financial difficulties seems comparatively below average.	Small

Maximum Credit Limit :	USD 310000
Status :	Moderate
Payment Behaviour :	Slow but correct
Litigation :	Clear
Comments :	Subject is an established company having moderate track record. The rating is constrained on account of company’s moderate financial risk profile and huge accumulated losses incurred by the company. However, trade relations are fair. Business is active. Payments are reported to be slow but correct. The company can be considered for business dealing with some caution.

NOTES :

Any query related to this report can be made on e-mail : infodept@mirainform.com while quoting report number, name and date.

HENKEL RATING

HENKEL’s Rating :

(400 = High risk) (450 = Very high risk)

Credit Rating	Henkel Rating
Mira Inform	Risk Category	Description
Aaa	100	Very low risk (blue ships)
Aa	200, 201	Low risk
A	300, 301	Moderate risk
Ba	350	Significant risk
B	400	High risk
	450	Very high risk
Ca or C	500*	Doubtful accounts
	007*	Small unrated customers
	009*	Inactive customers
	999*	New customer

ECGC Country Risk Classification List – June 1, 2014

Country Name	Previous Rating (31.03.2014)	Current Rating (01.06.2014)
India	A1	A1

Risk Category	ECGC Classification
Insignificant	A1
Low	A2
Moderate	B1
High	B2
Very High	C1
Restricted	C2
Off-credit	D

INDIAN ECONOMIC OVERVIEW

N E W S

Verdict Implications: Apex court order may alter coal import dynamics. Traders go slow on talks over coal supply contracts, uncertainty over cancellation of blocks weigh on stocks.

Recent arrest of the Chennai head of the Registrar of Companies, the ministry of corporate affairs arm that ensures that companies file all the information required by the Companies Act is the latest manifestation of a messy fight between a father and his adopted son for the control of Rs 40000 mn business empire. The Central Bureau of Investigation arrested Manumeethi Cholan after he accepted Rs 10 lakhs as bribe from M A M Ramaswamy, a CBI official said.

Central Bureau of Investigation books Electrotherm for cheating Central Bank of Rs 4360 mn.

Infosys maintains revenue guidance. COO Rao says attrition still an area of concern and it would take a few more quarters to bring down levels to 13-15 %.

DHL  to invest Euro 100 mn in India over next 2 years. The firm has chosen India to pilot its e-commerce business model for the Asia-Pacific region.

Blackstone may buy stake in BlueRidge SEZ in line with the fund’s real estate strategy in India.

Kingfisher Airlines Ltd grounded in October 2012 under the weight of heavy debt and accumulated losses, recently approached the Delhi high court for relief in two separate cases. The airline challenged a notice by Punjab & National Bank alleging that It had wilfully defaulted on Rs 7700 mn of loans and sought more time to comply with the requirements under the listing agreements with the Stock Exchanges.

OnMobile likely to sack another 300 employees. The lay-offs follow a spate of senior-level exits over the past two years, starting with of its founder. The overall lay-offs could number around 600 and are driven by the need to cut costs, says a former employee.

RBI DEFAULTERS’ LIST STATUS

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

EPF (Employee Provident Fund) DEFAULTERS’ LIST STATUS

Subject’s name is not enlisted as a defaulter in the publicly available EPF (Employee Provident Fund) Defaulters’ list as of 31-03-2014.

INFORMATION DECLINED

Management Non-cooperative. (Tel. No.: 91-124-4946700)

LOCATIONS

Registered Office :	3^rd Floor, Building No. 9A, DLF Cyber City, DLF Phase – III, Gurgaon – 122002, Haryana, India
Tel. No.:	91-124-4946700
Fax No.:	Not Available
E-Mail :	abhishek.purohit@nourishco.com

DIRECTORS

As on: 09.10.2013

Name :	Mr. Poddar Narendranath Pradeep
Designation :	Director
Address :	Flat No. 02, Mont Blanc, 22^nd Floor, August Kranti Marg, Opposite Kemps Corner, Mumbai – 400036, Maharashtra, India
Date of Birth/Age :	09.09.1954
Qualification :	B. Chem. Engg, MBA ( I IM Ahmedabad)
Date of Appointment :	14.03.2011
DIN No.:	00025199
Name :	Mr. Misra Kumar Ajoy
Designation :	Director
Address :	Flat No. 202, Sterling Heritage, 39, N. S. Patkar Marg, Mumbai – 400007, Maharashtra, India
Date of Birth/Age :	25.04.1957
Qualification :	Civil Engineer and MBA from FMS
Date of Appointment :	14.03.2011
DIN No.:	00050557
Name :	Mr. Pota Rashmikant Pratik
Designation :	Managing Director
Address :	S9A, Windsor Court, DLF, Phase-IV, Gurgaon – 122002, Haryana, India
Date of Birth/Age :	20.10.1968
Qualification :	Engineer and MBA from IIM
Date of Appointment :	01.03.2012
DIN No.:	00751178
Name :	Mr. Chadha Sanjeev
Designation :	Director
Address :	Apartment 3505, The Address Downtown Residence, Downtown Dubai Po. Box. 123234, Dubai, United Arab Emirates
Date of Birth/Age :	24.01.1960
Qualification :	MBA from IIM
Date of Appointment :	14.03.2011
DIN No.:	01256457
Name :	Mr. Bhat Ramananda Harish
Designation :	Director
Address :	No. A-1053, Krest Park Apartment, 39 Old Kanakapura Road, Basavanagudi, Bangalore – 560004, Karnataka, India
Date of Birth/Age :	18.11.1962
Date of Appointment :	06.05.2013
DIN No.:	00478198
Name :	Mr. Gillespie Marie Vicki
Designation :	Director
Address :	Villa Gho-65, The Palm Jumeirah (Garden Home), Dubai - 11330, United Arab Emirates
Date of Birth/Age :	17.02.1962
Qualification :	Graduate
Date of Appointment :	11.05.2012
DIN No.:	05291679

KEY EXECUTIVES

Name :	Mr. Purohit Abhishek
Designation :	Secretary
Address :	C-14B, Second Floor, Panchsheel Vihar, Malviya Nagar, New Delhi – 110017, India
Date of Birth/Age :	12.05.1986
Date of Appointment :	01.07.2013
PAN No.:	AXEPP4431D

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on: 09.10.2013

Names of Shareholders	No. of Shares
Pepsico India Holdings Private Limited, India	43999997
Tata Global Beverages Limited, India	43999997
Kimsuka Narsimhan (as Nominee of PepsiCo India Holdings Private Limited)	1
V R Shankar (as Nominee of PepsiCo India Holdings Private Limited)	1
Krishnamoorthy Venkatramanan (a Nominee of Tata Global Beverages Limited)	1
Venkatramana Rao Madan (a Nominee of Tata Global Beverages Limited)	1
Avijit Sengupta (a Nominee of Tata Global Beverages Limited)	1
Pratik Rashmikant Pota (as Nominee of PepsiCo India Holdings Private Limited)	1
Total	88000000

As on: 20.01.2014

Names of Allottees	No. of Shares
Tata Global Beverages Limited, India	18500000
Pepsico India Holdings Private Limited, India	18500000
Total	37000000

Equity Share Break up (Percentage of Total Equity)

As on: 09.10.2013

Category	Percentage
Bodies corporate	100.00
Total	100.00

BUSINESS DETAILS

Line of Business :

Business of Developing, Trading, Selling, Marketing and Distributing Beverages.

GENERAL INFORMATION

No. of Employees :	Information declined by the management
Bankers :	Not Available
Facilities :	--

Banking Relations :	--
Auditors :
Name :	B S R and Company Chartered Accountants
Address :	Building No. 10, 8^th Floor, Tower B, DLF Cyber City Phase II, Gurgaon, Haryana, India
PAN No.:	AAAFB9852F
Joint Venture Partners :	Tata Global Beverages Limited (TGBL) PepsiCo India Holdings Private Limited (PIH)
Subsidiary of Joint Venture Partner :	Mount Everest Mineral Water Limited (MEMW)

CAPITAL STRUCTURE

As on: 09.10.2013

Authorised Capital :

No. of Shares	Type	Value	Amount
125000000	Equity Shares	Rs.10/- each	Rs. 1250.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
125000000	Equity Shares	Rs.10/- each	Rs. 1250.000 Millions

As on: 31.03.2013

Authorised Capital :

No. of Shares	Type	Value	Amount
75000000	Equity Shares	Rs.10/- each	Rs. 750.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
70000000	Equity Shares	Rs.10/- each	Rs. 700.000 Millions

FINANCIAL ANALYSIS

[all figures are in Rupees Millions]

DEBT EQUITY RATIO

Particular	31.03.2012	31.03.2013
	(Rs. In Millions)	(Rs. In Millions)
Share Capital	350.500	700.000
Reserves & Surplus	(231.900)	(621.004)
Net worth	118.600	78.996
long-term borrowings	0.000	0.000
Short term borrowings	0.000	0.000
Total borrowings	0.000	0.000
Debt/Equity ratio	0.000	0.000

YEAR-ON-YEAR GROWTH

Year on Year Growth	31.03.2012	31.03.2013
	(Rs. In Millions)	(Rs. In Millions)
Sales	196.366	497.165
	0.000	153.183

NET PROFIT MARGIN

Net Profit Margin	31.03.2012	31.03.2013
	(Rs. In Millions)	(Rs. In Millions)
Sales	196.366	497.165
Profit	(231.900)	(389.104)
	(118.10)%	(78.26)%

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 two years	Yes
12]	Profitability for last two 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	No
24]	Banking facility details	No
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

HIGHLIGHTS – PERFORMANCE

The Year 2012-13 was the 2^nd year of operation for the Company. The Company consolidated its portfolio during the year and all the 3 brands in the portfolio, Tata Gluco Plus, Tata Water Plus (Both in PET as well as Pouch form) and Himalayan showed robust growth levels over the previous year.

While Himalayan continued to strengthen its all India presence and was also fuelled by growth in the traditionally non-core markets, Tata Gluco Plus and Tata Water Plus expanded their footprint into the states of Andhra Pradesh and Tamil Nadu. The distribution expansion in Andhra Pradesh has started building up beyond Hyderabad into rest of Andhra Pradesh.

The Company’s total operating income at Rs.497,165 Thousand was 153% higher than the previous year reflecting strong growth across the entire product portfolio. The Company also continued to leverage the strong innovation and distribution strengths of its parent organizations during the year.

The Company will continue to pursue a strong strategy of building on its strengths product differentiation, new innovative products and pack formats, building significant scale through expansion into new markets to emerge as one of the largest, successful hydration companies in India.

Note: No Charges Exist for Company

CMT REPORT (Corruption, Money Laundering & Terrorism]

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

1] INFORMATION ON DESIGNATED PARTY

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

2] Court Declaration :

No exist to suggest that subject is or was the subject of any formal or informal allegations, prosecutions or other official proceeding for making any prohibited payments or other improper payments to government officials for engaging in prohibited transactions or with designated parties.

3] Asset Declaration :

No records exist to suggest that the property or assets of the subject are derived from criminal conduct or a prohibited transaction.

4] Record on Financial Crime :

Charges or conviction registered against subject: None

5] Records on Violation of Anti-Corruption Laws :

Charges or investigation registered against subject: None

6] Records on Int’l Anti-Money Laundering Laws/Standards :

Charges or investigation registered against subject: None

7] Criminal Records

No available information exist that suggest that subject or any of its principals have been formally charged or convicted by a competent governmental authority for any financial crime or under any formal investigation by a competent government authority for any violation of anti-corruption laws or international anti-money laundering laws or standard.

8] Affiliation with Government :

No record exists to suggest that any director or indirect owners, controlling shareholders, director, officer or employee of the company is a government official or a family member or close business associate of a Government official.

9] Compensation Package :

Our market survey revealed that the amount of compensation sought by the subject is fair and reasonable and comparable to compensation paid to others for similar services.

10] Press Report :

No press reports / filings exists on the subject.

CORPORATE GOVERNANCE

MIRA INFORM as part of its Due Diligence do provide comments on Corporate Governance to identify management and governance. These factors often have been predictive and in some cases have created vulnerabilities to credit deterioration.

Our Governance Assessment focuses principally on the interactions between a company’s management, its Board of Directors, Shareholders and other financial stakeholders.

CONTRAVENTION

Subject is not known to have contravened any existing local laws, regulations or policies that prohibit, restrict or otherwise affect the terms and conditions that could be included in the agreement with the subject.

FOREIGN EXCHANGE RATES

Currency	Unit	Indian Rupees
US Dollar	1	Rs. 61.48
UK Pound	1	Rs. 98.23
Euro	1	Rs. 78.66

INFORMATION DETAILS

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

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	4
PAID-UP CAPITAL	1~10	3
OPERATING SCALE	1~10	4
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	3
--PROFITABILIRY	1~10	-
--LIQUIDITY	1~10	3
--LEVERAGE	1~10	3
--RESERVES	1~10	3
--CREDIT LINES	1~10	3
--MARGINS	-5~5	--
DEMERIT POINTS
--BANK CHARGES	YES/NO	NO
--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		26

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.