MIRA INFORM REPORT

Report No. :	308215
Report Date :	18.02.2015

IDENTIFICATION DETAILS

Name :	DECATHLON SPORTS INDIA PRIVATE LIMITED (w.e.f. 01.05.2008)

Formerly Known As :	4 L IT SERVICES PRIVATE LIMITED

Registered Office :	Survey No. 36, Dyavasandra Village, Krishnarajapura Hobli, Bangalore South Taluk, Bangalore – 560048, Karnataka

Country :	India

Financials (as on) :	31.12.2013

Date of Incorporation :	30.04.2004

Com. Reg. No.:	08-033858

Capital Investment / Paid-up Capital :	Rs.671.015 Millions

CIN No.: [Company Identification No.]	U72200KA2004PTC033858

TIN No.:	Not Available

IEC No.:	Not Available

TAN No.: [Tax Deduction & Collection Account No.]	BLRL01495E

PAN No.: [Permanent Account No.]	AAACL9861H

Legal Form :	Private Limited Liability Company

Line of Business :	Subject is engaged in wholesaling, cash and carry trading in sports accessories, apparel, goods and equipment’s.

No. of Employees :	Information denied by management

RATING & COMMENTS

MIRA’s Rating :

B (30)

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

Maximum Credit Limit :	USD 6031000

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 losses that company has incurred from its operational activities. 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.

ECGC Country Risk Classification List – December 31, 2014

Country Name

Previous Rating

(30.09.2014)

Current Rating

(31.12.2014)

India

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

EXTERNAL AGENCY RATING

NOT AVAILABLE

RBI DEFAULTERS’ LIST STATUS

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

EPF (Employee Provident Fund) DEFAULTERS’ LIST STATUS

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

INFORMATION DENIED BY

Name :	Mr. Ashwin
Designation :	Accounts Department
Contact No.:	91-80-26430751
Date :	14.02.2015

LOCATIONS

Registered Office :	Survey No. 36, Dyavasandra Village, Krishnarajapura Hobli, Bangalore South Taluk, Bangalore – 560048, Karnataka, India
Tel. No.:	91-80-25741504
Mobile No.:	91-8095556129 (Ms. Shalmi)
Fax No.:	91-80-28439692
E-Mail :	michel.aballea@decathlon.com customercare@decathlon.in ecom@decathlon.in contact.india@decathlon.in nilabh.banerji@decathlon.in jeremie.ruppert@decathlon.com
Website :	http://www.decathlon.in

DIRECTORS

As on 26.09.2014

Name :

Michel Aballea

Designation :

Whole-time director

Address :

B18, Epsilon Yamlor Main Road, Off Hal Airport Road, Bangalore – 560066, Karnataka, India

Date of Birth/Age :

13.06.1967

Date of Appointment :

01.07.2014

DIN No.:

02046246

Other Directorship:

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

U72200KA2004PTC033858

DECATHLON SPORTS INDIA PRIVATE LIMITED

Whole-time director

01/07/2014

15/02/2008

Active

Name :

Franck Maurice Lyonel Lejeune

Designation :

Additional director

Address :

Villa No. 75, Adarsh Vista Vibhuthipura, Vignan Nagar, Bangalore - 560037, Karnataka, India

Date of Birth/Age :

17.11.1969

Date of Appointment :

26.09.2014

DIN No.:

06739899

Other Directorship:

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

U72200KA2004PTC033858

DECATHLON SPORTS INDIA PRIVATE LIMITED

Whole-time director

26/09/2014

19/11/2013

Active

Name :

Mr. Jerome Jean Chaila

Designation :

Whole Time Director

Address :

Shobha Lifestyle, Site No. 92, Khata No. 113/92, Kannamangala Village, Bangalore - 562110, Karnataka, India

Date of Birth/Age :

01.09.1970

Date of Appointment :

26.05.2014

DIN No.:

06877012

Other Directorship:

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

U72200KA2004PTC033858

DECATHLON SPORTS INDIA PRIVATE LIMITED

Whole-time director

26/09/2014

26/05/2014

Active

U74999TN2014FTC098405

Prodin Sporting Private Limited

Director

10/12/2014

Active

Name :

Mr. Steven Dykes

Designation :

Whole Time Director

Address :

Room No. 522, Hotel Aloft, Whitefield,#17 C,Sadarmaangala Road, Bangalore - 560066, Karnataka, India

Date of Birth/Age :

20.11.1972

Date of Appointment :

26.09.2014

DIN No.:

06916734

Other Directorship:

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

U72200KA2004PTC033858

DECATHLON SPORTS INDIA PRIVATE LIMITED

Whole-time director

26/09/2014

08/07/2014

Active

KEY EXECUTIVES

Name :	Mr. Ashwin
Designation :	Accounts Department

MAJOR SHAREHOLDERS

As on 26.09.2014

Names of Shareholders		No. of Shares
Decathlon SA, France		8583080
Valothlon Sarl, France		1
Total		8583081

Equity Share Break up (Percentage of Total Equity)

As on 26.09.2014

Category	Percentage
Foreign holdings( Foreign institutional investor(s), Foreign companie(s) Foreign financial institution(s), Non-resident Indian(s) or Overseas Corporate bodies or Others	100.00
Total	100.00

BUSINESS DETAILS

Line of Business :	Subject is engaged in wholesaling, cash and carry trading in sports accessories, apparel, goods and equipment’s.

Products :	Sports Accessories, Apparel, Goods And Equipment’s

Brand Names :	“OXYLANE”

Agencies Held :	--

Exports :	Not Divulged

Imports :	Not Divulged

Terms :
Selling :	Not Divulged

Purchasing :	Not Divulged

PRODUCTION STATUS – NOT AVAILABLE

GENERAL INFORMATION

Suppliers :

Reference :	Not Divulged
Name of the Person :	Not Divulged
Contact No.:	Not Divulged
Since How Long Known :	Not Divulged
Experience :	Not Divulged
Maximum Limit Dealt :	Not Divulged
Remark :	Not Divulged

Customers :

Reference :	Not Divulged
Name of the Person :	Not Divulged
Contact No.:	Not Divulged
Since How Long Known :	Not Divulged
Experience :	Not Divulged
Maximum Limit Dealt :	Not Divulged
Remark :	Not Divulged

No. of Employees :

Information denied by management

Bankers :

Banker Name	Not Divulged
Branch Address	Not Divulged
Person Name (With Designation)	Not Divulged
Contact Number	Not Divulged
Name of Account Holder	Not Divulged
Account Number	Not Divulged
Account Since (Date/Year of Account Opening)	Not Divulged
Average Balance Maintained (If Possible)	Not Divulged
Credit Facilities Enjoyed (If any)	Not Divulged
Account Operation	Not Divulged
Remarks (If any)	Not Divulged

Facilities :

SECURED LOANS	31.12.2013 Rs. In Millions	31.12.2012 (Rs. In Millions)
SHORT TERM BORROWINGS
Working capital loans from Banks	0.000	45.900
Total	0.000	45.900

Auditors :
Name :	Jain, Christopher, Srikanth and Srikanth Associates Chartered Accountants
Address :	2nd Floor, Uniworth Plaza, 20, Sankey Road, Bangalore – 560020, Karnataka, India
PAN No.:	AAIFJ1163D

Memberships :	--

Collaborators :	--

Holding Company :	Decathlon SA

Associated Enterprise :	Inthanon Sporting Goods Company Limited Thailand Lanka Sporting Goods Private Limited, Srilanka Decathlon France SAS Shanghai Sporting Trading Company Limited, China Guangzhou Xunli Technology Company Limited, China Oxyprod SRL Unipersonale, Milano SNC Promiles, France Etablissements Simond SAS, France Indeca Sporting Goods Private Limited, India Shanghai Sporting Trading Limited, China Tianjin New North Star Sport Company Limited, China Suzhou Diqi Sports Company Limited, China Jbo Sporting Goods Company Limited, China Fazhilong Sports Production (Shenzhen) Company Limited, China Sports and Technics overseas Limited, Taiwan Fondation D'entreprise Oxylane Nanjing Comport Import and Export Trading Company Limited, China Respro (UK) Limited, United Kingdom Semaphore SAS, France White Owl Sports Private Limited, India RGVS Iberica, Unipessoal, Lda Proxytunisie SARL

CAPITAL STRUCTURE

As on 26.09.2014

Authorised Capital :

No. of Shares	Type	Value	Amount

10000000	Equity Shares	Rs.100/- each	Rs.1000.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount

8583081	Equity Shares	Rs.100/- each	Rs.858.308 Millions

As on 31.12.2013

Authorised Capital :

No. of Shares	Type	Value	Amount

7750000	Equity Shares	Rs.100/- each	Rs.775.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount

6710147	Equity Shares	Rs.100/- each	Rs.671.015 Millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS	31.12.2013	31.12.2012	31.12.2011
I. EQUITY AND LIABILITIES
(1)Shareholders' Funds
(a) Share Capital	671.015	180.213	119.749
(b) Reserves & Surplus	1,289.670	17.515	-36.472
(c) Money received against share warrants	0.000	0.000	0.000

(2) Share Application money pending allotment	150.000	95.000	0.000
Total Shareholders’ Funds (1) + (2)	2,110.685	292.728	83.277

(3) Non-Current Liabilities
(a) long-term borrowings	0.000	0.000	0.000
(b) Deferred tax liabilities (Net)	0.000	0.000	0.000
(c) Other long term liabilities	0.000	0.000	0.000
(d) long-term provisions	2.833	1.982	1.151
Total Non-current Liabilities (3)	2.833	1.982	1.151

(4) Current Liabilities
(a) Short term borrowings	50.302	47.174	100.000
(b) Trade payables	1,087.392	251.167	60.846
(c) Other current liabilities	124.862	53.362	29.608
(d) Short-term provisions	67.646	28.155	8.204
Total Current Liabilities (4)	1,330.202	379.858	198.658

TOTAL	3,443.720	674.568	283.086

II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	1,528.141	97.328	33.261
(ii) Intangible Assets	1.132	2.222	2.210
(iii) Capital work-in-progress	53.640	0.000	3.682
(iv) Intangible assets under development	0.000	0.000	0.000
(b) Non-current Investments	0.000	0.000	0.000
(c) Deferred tax assets (net)	0.000	0.000	0.000
(d) Long-term Loan and Advances	190.693	80.703	13.650
(e) Other Non-current assets	0.000	0.000	0.000
Total Non-Current Assets	1,773.606	180.253	52.803

(2) Current assets
(a) Current investments	0.000	0.000	0.000
(b) Inventories	1,528.553	435.256	175.656
(c) Trade receivables	40.245	14.145	3.485
(d) Cash and cash equivalents	33.343	10.303	38.636
(e) Short-term loans and advances	67.971	34.609	10.002
(f) Other current assets	0.002	0.002	2.504
Total Current Assets	1,670.114	494.315	230.283

TOTAL	3,443.720	674.568	283.086

PROFIT & LOSS ACCOUNT

	PARTICULARS			31.12.2012	31.12.2011	31.03.2011
	SALES
		Income				380.880
		Other Income				4.113
		TOTAL		1279.481	609.214	384.993

Less	EXPENSES			1643.661	752.338	436.596

	PROFIT/(LOSS) BEFORE TAX			(364.180)	(143.124)	(51.603)

Less	TAX			0.000	0.000	0.000

	PROFIT/(LOSS) AFTER TAX			(364.180)	(143.124)	(51.603)

Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD			(280.842)	(137.718)	(86.115)

	BALANCE CARRIED TO THE B/S			(645.022)	(280.842)	(137.718)

	EARNINGS IN FOREIGN CURRENCY
			Reimbursement of expenses	88.585	57.536	16.320
	TOTAL EARNINGS			88.585	57.536	16.320

	IMPORTS
			Sports apparel, accessories, goods and equipment’s	NA	457.962	271.707
			Purchase of fixed assets	NA	11.008	0.423
	TOTAL IMPORTS			NA	468.970	272.130

	Earnings / (Loss) Per Share (Rs.)			(54.27)	(106.19)	(50.19)

KEY RATIOS

PARTICULARS		31.12.2012	31.12.2011	31.12.2012
Net Profit Margin (PAT/Sales)	(%)	NA	NA	(13.55)

Return on Total Assets (PBT/Total Assets}	(%)	(10.74)	(21.22)	(18.47)

Return on Investment (ROI) (PBT/Networth)		(0.17)	(0.49)	(0.62)

Debt Equity Ratio (Total Debt /Networth)		0.02	0.16	1.20

Current Ratio (Current Asset/Current Liability)		1.26	1.30	1.16

FINANCIAL ANALYSIS

[all figures are in Rupees Millions]

DEBT EQUITY RATIO

Particular	31.12.2011	31.12.2012	31.12.2013
	Rs. In Millions	Rs. In Millions	Rs. In Millions
Share Capital	119.749	180.213	671.015
Reserves & Surplus	(36.472)	17.515	1289.670
Money received against share warrants	0.000	0.000	0.000
Share Application money pending allotment	0.000	95.000	150.000
Net worth	83.277	292.728	2110.685

Long Term borrowings	0.000	0.000	0.000
Short Term borrowings	100.000	47.174	50.302
Total borrowings	100.000	47.174	50.302
Debt/Equity ratio	1.201	0.161	0.024

YEAR-ON-YEAR GROWTH

Year on Year Growth	31.12.2011	31.12.2012	31.12.2013
	Rs. In Millions	Rs. In Millions	Rs. In Millions
Total Income	384.993	609.214	1,279.481
		58.240	110.022

NET PROFIT MARGIN

Net Profit Margin	31.12.2011	31.12.2012	31.12.2013
	Rs. In Millions	Rs. In Millions	Rs. In Millions
Total Income	384.993	609.214	1,279.481
Profit	(137.718)	(280.842)	(645.022)
	(35.77%)	(46.10%)	(50.41%)

LOCAL AGENCY FURTHER INFORMATION

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

Particulars	31.12.2013 Rs. In Millions	31.12.2012 (Rs. In Millions)
SHORT TERM BORROWINGS
Overdraft facility from banks	50.302	1.274
Total	50.302	1.274

BACKGROUND

Subject was incorporated on April 30, 2004 under the Companies Act, 1956 and is a subsidiary of Decathlon SA,

France.

The Company was carrying out software development projects till November 2007. Thereafter, the Company decided to discontinue the said activity with effect from December 2007 and cancel the STPI registration. Subsequently, the name of the Company and its main objects were changed to include wholesale trading activity. Effective April 2009, Company commenced wholesale cash and carry trading in sports accessories, apparel, goods and equipments. During the Current year, Company has obtained an approval from, Department of Industrial Policy, Promotion, Ministry of Commerce and Industry Department to undertake the business of single brand retail trading of manufacturing / activity products under the brand name “Oxylane” with effect from April 4, 2013 subject to certain terms and conditions. The products to be sold covered by the foreign collaboration are as follows:

a) Sporting equipment and related accessories,

b) Sporting apparel and related accessories and

c) Sporting footwear and related accessories.

OPERATIONS REVIEW

The Company has achieved a total income of Rs.1279.481 Millions for the year ended December 31, 2013 as against Rs.609.214 Millions achieved during the previous year ended December 31, 2012. Net Loss of the Company for the year ended December 31, 2013 stood at Rs.364.180 Millions as against Net Loss of Rs.143.124 Millions for the previous year ended December 31, 2012. The Board is confident of achieving better results in years to come.

NO CHARGES EXIST FOR THE COMPANY

FIXED ASSETS:

· Land

· Building

· Plant and Machinery

· Computer

· Vehicles

· Furniture and Fixture

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.62.20
UK Pound	1	Rs.96.00
Euro	1	Rs.71.00

INFORMATION DETAILS

Information Gathered by :	SVA

Analysis Done by :	KAR

Report Prepared by :	VNT

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	4
PAID-UP CAPITAL	1~10	4
OPERATING SCALE	1~10	4
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	4
--PROFITABILITY	1~10	--
--LIQUIDITY	1~10	4
--LEVERAGE	1~10	4
--RESERVES	1~10	4
--CREDIT LINES	1~10	4
--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		32

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.

MIRA INFORM REPORT

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