MIRA INFORM REPORT

Report No. :	326953.2
Report Date :	11.06.2015

IDENTIFICATION DETAILS

Name :	TRIBHOVANDAS BHIMJI ZAVERI LIMITED

Registered Office :	241/43, Zaveri Bazar, Mumbai – 400002, Maharashtra
Tel No.:	91-22-30735000

Country :	India

Financials (as on) :	31.03.2015

Date of Incorporation :	24.07.2007

Com. Reg. No.:	11-172598

Capital Investment / Paid-up Capital :	Rs. 667.199 Million

CIN No.: [Company Identification No.]	L27205MH2007PLC172598

IEC No.:	Not Available

TAN No.: [Tax Deduction & Collection Account No.]	Not Available

PAN No.: [Permanent Account No.]	Not Available

Legal Form :	A Public Limited Liability Company. The Company’s Shares are Listed on the Stock Exchanges.

Line of Business :	Subject is engaged in manufacturing trading and selling of Jewellery.

No. of Employees :	Information declined by the management.

RATING & COMMENTS

MIRA’s Rating :

A (64)

RATING		STATUS	PROPOSED CREDIT LINE
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

Status :	Good

Payment Behaviour :	Regular

Litigation :	Clear

Comments :	Subject promoted by Mr. ShrikantZaveri and it is one of India's oldest jewellery houses with pan-India presence through its network of 28 retail showrooms in 22 cities across 9 states, from a single showroom at Zaveri Bazaar in Mumbai. It is an old and well-established company having decent track record. For the financial year ended 2015, the company possesses healthy operational risk profile with topline growth of 6.38% during a year under a review. Rating also takes into consideration TBZ's established market position with a strong brand backed by healthy financial risk profile and adequate net worth base of the company. However, rating strengths are partially offset by TBZ's exposure to intense competition in the jewellery industry, and large working capital requirements to fund its inventory. Trade relations are reported as fair. Payments are reported to be regular and as per commitment. In view of proven track record of business operations backed by strong brand name, the company can be considered good for normal business dealings at usual trade terms and conditions.

NOTES :

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

EXTERNAL AGENCY RATING

Rating Agency Name	CRISIL
Rating	Long term rating: A-
Rating Explanation	Adequate degree of safety and low credit risk.
Date	December 30, 2014

Rating Agency Name	CRISIL
Rating	Commercial Paper Programme A2+
Rating Explanation	Strong degree of safety and low credit risk.
Date	December 30, 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 31-03-2013.

INFORMATION DENIED BY

Name :	Mr. Jignesh Shah
Designation :	Senior Executive Accountant
Contact No.:	91-22-30735000
Date :	10.06.2015

LOCATIONS

Registered Office :	241/43, Zaveri Bazar, Mumbai – 400002, Maharashtra, India
Tel. No.:	91-22-39565001
Fax No.:	91-22-39565056
E-Mail :	investors@tbzoriginal.com
Website :	www.tbztheoriginal.com

Corporate Office :	1106 to 1121, 11^th Floor, West Wing, Tulsiani Chambers, 212, Backbay Reclamation, Free Press Journal Road, Nariman Point, Mumbai – 400 021, Maharashtra, India
Tel. No.:	91-22-30735000
Fax No.:	91-22-30735088

Showroom :	Maharashtra 1. 241/43, Zaveri Bazar, Mumbai - 400 002, Maharashtra, India 2. L.T. Road, Borivali (West), Mumbai - 400 092, Maharashtra, India 3. 002 and 102, Prime Plaza, S.V. Road, Santacruz (West), Mumbai - 400 054, Maharashtra, India 4. M.G. Road, Rajawadi, Ghatkopar (East), Mumbai - 400 077, Maharashtra, India 5. Gautam Tower, off Gokhale Road, Thane (West) - 400 601, Maharashtra, India 6. Seth House, 21/4B, Opposite Le Royce Hotel, Bundgarden Road, Pune - 411 001, Maharashtra, India 7. Shop No.2, Sunder Mahal, 92, Veer Nariman Road, Churchgate, Mumbai - 400 020, Maharashtra, India 8. Shop No.1 ,2 and 3, Near St. Augustine High School, Tiberias Building, Stella, Village Barampur, District Thane, Vasai (West) - 401 202, Maharashtra, India 9. Unit No.003, 1^st and 2^nd Floor, Rachana Galaxy, Mouza Ambazari, Opp. Wockhardt Hospital, Dharampeth, Nagpur - 440 010, Maharashtra, India 10. A.G. Pride, Plot. No.301, N-3, CIDCO, Opposite Hotel Ramgiri, Beside Raymond and Ratnakar Bank, Jalna Road, Aurangabad - 431 005, Maharashtra, India 11. Shop No. G-20, Ground Floor, Satra Plaza, Plot No.19 and 20, Sector 19-D, Palm Beach Road, Vashi, Navi Mumbai - 400 705, Maharashtra, India Gujarat 12. Iscon Center, Shivranjani Cross Road, Satellite, Ahmedabad - 380 015, Gujarat, India 13. Lal Bunglow, SNS House, Athwa Lines, Surat - 395 007, Gujarat, India 14. Janakpuri Complex, Dr. Yagnik Road, Opposite Hotel Imperial Palace, Rajkot - 360 001, Gujarat, India 15. K.P. Infinity, Opposite Yes Bank Limited, Near INOX Multiplex, Natubhai Circle, Race Course Road, Vadodara - 390 007, Gujarat, India 16. 7-11, Ground Floor, Fortune Square- II, Near Primary School, Next to Royal Dream Society, Vapi Daman Road, Vapi - 396 191, Gujarat, India 17. Shop No. G1, Krishna Complex, Waga Wadi Road, Next to ‘Ghar Shala’, Bhavnagar - 364 001, Gujarat, India Andhra Pradesh (Hyderabad and Vijaywada) 18. 70, Greensland Road, Punjagutta, Hyderabad - 500 082 Andhra Pradesh, India 19. Shop No. I, Mogul's court, Basheerbagh, Hyderabad - 500 001 Andhra Pradesh, India 20. Opposite Gateway Hotel, M.G. Road, Labbipet, Vijayawada - 520 010, Andhra Pradesh, India Kerla (Kochi) 21. Jos Annexe Building, Jos Junction, Ernakullam, Kochi - 682 016, Kerala, India Madhya Pradesh (Indore) 22. 576 Laxmi Tower, M.G. Road, Opposite Treasure Island, Indore - 452 001, Madhya Pradesh, India West Bengal (Kolkata) 23. Saraswati Niketan, 5 Camac Street, Kolkata - 700 016, West Bengal, India 24. CIT Road, Scheme, VIM, Kankurgachi, Kolkata - 700 054, West Bengal, India Chhattisgarh (Raipur) 25. Shop No.1, Ground Floor, Prem Store Premises, Malviya Road, Next to G.P.O., Raipur - 492 001, Chhattisgarh, India Note: On 1^st April, 2013, the Company has opened the new showroom at Gandhidham, Gujarat situated at Shop 4, 5 and 6, Ground Floor, Sunshine Arcade, Plot No.59, Sector 8, Tagore Road, Near Lord’s Hotel, Gandhidham, Kutch – 370 201, Gujarat, India.

DIRECTORS

As On 31.03.2014

Name :	Mr. Shrikant Zaveri
Designation :	Chairman and Managing Director

Name :	Ms. Binaisha Zaveri
Designation :	Whole-time Director
Date of Birth/ Age :	28.12.1982
Qualification :	Bachelor’s degree in Marketing and Finance from Stern School of Business, New York
Expertise in specific functional area :	Company’s Enterprise Resource Planning Systems and actively engaged in accounting, merchandising and general corporate management
Date of Appointment :	24.07.2007
Directorships held in other Public Companies as on 31^st March, 2013 (excluding foreign Companies and Section 25 companies) :	Tribhovandas Bhimji Zaveri (Bombay) Limited (wholly owned subsidiary of the Company) Konfiaance Jewellery Private Limited (wholly owned subsidiary of the Company)

Name :	Ms. Raashi Zaveri
Designation :	Director – Finance
Date of Birth/ Age :	26.12.1986
Qualification :	Bachelor’s degree in Finance and Entrepreneurship from Kelly School of Business, Indiana University and is a Graduate Gemologist from Gemological Institute of America
Expertise in specific functional area :	Company’s Enterprise Resource Planning Systems and actively engaged in accounting, merchandising and general corporate management
Date of Appointment :	01.07.2008
Directorships held in other Public Companies as on 31^st March, 2013 (excluding foreign Companies and Section 25 companies) :	Tribhovandas Bhimji Zaveri (Bombay) Limited (wholly owned subsidiary of the Company)

Name :	Mr. Kamlesh Vikamsey
Designation :	Independent Director
Date of Birth/ Age :	06.12.1960
Qualification :	Bachelor’s degree in Commerce from Mumbai University and is a Chartered Accountant
Expertise in specific functional area :	Accounting and finance, corporate advisory services
Date of Appointment :	26.08.2010
Directorships held in other Public Companies as on 31^st March, 2013 (excluding foreign Companies and Section 25 companies) :	Navneet Publications (India) Limited Ramky Infrastructure Limited Aditya Birla Retail Limited Neptune Developers Limited Man Infraconstruction Limited Apcotex Industries Limited List of Subsidiary of Public Companies: Neptune Ventures and Developers Private Limited Fabmall (India) Private Limited H.A.S. Two Holdings Private Limited Trinethra Superretail Private Limited Terrafirma Agroprocessing (India) Private Limited Electrotherm Renewables Private Limited

Name :	Mr. Ajay Mehta
Designation :	Independent Director

Name :	Mr. Sanjay Asher
Designation :	Independent Director

KEY EXECUTIVES

Name :	Prem Hinduja
Designation :	Chief Executive Officer

Name :	Saurav Banarjee
Designation :	Chief Financial Officer

Name :	Niraj Oza
Designation :	Company Secretary

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 31.03.2015

Category of Shareholder	Total No. of Shares	% of Total No. of Shares
(A) Shareholding of Promoter and Promoter Group
(1) Indian
Individuals / Hindu Undivided Family	46759775	70.08
Bodies Corporate	2700000	4.05
Sub Total	49459775	74.13
(2) Foreign
Total shareholding of Promoter and Promoter Group (A)	49459775	74.13
(B) Public Shareholding
(1) Institutions
Mutual Funds / UTI	29711	0.04
Financial Institutions / Banks	6711	0.01
Foreign Institutional Investors	10723068	16.07
Sub Total	10759490	16.13
(2) Non-Institutions
Bodies Corporate	2751033	4.12
Individuals
Individual shareholders holding nominal share capital up to Rs. 0.100 Million	1889343	2.83
Individual shareholders holding nominal share capital in excess of Rs. 0.100 Million	1715759	2.57
Any Others (Specify)	144500	0.22
Non Resident Indians	117801	0.18
Clearing Members	26449	0.04
Trusts	250	0.00
Sub Total	6500635	9.74
Total Public shareholding (B)	17260125	25.87
Total (A)+(B)	66719900	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)	66719900	0.00

BUSINESS DETAILS

Line of Business :	Subject is engaged in manufacturing trading and selling of Jewellery.

Products :	Not Available

Brand Names :	Not Available

Agencies Held :	Not Available

Exports :	Not Divulged

Imports :	Not Divulged

Terms :	Not Divulged

GENERAL INFORMATION

Suppliers :

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

Customers :

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

No. of Employees :

Information declined by the management.

Bankers :

State Bank of India
HDFC Bank Limited
ICICI Bank Limited
Kotak Mahindra Bank Limited
Union Bank of India
Central Bank of India

Facilities :

SECURED LOANS	31.03.2015 (Rs. in Millions)	31.03.2014 (Rs. in Millions)
LONG TERM BORROWINGS
Term Loan From banks - HDFC Bank Limited term loan - ICICI Bank Limited term loan - HDFC Bank Limited Vehicle Loan	NA	0.000 143.000 0.000
From Financial Institutions - BMW Financial Services - Volkswagen Finance Private Limited Loan		0.000 3.088
SHORT TERM BORROWINGS
Loans repayable on demand - Working capital demand loan - Cash credit from banks	NA	1000.000 2649.057
Others - ICICI Bank Limited - The Bank of Nova Scotia - HDFC Bank Limited - State Bank of India		0.000 0.000 0.000 1192.506
Total	NA	4987.651
Note : (2014) LONG TERM BORROWING a) The term loan from bank carries interest @ 13.25% p.a. The loan is repayable in 60 monthly installments of Rs. 0.691 Million each alongwith interest, from the date of loan, viz., 7 May 2010. The loan is secured by hypothecation of exclusive charge on the properties situated at Punjugutta (Hyderabad) of the Company. Further, the loan has been guaranteed by the personal guaranttee of the managing director of the Company. This has been repaid during the year on 9 January, 2014. b) The term loan from bank carries interest @ 13.40% p.a. The loan is repayable in 72 monthly installments of Rs. 3.250 Million each from the date of loan, viz., 31 December 2012. The loan is secured by hypothecation of first charge on the property purchase of new premises at 11th Floor, Tulsiani Chambers, Nariman Point, Mumbai - 400021. c) The vehicle loan from HDFC bank carries interest @ 9.75% p.a and 10.75% p.a. The loan is repayable in 36 monthly installments of Rs. 0.079 Millions and Rs. 0.029 Million respectively each alongwith interest, from the date of loan, viz., 7 April 2011 and 7 November 2011 respectively. The loan is secured by hypothecation of vehicle. The vehicle loan carrying interest @ 9.75% has been repaid during the year. d) The vehicle loan from BMW Financial services bank carries interest @ 8.69% p.a and 10.75% p.a. The loan is repayable in 36 monthly installments of Rs. 0.110 Million and Rs. 0.093 Million respectively each alongwith interest, from the date of loan, viz., 16 January 2011 and 1 June 2011 respectively. The loan is secured by hypothecation of vehicle. The vehicle loan carrying interest @ 8.69% has been repaid during the year. e) The vehicle loan from Volkswagen Finance Private Limited bank carries interest @ 10.78%. The loan is repayable in 36 monthly installments of Rs. 0.162 Million alongwith interest, from the date of loan, viz., 13 February 2014. The loan is secured by hypothecation of vehicle. f) The term loan from bank carries interest @ 11.75% p.a. The loan is repayable in 60 monthly installments of Rs. 0.401 Million each alongwith interest, from the date of loan viz., 10 March 2014. The loan is under the process to get secured by hypothecation of first charge on the properties situated at Punjugutta (Hyderabad) of the Company within 120 days from the date of disbursement. The loan has been taken for purchase of equipment for information Technology (IT) Infrastructure upgradation. SHORT TERM BORROWING a) The Company has taken term loan from HDFC Bank Ltd of Rs. 500.000 Millions which is repayable on demand bearing interest @ 12.15% and Rs. 300.000 Millions and Rs. 200.000 Millions carrying interest @ 10.50% and 10.80% respectively to be paid via 6 monthly bullet repayments. b) The cash credit from State Bank of India carries interest @ 10.90% p.a. The loan is repayable on demand from the date of loan, viz., 5 October, 2013. c) The cash credit from HDFC Bank Ltd carries interest @ 13.20% p.a. The loan is repayable on demand from the date of loan, viz., 5 December, 2013. d) The cash credit from Union Bank of India carries interest @ 12.25% p.a. The loan is repayable on demand from the date of loan, viz., 26 March, 2013. e) The cash credit from ICICI Bank Ltd carries interest @ 12.35% p.a. The loan is repayable on demand from the date of loan, viz., 26 March, 2013. f) The cash credit from Kotak Mahindra Bank carries interest @ 12.25% p.a. The loan is repayable on demand from the date of loan, viz., 23 July, 2013.

Auditors :
Name :	B S R and Companies Chartered Accountants
Address :	Lodha Excelus, 1^st Floor, Apollo Mills Compound, N. M. Joshi Marg, Mahalaxmi, Mumbai – 400 011, Maharashtra, India
Tel. No.:	91-22-39896000
Fax No.:	91-22-30902511

Memberships :	--

Collaborators :	--

Subsidiaries : (2014)	· Konfiaance Jewellery Private Limited. · Tribhovandas Bhimji Zaveri (Bombay) Limited, (formerly Tribhovandas Bhimji Zaveri (Bombay) Private Limited) (w.e.f. 4 October 2010)

Entities over which Key Managerial personnel and/or their relatives exercise significant influence : (2014)	· Tribhovandas Bhimji Zaveri Jewellers (Mumbai) Private Limited · Tribhovandas Bhimji Zaveri (TBZ) Private Limited · Super Traditional Metal Crafts (Bombay) Private Limited · Tribhovandas Bhimji Zaveri Trading Co · Cupid Annibis Jewellery Private Limited

CAPITAL STRUCTURE

After 24.09.2014

Authorised Capital : Rs. 750.000 Million

Issued, Subscribed & Paid-up Capital : Rs. 667.199 Million

As On 31.03.2014

Authorised Capital :

No. of Shares	Type	Value	Amount

75,000,000	Equity Shares	Rs. 10/- each	Rs. 750.000 Million

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount

66,703,995	Equity Shares	Rs. 10/- each	Rs. 667.040 Million

NOTE

Reconciliation of the shares outstanding at the beginning and at the end of the year

Equity Shares	31.03.2014
Equity Shares	No. of shares	Amount (Rs. in millions)
At the beginning of the period	66,666,667	666.667
Shares issued under IPO	--	--
Shares issued on exercise of employee stock option	37,328	0.373
Outstanding at the end of the period	66,703,995	667.040

Aggregate number of bonus shares issued, share issued for consideration other than cash and shares bought back during the period of five years immediately preceding the reporting date:

Equity Shares	31.03.2014
Equity Shares	No. of shares	Amount (Rs. in millions)
Equity shares allotted as fully paid bonus shares by capitalization of security premium	48800000	488.000
Equity shares allotted as fully paid-up pursuant to contracts for consideration other than cash	--	--
Equity shares bought back by the Company	--	--

Details of shareholders holding more than 5% shares in the company

Particulars	% holding in class	No. of Shares
Equity shares of Rs.10 each fully paid
Shrikant Zaveri	50.08%	33,402,275
Binaisha Zaveri	7.92%	5,285,000
Raashi Zaveri	6.85%	4,572,500
Smallcap World Fund,INC	6.50%	4,335,732
Bindu Zaveri	5.25%	3,500,000

Terms / rights attached to equity shares

The Company has a single class of equity shares. Accordingly, all equity shares rank equally with regard to dividends and share in the Company’s residual assets. The equity shares are entitled to receive dividend as declared from time to time. The voting rights of an equity sharerholders on a poll (not on show of hands) are in proportion to its share of paid-up equity capital of the Company. Voting rights cannot be exercised in respect of shares on which any call or other sums presently payable have not been paid.

Failure to pay any amount called up on shares may lead to forfeiture of the shares.

On winding up of the Company, the holders of equity shares will be entitled to receive the residual assets of the Company, remaining after distribution of all preferential amounts in proportion to the number of equity shares held.

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS	31.03.2015	31.03.2014	31.03.2013
I. EQUITY AND LIABILITIES
(1)Shareholders' Funds
(a) Share Capital	667.199	667.040	666.667
(b) Reserves & Surplus	3988.320	3809.650	3433.960
(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)	4655.519	4476.690	4100.627

(3) Non-Current Liabilities
(a) long-term borrowings	119.981	165.350	195.186
(b) Deferred tax liabilities (Net)	0.000	0.000	0.000
(c) Other long term liabilities	5.400	5.400	5.400
(d) long-term provisions	21.147	57.412	57.217
Total Non-current Liabilities (3)	146.528	228.162	257.803

(4) Current Liabilities
(a) Short term borrowings	5667.104	5469.123	3944.841
(b) Trade payables	1108.611	799.155	1716.246
(c) Other current liabilities	1156.222	1974.761	1526.289
(d) Short-term provisions	122.353	209.028	266.289
Total Current Liabilities (4)	8054.290	8452.067	7453.665

TOTAL	12856.337	13156.919	11812.095

II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	1016.716	921.218	841.728
(ii) Intangible Assets	27.159	19.335	34.508
(iii) Capital work-in-progress	49.467	15.880	16.414
(iv) Intangible assets under development	0.000	0.000	0.000
(b) Non-current Investments	30.763	30.262	30.262
(c) Deferred tax assets (net)	3.484	66.758	51.911
(d) Long-term Loan and Advances	124.485	118.521	100.641
(e) Other Non-current assets	0.000	0.000	0.000
Total Non-Current Assets	1252.074	1171.974	1075.464

(2) Current assets
(a) Current investments	0.000	0.000	0.000
(b) Inventories	11136.747	11118.838	10273.806
(c) Trade receivables	7.954	28.628	17.633
(d) Cash and cash equivalents	325.471	728.545	316.244
(e) Short-term loans and advances	128.918	85.340	126.703
(f) Other current assets	5.173	23.594	2.245
Total Current Assets	11604.263	11984.945	10736.631

TOTAL	12856.337	13156.919	11812.095

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2015	31.03.2014	31.03.2013
	SALES
		Income	19341.957	18243.410	16583.377
		Other Income	145.111	66.162	48.939
		TOTAL	19487.068	18309.572	16632.316

Less	EXPENSES
		Cost of Materials Consumed	14247.109	14088.901	15627.438
		Purchases of Stock-in-Trade	2337.562	1977.783	2629.082
		Changes in inventories of finished goods, work-in-progress and Stock-in-Trade	79.441	(908.134)	(4803.400)
		Employees benefits expense	567.229	614.121	551.032
		Exceptional Item	(87.379)	0.000	0.000
		Other expenses	1362.248	1143.530	1097.139
		TOTAL	18506.210	16916.201	15101.291

	PROFIT/ (LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION		980.858	1393.371	1531.025

Less	FINANCIAL EXPENSES		502.168	463.497	214.942

	PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION		478.690	929.874	1316.083

Less/ Add	DEPRECIATION/ AMORTISATION		83.795	99.933	80.437

	PROFIT/ (LOSS) BEFORE TAX		394.895	829.941	1235.646

Less	TAX		114.486	279.352	385.636

	PROFIT/ (LOSS) AFTER TAX		280.409	550.589	850.010

Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		3984.549	3433.960	1082.526

Less	APPROPRIATIONS
		Transfer to General Reserve		0.000	85.001
		Proposed Dividend	NA	0.000	150.000
		Dividend Tax		0.000	25.492
		Excess provision of tax pertaining to earlier years		0.000	0.000
		Addition/(reduction) on option granted	NA	0.000	(6.046)
		Balance in Security Premium Account		0.000	1669.733
		Balance General Reserve		0.000	85.001
	BALANCE CARRIED TO THE B/S		NA	3984.549	3433.960

	IMPORTS
		Raw Materials		100.218	0.000
		Accessories		4.095	0.000
		Diamond Jewellery	NA	0.000	0.000
		Capital Goods		0.000	0.000
		Watches		291.106	49.583
		Packing Material		0.204	2.158
	TOTAL IMPORTS		NA	395.623	51.741

	Earnings / (Loss) Per Share (Rs.)		3.90	8.25	12.74

KEY RATIOS

PARTICULARS		31.03.2015	31.03.2014	31.03.2013
Net Profit Margin (PAT/Sales)	(%)	1.45	3.02	5.13

Operating Profit Margin (PBDIT/ Sales)	(%)	5.07	7.64	9.23

Return on Total Assets (PBT/Total Assets}	(%)	3.09	6.36	10.55

Return on Investment (ROI) (PBT/Networth)		0.08	0.19	0.30

Debt Equity Ratio (Total Liability /Networth)		1.24	1.26	1.01

Current Ratio (Current Asset/Current Liability)		1.44	1.42	1.44

CURRENT MATURITIES OF LONG TERM DEBT DETAILS

Particulars	31.03.2015 (Rs. In Millions)	31.03.2014 (Rs. In Millions)	31.03.2013 (Rs. In Millions)
Current Maturities of Long term debt	NA	NA	NA
Cash generated from operations	NA	462.224	2582.447

FINANCIAL ANALYSIS

[all figures are in Rupees Millions]

DEBT EQUITY RATIO

Particular	31.03.2013	31.03.2014	31.03.2015
	(Rs. In Millions)	(Rs. In Millions)	(Rs. In Millions)
Share Capital	0.000	667.040	667.199
Reserves & Surplus	3433.960	3809.650	3988.320
Net worth	3433.960	4476.690	4655.519

long-term borrowings	195.186	165.350	119.981
Short term borrowings	3944.841	5469.123	5667.104
Total borrowings	4140.027	5634.473	5787.085
Debt/Equity ratio	1.206	1.259	1.243

YEAR-ON-YEAR GROWTH

Year on Year Growth	31.03.2013	31.03.2014	31.03.2015
	(Rs. In Millions)	(Rs. In Millions)	(Rs. In Millions)
Revenue from operations	16583.377	18243.410	19341.957
		10.010	6.022

NET PROFIT MARGIN

Net Profit Margin	31.03.2013	31.03.2014	31.03.2015
	(Rs. In Millions)	(Rs. In Millions)	(Rs. In Millions)
Revenue from operations	16583.377	18243.410	19341.957
Profit	850.010	550.589	280.409
	5.13%	3.02%	1.45%

LOCAL AGENCY FURTHER INFORMATION

Sr. No.	Check list by info agents	Available in Report (Yes/No)
1	Year of establishment	Yes
2	Constitution of the entity -Incorporation details	Yes
3	Locality of the entity	Yes
4	Premises details	No
5	Buyer visit details	----------------
6	Contact numbers	Yes
7	Name of the person contacted	Yes
8	Designation of contact person	Yes
9	Promoter’s background	Yes
10	Date of Birth of Proprietor / Partners / Directors	Yes
11	Pan Card No. of Proprietor / Partners	No
12	Voter Id Card No. of Proprietor / Partners	No
13	Type of business	Yes
14	Line of Business	Yes
15	Export/import details (if applicable)	No
16	No. of employees	No
17	Details of sister concerns	Yes
18	Major suppliers	No
19	Major customers	No
20	Banking Details	Yes
21	Banking facility details	No
22	Conduct of the banking account	No
23	Financials, if provided	Yes
24	Capital in the business	Yes
25	Last accounts filed at ROC, if applicable	No
26	Turnover of firm for last three years	Yes
27	Reasons for variation <> 20%	-------------------
28	Estimation for coming financial year	No
29	Profitability for last three years	Yes
30	Major shareholders, if available	No
31	External Agency Rating, if available	Yes
32	Litigations that the firm/promoter involved in	No
33	Market information	No
34	Payments terms	No
35	Negative Reporting by Auditors in the Annual Report	No

INDEX OF CHARGES

S.No.	Charge ID	Date of Charge Creation/Modification	Charge amount secured	Charge Holder	Address	Service Request Number (SRN)
1	10435598	28/03/2014 *	7,045,000,000.00	State Bank of India	Backbay Reclamation Branch, Raheja chembers, Free press Journal Marg, Nariman Point, MUMBAI, Mahara shtra - 400021, INDIA	C04872750
2	10379346	22/04/2013 *	234,000,000.00	ICICI BANK LIMITED	ICICI Bank Towers, Bandra Kurla Complex,, Bandra (East), Mumbai, Maharashtra - 400051, INDIA	B73967267

* Date of charge modification

UNSECURED LOANS

PARTICULAR	31.03.2015 (Rs. in Millions)	31.03.2014 (Rs. in Millions)
LONG TERM BORROWINGS
Term Loan From Kotak Mahindra Bank	NA	19.262

SHORT TERM BORROWINGS
Loans repayable on demand - Working capital demand loan - From directors - From associates	NA	240.000 10.019 0.000
Others - Gold borrowings		377.541
Total	NA	269.281

COMPANY OVERVIEW (2014)

TBZ - The Original has a legacy that dates back to 149 years and 5 generations of the Zaveri family. Having begun operations as a family jeweller, it has, over the years, transitioned itself into a major marketer of branded gold and diamond studded jewellery, with a market presence in 21 cities and 8 states. It has 27 stores with a total of about 88,000 sq ft of retail space. Today, the Company is professionally managed and is a Corporatised Public Limited entity.

The Company is a major player in the wedding jewellery market and is known for its wide range of eclectic designs, fine craftsmanship and purity of gold and diamonds. TBZ has a team of 35 in-house designers and its own manufacturing facilities for jewellery production. Every year, the team launches 8-10 new jewellery lines that are new, unique and refreshing.

TBZ is a premium player in the jewellery market and earns its premium because of its extensive range of designs and its generations-old trust which it has nurtured through the years. Over the years, and across generations, for hundreds of thousands of families, a wedding always begins with an appointment at TBZ. This is a tradition that we are expressly spreading to new cities, new customers and new markets.

MANAGEMENT DISCUSSION AND ANALYSIS (2014)

ECONOMIC OVERVIEW

The latter half of the year 2013-14 saw global activities showing signs of strengthening, with much of the impetus coming from advanced economies. The positive movement is expected to further improve in 2014–15. In contrast, many emerging market economies were challenged with a less favourable external financial environment and domestic hurdles. Overall, global growth is projected to touch around 3.7% in 2014-15, and rise further to 3.9% in 2014-15, largely on account on recovery in advance economies.

India saw the sharpest economic downturn in a decade due to a combination of slowing demand, high borrowing costs and stalled projects resulting from delays in securing mandatory government approvals. Lacklustre performance of the manufacturing and industrial sectors severely impacted industries dependent on domestic demand, right from metals, automobiles to capital goods and consumer durables. Fiscal profligacy, high interest rates and high inflation left very little headroom for the RBI to initiate a favourable growth-oriented interest rate regime, as it was imperative not to sacrifice long-term economic stability for short-term growth. The overall weakness in the economy impacted domestic sentiment, which resulted in subdued demand and consumption.

Currency fluctuations added to India’s fiscal woes during the year, which proved to be a volatile period for the Indian rupee. The QE taper announcement in May 2013 hinted at a possible recovery in the US, which saw foreign investors flee Indian shores and park their money in the US. The impact on the Indian currency was telling, as it plunged to an intra-day low of 68.85 on 28th August, 2013, a fall of nearly 34% since the start of 2013-14. This fall, coming in the backdrop of high current account deficit, stalled reforms and the ensuing sluggishness in economic activity further depressed the economic scenario. This was followed by curbs on gold imports, which subsequently reduced the demand for gold. However, being an unpopular move, this is unlikely to be sustainable in the longer run.

More recently, the pick-up in exports in recent months and measures to curb gold imports have contributed to lowering the current account deficit. Policy measures to bolster capital flows have further helped reduce external vulnerabilities. Overall, growth is expected to firm up on the back of policies supporting investment and thereby boosting confidence, as a result of the policy actions undertaken in the last quarter of the financial year. Consumer price inflation, which fell around December 2013, is also expected to further move downward even though it is expected to remain an important challenge in the months ahead.

As per IMF projections, India’s growth is expected to recover from 4.7% in 2013-14 to 5.4% in 2014-15 following indications of turnaround on account of the GDP growth bottoming out. The near term outlook is clearly expected

to improve, supported by better global growth, improving export competitiveness and implementation of recently approved investment projects. The formation of a strong and stable government at the Centre is further expected to augur well for India’s economy, as it is likely to initiate much-needed reforms, galvanise investors and spur economic growth. With this positivity, India’s growth rate is expected to increase to 6.4 per cent in 2014-15.

INDUSTRY OVERVIEW (2014)

The Gems and Jewellery industry plays an important role in the Indian economy, given its ability to provide large-scale employment potential, ability to generate high foreign exchange and value addition to products.

The industry provides direct employment to about 2.5 million people, which is comparable to IT services and basic Iron & Steel manufacturing and Automotive production. It is estimated that the industry has the potential to generate an additional 0.7-1.5 million jobs over a period of 5 years.

The industry drove a product value addition of more than Rs. 990000.000 Millions, which is on par with other large industries.

Exports to the tune of Rs. 2270000.000 Millions were recorded by the industry in 2012-13, higher than textiles and apparel exports.

DIAMONDS

As per a report published by ONCRA in November 2013, Changing Trends: Gems and Jewellery industry, India accounts for almost 50% of the supply of diamonds (comprising cut and polished diamonds, coloured gemstones,

gold jewellery, pearls, non-gold jewellery and fashion jewellery) to international markets. India’s Gems and Jewellery industry contributes nearly 55% in exports, 90% in volume and 80% of carats of the world’s net exports of cut and polished diamonds. The research further states that every 11 out of 12 diamonds sold around the world are processed in India, irrespective of their mining locations.

GOLD

In India, gold and precious metal jewellery enjoys a pivotal position of prominence in the lives of people cutting across economic statuses, and it continued to fare well in 2013-14. Despite the prevailing poor sentiment, prices of precious metals dropped by a mere 3% in 2013-14 on account of rupee depreciation and higher custom duties; the decline was, however, still more than double from what was witnessed during the financial crisis of 2008. The prices stabilised towards the end of the fiscal, which was primarily led by decline in global prices, quantitative easing measures in the US, import restrictions imposed by India and subdued consumer sentiment for the yellow metal.

Gold enjoys the second highest share of imports in the country, and its share has increased from 6% in 2002-03 to 11% in 2012-13. The high proportion of imports has also been driven by incremental value appreciation in gold prices. The prices appreciated to Rs. 0.030 Million 10 gms in 2002-13 from Rs. 0.005 Million per 10 gms in 2002-03, clocking a CAGR of 32% in value terms. As far as volumes are concerned, a CAGR of 5% has been recorded over the same period.

Gold exports could not keep pace with the increasing imports. This led to worsening of CAD (Current Account Deficit). In order to reduce the deficit, regulatory action has been taken to curb gold imports.

OUTLOOK OF THE GEMS AND JEWELLERY INDUSTRY (2014)

The sale of jewellery in the country is expected to experience higher growth rate in gems and jewellery consumption, based on the changing demographics that include the following:

India’s rich and affluent class numbers are expected to surpass the adult populations of many countries in the next decade or so.

The Indian middle class population is expected to reach 41% of the country’s total population by 2025.

Per capita income is further expected to grow by 8-13% in the next 5 years.

A shift is expected in the consumption baskets of customers to aspirational products from basic ones.

The jewellery consumption demand is expected to touch Rs.5000000.000 – 5350000.000 Millions by 2018. Adding to this, the investment demand in the form of bars and coins is also expected to reach about Rs. 1800000.000-1900000.000 Millions in 2018.

FIXED ASSETS

Land
Buildings
Plant and Equipment
Furniture and Fixture
Computer

DIAMOND INDUSTRY – INDIA

- From time immemorial, India is well known in the world as the birthplace for diamonds. It is difficult to trace the origin of diamonds but history says that in the remote past, diamonds were mined only in India. Diamond production in India can be traced back to almost 8^th Century B.C. India, in fact, remained undisputed leader till 18^th Century when Brazilian fields were discovered in 1725 followed by emergence of S. Africa, Russia and Australia.

- The achievement of the Indian diamond industry was possible only due to combination of the manufacturing skills of the Indian workforce and the untiring and unflagging efforts of the Indian diamantaires, supported by progressive Government policies.

- The area of study of family owned diamond businesses derives its importance from the huge conglomerate of family run organizations which operate in the diamond industry since many generations.

- Some of the basic traits of family run business enterprises include spirit of entrepreneurship, mutual trust lowers transaction costs, small, nimble and quick to react, information as a source of advantage and philanthropy.

- Family owned diamond businesses need to improve on many fronts including higher standard of corporate governance, long-term performance – focused strategies, modern management and technology.

- Utmost caution is to be exercised while dealing with some medium and large diamond traders which are usually engaged in fictitious import – export, inter-company transactions, financially assisted by banks. In the process, several public sector banks lost several hundred million rupees. They mostly diverted borrowed money for diamond business into real estate and capital markets.

- Excerpts from Times of India dated 30^th October 2010 is as under –

- Gem & Jewellery Export Promotion Council in its statistical data has shown the export of polished diamonds to have increase by 28 % in February 2013. Compared to $ 1.4 bn worth of polished diamond export in February, 2012, India exported $ 1.84 billion worth of polished diamonds in February 2013. A senior executive of GJEPC said, “Export of cut and polished diamonds started falling month-wise after the imposition of 2 % of import duty on the polished diamonds. But February, 2013 has given a new ray of hope to the industry as the export of polished diamonds has actually increased by 28 %. It means the industry is on the track of recovery and round tripping of diamonds has stopped completely.” Demand has started coming from the US, the UK, Japan and China. India’s polished diamond export is expected to cross $ 21 bn in 2013-14.

- The banking sector has started exercising restraint while following prudent risk management norms when lending money to gems and jewellery sector. This follows the implementation of Basel III accord – a global voluntary regulatory standard on bank capital adequacy, stress testing and market liquidity.

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. 63.88
UK Pound	1	Rs. 98.47
Euro	1	Rs. 72.15

INFORMATION DETAILS

Information Gathered by :	PRP

Analysis Done by :	KAR

Report Prepared by :	ANK

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	8
PAID-UP CAPITAL	1~10	7
OPERATING SCALE	1~10	8
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	7
--PROFITABILIRY	1~10	6
--LIQUIDITY	1~10	7
6--LEVERAGE	1~10	7
--6RESERVES	1~10	7
--CREDIT LINES	1~10	7
--MARGINS	-5~5	--
DEMERIT POINTS
--BANK CHARGES	YES/NO	YES
--LITIGATION	YES/NO	NO
--OTHER ADVERSE INFORMATION	YES/NO	NO
MERIT POINTS
--SOLE DISTRIBUTORSHIP	YES/NO	NO
--EXPORT ACTIVITIES	YES/NO	NO
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	YES
--OTHER MERIT FACTORS	YES/NO	YES
DEFAULTER
--RBI	YES/NO	NO
--EPF	YES/NO	NO
TOTAL		64

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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