MIRA INFORM REPORT

Report No. :	328946
Report Date :	25.06.2015

IDENTIFICATION DETAILS

Name :	VKL SEASONING PRIVATE LIMITED (W.E.F.10.04.2013)
Formerly known As :	AFINITY TRADING PRIVATE LIMITED
Registered Office :	A 401, TTC Industrial Area, Thane Belapur Road, M.I.D.C., Mahape, Navi Mumbai – 400710, Maharashtra
Tel. No.:	91-484-3077777
Country :	India
Financials (as on) :	31.03.2014
Date of Incorporation :	24.08.2007
Com. Reg. No.:	11-173441
Capital Investment / Paid-up Capital :	Rs.510.199 Million
CIN No.: [Company Identification No.]	U52100MH2007PTC173441
IEC No.:	Not Available
TAN No.: [Tax Deduction & Collection Account No.]	Not Available
PAN No.: [Permanent Account No.]	Not Available
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturer of Flavours and seasoning.
No. of Employees :	Information declined by the management.

RATING & COMMENTS

MIRA’s Rating :

B (32)

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

Status :	Moderate
Payment Behaviour :	Slow but correct
Litigation :	Clear
Comments :	Subject is an established company having moderate track record. For the financial year ended 2014, company has incurred loss from its operational activities. Rating further constrained on account of company’s moderate operational risk profile marked by unfavorable gap between trade receivables to its payables and moderate liquidity profile of the company. However, trade relations are fair. Business is active. Payments are reported to be slow but correct. In view of operational losses, 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.

EXTERNAL AGENCY RATING

Rating Agency Name	CARE
Rating	Long term bank facilities = BBB
Rating Explanation	Moderate degree of safety and moderate credit risk.
Date	May 27, 2015

Rating Agency Name	CARE
Rating	Short term bank facilities = A3+
Rating Explanation	Moderate degree of safety and higher credit risk.
Date	May 27, 2015

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

Management non co-operative (91-484-3077777)

LOCATIONS

Registered Office :	A 401, TTC Industrial Area, Thane Belapur Road, M.I.D.C., Mahape, Navi Mumbai – 400710, Maharashtra, India
Tel. No.:	91-22-40764600/601
Fax No.:	91-22-40764605
E-Mail :	sunil.sankar@vklspices.com
Website :	www.vklspices.com
Corporate Office:	XII/136 A, Kundannoor-Maradu Road, Maradu P.O., Kochi – 682304, Kerala, India
Tel. No.:	91-484-3077777 / 78 / 79
Fax No.:	91-484-3077781
Branch Office :	Plot No. 431, 4thFloor,  N.H.8, Phase-III, Udyog Vihar, Gurgaon - 122016,  Haryana, India
Plant Address :	43/771, Beach Road, P.B No. 4621, Alleppey - 688012, Kerala, India.

DIRECTORS

As on 30.09.2014

Name :	Mr. Haresh Ram Chawla
Designation :	Nominee Director
Address :	143, 14th FLOOR, NIBANNA CHS NARGIS DUTT Rd,, PALI HILL, BANDRA WEST, MUMBAI, 400050, Maharashtra, INDIA
Date of Birth/Age :	29.12.1967
Date of Appointment :	30.09.2013
DIN No.:	00029828
Name :	Mr. Vikram Nirula
Designation :	Nominee Director
Address :	1501, Raheja Princess, S K Bole Marg, Agar Bazar,, Dadar (West), Mumbai, 400028, Maharashtra, India
Date of Birth/Age :	28.08.1972
Date of Appointment :	30.09.2013
DIN No.:	01655115
Name :	Mr. Ajay Jayasinh Mariwala
Designation :	Managing Director
Address :	Zaver,Cochin Yacht Club Enclave, 26/Ua, 592-A, Konthuruthy, Thevara, Ernakulam, 682013, Kerala, India
Date of Birth/Age :	24.10.1963
Date of Appointment :	17.06.2013
DIN No.:	00193786

MAJOR SHAREHOLDERS

As on 30.09.2014

Names of Shareholders (Equity Shares)	No. of Shares
Ajay Jayasinh Mariwala	509990
India Value Fund IVIVF Trustee Company Private Limited, India	509990
Total	1019980

Names of Shareholders (Preference Shares)	No. of Shares
India Value Fund IVIVF Trustee Company Private Limited, India	50000000
India Value Fund IVIVF Trustee Company Private Limited, India	15000000
India Value Fund IVIVF Trustee Company Private Limited, India	8600000
Total	73600000

As on 30.09.2014

Equity Share Break up (Percentage of Total Equity)

Category	Percentage
Venture Capital	50.00
Directors or relatives of Directors	50.00
Total	100.00

BUSINESS DETAILS

Line of Business :

Manufacturer of Flavours and seasoning.

Products :

Product Description	Item Code No. (ITC Code)
Seasoning	21039040

Brand Names :

Not Available

Agencies Held :

Not Available

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

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

No. of Employees :

Information declined by the management.

Bankers :

Banker Name	Union Bank Of India
Branch Address	Overseas Branch, Mg Road, Ernakulam - 682035, Kerala, India
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

• Axis Bank Limited, 41/419, Ground Floor, Chicago Plaza, Ernakulam, Kochi - 682035, Kerala, India

Facilities :

(Rs. In Million)

SECURED LOAN	As on 31.03.2014	As on 31.03.2013
LONG TERM BORROWING
Term Loans from banks	236.962	258.572
SHORT TERM BORROWING
Term Loans	152.151	135.700
Total	389.113	394.272

Auditors :
Name :	S R Batliboi and Associates LLP Chartered Accountants
Address :	14th Floor, The Ruby, 29 Senapati Bapat Marg, Dadar West, Mumbai – 400028, Maharashtra, India
PAN No.:	ACHFS9118A
Memberships :	Not Available
Collaborators :	Not Available
Associates :	Keya Foods International Private Limited, India
Enterprises which are owned, or have significant influence of or are partners with Key management personnel and their relatives :	IVF Trustee Company Private Limited, India VKL Flavours Private Limited, India Complete Spice Solutions India Limited, India Kancor Ingredients Limited, India Vallabhdas Kanji Limited, India

CAPITAL STRUCTURE

After 30.09.2014

Authorised Capital: Rs.1175.000 Million

Issued, Subscribed & Paid-up Capital: Rs.1060.199 Million

As on 30.09.2014

Authorised Capital:

No. of Shares	Type	Value	Amount
12500000	Equity Shares	Rs.10/- each	Rs.125.000 Million
105000000	Preference Shares	Rs.10/- each	Rs.1050.000 Million
	Total		Rs.1175.000 Million

Issued, Subscribed & Paid-up Capital:

No. of Shares	Type	Value	Amount
1019980	Equity Shares	Rs.10/- each	Rs.10.199 Million
73600000	Preference Shares	Rs.10/- each	Rs.736.000 Million
	Total		Rs.746.199 Million

As on 31.03.2014

Authorised Capital:

No. of Shares	Type	Value	Amount
12500000	Equity Shares	Rs.10/- each	Rs.125.000 Million
50000000	Preference Shares	Rs.10/- each	Rs.500.000 Million
	Total		Rs.625.000 Million

Issued, Subscribed & Paid-up Capital:

No. of Shares	Type	Value	Amount
1019980	Equity Shares	Rs.10/- each	Rs.10.199 Million
50000000	Preference Shares	Rs.10/- each	Rs.500.000 Million
	Total		Rs.510.199 Million

FINANCIAL DATA

[all figures are in Rupees Million]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS	31.03.2014	31.03.2013	31.03.2012
I.              EQUITY AND LIABILITIES
(1)Shareholders' Funds
(a) Share Capital	510.199	510.199	0.100
(b) Reserves & Surplus	533.866	544.764	-0.135
(c) Money received against share warrants	0.000	0.000	0.000
(2) Share Application money pending allotment	100.000	0.002	0.000
Total Shareholders’ Funds (1) + (2)	1144.065	1054.965	-0.035
(3) Non-Current Liabilities
(a) long-term borrowings	236.962	258.572	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	1.346	2.403	0.000
Total Non-current Liabilities (3)	238.308	260.975	0.000
(4) Current Liabilities
(a) Short term borrowings	152.186	135.735	0.025
(b) Trade payables	185.745	147.530	0.016
(c) Other current liabilities	62.860	123.302	0.000
(d) Short-term provisions	6.737	5.201	0.000
Total Current Liabilities (4)	407.528	411.768	0.041
TOTAL	1789.901	1727.708	0.006
II.          ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	374.186	367.119	0.000
(ii) Intangible Assets	862.697	526.578	0.000
(iii) Capital work-in-progress	14.867	0.000	0.000
(iv) Intangible assets under development	0.000	0.000	0.000
(b) Non-current Investments	100.000	110.130	0.000
(c) Deferred tax assets (net)	0.000	0.000	0.000
(d) Long-term Loan and Advances	64.806	34.219	0.000
(e) Other Non-current assets	1.000	0.000	0.000
Total Non-Current Assets	1417.556	1038.046	0.000
(2) Current assets
(a) Current investments	0.000	0.000	0.000
(b) Inventories	146.154	71.910	0.000
(c) Trade receivables	148.906	111.623	0.000
(d) Cash and cash equivalents	29.685	494.579	0.006
(e) Short-term loans and advances	40.868	11.550	0.000
(f) Other current assets	6.732	0.000	0.000
Total Current Assets	372.345	689.662	0.006
TOTAL	1789.901	1727.708	0.006

PROFIT & LOSS ACCOUNT

	PARTICULARS	31.03.2014	31.03.2013	31.03.2012
	SALES
	Income	986.200
	Other Income	10.000
	TOTAL	996.200	NA	NA
Less	EXPENSES	857.800	NA	NA
Less	PROFIT/ (LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION	138.400	NA	NA
Less	FINANCIAL EXPENSES	62.300	NA	NA
	PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION	76.100	NA	NA
Less/ Add	DEPRECIATION/ AMORTISATION	46.700	NA	NA
Less/ Add	PRIOR PERIOD EXPENSES	19.600	NA	NA
	PROFIT/ (LOSS) BEFORE TAX	9.800	NA	(0.023)
Less	TAX	19.649	NA	0.000
	PROFIT/ (LOSS) AFTER TAX	(9.849)	NA	(0.023)
	Earnings / (Loss) Per Share (Rs.)	(9.65)	NA	(0.02)

CURRENT MATURITIES OF LONG TERM DEBT DETAILS

Particulars	31.03.2014	31.03.2013	31.03.2012
Current Maturities of Long term debt	50.027	31.027	0.000
Cash generated from operations	NA	NA	NA

KEY RATIOS

PARTICULARS		31.03.2014	31.03.2013	31.03.2012
Net Profit Margin (PAT/Sales)	(%)	(1.00)	NA	NA
Return on Total Assets (PBT/Total Assets}	(%)	0.59	NA	(383.33)
Return on Investment (ROI) (PBT/Networth)		0.01	NA	0.66
Debt Equity Ratio (Total Debt/Networth)		0.38	NA	(0.71)
Current Ratio (Current Asset/Current Liability)		0.91	NA	0.15

FINANCIAL ANALYSIS

[all figures are in Rupees Million]

DEBT EQUITY RATIO

Particular	31.03.2012	31.03.2013	31.03.2014
	(Rs. In Million)	(Rs. In Million)	(Rs. In Million)
Share Capital	0.100	510.199	510.199
Reserves & Surplus	(0.135)	544.764	533.866
Net worth	(0.035)	1054.965	1144.065
long-term borrowings	0.000	258.572	236.962
Short term borrowings	0.025	135.735	152.186
Current Maturities of Long Term Debt	0.000	31.027	50.027
Total borrowings	0.025	425.334	439.175
Debt/Equity ratio	(0.714)	0.403	0.384

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	No
8	Designation of contact person	No
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	Yes
22	Conduct of the banking account	----------------------
23	Financials, if provided	Yes
24	Capital in the business	Yes
25	Last accounts filed at ROC, if applicable	Yes
26	Turnover of firm for last one year	Yes
27	Reasons for variation <> 20%	----------------------
28	Estimation for coming financial year	No
29	Profitability for last two years	Yes
30	Major shareholders, if available	Yes
31	External Agency Rating, if available	Yes
32	Litigations that the firm/promoter involved in	----------------------
33	Market information	----------------------
34	Payments terms	No
35	Negative Reporting by Auditors in the Annual Report	No

UNSECURED LOAN

(Rs. In Million)

Particulars	As on 31.03.2014	As on 31.03.2013
SHORT TERM BORROWING
Other loans and advances	0.035	0.035
Total	0.035	0.035

INDEX OF CHARGES

S. No.	Charge ID	Date of Charge Creation/Modification	Charge amount secured	Charge Holder	Address	Service Request Number (SRN)
1	10546708	06/01/2015	150,000,000.00	Small Industries Development Bank of India	Ground Floor, Videocon Tower, E-1, Rani Jhansi Road, Jhandewalan Extension, New Delhi, Delhi - 110055, INDIA	C42281212
2	10422125	27/11/2014 *	500,000,000.00	Union Bank of India	Overseas Branch, MG Road, Ernakulam, Kerala - 682035, INDIA	C37831484
3	10422481	30/03/2013	188,700,000.00	Axis Bank Limited	41/419, Ground Floor, Chicago Plaza, Ernakulam, Kochi, Kerala - 682035, INDIA	B73956286

* Date of charge modification

FIXED ASSETS

• Land
• Buildings
• Plant and equipment
• Furniture and fixtures
• Vehicles
• Office equipment
• Computer equipment’s

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.63.66
UK Pound	1	Rs.100.50
Euro	1	Rs.71.31

INFORMATION DETAILS

Information Gathered by :	GAY
Analysis Done by :	KAR
Report Prepared by :	PNM

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	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		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.