MIRA INFORM REPORT

Report No. :	323550
Report Date :	26.05.2015

IDENTIFICATION DETAILS

Name :	GILLANDERS ARBUTHNOT AND COMPANY LIMITED
Registered Office :	C-4, Gillander House, Netaji Subhas Road, Kolkata – 700 001, West Bengal
Tel. No.:	91-33 2230-2331
Country :	India
Financials (as on) :	31.03.2014
Date of Incorporation :	01.02.1935
Com. Reg. No.:	21-008194
Capital Investment / Paid-up Capital :	Rs.233.423 Million
CIN No.: [Company Identification No.]	L51909WB1935PLC008194
IEC No.:	Not Available
TAN No.: [Tax Deduction & Collection Account No.]	CALG00213D CALG03082C
PAN No.: [Permanent Account No.]	AAACG9832F
Legal Form :	A Public Limited Liability Company. The Company’s Shares are Listed on the Stock Exchanges.
Line of Business :	The Company has diversified business activities and is primarily engaged in the businesses of tea, textile, chemicals and engineering.
No. of Employees :	1500 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

Ba (53)

RATING		STATUS	PROPOSED CREDIT LINE
41-55	Ba	Overall operation is considered normal. Capable to meet normal commitments.	Satisfactory

Maximum Credit Limit :	USD 6300000
Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is a part of “KOTHARI GROUP” It is a well-established company having a good track record. There seems drastic dip in the profit of the company during 2014. However, general financial position of the company seems to be strong. The rating takes into consideration rich experience of the promoters and gets strong support from its group companies. Trade relations are reported to be fair. Business is active. Payments are reported regular and as per commitment. The company can be considered for 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.

ECGC Country Risk Classification List – March 31, 2015

Country Name	Previous Rating (31.12.2014)	Current Rating (31.03.2015)
India	A1	A1

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

EXTERNAL AGENCY RATING

Rating Agency Name	CARE
Rating	Long term Bank Facilities A-
Rating Explanation	Have adequate degree off safety and carry low credit risk.
Date	January 16, 2015

Rating Agency Name	CARE
Rating	Short-term Bank Facilities A2+
Rating Explanation	Have strong degree of safety and carry low credit risk.
Date	January 16, 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 31-03-2014.

INFORMATION PARTED BY (GENERAL DETAILS)

Name :	Mr. Vishvajeet
Designation :	HR Executive
Contact No.:	91-9830884997
Date :	20.05.2015

LOCATIONS

Registered Office/Head Office :	C-4, Gillander House, Netaji Subhas Road, Kolkata – 700001, West Bengal, India
Tel. No.:	91-33 2230-2331(6 Lines), 2242-1940 (3 Lines), 3022-4470(4 Lines)
Mobile No.:	91-9830884997 (Mr. Vishvajeet)
Fax No.:	91-33-2230-4185
E-Mail :	gillander@gillandersarbuthnot.com info.micco@gillandersarbuthnot.com micco.works@gillandersarbuthnot.com Mallick.amitava@gillandersarbuthnot.com company.secretary@gillandersarbuthnot.com gilander@cal3.vsnl.net.in secretarial@gillandersarbuthnot.com
Website :	www.gillandersarbuthnot.com
Location :	Owned
Factory 1 :	Tea Divisions Betjan Tea Estate, Post Office : Makum Junction, District : Tinsukia - 786170, Assam, India
Factory 2 :	Tea Divisions Borkatonee Tea Estate, P.O. Golaghat, District : Golaghat - 785621, Assam, India
Factory 3 :	Tea Divisions Jutlibari Tea Estate, Post Office : Hoogrijan, District : Dibrugarh - 786601, Assam, India
Factory 4 :	Tea Divisions Dherai Tea Estate, P.O. Dhekiajuli, District : Sonitpur - 784110, Assam, India
Factory 5 :	Tea Divisions Gorunga Tea Estate, Post Office : Golaghat, District : Golaghat - 785621, Assam, India
Factory 6 :	Tea Divisions Gairkhata Tea Estate, Post Office : Gairkhata, District : Jalpaiguri - 735212, West Bengal, India
Factory 7 :	Tea Divisions Arun Tea Estate, Post Office, Dhekiajuli, District : Soitpur 784110, Assam, India
Factory 8 :	Tea Divisions Taipoo Tea Estate, Post Office : Bagdogra, District : Darjeeling 734 422, West Bengal, India
Factory 9 :	Tea Divisions Dooria Tea Estate, Post Office : Golaghat, District : Golaghat 785621, Assam, India
Factory 10:	Tea Divisions Banwaripur Tea Factory, (Tea Processing Factory taken on lease), P.O. Golaghat, District : Golaghat 785621, Assam, India
Factory 11 :	Tea Divisions Tengpani Tea Estate, P.O. - Makum JN., District: Tinsukia - 786170, Assam, India
Factory 12 :	Textile Divisions North India Spinning Mill, Village - Akbarpur, Ahmedgarh – 148021, District - Sangrur, Punjab, India
Factory 13 :	Textile Divisions GIS Cotton Mill, 47, G. T. Road, Champdany, P.O. Baidyabati District : Hooghly - 712222, West Bengal India
Factory 14 :	Engineering (MICCO Division) Sodepur, Ekford Road, 24, Parganas (North), West Bengal, India
Factory 15 :	Chemical (Waldies) Division 70, G. T. Road (East), P. O. Konnagar, District : Hooghly – 712235, West Bengal, India
Branches / Office :	Located at: Amritsar Chennai Coimbatore Delhi Ernakulam Hyderabad Kundli Ludhiana Mumbai Panipat Salem

DIRECTORS

As on 31.03.2014

Name :	Mr. Arun Kumar Kothari
Designation :	Chairman
Name :	Mrs. Prabhawati Devi Kothari
Designation :	Director
Name :	Mr. Jayant Narayan Godbole
Designation :	Director
Name :	Mr. Hari Parsad Kanoria
Designation :	Director
Name :	Mr. Harish Chandra Maneklal Parekh
Designation :	Director
Name :	Mr. N. Pachisia
Designation :	Additional Director
Name :	Mr. Devi Kishan Sharda
Designation :	Managing Director

KEY EXECUTIVES

Name :	Mr. P. K. Jain
Designation :	Joint President and Chief Finance Officer
Name :	Mr. D. Karmakar
Designation :	Company Secretary
Audit Committee :	Mr. H. M. Parekh, Chairman Mr. A. K. Kothari, Member Mr. J. N. Godbole, Member Mr. N. Pachisia, Member
Shareholders’ / Investors Grievance Committee :	Mr. H. M. Parekh, Chairman Mr. A. K. Kothari, Member Mrs. P. D. Kothari, Member Mr. D. K. Sharda, Member
Nomination and Remuneration Committee :	Mr. H. M. Parekh, Chairman Mrs. P. D. Kothari, Member Dr. H. P. Kanoria, Member Mr. N. Pachisia, Member Mr. J. N. Godbole, Member
Name :	Mr. Manoj Sodhani
Designation :	President
Name :	Mr. Alok Kumar Basu
Designation :	Chief Operating Officer, MICCO

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 31.03.2015

Category of Shareholders	No. of Shares	Percentage of Holding
(A) Shareholding of Promoter and Promoter Group
(1) Indian
Individuals / Hindu Undivided Family	295394	1.38
Bodies Corporate	14376321	67.36
Sub Total	14671715	68.74
(2) Foreign
Total shareholding of Promoter and Promoter Group (A)	14671715	68.74
(B) Public Shareholding
(1) Institutions
Mutual Funds / UTI	300	0.00
Financial Institutions / Banks	68980	0.32
Central Government / State Government(s)	7086	0.03
Insurance Companies	1187278	5.56
Sub Total	1263644	5.92
(2) Non-Institutions
Bodies Corporate	824416	3.86
Individuals
Individual shareholders holding nominal share capital up to Rs. 0.100 Million	3233696	15.15
Individual shareholders holding nominal share capital in excess of Rs. 0.100 Million	1197611	5.61
Any Others (Specify)	151264	0.71
Non Resident Indians	134516	0.63
Trusts	3823	0.02
Clearing Members	12925	0.06
Sub Total	5406987	25.33
Total Public shareholding (B)	6670631	31.26
Total (A)+(B)	21342346	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)	21342346	0.00

BUSINESS DETAILS

Line of Business :	The Company has diversified business activities and is primarily engaged in the businesses of tea, textile, chemicals and engineering.
Products :	Tea Structurals Polyster / Cotton Yarn Red Lead Viscose Yarn
Brand Names :	Gillarco
Agencies Held :	Not Available
Exports :	Not Divulged
Imports :	Not Divulged
Terms :	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
Maximum Limit Dealt :	Not Divulged
Experience :	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
Maximum Limit Dealt :	Not Divulged
Experience :	Not Divulged
Remark:	Not Divulged

No. of Employees :

1500 (Approximately)

Bankers :

• State Bank of India
• Bank of India
• State Bank of Patiala
• United Bank of India
• IDBI Bank Limited
• The Hongkong and Shanghai Banking
• Corporation Limited

Facilities :

Secured Loan	31.03.2014 (Rs. in Million)	31.03.2013 (Rs. in Million)
Long-term Borrowings
Term Loans From Banks
IDBI Bank Limited	63.500	100.300
State Bank of Patiala	70.000	106.000
State Bank of India	442.371	536.371
IndusInd Bank Limited (for Equipments)	16.733	0.000
HDFC Bank Limited (for Vehicles)	1.278	0.897
From Others
Tea Board of India	14.748	19.664
Short-term borrowings
Working Capital Facilities from Banks
United Bank of India	97.590	38.830
Other Banks	1429.721	1297.989
Total	2135.941	2100.051

Auditors :
Name :	Singhi and Company Chartered Accountants
Address :	Kolkata, West Bengal, India
Solicitors :	Khaitan and Company
Address:	Kolkata, West Bengal, India
Memberships :	Not Available
Collaborators :	Not Available
Enterprises over which Key Management Personnel and Relatives of such Personnel are able to exercise significant influence :	M D Kothari and Company Limited Bhaktwatsal Investments Limited Bharat Fritz Warner Limited Kothari and Company Private Limited Kothari Investments and Industries Private Limited Commercial House Private Limited Vishnuhari Investments and Properties Limited Kothari Medical Centre Kothari Phytochemicals Industries Limited

CAPITAL STRUCTURE

As on 31.03.2014

Authorised Capital :

No. of Shares	Type	Value	Amount
42000000	Ordinary Shares	Rs. 10/- each	Rs. 420.000 Million
200000	Preference Shares	Rs. 100/- each	Rs. 20.000 Million
	Total		Rs. 440.000 Million

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
21342346	Ordinary Shares	Rs. 10/- each	Rs. 213.423 Million
200000	Preference Shares	Rs. 100/- each	Rs. 20.000 Million
	Total		Rs. 233.423 Million

Reconciliation of number of Shares Outstanding:

Particulars	As on 31.03.2014
	Ordinary Shares	Preference Shares
Shares outstanding at the beginning of the year	21,342,346	200,000
Shares outstanding at the end of the year	21,342,346	200,000

Rights, Preferences and Restrictions attached to shares

(i) Ordinary Shares

(a) The Company has only one class of Ordinary shares having a face value of ` 10 per share and each holder of Ordinary shares is entitled to one vote per share. The Company declares and pays dividends in Indian Rupees. The dividend proposed by the Board of Directors (except interim dividend) is subject to the approval of the shareholders in the ensuing Annual General Meeting.

(b) In case of liquidation the Ordinary Shareholders are eligible to receive remaining assets of the Company, after distribution of all the preferential amounts, in the proportion of their Shareholding

(ii) Preference Shares

(a) The Company has one class of 8 % Redeemable Cumulative Preference Shares having a par value of `100 per share and each holder of Preference shares has a preferential right over the Ordinary shareholders with respect to payment of dividend and repayment of Share Capital in case of liquidation. The preference shareholder do not have voting powers except in a meeting of preference shareholder.

(b) The 8% Redeemable Cumulative Preference Shares are redeemable at par in 15 (fifteen) years from the date of allotment i.e. 31st March, 2005 with the option to the Company to redeem the same at any time after the expiry of 60 (sixty) months from the said date of allotment at the discretion of the Board of Directors of the Company.

Shares of the Company held by each shareholder holding more than 5% shares

Names of Shareholders	Total No. of Shares	Percentage of Holding
Ordinary Shareholders
Kothari Phytochemicals and Industries Limited	5501078	25.78
Kothari Investment and Industries Private Limited	2253748	10.56
Vishnuhari Investments and Properties Limited	1707291	8.00
M.D. Kothari and Company Limited	1521868	7.13
Kothari and Company Private Limited	1426199	6.68
Commercial House (Private) Limited	1368212	6.41
Life Insurance Corporation of India	1187278	5.56
Preference Shareholder
Kothari and Company Private Limited	200000	100.00

Details of aggregate number of fully paid up Ordinary Shares issued pursuant to a contract / Bonus during the period of five years immediately preceeding 31st March

Particulars	No. of Shares
Fully paid up Ordinary Shares of Rs. 10/- each pursuant to contract(s) without payment being received in cash#	156,250
Fully paid up Ordinary Shares of Rs 10/- each by way of bonus shares	7114115

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	233.423	233.423	233.423
(b) Reserves & Surplus	1957.123	1921.930	1767.837
(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)	2190.546	2155.353	2001.260
(3) Non-Current Liabilities
(a) long-term borrowings	680.814	826.822	710.775
(b) Deferred tax liabilities (Net)	61.500	94.000	61.000
(c) Other long term liabilities	306.624	228.090	232.062
(d) long-term provisions	0.000	0.000	0.000
Total Non-current Liabilities (3)	1048.938	1148.912	1003.837
(4) Current Liabilities
(a) Short term borrowings	2436.549	1748.271	1329.106
(b) Trade payables	1046.238	923.386	883.736
(c) Other current liabilities	721.535	645.592	523.259
(d) Short-term provisions	243.971	231.102	158.299
Total Current Liabilities (4)	4448.293	3548.351	2894.400
TOTAL	7687.777	6852.616	5899.497
II.          ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	2404.865	2104.908	2238.324
(ii) Intangible Assets	3.591	9.391	13.385
(iii) Capital work-in-progress	62.143	274.408	40.539
(iv) Intangible assets under development	0.000	0.000	0.000
(b) Non-current Investments	271.907	2.417	2.413
(c) Deferred tax assets (net)	0.000	0.000	0.000
(d) Long-term Loan and Advances	868.042	661.724	579.085
(e) Other Non-current assets	2.809	7.300	2.442
Total Non-Current Assets	3613.357	3060.148	2876.188
(2) Current assets
(a) Current investments	50.410	235.037	177.608
(b) Inventories	1725.301	1701.548	1406.399
(c) Trade receivables	1497.378	1127.121	772.739
(d) Cash and cash equivalents	79.040	35.150	35.476
(e) Short-term loans and advances	630.650	628.715	538.411
(f) Other current assets	91.641	64.897	92.676
Total Current Assets	4074.420	3792.468	3023.309
TOTAL	7687.777	6852.616	5899.497

PROFIT & LOSS ACCOUNT

	PARTICULARS	31.03.2014	31.03.2013	31.03.2012
	SALES
	Income	9467.982	7824.162	6731.769
	Other Income	135.890	82.544	58.187
	TOTAL (A)	9603.872	7906.706	6789.956
Less	EXPENSES
	Cost of Materials Consumed	3811.535	3237.314	2913.747
	Purchases of Stock-in-Trade	1315.333	762.154	750.529
	Changes in inventories of finished goods, work-in-progress and Stock-in-Trade	(185.182)	(93.281)	(48.255)
	Employees benefits expense	1145.677	1002.911	893.249
	Other expenses	2828.490	2169.815	1900.386
	TOTAL (B)	8915.853	7078.913	6409.656
Less	PROFIT/ (LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (C)	688.019	827.793	380.300
Less	FINANCIAL EXPENSES (D)	359.778	284.814	287.118
	PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)	328.241	542.979	93.182
Less/ Add	DEPRECIATION/ AMORTISATION (F)	285.949	249.075	246.197
	PROFIT/ (LOSS) BEFORE TAX (E-F) (G)	42.292	293.904	(153.015)
Less	TAX (H)	(13.500)	88.000	(60.330)
	PROFIT/ (LOSS) AFTER TAX (G-H) (I)	55.792	205.904	(92.685)
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD (K)	573.910	449.817	556.764
Less	APPROPRIATIONS
	Transfer to General Reserve	10.000	30.000	0.000
	Dividend	1.600	1.600	1.600
	Tax on Dividend	16.007	42.685	10.671
		2.992	7.526	1.991
	Total (M)	30.599	81.811	14.262
	Balance Carried to the B/S (J+K+L-M)	599.103	573.910	449.817
	EARNINGS IN FOREIGN CURRENCY
	F.O.B. Value of Exports	937.478	917.057	866.945
	TOTAL EARNINGS	937.478	917.057	866.945
	IMPORTS
	Raw Materials	337.011	173.173	152.809
	Components and Stores parts	3.418	2.597	3.149
	Capital Goods	54.978	61.178	19.468
	Lead Scrap /Bought Out goods	7.459	0.000	5.528
	TOTAL IMPORTS	402.866	236.948	175.426
	Earnings / (Loss) Per Share (Rs.)	2.53	9.56	(4.43)

CURRENT MATURITIES OF LONG TERM DEBT DETAILS

Particulars	31.03.2014	31.03.2013	31.03.2012
Current Maturities of Long term debt	295.187	203.645	182.266
Cash generated from operations	239.509	223.226	721.320

QUARTERLY RESULTS

PARTICULARS	30.06.2014 1^st Quarter	30.09.2014 2^nd Quarter	31.12.2014 3^rd Quarter
Net Sales	2053.570	2427.710	2167.820
Total Expenditure	1928.020	2169.190	2013.400
PBIDT (Excl OI)	125.550	258.520	154.420
Other Income	12.400	2.810	24.920
Operating Profit	137.950	261.330	179.340
Interest	96.340	96.000	100.430
Exceptional Items	0.000	0.000	0.000
PBDT	41.610	165.330	78.910
Depreciation	49.930	50.800	53.450
Profit Before Tax	(8.320)	114.530	25.460
Tax	0.000	0.000	0.000
Provisions and contingencies	0.000	0.000	0.000
Profit After Tax	(8.320)	114.530	25.460
Extraordinary Items	0.000	0.000	0.000
Prior Period Expenses	0.000	0.000	0.000
Other Adjustments	0.000	0.000	0.000
Net Profit	(8.320)	114.530	25.460

KEY RATIOS

PARTICULARS		31.03.2014	31.03.2013	31.03.2012
Net Profit Margin (PAT / Sales)	(%)	0.59	2.63	-1.38
Operating Profit Margin (PBIDT/Sales)	(%)	7.27	10.58	5.65
Return on Total Assets (PBT/Total Assets}	(%)	0.58	4.47	-2.61
Return on Investment (ROI) (PBT/Networth)		0.02	0.14	-0.08
Debt Equity Ratio (Total Debt /Networth)		1.56	1.29	1.11
Current Ratio (Current Asset/Current Liability)		0.92	1.07	1.04

STOCK PRICES

Face Value	Rs.10.00
Market Value	Rs.59.25

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	233.423	233.423	233.423
Reserves & Surplus	1767.837	1921.930	1957.123
Money received against share warrants	0.000	0.000	0.000
Share Application money pending allotment	0.000	0.000	0.000
Net worth	2001.260	2155.353	2190.546
long-term borrowings	710.775	826.822	680.814
Short term borrowings	1329.106	1748.271	2436.549
CURRENT MATURITIES OF LONG-TERM DEBTS	182.266	203.645	295.187
Total borrowings	2222.147	2778.738	3412.550
Debt/Equity ratio	1.110	1.289	1.558

YEAR-ON-YEAR GROWTH

Year on Year Growth	31.03.2012	31.03.2013	31.03.2014
	(Rs. In Million)	(Rs. In Million)	(Rs. In Million)
Sales	6731.769	7824.162	9467.982
		16.227	21.010

NET PROFIT MARGIN

Net Profit Margin	31.03.2012	31.03.2013	31.03.2014
	(Rs. In Million)	(Rs. In Million)	(Rs. In Million)
Sales	6731.769	7824.162	9467.982
Profit	(92.685)	205.904	55.792
	(1.38%)	2.63%	0.59%

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	No
10	Date of Birth of Proprietor / Partners / Directors	No
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	Yes
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 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	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

PARTICULARS	31.03.2014 (Rs. in Million)	31.03.2013 (Rs. in Million)
Long-term Borrowings
Fixed Deposits (From Public)	72.184	63.590
Short-term borrowings
Short Term Loans From Banks	700.000	200.000
From Bodies Corporate
Related Parties	0.000	43.000
Fixed Deposits (From Public)	209.238	168.452
Total	981.422	475.042

INDEX OF CHARGES

S.No.	Charge ID	Date of Charge Creation/Modification	Charge amount secured	Charge Holder	Address	Service Request Number (SRN)
1	10532070	18/11/2014	250,000,000.00	State Bank of Patiala	Commercial Branch, Aarti Complex, Millerganj, Ludhiana, Punjab - 141003, INDIA	C34125914
2	10485719	16/06/2014 *	845,000,000.00	AXIS BANK LIMITED	CORPORATE BANKING BRANCH (CBB),, 1, SHAKESPEARE S  ARANI, AC MARKET, 3RD FLOOR,, KOLKATA, West Bengal - 700071, INDIA	C17466061
3	10380149	17/09/2012	375,000,000.00	STATE BANK OF PATIALA	Commercial Branch, Millerganj, Ludhiana, Punjab - 141003, INDIA	B59532531
4	10295180	19/02/2015 *	3,739,600,000.00	State Bank of India	Commercial Branch, Kolkata, 24, Park Street, Kolkata, West Bengal - 700016, INDIA	C46015236
5	10275613	04/03/2011	290,000,000.00	STATE BANK OF PATIALA	Commercial Branch, Millerganj, Ludhiana, Punjab - 141003, INDIA	B09132044
6	10271638	19/04/2014 *	100,000,000.00	IDBI Bank Limited	Kolkata Main Branch, IDBI House, 44 Shakespeare Sarani, Kolkata, West Bengal - 700017, INDIA	C05333695
7	10215774	30/03/2010	205,000,000.00	STATE BANK OF PATIALA	Commercial Branch, Millerganj, Ludhiana, Punjab - 141003, INDIA	A84015858
8	10184893	27/01/2011 *	2,013,800,000.00	STATE BANK OF INDIA	Commercial Branch, Kolkata, 24 Park Street, Kolkata, West Bengal - 700016, INDIA	B07910326
9	10142940	30/06/2014 *	5,775,700,000.00	State Bank of India	Commercial Branch, Kolkata, 24, Park Street, Kolkata, West Bengal - 700016, INDIA	C13869458
10	10145270	01/01/2009	20,665,160.00	TEA BOARD	14 B. T. M. Sarani (Brabourne Road), KOLKATA, West  Bengal - 700001, INDIA	A56488067

CONTINGENT LIABILITIES:

(Rs. in million)

PARTICULARS	31.03.2014	31.03.2013
Claims against the Company not acknowledged as debts.
i) ESI	1.787	1.775
ii) Sales Tax	253.777	209.430
iii) Cess on Jute Bags/Jute Twine	0.732	0.732
iv) Cess and Excise on Captive Consumption	1.133	11.33
v) Excise Duty	7.030	5.687
vi) Service Tax	44.258	48.926
vii) Income Tax	13.700	0.586
viii) Voltage Surcharge on Electricity consumed	15.932	15.932

FINANCIAL ANALYSIS AND REVIEW OF OPERATIONS

For the financial year 2013-14, The Company reported a net profit of Rs. 55.792 Million against profit of Rs. 205.904 Million during the previous year. Total Income from Operations has increased to Rs. 9467.982 Million during the year from Rs. 7824.162 Million in the previous year. Operational matters have been discussed under 'Management Discussion and Analysis,' detailed in appropriate part of this Report.

MANAGEMENT DISCUSSION AND ANALYSIS

The industry structure, development, performance, opportunities, threats and outlook of each activities, internal

control systems and industrial relations have been discussed in the paragraphs to follow.

Tea Division

During the calendar year 2013 there was a significant increase in world production of Tea primarily due to favourable weather prevailing in major Tea producing countries like India, Kenya, Sri Lanka, China and Malawi. During the year, this Division posted improvement both in production and realization. Production was reported at 10.02 million Kgs of Tea during the year under review, which is higher than 9.32 million Kgs., as reported in the last year.

Favourable weather conditions coupled with augmented irrigation facilities were the major contributing factors.

Average tea prices were lower in all auction centers compared to previous year. However, realizations increased by Rs. 3 per kg., which reflects the premium the products enjoy in the market.

The Directors are pleased to inform you that exports have increased during the year when compared with the previous year. Exports were made to countries like China, Iran, Russia, and U.K., which has resulted in enhanced export sales during the year. The Division is also exploring other potential markets and taking adequate measures to strengthen the existing market and is confident of increasing export turnover in the coming year.

As reported last year, this Division is steadily increasing its presence in the packet tea segment on Pan India basis and is hopeful in making a further growth in the current financial year. During the current year, till date adverse weather conditions during initial flush has impacted production in Assam and Bengal. Tea market is expected to be strong and good quality Tea are expected to enjoy premiums. However, this should be viewed in the backdrop of expected rise in wages and rising input costs. Overall, we expect to maintain the current profitability levels in the coming year.

All the Tea Estates are ISO 22000:2005 Certified and some of The gardens are also participants in the ETP (Ethical Tea Partnership) Programme. This division also continues to lay emphasis on the critical issues of Maximum (Permissible Chemicals) Residue Limits and complies with stringent international as well as Indian standards at all its estates. Engineering (MICCO) Division This division is engaged in EPC contracts mainly in Steel Plants and Power Plants. The global and national economy has not been encouraging and the slowdown has hit the EPC industry hard, resulting in delay in expansion/modernisation plans. This Division was also severely impacted by the economic slowdown resulting in low booking of new orders during the year.

This Division has reported a 50% increase in revenue over previous year on account of progress in execution of orders in hand at the beginning of the year. However, the profitability of the Division was impacted due to cost overrun in couple of projects on account of delay in availability of site. In the year this division has successfully commissioned Coke Oven Battery at Durgapur Steel Plant and has earned accolades. This division is about to achieve a unique feat by executing category-1 Capital Repair of Blast Furnace (BF1) of Vizag Steel Plant, which is expected to be commissioned very soon. The said work will place this Division in another league all together, and will help in its growth in the long run. This division expects the market sentiment to improve in the latter half of the coming year, which would provide better opportunities of getting new orders. This division also expects to forge new partnerships with some of the leading globally players, which will enhance its capabilities and credentials. The Directors expect this division to perform better in the coming year.

Textile Division

The overall performance of this division was reasonable with production of 19,648 M.T. as against production of 18,602 M.T. in the last year. The increase in production is the result of the expansion programme, as reported last year. The cotton crop for the year 2013-2014 is estimated to be at all time high of around 375 lakh bales. However, with increase in domestic consumption and substantial exports, stock levels are expected to be low resulting in increase in cotton prices.

The export of cotton yarn during the year 2013-2014 was at all time high mainly driven by higher demand from China. However, the change in the cotton policy by Chinese Government from April, 2014, and in anticipation of China releasing its huge cotton inventory, the yarn market is currently facing tremendous pressure and lackluster exports. The appreciation of rupee against dollar will also adversely affect Indian Textile Exporters.

The increase in cotton prices on one hand and decline in export of yarn on the other hand is putting pressure on the cotton yarn prices and has adversely affected the economics of the Spinning Mills. However, the silver lining is the positive sentiments in the domestic market which is expected to drive domestic demand.

This division is working on value added yarns which is likely to have positive impact on the working of the division and the directors expect the current dismal scenario for cotton spinning mills to improve in later part of the year.

Chemical (Waldies) Division

This Division is engaged in the manufacture of Lead Oxides & PVC Stabilisers used in the manufacture of Battery, Paints and other products. During the year the industry witnessed uncertain market environment and slow growth. Production was reported at 3,547 M.T. as against 3,876 M.T. in the previous year. The total revenue earned was marginally low when compared to the previous year.

Continuous efforts are being made for bringing in improvement in the operation of this Division. The outlook of the Division in the coming year is stable. This Division ensures total customer satisfaction in terms of

quality & service and enjoys ISO-9001 certification for its Quality Management System. This Division also enjoys ISO-14001 certification for its Environment Management System and OHSAS-18001 certification for its Occupational Health & Safety Management System.

Trading Division

During the year, the turnover of this Division was lower compared to previous year primarily due to slump in demand from real estate sector, delay in execution of ongoing projects, and launch of few new projects. However, this Division has started importing abrasive sheets under its registered brand 'Gillarco' which is slowly gaining acceptability in the market. We are expecting an improved market sentiment, which is expected to result in higher turnover compared to previous year. The Directors expect that this Division will yield better results in the

coming year.

UNAUDITED FINANCIAL RESULTS FOR THE QUARTER AND NINE MONTHS ENDED 31.12.2014

(Rs. In Million)

Particulars	Quarter Ended		Nine Month Ended
	31.12.2014 (Unaudited)	30.09.2014 (Unaudited)	31.12.2014 (Unaudited)
a) Net Sales / Income from Operations	2111.202	2377.216	6498.284
b) Other Operating Income	56.617	50.488	150.801
Total Operating Income	2167.819	2427.704	6649.085
Expenditure
(a) Changes in inventories of finished goods, work in progress and Stock in Trade	12.806	(93.353)	(265.395)
(b) Consumption of Raw Materials	801.143	993.369	2790.896
(c) Purchase of traded goods	319.348	254.177	733.799
(d) Employees Cost	292.896	320.762	909.160
(e) Power and Fuel	169.201	195.422	519.372
(f) Jobs on contract	128.503	159.877	495.940
(g) Depreciation	53.451	50.797	154.182
(h) Other Expenditure	289.500	338.931	923.900
Total Expenditure	2066.848	2219.982	6261.854
Profit From Operations before other Income Finance cost & Exceptional Items	100.971	207.722	387.231
Other Income	24.923	2.810	37.209
Profit/Loss before From Ordinary activities before Finance cost and Exceptional items	125.894	210.532	424.440
Finance Cost	100.430	96.003	292.771
Profit/Loss from Ordinary activities after finance cost nut before Exceptional items	25.464	114.529	131.669
Exceptional Items	-	-	-
Profit / (Loss) From Ordinary activities before Tax	25.464	114.529	131.669
Tax Expenses
- For Current Tax	-	-	-
- For Differed Tax	-	-	-
Net Profit/(Loss) From Ordinary activities after Tax	25.464	114.529	131.669
Extraordinary Items	-	-	-
Net Profit/(Loss) for the period	25.464	114.529	131.669
Paid Up Equity Share Capital ( Face Value of the share Rs.10/- each )	213.423	213.423	213.423
Reserves (Excluding Revaluation Reserves)	-	-	-
Earnings Per Share (EPS)
-Basic and Diluted EPS before extraordinary items for the period, for the year to date and for the previous year (not annualized)	1.17	5.34	6.10
-Basic and Diluted EPS after extraordinary items for the period, for the year to date and for the previous year (not annualized)	1.17	5.34	6.10
Particulars of Shareholding
Public Share Holding
- Number of Shares	6670631	6670382	6670631
- Percentage of shareholding	31.26	31.25	31.26
Promoters and Promoter group share holding
a) Pledged / Encumbered
- Number of Shares	-	-	-
- Percentage of share (as a % of the total shareholding of promoter and promoter group)	-	-	-
- Percentage of shares(as a % of the total share capital of the company)	-	-	-
b) Non-encumbered
- Number of Shares	14671715	14671964	14671715
- Percentage of Share (as a % of the total shareholding of promoter and promoter group)	100.00	100.00	100.00
- Percentage of Share (as a % of the total share capital of the company)	68.74	68.75	68.74

B. Investor Complaints	Quarter ended 31.12.2014
Pending at the beginning of the quarter	Nil
Received during the quarter	4
Disposed of during the quarter	4
Remaining unresolved at the end of the quarter	Nil

REPORTING OF SEGMENT WISE REVENUE, RESULTS AND CAPITAL EMPLOYED

(Rs. In Million)

Particulars	Quarter ended		Nine Months ended
	31.12.2014 (Unaudited)	30.09.2014 (Unaudited)	31.12.2014 (Unaudited)
1. Segment Revenue (Net sales/income from operations)
a) Tea	731.381	569.888	1476.491
b) Trading	28.450	31.167	99.085
c) Property	20.455	21.668	59.705
d) Textile	835.874	1100.054	3010.251
e) Engineering (MICCO)	429.739	544.242	1577.229
f) Chemical (Waldies)	124.463	163.228	433.953
Total	2170.362	2430.247	6656.714
Less: Inter segment revenue	2.543	2.543	7.629
Net sales/income from operations	2167.819	2427.704	6649.085
2. Segment result [profit (+) / Loss (-) before tax and interest from each segment
a) Tea	106.134	174.453	293.500
b) Trading	0.302	0.245	1.264
c) Property	14.914	13.617	42.777
d) Textile	(28.954)	(16.603)	(25.132)
e) Engineering (MICCO)	25.503	39.514	105.129
f) Chemical (Waldies)	6.199	5.410	18.474
Total	124.098	216.636	436.012
Less: i) Finance Cost	100.430	96.003	292.771
ii) Other Unallocable Expenditure net off Unallocable income	(1.796)	6.104	11.572
Total profit before tax	25.464	114.529	131.669
3. Capital Employed (segment assets-segment liabilities)
a) Tea	1316.435	1380.997	1316.435
b) Trading	42.690	47.189	42.690
c) Property	(37.612)	(36.360)	(37.612)
d) Textile	2179.847	2119.934	2179.847
e) Engineering (MICCO)	1714.343	1637.647	1714.343
f) Chemical (Waldies)	75.002	89.672	75.002
g) Unallocated	(2992.722)	(2966.560)	(2992.722)
Total Capital Employed	2297.983	2272.519	2297.983

1. Tea Industry being seasonal in character, results of the Company for the part of the year (which includes results of Tea Division) cannot be taken as indicative of results of the full year.

2. In view of note - 1 above, the Taxable profit for the year is unascertainable at present and hence Provision for Taxation - both current and deferred for the current year will be considered at the yearend which has been reported by the Auditors in their Review Report.

3. The above results, as reviewed and recommended by the Audit Committee, was approved by the Board of Directors at their respective meetings held on 13th February, 2015, and the Statutory Auditors has carried out the 'Limited Review' as required under Clause 41 of the Listing Agreement.

4. The company through its wholly owned subsidiary, Gillanders Holdings (Mauritius) Limited, Mauritius has completed the acquisition of the 100 percent stake in Group Development Limited, Malawi along with its subsidiaries.

5. Previous period's / year figures have been rearranged and / or regrouped, wherever necessary.

FIXED ASSETS:

• Freehold Land

• Leasehold Land
• Estate
• Buildings
• Plant and Machinery
• Furniture and Fixtures
• Vehicles
• Office Equipment

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.63.62
UK Pound	1	Rs.98.51
Euro	1	Rs.69.93

INFORMATION DETAILS

Information Gathered by :	MNJ
Analysis Done by :	RSM
Report Prepared by :	JYTK

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	7
PAID-UP CAPITAL	1~10	7
OPERATING SCALE	1~10	6
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	6
--PROFITABILITY	1~10	4
--LIQUIDITY	1~10	5
--LEVERAGE	1~10	5
--RESERVES	1~10	7
--CREDIT LINES	1~10	6
--MARGINS	-5~5	--
DEMERIT POINTS
--BANK CHARGES	YES/NO	YES
--LITIGATION	YES/NO	NO
--OTHER ADVERSE INFORMATION	YES/NO	NO
MERIT POINTS
--SOLE DISTRIBUTORSHIP	YES/NO	NO
--EXPORT ACTIVITIES	YES/NO	NO
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	YES
--OTHER MERIT FACTORS	YES/NO	YES
DEFAULTER
--RBI	YES/NO	NO
--EPF	YES/NO	NO
TOTAL		53

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.