MIRA INFORM REPORT

Report No. :	352228
Report Date :	28.11.2015

IDENTIFICATION DETAILS

Name :	GITANJALI LIFESTYLE LIMITED

Formerly Known As :	GITANJALI LIFESTYLES LIMITED

Registered Office :	Office No.6, B Wing, 1^st Floor, Laxmi Towers, Bandra Kurla Complex, Bandra (East), Mumbai – 400 051, Maharashtra
Tel. No.:	91-22-40102121 / 42769100

Country :	India

Financials (as on) :	31.03.2014

Date of Incorporation :	04.05.2007

Com. Reg. No.:	11-170596

Capital Investment / Paid-up Capital :	Rs.250.000 Million

CIN No.: [Company Identification No.]	U36911MH2007PLC170596

IEC No.:	Not Available (As claimed by company management that company does not export and import)

TAN No.: [Tax Deduction & Collection Account No.]	MUMG12412B

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

Legal Form :	A Closely Held Public Limited Liability Company

Line of Business :	Subject is engaged in the business of trading in luxury and lifestyle products including diamond studded watches, Gold and Diamond studded Jewellery, Silverware etc.

No. of Employees :	Information declined by the management

RATING & COMMENTS

MIRA’s Rating :

Ca (18)

RATING		STATUS	PROPOSED CREDIT LINE
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

Status :	Moderate

Payment Behaviour :	Slow

Litigation :	Exist

Comments :	Subject is subsidiary of “Gitanjali Gems Limited” and it is having moderate track record. The rating is constrained on company’s weak financial risk profile marked by continuous losses from its operating activities. Rating is further constrained on company’s accumulated loss which has fully eroded the net worth of the company during the year under review. This rating weakness is partially offset by the company presence in Gitanjali group and significant improvement in sales turnover of the company during FY14. However, business is active. Payment terms payment terms are reported to slow. In view of the aforesaid, the company can be considered for the business dealings with safe and secure 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

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	Not Available
Rating	Not Available
Rating Explanation	Not Available
Date	Not Available

RBI DEFAULTERS’ LIST STATUS

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

EPF (Employee Provident Fund) DEFAULTERS’ LIST STATUS

Subject’s name is not enlisted as a defaulter in the publicly available EPF (Employee Provident Fund) Defaulters’ list as of 31-03-2015.

INFORMATION DENIED BY

Name :	Mr. Judhakar Singh
Designation :	GM in Finance and Account
Contact No.:	91-22-40102121 / 42769100
Date :	27.11.2015

LOCATIONS

Registered Office :	Office No.6, B Wing, 1^st Floor, Laxmi Towers, Bandra Kurla Complex, Bandra (East), Mumbai – 400 051, Maharashtra
Tel. No.:	91-22-40102121 / 42769100
Fax No.:	91-22-40102123
E-Mail :	pankhuri@gitanjaligroup.com info@gitanjaligroup.com watches@gitanjaligroup.com saurabhd@gitanjaligroup.com
Website :	www.gitanjaligroup.com

Head Office :	B-10, 2^nd Floor, Laxmi Towers, Bandra East, Mumbai – 400051, Maharashtra, India
Tel No.:	91-22-40102120 / 21 / 24 / 75 / 76

DIRECTORS

As on 27.09.2014

Name :	Mr. Dhanesh Vrajlal Sheth
Designation :	Director
Address :	5 Ganpat Bhuvan 1st Floor, Morvi Lane Chowpatty, Mumbai - 400007, Maharashtra, India
Date of Birth/Age :	11.07.1957
Date of Appointment :	05.01.2011
DIN No.:	00120257

Name :	Ms. Sangini S Mehta
Designation :	Director
Address :	38, Purab Apartments, 42 Ridge Road, Walkeshwar, Mumbai – 400006, Maharashtra, India
Date of Birth/Age :	24.12.1985
Date of Appointment :	16.07.2013
DIN No.:	03530364

KEY EXECUTIVES

Name :	Mr. Judhakar Singh
Designation :	GM in Finance and Account

Name :	Mrs. Nidhi Deepak Shah
Designation :	Secretary
Address :	242/6269 Rajanigandha, Naidu Colony, Ghatkopar (East), Mumbai – 400075, Maharashtra, India
Date of Appointment :	01.08.2011
Pan No :	BIOPS1399R

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 27.09.2014

Names of Shareholders		No. of Shares
Gitanjali Gems Limited		24999994
Choksi C. Mehul		01
Nishit Deniesh Mehta		01
Dinesh Varajlal Sheth		1
Mehta A. Sudhir		1
Amrish S. Masalia		1
Nair Aniyath Shivraman		1
Total		25000000

Equity Share Break up (Percentage of Total Equity)

As on 27.09.2014

Category	Percentage
Bodies corporate	100.00
Total	100.00

BUSINESS DETAILS

Line of Business :

Subject is engaged in the business of trading in luxury and lifestyle products including diamond studded watches, Gold and Diamond studded Jewellery, Silverware etc.

Products :

Item Code No.	Product Description
71131910	Gold and Diamond Studded Jewellery

Brand Names :

Not Divulged

Agencies Held :

Not Divulged

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 :

Information declined by the management

Bankers :

Bank Name	Standard Chartered Bank
Branch	23 Narain Manzil, Barakhamba Road, New Delhi – 110001, 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

Auditors :
Name :	Ford Rhodes, Parks and Company Chartered Accountants
Address :	Sai Commercial Building, 312/313, 3^rd Floor, Bks Devshi Marg, Govandi (East), Mumbai – 400088, Maharashtra, India
PAN N Income-tax PAN of auditor or auditor's firm :	AAAFF1843L

Memberships :	Not Available

Collaborators :	Not Available

Subsidiaries :	Maya Retail Limited U99999MH2001PLC231441 Mobile NXT Teleservices Private Limited U64202KA2006PTC038459 Gitanjali Capital Private Limited U65191MH2008PTC182145

Enterprise under control of relative of Key Management Personnel	Gitanjali Brands Limited Gitanjali Exports Corporation Limited Gitanjali Limited Gitanjali Infratech Limited Hyderabad Gems SEZ Limited N and J Finstocks Private Limited Gili India Limited D?Damas Jewellery (I) Private Limited

Enterprise under common control of holding company	Spectrum Jewellery Limited Asmi Jewellery India Limited Nashik Multi Services SEZ Limited Gitanjali Jewellery Retail Limited Decent Securities and Finance Private Limited Decent Investments and Finance Private Limited Eureka Finstock Private Limited MMTC Gitanjali Limited Gitanjali Realtors Private Limited Coronet Gems Private Limited Rohan Merchantile Private Limited Evergold Jewels Private Limited Lustre Industries Private Limited Sanrishadel Mercantile Private Limited Gitanjali Impex Private Limited Priyanka Gems Private Limited

Enterprise under common control of Key Management Personnel	Audarya Investments Private Limited Mozart Private Limited Rohan Diamonds Private Limited Ivida Technologies Private Limited Gitanjali Gold and Precious Limited Naviraj Estates Private Limited Touchstone Partha Gems LLP The Next Diamond Company Midas Creations

CAPITAL STRUCTURE

As on 27.09.2014

Authorised Capital :

No. of Shares	Type	Value	Amount

36010000	Equity Shares	Rs.10/- each	Rs.360.000 Million

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount

25000000	Equity Shares	Rs.10/- each	Rs.250.000 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	250.000	250.000	250.000
(b) Reserves & Surplus	(288.570)	(58.968)	(101.571)
(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)	(38.570)	191.032	148.429

(3) Non-Current Liabilities
(a) long-term borrowings	750.000	750.000	104.117
(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	5.068	4.461	4.097
Total Non-current Liabilities (3)	755.068	754.461	108.214

(4) Current Liabilities
(a) Short term borrowings	0.000	0.000	0.000
(b) Trade payables	2255.999	1429.034	3350.805
(c) Other current liabilities	227.530	274.678	303.405
(d) Short-term provisions	0.173	0.124	0.165
Total Current Liabilities (4)	2483.702	1703.836	3654.375

TOTAL	3200.200	2649.329	3911.018

II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	66.975	84.720	83.757
(ii) Intangible Assets	0.930	1.552	2.311
(iii) Capital work-in-progress	0.000	0.000	0.000
(iv) Intangible assets under development	0.000	0.000	0.000
(b) Non-current Investments	339.747	346.494	309.992
(c) Deferred tax assets (net)	4.368	4.368	4.368
(d) Long-term Loan and Advances	55.786	59.130	323.547
(e) Other Non-current assets	0.000	0.000	0.000
Total Non-Current Assets	467.806	496.264	723.975

(2) Current assets
(a) Current investments	0.000	0.000	0.000
(b) Inventories	1637.162	1814.121	2483.120
(c) Trade receivables	1050.509	283.691	627.107
(d) Cash and cash equivalents	9.225	28.318	53.406
(e) Short-term loans and advances	28.750	26.935	23.410
(f) Other current assets	6.748	0.000	0.000
Total Current Assets	2732.394	2153.065	3187.043

TOTAL	3200.200	2649.329	3911.018

PROFIT & LOSS ACCOUNT

	PARTICULARS	31.03.2014	31.03.2013	31.03.2012
	SALES
	Income	3368.980	3056.400	5189.771
	Other Income	3.298	3.061	23.443
	TOTAL (A)	3372.278	3059.461	5213.214

Less	EXPENSES
	Cost of Materials Consumed	0.000	0.000	0.000
	Purchases of Stock-in-Trade	2954.131	1850.591	5790.084
	Changes in inventories of finished goods, work-in-progress and Stock-in-Trade	176.959	667.955	(1035.974)
	Employees benefits expense	118.710	138.665	111.305
	Exceptional items	6.836	0.000	0.000
	Other expenses	322.394	312.637	282.742
	TOTAL (B)	3579.030	2969.848	5148.157

Less	PROFIT/ (LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (C)	(206.752)	89.613	65.057

Less	FINANCIAL EXPENSES (D)	3.898	25.272	14.798

	PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)	(210.650)	64.341	50.259

Less/ Add	DEPRECIATION/ AMORTISATION (F)	18.951	21.738	20.784

	PROFIT/ (LOSS) BEFORE TAX (E-F) (G)	(229.601)	42.603	29.475

Less	TAX (H)	0.000	0.000	0.000

	PROFIT/ (LOSS) AFTER TAX (G-H) (I)	(229.601)	42.603	29.475

	Earnings / (Loss) Per Share (Rs.)	(9.18)	1.7	1.18

CURRENT MATURITIES OF LONG TERM DEBT DETAILS

Particulars	31.03.2014	31.03.2013	31.03.2012
Current Maturities of Long term debt	NA	NA	NA
Cash generated from operations	NA	NA	NA
Net cash flows from (used in) operations	()17.275	(610.064)	105.774
Net cash flow from operating activity	(17.343)	(610.064)	105.691

KEY RATIOS

PARTICULARS		31.03.2014	31.03.2013	31.03.2012
Net Profit Margin (PAT / Sales)	(%)	(6.82)	1.39	0.57

Operating Profit Margin (PBIDT/Sales)	(%)	(6.14)	2.93	1.25

Return on Total Assets (PBT/Total Assets}	(%)	(8.04)	1.85	0.82

Return on Investment (ROI) (PBT/Networth)		5.95	0.22	0.20

Debt Equity Ratio (Total Debt /Networth)		(19.45)	3.93	0.70

Current Ratio (Current Asset/Current Liability)		1.10	1.26	0.87

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	250.000	250.000	250.000
Reserves & Surplus	(101.571)	(58.968)	(288.570)
Net worth	148.429	191.032	(38.570)

long-term borrowings	104.117	750.000	750.000
Short term borrowings	0.000	0.000	0.000
Total borrowings	104.117	750.000	750.000
Debt/Equity ratio	0.701	3.926	(19.445)

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	5189.771	3056.400	3368.980
		(41.107)	10.227

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	5189.771	3056.400	3368.980
Profit	29.475	42.603	(229.601)
	0.57%	1.39%	(6.82%)

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	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	No
32	Litigations that the firm/promoter involved in	Yes
33	Market information	--
34	Payments terms	No
35	Negative Reporting by Auditors in the Annual Report	No

NOTE: Registered office of the company has been shifted from Offce No. 10, B Wing, 2^nd Floor, Laxmi Towers, Plot NOC/25, G Block, Bandra Kurla Complex, Bandra (East), Mumbai – 400051, Maharashtra, India to the present address w.e.f. 06.05.2010

LITIGATION DETAILS

LITIGATION DETAILS
Bench:- Bombay
Presentation Date : - 19.03.2015
Lodging No:-	CPL/253/2015	Failing Date:-	19.03.2015		Reg. No.:-	CP/946/2015	Reg. Date:-	06.08.2015

Petitioner:-	RADIANT ENTERPRISE PRIVATE LIMITED		Respondent:-		GITANJALI LIFESTYLES LIMITED
Petn.Adv:-	AUGUSTUS LAW CHAMBERS (I13432)			Resp.Adv.:	BHARUCHA AND PARTNERS (190)
District:-	MUMBAI

Bench:-	SINGLE			Category:	COMPANY PETITION U/SEC 433,434,439 COMPANIES ACT
Status:-	Pre-Admission		Stage:-		FRO ADMISSION (ORIGINAL SIDE MATTERS)
Next Date:-	01.04.2016
Coram:-	PROVISIONAL BOARDS
Act:-	Companies Act and Rules 1956			Under Section :	433, 434

UNSECURED LOAN

Unsecured Loan	31.03.2014 (Rs. in Million)	31.03.2013 (Rs. in Million)
Long-term Borrowings
Loans and Advances from others	750.000	750.000

Total	750.000	750.000

INDEX OF CHARGES

S.No.	Charge ID	Date of Charge Creation/Modification	Charge amount secured	Charge Holder	Address	Service Request Number (SRN)
1	10392815	12/11/2012	750,000,000.00	Standard Chartered Bank	23, NARAIN MANZIL, BARAKHAMBA ROAD,, NEWDELHI, Del hi - 110001, INDIA	B64451321

CONTINGENT LIABILITIES:

(Rs. in million)

PARTICULARS	31.03.2014	31.03.2013
Claims against company not acknowledged as debt	8.755	0.000
Guarantees	1.280	1.280

FIXED ASSETS

Plant and equipment
Furniture and fixtures
Vehicles
Motor vehicles
Office equipment
Computer equipments

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.66.55
UK Pound	1	Rs.100.64
Euro	1	Rs.70.69

INFORMATION DETAILS

Information Gathered by :	SVA

Analysis Done by :	KAS

Report Prepared by :	SUJ

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	3
PAID-UP CAPITAL	1~10	2
OPERATING SCALE	1~10	3
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	3
--PROFITABILITY	1~10	-
--LIQUIDITY	1~10	2
--LEVERAGE	1~10	3
--RESERVES	1~10	-
--CREDIT LINES	1~10	2
--MARGINS	-5~5	--
DEMERIT POINTS
--BANK CHARGES	YES/NO	YES
--LITIGATION	YES/NO	YES
--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		18

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

INDEX OF CHARGES

Unit