MIRA INFORM REPORT

Report No. :	341394
Report Date :	18.09.2015

IDENTIFICATION DETAILS

Name :	GOLDIAM INTERNATIONAL LIMITED
Registered Office :	Gems and Jewellery Complex, MIDC Seepz, Andheri (East), Mumbai – 400096, Maharashtra
Tel. No.:	91-22-28291893
Country :	India
Financials (as on) :	31.03.2015
Date of Incorporation :	10.10.1986
Com. Reg. No.:	11-041203
Capital Investment / Paid-up Capital :	Rs. 249.460 Million
CIN No.: [Company Identification No.]	L36912MH1986PLC041203
IEC No.:	Not Available
TAN No.: [Tax Deduction & Collection Account No.]	MUMG08508D
PAN No.: [Permanent Account No.]	AAACG2271J
Legal Form :	A Public Limited Liability Company. The Company’s Shares are Listed on the Stock Exchanges.
Line of Business :	Manufacturer of Diamond Studded Gold, Platinum and Silver Jewellery and also Investment Activity.
No. of Employees :	50 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

Ba (50)

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

Maximum Credit Limit :	USD 5100000
Status :	Satisfactory
Payment Behaviour :	Usually correct
Litigation :	Clear
Comments :	Subject was established in the year 1986 and it is a manufacturer of diamond studded gold, platinum and silver jewellery. It is an established company having satisfactory track. For the financial year ended 2015, company has reported slight dip in sales turnover profile but it has maintained profitability margins at 9.38%. Rating also takes into consideration extensive industry experience of promoters in jewellery supported by sound financial risk profile along with adequate networth base and favourable liquidity position of the company. However, rating strength partially offset by company’s working capital intense nature of business operations and risk associated with volatility in the raw material and import pricing. It is also to be noted that diamond industry passing through difficult phrases. Trade relations are reported as fair. Business is active. Payment terms are reported to be usually correct. In view of aforesaid, 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	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

MANAGEMENT NO-COOPERATIVE

CONTACT NO.: 91-22-28291893

LOCATIONS

Registered Office/ Factory 1:	Gems and Jewellery Complex, MIDC Seepz, Andheri (East), Mumbai – 400096, Maharashtra, India
Tel. No.:	91-22-28291893
Fax No.:	91-22-28292885
E-Mail :	goldiam@bom2.vsnl.net.in goldiam@vsnl.com investorrelations@goldiam.com rashesh@goldiam.com kunal@goldiam.com
Website :	www.goldiam.com
Factory 2:	Santacruz Electric Export Processing Zone, Seepz, Andheri (East), Mumbai – 400096, Maharashtra, India
Diamond Procurement Office :	The Capital, Office No.1107, A Wing, 11^th Floor, Plot No.C-70, G-Block, Bandra (East), Mumbai – 400051, Maharashtra, India

DIRECTORS

AS ON 31.03.2015

Name :	Mr. Manhar R. Bhansali
Designation :	Chairman and Managing Director
Date of Birth/Age :	20.09.1941
Qualification :	Under Graduate
Expertise in specific functional area :	Entered in the diamond business more than 4 decades ago. He is having extensive knowledge and experience in Diamond Business and engage in Manufacturing, Trading and Jewellery exports. M. R. Bhansali group is well known group in the Diamond market. He is driving force behind the success of the Company and his contribution to the enhancement of the Indian Gems and Jewellery Industry is unparalleled. Mr. Manhar Bhansali also honored with the prestigious "Pioneer of the year" Award instituted by IDCA (Indian Diamond and Colorstone Association), New York.
Date of Appointment :	10.10.1986
DIN No. :	00058699
Name :	Mr. Rashesh M. Bhansali
Designation :	Vice Chairman and Managing Director
Qualification :	Bachelors degree in Commerce
Expertise in specific functional area :	Wide Knowledge and experience in the field of diamonds and Jewellery
Date of Appointment :	10.10.1986
Name :	Mr. Ajay M. Khatlawalal
Designation :	Independent Director
Date of Birth/Age :	02.05.1954
Qualification :	B.SC., LLB, Solicitor
Expertise in specific functional area :	Wide Knowledge and experience in legal and Company matters.
Date of Appointment :	15.10.1994
DIN No. :	00124042
Name :	Mr. Rajesh G. Kapadia
Designation :	Independent Director
Date of Birth/Age :	02.11.1956
Qualification :	B.com (Hons.) F.C.A. (Fellow Member of Institute of Chartered Accountants of India)
Expertise in specific functional area :	Extensive knowledge and experience in accounts, taxation and company matters.
Date of Appointment :	15.10.1994
DIN No. :	00003272
Name :	Dr. Raghavachari Srinivasan
Designation :	Independent Director
Date of Birth/Age :	30.05.1931
Qualification :	Ph.D., CAIIB, FIB, Doctorate in Banking and Finance
Date of Appointment :	02.05.2002
Expertise in specific functional area :	Wide experience in Banking and Finance
DIN No. :	00003968
Name :	Ami Rashesh Bhansali
Designation :	Director
Address :	5th Floor, A-55, Nishika Tower, Khan Abdul, Gaffar Khan Road, Worli, Mumbai - 400018, Maharashtra, India
Date of Appointment :	13.08.2014

KEY EXECUTIVES

Name :	Darshana Jayantilal Patel
Designation :	Chief Financial Officer
Address :	Flat No-304, 3-Floor, B-Wing, Kurarabad Apartment, Co-operative Housing Society, Kurar Village, Malad (East), Mumbai - 400097, Maharashtra, India
PAN No.:	AZFPP9148J
Date of Appointment :	13.08.2014
Name :	Pankaj Jayantilal Parkhiya
Designation :	Company Secretary and Compliance Officer (w.e.f. August 10, 2015)
PAN No.:	AWDPP8868L
Audit Committee :	Rajesh G. Kapadia Ajay M. Khatlawala Dr. R. Srinivasan Rashesh M. Bhansali
Nomination / Remuneration Committee :	Rajesh G. Kapadia Dr. R. Srinivasan Ajay M. Khatlawala
Corporate Social Responsibility Committee :	Ajay M. Khatlawala Manhar R. Bhansali Rashesh M. Bhansali

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 30.06.2015

Category of Shareholder	Total No. of Shares	Total Shareholding as a % of Total No. of Shares
(A) Shareholding of Promoter and Promoter Group
(1) Indian
Individuals / Hindu Undivided Family	14198100	56.92
Sub Total	14198100	56.92
(2) Foreign
Total shareholding of Promoter and Promoter Group (A)	14198100	56.92
(B) Public Shareholding
(1) Institutions
Mutual Funds / UTI	2000	0.01
Financial Institutions / Banks	400	0.00
Sub Total	2400	0.01
(2) Non-Institutions
Bodies Corporate	539166	2.16
Individuals
Individual shareholders holding nominal share capital up to Rs. 0.100 Million	4023063	16.13
Individual shareholders holding nominal share capital in excess of Rs. 0.100 Million	2654573	10.64
Any Others (Specify)	3528694	14.15
Clearing Members	24713	0.10
Market Maker	19864	0.08
NRIs/Foreign Individuals	800	0.00
Non Resident Indians	413268	1.66
Others	2701000	10.83
Overseas Corporate Bodies	15000	0.06
Hindu Undivided Families	354049	1.42
Sub Total	10745496	43.08
Total Public shareholding (B)	10747896	43.08
Total (A)+(B)	24945996	100.00
(C) Shares held by Custodians and against which Depository Receipts have been issued
(1) Promoter and Promoter Group	0	0.00
(2) Public	0	0.00
Sub Total	0	0.00
Total (A)+(B)+(C)	24945996	100.00

BUSINESS DETAILS

Line of Business :	Manufacturer of Diamond Studded Gold, Platinum and Silver Jewellery and also Investment Activity.
Products / Services :	Diamond Studded Gold, Platinum and Silver Jewellery and also Investment Activity
Brand Names :	Not Divulged
Agencies Held :	Not Divulged
Exports :	Not Divulged
Imports :	Not Divulged
Terms :
Selling :	Cash, L/C and Credit
Purchasing :	Cash, L/C and Credit

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 :

50 (Approximately)

Bankers :

Bank Name	The Hongkong and Shanghai Banking Corporation Limited
Branch	Not Divulged
Person Name (With Designation)	Not Divulged
Contact Number	Not Divulged
Name of Account Holder	Not Divulged
Account Number	Not Divulged
Account Since (Date/Year of Account Opening)	Not Divulged
Average Balance Maintained (If Possible)	Not Divulged
Credit Facilities Enjoyed (If any)	Not Divulged
Account Operation	Not Divulged
Remarks (If any)	Not Divulged

· Yes Bank Limited

· Standard Chartered Bank

· Punjab National Bank

· Citibank N.A.

Facilities :

SECURED LOANS	31.03.2015 (Rs. In Million)	31.03.2014 (Rs. In Million)
SHORT TERM BORROWINGS
Loans repayable on demand - Form Banks
Preshipment Credit in Foreign Currency with CITI Bank N.A.	149.355	125.747
Post Shipment Credit In Foreign Currency With Citi Bank N.A.	68.551	73.482
Preshipment Credit in Foreign Currency with HSBC Bank	42.380	48.951
Post Shipment Credit in Foreign Currency with HSBC Bank Limited	83.364	41.105
Preshipment Credit in Foreign Currency with Kotak Bank	98.140	0.000
Total	441.790	289.285

Note :

Short Term Borrowings

Post Shipment Credit In Foreign Currency With Citi Bank N.A.

(Secured by Pledge on investments in Fixed Maturity Plans (FMP)/ Debt Funds through Citi Bank N.A. and Deemad Promissory Note of Rs. 250.000 Million and Letter of Continuity)

Particulars	Unit
Birla Sun Life Cash Plus - Growth - Regular Plan	352,152.825
Franklin India Corporate Bond Opportunities Fund-Growth	3,735,731.369
Franklin India Short Term Income Plan -Retail Plan-Growth	27,740.995
ICICI Prudential Liquid - Regular Plan - Growth
Franklin India Treasury Management Account Super	237,875.542
Institutional Plan-Growth	2,278.340

Post Shipment Credit in Foreign Currency with HSBC Bank Limited

(Secured by Pledge of Mutual Funds/Bonds through HSBC Bank and Deemad Promissory Note of Rs. 275.000 Million)

Particulars	Unit
Birla Sun Life Savings Fund - Growth - Regular Plan	186266.528
Birla Sun Life Dynamic Bond Fund-Retail-Growth-Regular Plan	2526145.607
ICICI Prudential Flexible Income - Regular Plan – Growth	537293.105

(Secured by Pledge of Debt Funds/Income Funds/FMPs with minimum Valuation of Rs. 277.500 Million or Lien over acceptable equity shares with minimum valuation of Rs. 500.000 Million or Lien over arbitrage fund with minimum valuation of Rs. 277.500 Million or Lien over liquid fund with minimum valuation of Rs.262.500 Million and Deemad Promissory Note of Rs. 250.000 Million.

Particulars	Unit
IDFC Fixed term Plan Sr. 79 Regular Plan-Growth	1810000.000
Franklin India Corporate Bond Opportunities Fund-Growth	3000000.000
Reliance Capital Builder Funds-Series A-Growth Plan	1000000.000
JM Arbitrage Advantage Fund-Bonus Options-Bonus Units	1749436.900
Infosys Ltd.	20000.000
HDFC FMP 1184D January 2015 (1) Series 33-Regular-Growth	1000000.000

Auditors :
Name :	Pulindra Patel and Company Chartered Accountants
Memberships :	---
Collaborators :	---
Subsidiaries :	Diagold Designs Limited Goldiam Jewellery Limited Goldiam USA, Inc.
Associate :	Goldiam HK Limited

CAPITAL STRUCTURE

AS ON 31.03.2015

Authorised Capital :

No. of Shares	Type	Value	Amount
31000000	Equity Shares	Rs.10/- each	Rs.310.000 Million

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
24945996	Equity Shares	Rs.10/- each	Rs.249.460 Million

NOTE

Reconciliation of the number of shares and amount outstanding at the beginning and at the end of the reporting period:

Details to be given for each class of shares separately for Issued, Subscribed and fully paid up and Subscribed but not fully paid up, as applicable.

PARTICULARS	Opening Balance	Closing Balance
Equity shares with voting rights :
At the beginning of the year
– Number of shares	24945996	24945996
– Amount (Rs.) in Million	249.460	249.460
Add : Addition during the year :
– Number of shares	--	--
– Amount (Rs.) in Million	--	--
Less : Deduction During the year :
– Number of shares	--	--
– Amount (Rs.) in Million	--	--
Year ended 31 March, 2014 :
– Number of shares	24945996	24945996
– Amount (Rs.) in Million	249.460	249.460
Year ended 31 March, 2013
– Number of shares	24945996	24945996
– Amount (Rs.) in Million	249.460	249.460

Details of shares held by each shareholder holding more than 5% shares:

Class of shares / Name of shareholder	As at 31 March, 2014
	Number of shares held	% holding in that class of shares
Equity shares with voting rights
Manhar Bhansali	7103428	28.48%
Rashesh Bhansali	6000000	24.05%
Diajewel N.V.	2700000	10.82%
Equity shares with differential voting rights	--	--

Aggregate number and class of shares allotted as fully paid up pursuant to contract(s) without payment being received in cash, bonus shares and shares bought back for the period of 5 years immediately preceding the Balance Sheet date:

The company has bought back 2086804 equity shares with voting rights in the financial year 2009-2010.

FINANCIAL DATA

[all figures are in Rupees Million]

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	249.460	249.460	249.460
(b) Reserves & Surplus	1548.898	1481.441	1416.501
(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)	1798.358	1730.901	1665.961
(3) Non-Current Liabilities
(a) long-term borrowings	0.000	0.000	0.000
(b) Deferred tax liabilities (Net)	11.022	9.655	9.517
(c) Other long term liabilities	0.000	0.000	0.000
(d) long-term provisions	0.000	0.000	0.000
Total Non-current Liabilities (3)	11.022	9.655	9.517
(4) Current Liabilities
(a) Short term borrowings	441.790	289.285	529.487
(b) Trade payables	278.745	325.546	237.856
(c) Other current liabilities	18.971	28.783	26.787
(d) Short-term provisions	50.138	45.587	26.548
Total Current Liabilities (4)	789.644	689.201	820.678
TOTAL	2599.024	2429.757	2496.156
II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	159.784	193.567	195.499
(ii) Intangible Assets	5.477	0.000	0.000
(iii) Capital work-in-progress	15.011	3.301	1.486
(iv) Intangible assets under development	0.000	0.000	0.000
(b) Non-current Investments	346.204	250.298	275.310
(c) Deferred tax assets (net)	0.000	0.000	0.000
(d) Long-term Loan and Advances	2.051	2.281	2.281
(e) Other Non-current assets	0.000	0.000	0.000
Total Non-Current Assets	528.527	449.447	474.576
(2) Current assets
(a) Current investments	719.731	733.482	803.251
(b) Inventories	369.668	357.822	336.498
(c) Trade receivables	809.553	773.598	697.601
(d) Cash and cash equivalents	49.985	23.275	127.012
(e) Short-term loans and advances	121.560	92.133	57.218
(f) Other current assets	0.000	0.000	0.000
Total Current Assets	2070.497	1980.310	2021.580
TOTAL	2599.024	2429.757	2496.156

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2015	31.03.2014	31.03.2013
	SALES
		Income	1189.427	1252.705	974.577
		Other Income	78.625	63.807	45.135
		TOTAL	1268.052	1316.512	1019.712
Less	EXPENSES
		Cost of Materials Consumed	914.145	948.118	719.180
		Purchases of Stock-in-Trade	45.669	69.012	58.937
		Changes in inventories of finished goods, work-in-progress and Stock-in-Trade	(1.009)	19.013	0.571
		Employees benefits expense	18.181	19.324	15.648
		Other expenses	125.896	103.896	94.762
		Extraordinary items	(7.570)	0.000	0.000
		Exceptional Items	0.000	0.000	(18.033)
		TOTAL	1095.312	1159.363	871.065
	PROFIT/ (LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION		172.740	157.149	148.647
Less	FINANCIAL EXPENSES		6.215	8.205	7.097
	PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION		166.525	148.944	141.550
Less/ Add	DEPRECIATION/ AMORTISATION		23.542	17.114	13.798
	PROFIT/ (LOSS) BEFORE TAX		142.983	131.830	127.752
Less	TAX		31.442	31.867	42.837
	PROFIT/ (LOSS) AFTER TAX		111.541	99.963	84.915
	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		907.065	844.625	808.296
	APPROPRIATIONS
		Transferred to General Reserve	0.000	2.500	5.000
		Interim Dividend	0.000	0.000	24.946
		Proposed Dividend	37.419	29.935	12.473
		Tax on Interim Dividend	0.000	0.000	4.047
		Tax on Proposed Dividend	6.666	5.087	2.120
	BALANCE CARRIED TO THE B/S		974.521	907.065	844.625
	EARNINGS IN FOREIGN CURRENCY
		F.O.B. Value of Exports	1185.664	1176.580	922.777
	TOTAL EARNINGS		1185.664	1176.580	922.777
	IMPORTS
		Raw Materials	354.467	352.635	364.249
		Components and Stores parts	1.210	1.464	1.073
		Capital Goods	0.000	0.056	1.742
	TOTAL IMPORTS		355.677	354.155	367.064
	Earnings / (Loss) Per Share (Rs.)		4.47	4.01	3.40

CURRENT MATURITIES OF LONG TERM DEBT DETAILS

Particulars	31.03.2015	31.03.2014	31.03.2013
Current Maturities of Long term debt	NA	NA	NA
Cash generated from operations	(13.638)	78.212	(68.218)
Net Cash from Operating Activities	(49.543)	45.826	(86.469)

QUARTERLY / SUMMARISED RESULTS

PARTICULARS	30.06.2015 (Unaudited)
	1ST Quarter
Net Sales	316.230
Total Expenditure	292.830
PBIDT (Excl OI)	23.400
Other Income	34.090
Operating Profit	57.490
Interest	1.720
Exceptional Items	0.000
PBDT	55.770
Depreciation	4.260
Profit Before Tax	51.510
Tax	19.320
Provisions and contingencies	0.000
Profit After Tax	32.190
Extraordinary Items	0.000
Prior Period Expenses	0.000
Other Adjustments	0.000
Net Profit	32.190

KEY RATIOS

PARTICULARS		31.03.2015	31.03.2014	31.03.2013
Net Profit Margin (PAT / Sales)	(%)	9.38	7.98	8.71
Operating Profit Margin (PBIDT/Sales)	(%)	14.52	12.54	15.25
Return on Total Assets (PBT/Total Assets}	(%)	6.39	6.06	5.76
Return on Investment (ROI) (PBT/Networth)		0.08	0.08	0.08
Debt Equity Ratio (Total Debt /Networth)		0.25	0.17	0.32
Current Ratio (Current Asset/Current Liability)		2.62	2.87	2.46

STOCK PRICES

Face Value	Rs.10.00/-
Market Value	Rs.41.60/-

FINANCIAL ANALYSIS

[all figures are in Rupees Million]

DEBT EQUITY RATIO

Particular	31.03.2013	31.03.2014	31.03.2015
	(Rs. In Million)	(Rs. In Million)	(Rs. In Million)
Share Capital	249.460	249.460	249.460
Reserves & Surplus	1416.501	1481.441	1548.898
Share Application money pending allotment	0.000	0.000	0.000
Net worth	1665.961	1730.901	1798.358
long-term borrowings	0.000	0.000	0.000
Short term borrowings	529.487	289.285	441.790
Total borrowings	529.487	289.285	441.790
Debt/Equity ratio	0.318	0.167	0.246

YEAR-ON-YEAR GROWTH

Year on Year Growth	31.03.2013	31.03.2014	31.03.2015
	(Rs. In Million)	(Rs. In Million)	(Rs. In Million)
Sales	974.577	1252.705	1189.427
		28.538	(5.051)

NET PROFIT MARGIN

Net Profit Margin	31.03.2013	31.03.2014	31.03.2015
	(Rs. In Million)	(Rs. In Million)	(Rs. In Million)
Sales	974.577	1252.705	1189.427
Profit	84.915	99.963	111.541
	8.71%	7.98%	9.38%

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

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 and 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.

INDEX OF CHARGES

S.NO.	CHARGE ID	DATE OF CHARGE CREATION/MODIFICATION	CHARGE AMOUNT SECURED	CHARGE HOLDER	ADDRESS	SERVICE REQUEST NUMBER (SRN)
1	10541968	20/11/2014	250,000,000.00	CITI BANK N.A.	FIRST INTERNATIONAL FINANCIALS CENTRE (FIFC),, PLOT NO. C- 54 & 55, G- BLOCK, BKC, BANDRA (E), MUMBAI, MAHARASHTRA - 400051, INDIA	C39916648

CONTINGENT LIABILITIES (AS ON 31.03.2015)

a) The Company has outstanding performance guarantee of Rs.159.150 Million as on the Balance Sheet date, executed in favour of Deputy Commissioner of Customs (Previous Year Rs.159.150 Million).

b) The Municipal Corporation of Greater Mumbai has preferred an appeal in the High Court of Judicature at Bombay against the order of Small Causes Court rejecting the claim of Municipal Corporation of Greater Mumbai for an amount of Rs.13.697 Million (Previous year Rs.13.697 Million) on account of property tax.

c) The Company has executed Bank Guarantee of Rs. 355.000 Million (Previous year Rs.325.000 Million) favouring. The Hongkong and Shanghai Banking Corporation Limited Mumbai for its wholly owned subsidiary, Goldiam Jewellery Limited, Mumbai.

OPERATION, STATE OF AFFAIRS AND INTERNAL CONTROL

The Company has achieved a turnover on standalone basis of Rs.1189.427 Million during the FY 2014-2015 as compared to Rs.1252.705 Million during the previous year. The standalone profit after tax of the Company increased by 11.58% from Rs.99.963 Million to Rs.111.541 Million in the current year.

The Company has in place an established internal control system designed to ensure proper recording of financial and operational information and compliance with various internal controls and other regulatory and statutory compliances.

There is no change in the nature of the business of the Company. There were no companies which became or ceased to be the Subsidiaries, joint ventures or associate companies during the year. There were no significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and company’s operations in future. There were no material changes and commitment affecting the financial position between March 31, 2015 and date of this Report of Directors.

MANAGEMENT DISCUSSION AND ANALYSIS

INDUSTRY STRUCTURE AND DEVELOPMENTS

The Gems and Jewellery sector in India plays a significant role in the Indian economy. It is one of the oldest industries in the world and has gone through a transition in the last decade and also a leading foreign exchange earner and also one of the fastest growing industries in the country, contributing around 6-7 per cent of the country’s GDP. It is extremely export oriented and labour intensive. The government of India has declared the sector as a focus area for export promotion based on its potential for growth and value addition. The government has recently undertaken various measures to promote investments and to upgrade technology and skills to promote brand India in the international market.

The major two segments of the sector in India are gold jewellery and diamond and this sector is further engaged in sourcing, manufacturing, and processing, which involves cutting, polishing and selling precious gemstone and metals such as diamonds, other precious stones, gold, silver and platinum.

According to the Gem and Jewellery Export Promotion Council (GJEPC), FY 2014-2015 the gems and jewellery sector contributed of US$ 39898.81 million (Rs.2438858.100 Million) to India’s coffers in terms of foreign exchange earnings as compared to US$ 40147.50 million (Rs.2428370.700 Million) for the period April 2013-March 2014 showing a decline of 0.62% in dollar terms and growth of 0.43% in rupees term. In the year 2014-15, the gem and jewellery industry successfully battled several economic issues. The overall gross imports of Gems and Jewellery at US$ 31470.78 million are showing a growth of 1.29 per cent as compared to US$ 31071.18 million for the same period previous year.

This import is reflected through a positive impact on the exports of both plain and studded gold and silver jewellery, propelling growth for Indian design and manufacturing sector. Provisional gross export of gold jewellery for the period April 14 – March 15 at US$ 9852.18 million shows growth of 17.77 per cent (over the comparative figure of US$ 8365.68 million for April 13 – March 14. Provisional gross export of Silver Jewellery for the period April 14 – March 15 at US$ 2054.52 million shows growth of 39.29 per cent over the comparative figure of US$ 1475.02 million for April 13 – March 14. This growth stands testimony to the design and manufacturing excellence of the Indian gems and jewellery sector and a true reflection of PM Modi’s ‘Made in India’ vision.

OUTLOOK

The outlook for the Gems and Jewellery Industry looks positive. The outlook for the Company remains largely similar to FY 2013-14 as they not anticipate any large changes to their demand environment. They are focusing on refining their offerings every year and on making the requisite investments that will enable us to continue their growth journey.

FINANCIAL PERFORMANCE:

The resurgence of the global economies and the persistent efforts of the Company to sustain its trade relations besides expanding its base to other markets have helped the Company to show a considerable improvement in its performance during the year as compared to the previous year. The profit of the Company has increased from Rs.99.963 Million to Rs.111.541 Million.

The consolidated turnover of the Company, its Subsidiaries and Joint Ventures has increased from Rs.3138.396 Million in the previous year to Rs.3215.553 Million during the year recording a growth of 2.46%. The consolidated net profit after tax and minority interest and profit and loss on disposal of retail office has increased from Rs.170.704 Million in the previous year to Rs.212.505 Million in the year registering increase growth of 24.49%.

UNAUDITED FINANCIAL RESULTS FOR THE QUARTER ENDED 30.06.2015

(RS. IN MILLION)

		Particulars	Quarter Ended
			30.06.2015 (Unaudited)
1	Income from Operations
	a) Net Sales/Income from Operations (net of excise duty)		316.230
	b) Other Operating Income		0.000
	Total Income from Operations (Net)		316.230
2	Expenses
	a)	Cost of Materials consumed	250.966
	b)	Purchase of stock in-trade	21.663
	c)	Changes in inventories of finished goods, work-in-progress and stock-in-trade	(14.346)
	d)	Employee benefit expenses	4.642
4	e)	Depreciation and amortization expense	4.258
	f)	Other expenses	29.908
	Total Expenses		297.090
3		Profit /(Loss) from operations before other income, finance costs and exceptional items (1-2)	19.140
4	Other Income		34.091
5		Profit /(Loss) from ordinary activities before finance costs and exceptional items (3+4)	53.231
6	Finance Costs		1.722
7		Profit /(Loss) from ordinary activities after finance costs but before exceptional items (5-6)	51.509
8	Exceptional Items		--
9	Profit /(Loss) from ordinary activities before tax		51.509
10	Tax Expense		19.324
11	Net Profit /(Loss) from ordinary activities after tax (9-10)		32.185
12	Extraordinary items (net of tax expense)		--
13	Net Profit /(Loss) for the period (11-12)		32.185
14	Paid up equity share capital (Eq. shares of Rs.10/- each)		249.460
15	Reserve excluding revaluation reserves		--
16		Earnings per share (before/after extraordinary items) of Rs.10/- each
		Basic	1.29
		Diluted	1.29
A		PARTICULARS OF SHAREHOLDING
1		Public Shareholding
		- No. of Shares	10747896
		- Percentage of Shareholding	43.08
2		Promoters and promoter group shareholding
		a) Pledged/Encumbered
		- Number of shares	--
		- Percentage of shares ( as a % of the total shareholding of the promoter and promoter group)	--
		- Percentage of shares (as a % of the total share capital of the Company)	--
		b) Non- encumbered
		- Number of shares	14198100
		- Percentage of shares ( as a % of the total shareholding of the promoter and promoter group)	100.00
		- Percentage of shares (as a % of the total share capital of the Company)	56.92

	Particulars		Quarter ended 30.06.2015
B		Investor Complaints
		Pending at the beginning of the quarter	Nil
		Received during the quarter	5
		Disposed during the quarter	5
		Remaining unresolved at the end of the quarter	Nil

SEGMENTWISE REVENUE, RESULTS AND CAPITAL EMPLOYED FOR THE THIRD QUARTER ENDED

30.06.2015

	PARTICULARS	Quarter Ended
		30.06.2015 (Unaudited)
	Primary Segment
	Segment Revenue (Sales and Other Operating Income)
a)	Jewellery	321.533
b)	Investment	24.729
	Net Sales / Income and interdivisional transfers	346.261
	Less: Inter-segment transfers	--
	Net Sales / Income from operation	346.261
	Segment Results:
	[Profit/ (Loss) before tax and interest from each segment]
a)	Jewellery	31.827
b)	Investment	24.251
	TOTAL	56.078
	Less: Financial Cost	1.722
	Other unallocable expenditure, net of unallocable income	2.848
	Total Profit/ Loss –before tax	51.509
	Capital Employed:
a)	Jewellery	740.881
b)	Investment	1084.890
c)	Unallocated assets / Liabilities	4.773
	TOTAL	1830.544

	PARTICULARS	Quarter Ended
		30.06.2015 (Unaudited)
	Secondary segment
	Segment Revenue
a)	Within India	1.830
b)	Exports outside India	29.997
	Total Revenue	31.827
	Segment Assets
a)	Within India	26.821
b)	Exports outside India	1385.688
	Total Assets	1412.509
	Segment Liabilities
a)	Within India	0.000
b)	Exports outside India	671.628
	TOTAL	671.628

NOTE:

1. The above Unaudited results for the quarter ended 30 June, 2015 have been subjected to "Limited Review" by the Statutory Auditors of the Company and have been reviewed by the Audit Committee and were taken on record by the Board of Directors of the Company at its meeting held on 10th August, 2015.

2. Consolidated financial statements of the Company, its subsidiaries and Joint ventures have been prepared in accordance with Accounting Standards on Consolidated Financial Statements (AS 21) and Financial Reporting of Interests in Joint venture (AS-27) issued by The Institute of Chartered Accountants of India.

3. Tax Expenses includes Current Tax and Deferred Tax for the quarter and period ended on 30th June, 2015.

4. The figures of previous periods are regrouped / rearranged wherever considered necessary to correspond with current period presentation.

5. The figures in Millions are rounded off to two decimals.

FIXED ASSETS

Tangible Assets

· Factory Building

· Office Premises

· Furniture and Fixture

· Office Equipment

· Plant and Machinery

· Computers

· Vehicles

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 records 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.66.50
UK Pound	1	Rs.101.99
Euro	1	Rs.75.03

INFORMATION DETAILS

Analysis Done by :	KAR
Report Prepared by :	SNT

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	6
PAID-UP CAPITAL	1~10	5
OPERATING SCALE	1~10	6
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	5
--PROFITABILITY	1~10	6
--LIQUIDITY	1~10	5
--LEVERAGE	1~10	5
--RESERVES	1~10	6
--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		50

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.