MIRA INFORM REPORT

Report No. :	341418
Report Date :	19.09.2015

IDENTIFICATION DETAILS

Name :	VVF (INDIA) LIMITED (w.e.f. 19.05.2011)
Formerly Known As :	VVF (INDIA) PRIVATE LIMITED
Registered Office :	109, Opposite Sion Fort Garden, Sion (East), Mumbai – 400022, Maharashtra
Tel. No.:	91-22-40282000/2250
Country :	India
Financials (as on) :	31.03.2014
Date of Incorporation :	22.11.2010
Com. Reg. No.:	11-210239
Capital Investment / Paid-up Capital :	Rs.151.170 Million
CIN No.: [Company Identification No.]	U24296MH2010PLC210239
IEC No.:	Not Available
TAN No.: [Tax Deduction & Collection Account No.]	Not Available
PAN No.: [Permanent Account No.]	Not Available
Legal Form :	A Closely Held Public Limited Liability Company
Line of Business :	Subject engaged in the business of manufacturing and sale of personal care products and Oleo chemicals
No. of Employees :	Information denied by management

RATING & COMMENTS

MIRA’s Rating :

Ca (22)

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 and delayed
Litigation :	Clear
Comments :	VVF Group was promoted by Mr. Godrej Pallonji which commenced operations in 1939 under the name of The Vegetable Vitamin Foods Company Private Limited. In 2011-2012, the oleo chemicals, domestic contract manufacturing, and branded manufacturing business of VVF Limited (erstwhile known as The Vegetable Vitamin Foods Company Private Limited) were transferred to a new company, VVF India Limited. For the financial year ended 2014, VVF India has reported growth of 19.95% on total revenue of Rs. 21460.310 Million against revenue of Rs. 17899.140 Million and company has achieved profit of Rs. 394.02 Million against the previous year loss of Rs. (1066.670) Million. However, the company’s performance remains under pressure due to a slump in its oleo chemicals business. The continued subdued performance has resulted in a strain in its cash flows. Rating further constrained on account delay by VVFL in servicing its term debt and risk related to the highly competitive oleo chemical business. Payments are reported to be slow and delayed In view of aforesaid, the company can be considered for business dealings on safe and secured 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	CRISIL
Rating	Long Term Rating = D
Rating Explanation	Lowest-credit quality and very low prospects of recovery
Date	24.08.2015

Rating Agency Name	CRISIL
Rating	Short Term Rating = D
Rating Explanation	Instruments with this rating are in default or expected to be in default on maturity
Date	24.08.2015

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 31-03-2015.

INFORMATION DENIED BY

Name :	Mr. Ramesh Doraiswami
Designation :	Chief Executive Officer
Contact No.:	91-22-40282000
Date :	16.09.2015

LOCATIONS

Registered Office :	109, Opposite Sion Fort Garden, Sion (East), Mumbai – 400022, Maharashtra, India
Tel. No.:	91-22-40282000/2250
Fax No.:	91-22-24086698
E-Mail :	mohan.sonar@vvfltd.com
Factory:	Taloja, Plot No. V-41, Taloja, Area Taluka Panvel, District Raigad, Maharashtra, India

DIRECTORS

As on 30.09.2014

Name :

Mr. Rustom Godrej Joshi

Designation :

Managing Director

Address :

501, Marker Mansion, 623 Lady Jehangir Road, Parsee Colony, Dadar, Mumbai – 400014, Maharashtra, India

Date of Birth/Age :

05.05.1953

Date of Appointment :

01.12.2013

DIN No.:

00277901

Other Directorship :

S.No.	CIN/LLPIN	Name of the Company/ LLP	Current designation of the Director/ Designated Partner	Date of appointment at current designation	Original date of appointment	Date of cessation	Company/ LLP Status	Defaulting status
1	U99999MH1939PLC002994	V V F LIMITED	Managing director	01/10/2012	24/11/1972	-	Active	NO
2	U99999MH1979PTC022023	RF EXPORTS PRIVATE LIMITED	Director	21/12/1979	21/12/1979	-	Active	NO
3	U15140MH1979PTC022030	VITA OIL PRIVATE LIMITED	Director	22/12/1979	22/12/1979	-	Active	NO
4	U65990MH1979PTC022035	GODSIL INVESTMENTS PRIVATE LIMITED	Director	22/12/1979	22/12/1979	-	Active	NO
5	U24118MH1985PTC037964	NAVSARI OIL PRODUCTS PRIVATE LIMITED	Director	03/10/1986	03/10/1986	-	Active	NO
6	U51900MH2000PTC127812	SYNERGY INDIA MARKETING PRIVATE LIMITED	Director	01/11/2000	01/11/2000	-	Active	NO
7	U45400MH2010PTC210101	Navimumbai Infrastructure Development Private Limited	Director	16/11/2010	16/11/2010	-	Active	NO
8	U45400MH2010PTC210098	VVF Infrastructure Private Limited	Director	16/11/2010	16/11/2010	-	Active	NO
9	U24296MH2010PLC210239	VVF (INDIA) LIMITED	Managing director	01/12/2013	22/11/2010	-	Active	NO
10	U24230MH2004PTC145489	VITA BIOPHARMA PRIVATE LIMITED	Additional director	09/01/2013	09/01/2013	-	Amalgamated	NO
11	U51909MH2005PTC156458	Vitavon Life Private Limited	Director	30/09/2013	09/01/2013	-	Active	NO

Name :

Mr. Faraz Godrej Joshi

Designation :

Managing director

Address :

40 – A, Hillastone, B G Kher Marg, Malabar Hill, Mumbai – 400006, Maharashtra, India

Date of Birth/Age :

21.07.1946

Date of Appointment :

17.12.2013

DIN No.:

00278206

Other Directorship :

S.No.	CIN/LLPIN	Name of the Company/ LLP	Current designation of the Director/ Designated Partner	Date of appointment at current designation	Original date of appointment	Date of cessation	Company/ LLP Status	Defaulting status
1	U99999MH1939PLC002994	V V F LIMITED	Director	01/06/2012	24/11/1972	-	Active	NO
2	U99999MH1979PTC022023	RF EXPORTS PRIVATE LIMITED	Director	21/12/1979	21/12/1979	-	Active	NO
3	U65990MH1979PTC022035	GODSIL INVESTMENTS PRIVATE LIMITED	Director	22/12/1979	22/12/1979	-	Active	NO
4	U15140MH1979PTC022030	VITA OIL PRIVATE LIMITED	Director	22/12/1979	22/12/1979	-	Active	NO
5	U24118MH1985PTC037964	NAVSARI OIL PRODUCTS PRIVATE LIMITED	Director	03/10/1986	03/10/1986	-	Active	NO
6	U51900MH2000PTC127812	SYNERGY INDIA MARKETING PRIVATE LIMITED	Director	01/02/2010	01/02/2010	-	Active	NO
7	U24296MH2010PLC210239	VVF (INDIA) LIMITED	Managing director	17/12/2013	01/06/2012	-	Active	NO

Name :

Mr. Shanaz Arunak Diwan

Designation :

Managing director

Address :

40 – A, Hillastone, B G Kher Marg, Malabar Hill, Mumbai – 400006, Maharashtra, India

Date of Birth/Age :

22.02.1950

Date of Appointment :

17.12.2013

DIN No.:

02019387

Other Directorship :

S.No.	CIN/LLPIN	Name of the Company/ LLP	Current designation of the Director/ Designated Partner	Date of appointment at current designation	Original date of appointment	Date of cessation	Company/ LLP Status	Defaulting status
1	U99999MH1939PLC002994	V V F LIMITED	Director	01/06/2012	01/02/2008	-	Active	NO
2	U45400MH2010PTC210098	VVF Infrastructure Private Limited	Director	16/11/2010	16/11/2010	-	Active	NO
3	U24296MH2010PLC210239	VVF (INDIA) LIMITED	Managing director	17/12/2013	22/11/2010	-	Active	NO
4	U45400MH2010PTC210101	Navimumbai Infrastructure Development Private Limited	Director	27/09/2011	30/03/2011	-	Active	NO
5	U24230MH2004PTC145489	VITA BIOPHARMA PRIVATE LIMITED	Director	29/09/2012	09/01/2012	-	Amalgamated	NO

Name :

Mr. Ramesh Doraiswami

Designation :

Whole - time Director

Address :

Flat No. 1012, Building No. 1, S No. 65/1/2A/2/3, Clover Belvedere, Ghorpadi, Pune – 411001, Maharashtra, India

Date of Birth/Age :

28.12.1964

Date of Appointment :

30.09.2013

DIN No.:

06552391

Name :

Mr. Rajamani Subramaniam Iyer

Designation :

Director

Address :

21, Khetani Heights, Plot No. 123, Road No. 27, Sion East, Mumbai – 400022, Maharashtra, India

Date of Birth/Age :

28.12.1964

Date of Appointment :

30.09.2014

DIN No.:

00278672

Other Directorship :

S.No.	CIN/LLPIN	Name of the Company/ LLP	Current designation of the Director/ Designated Partner	Date of appointment at current designation	Original date of appointment	Date of cessation	Company/ LLP Status	Defaulting status
1	U99999MH1939PLC002994	V V F LIMITED	Director	30/09/1996	30/09/1996	-	Active	NO
2	U52190MH2009PTC196799	NINE VENTURES PRIVATE LIMITED	Director	03/11/2009	03/11/2009	-	Active	NO
3	U24296MH2010PLC210239	VVF (INDIA) LIMITED	Director	30/09/2014	24/03/2014	-	Active	NO

Name :

Mr. Ramesh Ramachandran Venkat

Designation :

Nominee Director

Address :

1201 Marathon Heights, Pandurang Budhkar Marg, Worli, Mumbai – 400013, Maharashtra, India

Date of Birth/Age :

14.03.1964

Date of Appointment :

24.10.2011

DIN No.:

00003410

Other Directorship:

S.No.	CIN/LLPIN	Name of the Company/ LLP	Current designation of the Director/ Designated Partner	Date of appointment at current designation	Original date of appointment	Date of cessation	Company/ LLP Status	Defaulting status
1	L65910MH1991PLC062067	FORTUNE FINANCIAL SERVICES (INDIA) LIMITED	Director	28/03/2003	28/03/2003	09/07/2013	Active	NO
2	L99999MH1951PLC008485	DIL LIMITED	Director	29/07/2004	29/07/2004	26/04/2008	Active	NO
3	U92100MH2004PLC145627	WHITE STRIPES ENTERTAINMENT LIMITED	Director	25/04/2005	25/04/2005	-	Amalgamated	NO
4	U72900MH2001PLC131600	RELIANCE IDC LIMITED	Director	23/07/2005	23/07/2005	28/10/2010	Active	NO
5	U99999MH2000PLC125991	MATRIX INNOVATIONS LIMITED	Director	23/07/2005	23/07/2005	02/11/2010	Amalgamated	NO
6	U51900MH1999PLC121491	RELIANCE INFOINVESTMENTS LIMITED	Director	23/07/2005	23/07/2005	-	Amalgamated	NO
7	U66010MH2000PLC128301	RELIANCE GILTS LIMITED	Director	20/04/2006	20/04/2006	21/12/2012	Active	NO
8	U85199KA1999PTC025676	MEDI ASSIST INDIA TPA PRIVATE LIMITED	Director	11/07/2007	11/05/2006	28/05/2011	Active	NO
9	U74999MH2007PTC168616	SERENDIP ADVISORS PRIVATE LIMITED	Director	30/09/2014	24/03/2007	-	Active	NO
10	U65923MH2007PTC174326	TELECOM INFRASTRUCTURE FINANCE PRIVATE LIMITED	Director	30/09/2008	20/09/2007	10/09/2011	Active	NO
11	U74210MH2005PLC153010	FAIRWINDS ASSET MANAGERS LIMITED	Director	20/08/2008	07/04/2008	-	Active	NO
12	U67190MH2007PLC175180	FORTUNE CREDIT CAPITAL LIMITED	Director	25/08/2012	24/10/2008	31/07/2013	Active	NO
13	U74120MH1994PLC077946	INTIME EQUITIES LIMITED	Director	29/08/2009	24/10/2008	01/08/2011	Active	NO
14	U45200MH2006PLC161190	RELIANCE ASSET RECONSTRUCTION COMPANY Limited	Director	24/09/2009	15/04/2009	04/04/2013	Active	NO
15	U65999MH2008PTC187126	FAIRWINDS TRUSTEES SERVICES PRIVATE LIMITED	Director	30/09/2011	14/01/2011	-	Active	NO
16	U24296MH2010PLC210239	VVF (INDIA) LIMITED	Nominee director	24/10/2011	14/10/2011	-	Active	NO
17	U99999MH1939PLC002994	V V F LIMITED	Nominee director	24/10/2011	14/10/2011	28/09/2012	Active	NO

KEY EXECUTIVES

Name :	Mr. Ramesh Doraiswami
Designation :	Chief Executive Officer

Name :	Mr. Mohan Parshuram Sonar
Designation :	Secretary
Address :	B3/204, Runwal Estate, Ghodunder Road, Manpada, Thane – 400607, Maharashtra, India
Date of Birth/Age :	15.06.1967
Date of Appointment :	01.06.2012
PAN No.:	ANMPS7378G

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 30.09.2014

Names of Shareholders	No. of Shares
Rustom Godrej Joshi	5737250
Faraz Godrej Joshi	5749750
Shanaz Arunak Diwan	782250
Neville Rustom Joshi	12500
VVF (India) Employees Benefit Trust, India	217500
Rustom Joshi Jointly with Neville Rustom Joshi	250
Reliance Alternative Investments Fund – Private Equity Scheme I, acting Through Reliance Alternative Investment Services Private Limited, India	2560750
E P Asia Limited	564151
VVF Limited	113000
Vita Trading Private Limited	18000
Vita Oil Private Limited	5700
Total	15761101

As on 30.09.2014

Equity Share Break up (Percentage of Total Equity)

Category	Percentage
Foreign holdings( Foreign institutional investor(s), Foreign companie(s) Foreign financial institution(s), Non-resident Indian(s) or Overseas Corporate bodies or Others	3.58
Bodies corporate	0.87
Directors or relatives of Directors	77.92
Other top fifty shareholders	17.63
Total	100.00

BUSINESS DETAILS

Line of Business :

Subject engaged in the business of manufacturing and sale of personal care products and Oleo chemicals

Products :

Product Description	Item Code No. (ITC Code)
Product Description	38237090
Processed Oil (consists of fatty Alcohol and fatty Acid)	34011120
Toilet Soaps and Soap noodles	33049120

Brand Names :

Not Available

Agencies Held :

Not Available

Exports :

Not Divulged

Imports :

Not Divulged

Terms :

Not Divulged

GENERAL INFORMATION

Suppliers :

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

Customers :

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

No. of Employees :

Information denied by management

Bankers :

• Bank of India, Mumbai Large Corpoate Branch, Oriental Building 364, D. N. Road, Fort, Mumbai - 400001, Maharashtra, India

• Export Import Bank of India, Centre One Building, Floor 21, World trade Centre complex, Cuffe Parade, Mumbai - 400005, Maharashtra, India

Facilities :

(Rs. In Million)

SECURED LOAN	As on 31.03.2014	As on 31.03.2013
Long Term Borrowing
Term loans from banks	621.670	508.400
Short Term Borrowing
Loans repayable on demand	5727.730	5702.320
Total	6349.4	6210.72

Auditors :
Name :	B S R and Associates Chartered Accountants
Address :	Mumbai, Maharashtra, India
PAN No.:	AADFB6889R
Memberships :	Not Available
Collaborators :	Not Available
Other Related Parties :	PT VVF Indonesia RF Exports Private Limited
Subsidiary Company:	VVF Singapore Pte. Limited Navimumbai Infrastructure Development Private Limited, India [U45400MH2010PTC210101] PT VVF Indonesia
Enterprises which are owned, or have significant influence of or are partners with Key management personnel and their relatives:	Synergy India Marketing Private Limited, India [U51900MH2000PTC127812] VVF Spolka z.o.o EP Asia Limited VVF Limited Navsari Oilproducts Private Limited

CAPITAL STRUCTURE

After 30.09.2014

Authorised Capital : Rs.200.000 Million

Issued, Subscribed & Paid-up Capital : Rs. 165.663 Million

As on 30.09.2014

Authorised Capital :

No. of Shares	Type	Value	Amount
19940000	Equity Shares	Rs.10/- each	Rs. 199.400 Million
60000	Preference Shares	Rs.10/- each	Rs. 0.600 Million
	Total		Rs. 200.000 Million

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
15761101	Equity Shares	Rs.10/- each	Rs. 157.611 Million

As on 31.03.2014

Authorised Capital :

No. of Shares	Type	Value	Amount
19940000	Equity Shares	Rs.10/- each	Rs. 199.400 Million
60000	Preference Shares	Rs.10/- each	Rs. 0.600 Million
	Total		Rs. 200.000 Million

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
15060250	Equity Shares	Rs.10/- each	Rs. 150.600 Million
57364	Preference Shares	Rs.10/- each	Rs. 0.570 Million
	Total		Rs. 151.170 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	151.170	151.170	0.500
(b) Reserves & Surplus	1578.260	1184.240	999.030
(c) Money received against share warrants	0.000	0.000	0.000
(2) Share Application money pending allotment	251.880	0.000	0.574
Total Shareholders’ Funds (1) + (2)	1981.310	1335.410	1000.104
(3) Non-Current Liabilities
(a) long-term borrowings	711.580	630.610	1098.315
(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	166.180	184.930	173.117
Total Non-current Liabilities (3)	877.760	815.540	1271.432
(4) Current Liabilities
(a) Short term borrowings	5793.600	5776.620	7498.111
(b) Trade payables	5045.300	5232.410	3450.418
(c) Other current liabilities	594.080	1037.350	1518.458
(d) Short-term provisions	297.890	181.530	181.220
Total Current Liabilities (4)	11730.870	12227.910	12648.207
TOTAL	14589.940	14378.860	14919.743
II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	5205.810	6043.880	5299.710
(ii) Intangible Assets	9.070	12.090	16.171
(iii) Capital work-in-progress	67.220	50.070	1036.558
(iv) Intangible assets under development	0.000	0.000	0.000
(b) Non-current Investments	720.690	74.730	74.808
(c) Deferred tax assets (net)	0.000	0.000	0.000
(d) Long-term Loan and Advances	1097.940	1036.770	1063.892
(e) Other Non-current assets	0.050	0.840	0.288
Total Non-Current Assets	7100.780	7218.380	7491.427
(2) Current assets
(a) Current investments	0.000	0.000	0.000
(b) Inventories	3434.660	3560.730	3246.795
(c) Trade receivables	2777.68	2253.350	2657.743
(d) Cash and cash equivalents	220.140	214.830	188.387
(e) Short-term loans and advances	958.960	1051.570	1280.720
(f) Other current assets	97.720	80.000	54.671
Total Current Assets	7489.160	7160.480	7428.316
TOTAL	14589.940	14378.860	14919.743

PROFIT & LOSS ACCOUNT

	PARTICULARS	31.03.2014	31.03.2013	31.03.2012
	SALES
	Income	21361.280	17826.750	19859.014
	Other Income	99.030	72.390	70.793
	TOTAL	21460.310	17899.140	19929.807
Less	EXPENSES
	Cost of Materials Consumed	12547.560	12552.910	14481.671
	Purchases of Stock-in-Trade	1577.350	594.800	518.593
	Changes in inventories of finished goods, work-in-progress and Stock-in-Trade	196.370	(65.600)	175.713
	Employees benefits expense	1072.230	886.280	824.821
	Other expenses	3541.180	3214.280	2829.216
	TOTAL	18934.690	17182.670	18830.014
Less	PROFIT/ (LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION	2525.620	716.470	1099.793
Less	FINANCIAL EXPENSES	1218.810	901.490	973.979
	PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION	1306.810	(185.020)	125.814
Less/ Add	DEPRECIATION/ AMORTISATION	912.790	881.650	836.951
	PROFIT/ (LOSS) BEFORE TAX	394.020	(1066.670)	(711.137)
Less	TAX
	PROFIT/ (LOSS) AFTER TAX	394.020	(1066.670)	(711.137)
	EARNINGS IN FOREIGN CURRENCY	9511.530	6617.022	6397.949
	Earnings / (Loss) Per Share (Rs.)	26.16	(77.15)	(56.89)

CURRENT MATURITIES OF LONG TERM DEBT DETAILS

Particulars	31.03.2014	31.03.2013	31.03.2012
Current Maturities of Long term debt	281.690	727.320	984.474
Cash generated from operations	N.A	N.A	N.A
Net cash flow from operating activity	1497.690	2809.790	4145.310

KEY RATIOS

PARTICULARS		31.03.2014	31.03.2013	31.03.2012
Net Profit Margin (PAT/Sales)	(%)	1.84	(5.98)	(3.58)
Operating Profit Margin (PBDIT/Sales)	(%)	11.82	4.02	5.54
Return on Total Assets (PBT/Total Assets}	(%)	2.85	(7.48)	(5.15)
Return on Investment (ROI) (PBT/Networth)		0.20	(0.80)	(0.71)
Debt Equity Ratio (Total Debt /Networth)		3.43	5.34	9.58
Current Ratio (Current Asset/Current Liability)		0.64	0.59	0.59

FINANCIAL ANALYSIS

[all figures are in Rupees Million]

DEBT EQUITY RATIO

Particular	31.03.2012	31.03.2013	31.03.2014
	(Rs. In Million)	(Rs. In Million)	(Rs. In Million)
Share Capital	0.500	151.170	151.170
Reserves & Surplus	999.030	1184.240	1578.260
Money received against share warrants	0.000	0.000	0.000
Share Application money pending allotment	0.574	0.000	251.880
Net worth	1000.104	1335.410	1981.310
long-term borrowings	1098.315	630.610	711.580
Short term borrowings	7498.111	5776.620	5793.600
Current maturities of long-term debts	984.474	727.320	281.690
Total borrowings	9580.900	7134.550	6786.870
Debt/Equity ratio	9.580	5.343	3.425

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	19859.014	17826.750	21361.280
		(10.233)	19.827

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	19859.014	17826.750	21361.280
Profit	(711.137)	(1066.670)	394.020
	(3.58)%	(5.98)%	1.84%

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	Yes
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	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

NOTE:

COMPANY OVERVIEW

Subject is a public company domiciled and headquartered in India. It was incorporated under the Companies Act, 1956 (the Act) on 22 November 2010. The Company is primarily engaged in manufacture of Toilet Soaps, Fatty Acids and Fatty Alcohols. The Company has operations worldwide and caters to both domestic and international markets. The Scheme of Arrangement of demerger between VVF Limited (Demerged Company) and VVF (India) Limited (Resulting Company) and their respective shareholders was approved by the Honorable High Court of Judicature at Bombay on 20 April 2012. The Company had received the certified copy of the High Court Order on 11 May 2012 and the Scheme has become effective from 1 June 2012 i.e. date of filing of the said order with the Registrar of Companies. During the year, the Scheme of Amalgamation of Vita Biopharma Private Limited (VBPL) into VVF (India) Limited was approved by the Honorable High Court of Judicature at Bombay on 5 July 2013. The Company has received the certified copy of the High Court Order on 26 July 2013 and the Scheme has become effective from 23 August 2013 i.e. date of filing of the said order with the Registrar of the Companies. The

appointed date being 1 April 2012.

.

PERFORMANCE/ OPERATIONS REVIEW

The Company achieved a significant growth in its operations during the financial year ended 31st March, 2014. The revenue from operations increased by 19.89% to Rs. 2146.031 million. The finance cost increased by 35.19 % because of higher interest rates. The Company earned net profit after tax of Rs. 39.402 million during the current financial year as compared to the loss of Rs.(106.667) million in the previous year

FUTURE OUTLOOK

The Company is one of the largest producer and exporter of Oleo chemicals in India and also one of largest contract manufacturer of Personal care products in the country. The Company is mainly engaged in the business of manufacturing and sale of personal care products and Oleo chemicals. Oleo division of the Company expects favorable demand globally in the year 2014-15. Indonesian operations commenced during the financial year 2013-14. This has brought efficiency in sourcing and respite from export taxes in the ASEAN region. This is expected to favorably impact the profitability of Oleo business. The Company has implemented the forex policy stringently to avoid incurring heavy losses in the future. Contract Manufacturing Business (CMB) is expected to maintain a stable performance and continued customer support. Consumer Product Division (CPD) has performed well compared to previous year. More emphasis will be given on brand building and marketing strategies to increase sales and profitability in the coming years. However the volatility in the raw material prices, especially in CPKO need to be seen in the coming quarters.

AMALGAMATION

Amalgamation of Vita Biopharma Private Limited (VBPL or the Transferor Company) with VVF (India) Limited (the Company or Transferee Company) (as per the Scheme of Amalgamation) The Scheme of Amalgamation (the Scheme) of erstwhile Vita Biopharma Private Limited (VBPL) with the Company was submitted to the Honourable High Court of Mumbai vide application filed on 26 February 2013. The said Court sanctioned the Scheme on 5 July 2013. The Company had filed the certified copy of the Order of the Honourable High Court of Judicature at Mumbai with Registrar of Companies on 23 August 2013. VBPL was engaged in the business of manufacture of cosmetics, drugs, pharmaceuticals and ayurvedic products. The amalgamation has been accounted under the purchase method as prescribed by Accounting Standard 14 on Accounting for Amalgamations. The accounting for the scheme of amalgamation was given effect in the financial statements for the year ended 31 March 2013, as the appointed date mentioned in the scheme was 1 April 2012. Relevant provisions of the Scheme as approved by the Honourable High Court -

a) The appointed date is 1 April 2012.

b) All assets and liabilities of VBPL will be taken over by the Company at their respective fair values, as may be decided by the Board of Directors of Transferee Company.

c) The intercompany balances and investments stand cancelled.

d) For the purpose of reflecting of fair values of assets and liabilities of VBPL in the books of the Company as on the appointed date, suitable effect may be given including, but not restricted to, application of uniform accounting policies and methods.

e) The excess arising on transfer of assets and liabilities, in accordance with clause (b) above, and after providing for adjustment as per clause (c) and (d) above, and after providing for any provisions in the books of the Company shall be credited to Capital reserve.

f) The entire business and the whole of Undertaking of VBPL is to be transferred to and vested in the Company as a going concern, pursuant to the provision of Section 391 and Section 394 and other applicable provisions of the Act. The effect of the approved Scheme has been given in the financial statements for the year ended 31 March 2013.

UNSECURED LOAN

(Rs. In Million)

Particulars	As on 31.03.2014	As on 31.03.2013
Long Term Borrowing
Term loans from banks	89.910	122.210
Short Term Borrowing
Other loans and advances	65.870	74.300
Total	155.780	196.510

INDEX OF CHARGES

S.No.	Charge ID	Date of Charge Creation/Modification	Charge amount secured	Charge Holder	Address	Service Request Number (SRN)
1	10521498	11/09/2014	400,000,000.00	STATE BANK OF PATIALA	ATLANTA, 1ST FLOOR,, JAMNALAL BAJAJ MARG, NARIMAN POINT, MUMBAI, MAHARASHTRA - 400021, INDIA	C22018121
2	10516405	31/07/2014	250,000,000.00	AXIS BANK LIMITED	AXIS HOUSE, WADIA INTERNATIONAL CENTRE, P.B. BUDH AKAR MARG, WORLI, MUMBAI, MAHARASHTRA - 400005, INDIA	C17809690
3	10516491	31/07/2014	150,000,000.00	THE FEDERAL BANK LIMITED	EXPRESS TOWER, GROUND FLOOR, NARIMAN POINT, MUMBA I, MAHARASHTRA - 400021, INDIA	C17915901
4	10507257	11/06/2014	1,250,000,000.00	CENTRAL BANK OF INDIA	CORPORATE FINANCE BRANCH, NARIMAN POINT, MUMBAI - 400021, MAHARASHTRA, INDIA	C10022622
5	10505517	31/07/2014 *	500,000,000.00	IDBI BANK LIMITED	IDBI TOWER, PLOT NO. C7, 5TH FLOOR,, G BLOCK, BANDRA KURLA COMPLEX, OPP. NSE BLDG., MUMBAI, MAHARAS HTRA - 400051, INDIA	C17913872
6	10505497	31/07/2014 *	500,000,000.00	BANK OF INDIA	MUMBAI LARGE CORPORATE BRANCH, ORIENTAL BUILDING, 364, D N ROAD, FORT, MUMBAI- 400001 , MAHARASHTRA , INDIA	C17825753
7	10437124	25/03/2014 *	500,000,000.00	BANK OF INDIA	MUMBAI LARGE CORPORATE BRANCH, ORIENTAL BUILDING, 364, D N ROAD, FORT, MUMBAI- 400001 , MAHARASHTRA , INDIA	C03534872
8	10425699	17/04/2013	400,000,000.00	CENTRAL BANK OF INDIA	CORPORATE FINANCE BRANCH, CHANDER MUKHI, GROUND FLOOR, NARIMAN POINT, MUMBAI- 400021 , MAHARASHTRA , INDIA	B75054379
9	10415957	25/03/2014 *	800,000,000.00	ICICI BANK LIMITED	ICICI BANK TOWER, BANDRA KURLA COMPLEX, BANDRA EA ST, MUMBAI- 400051, MAHARASHTRA, INDIA	C03721289
10	10407440	19/02/2013	200,000,000.00	IDBI BANK LIMITED	IDBI TOWERWTC COMPLEX, CUFFE PARADE, MUMBAI- 400005, MAHA RASHTRA, INDIA	B69352961

* Date of charge modification

CONTINGENT LIABILITIES

(Rs. In Million)

Particular	31.03.2014
Counter guarantees given to the bankers for guarantees issued on behalf of the Company	28.040
Corporate guarantee for subsidiary to bank	1318.130
Excise duty claims	748.260
Notices of Directorate of Revenue Intelligence (DRI)	1022.700
Mumbai Agricultural Produce Marketing Committee (APMC) Claims not acknowledged as debts	0.000
Claims for VAT /CST (includes counter guarantees given of Rs. 15.957 Million)	228.280
Pending C-Forms to be received	90.600
Direct tax cases -	0.000
Show cause notices of Directorate of Revenue Intelligence (DRI) relating to custom duty on imported Crude Palm Kernel Oil (CPKO)	4640.000

FIXED ASSETS

• Land
• Buildings
• Plant and equipment
• Furniture and fixtures
• Vehicles
• Office equipment
• Computer software
• Computer software

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.66.92
UK Pound	1	Rs.102.75
Euro	1	Rs.75.12

INFORMATION DETAILS

Information Gathered by :	PRP
Analysis Done by :	KAR
Report Prepared by :	RKI

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	3
--LIQUIDITY	1~10	2
--LEVERAGE	1~10	2
--RESERVES	1~10	2
--CREDIT LINES	1~10	2
--MARGINS	-5~5	--
DEMERIT POINTS
--BANK CHARGES	YES/NO	YES
--LITIGATION	YES/NO	NO
--OTHER ADVERSE INFORMATION	YES/NO	NO
MERIT POINTS
--SOLE DISTRIBUTORSHIP	YES/NO	NO
--EXPORT ACTIVITIES	YES/NO	NO
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
DEFAULTER
--RBI	YES/NO	NO
--EPF	YES/NO	NO
TOTAL		22

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.